Commercial Ground Transportation at Airports: Best Practices-Appendices C to H (2015)

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A P P E N D I X E Sample Request for Proposals and Request for Qualifications A sample RFP and Invitation for Bids for the following airports are provided for reference: 1. Baltimore/Washington Thurgood Marshall International Airport 2. Seattle-Tacoma International Airport E-1

Invitation for Bids to Operate and Manage the Taxicab Ground Transportation Concession Baltimore/Washington Thurgood Marshall International Airport E-2

MARYLAND DEPARTMENT OF TRANSPORTATION MARYLAND AVIATION ADMINISTRATION INVITATION FOR BIDS NO. MAA-IFB-10-005 TO OPERATE AND MANAGE THE TAXICAB GROUND TRANSPORTATION CONCESSION AT BALTIMORE/WASHINGTON INTERNATIONAL THURGOOD MARSHALL AIRPORT I. PURPOSE The Maryland Aviation Administration (hereinafter referred to as the “MAA” or “Administration”) of the Maryland Department of Transportation (hereinafter referred to as ”MDOT”) hereby invites bids from all interested and qualified Bidders desiring to operate and manage an airport taxicab concession, as defined in Article XI, at Baltimore/Washington International Thurgood Marshall Airport (hereinafter referred to as “BWI Marshall” or "Airport"). The Airport is owned by the State of Maryland and operated by the Administration. It is the intent of the Administration to award an exclusive contract (hereinafter referred to as “Contract”) to a responsible Bidder (hereinafter referred to as "Selected Bidder” or “Selected Contractor") that submits a responsive bid as determined by the Administration. A Contract shall be awarded to the Bidder that meets all the requirements as set forth herein, and submits the highest total financial bid for the four (4) year period of the Contract, subject to the Administration’s right to reject any and all bids. Each Bidder for the right to provide said service shall follow the instructions as set forth in Article IV, Submission of Bids, of this Invitation for Bids ( hereinafter referred to as “IFB”). The Contract period shall be for a term of four (4) years and shall commence on or about April 1, 2011. The Administration and the Selected Bidder will set the specific effective date. The Administration reserves the right to waive minor INVITATION FOR BIDS MAA-IFB-10-005

- 2 - irregularities and formalities. The legal effectiveness of any Contract is subject to, and contingent upon, approval of the Secretary of Transportation and the Board of Public Works of Maryland (hereinafter referred to as (hereinafter referred to as “BPW”). In the package entitled “Forms to be Submitted” of this IFB is a form entitled “Bidder/Contractor Comment Form” (Form No. 1). In the event you elect not to submit a bid as a result of this solicitation, or wish to offer suggestions or express concerns about this solicitation, we request that you complete this form. Please note: Bidders are not obligated to complete this form, it is optional, and submission of comments will have no impact on the consideration of a bid. II. PRE-BID CONFERENCE A. The Administration has scheduled a pre-bid conference meeting at 10:00 a.m. (local time), on February 24, 2010 (local time as referred to throughout the IFB is the time of day in Baltimore, Maryland). The conference will be held at the Maryland Aviation Administration’s Assembly Room, Third Floor, Airport Terminal Building, Baltimore/Washington International Thurgood Marshall Airport, Maryland 21240. B. If there is a need for sign language interpretation and/or other special accommodations due to a disability, it is requested that you call 410-859-7992 or 410-850-7227 (TDD) at least five (5) days in advance of the pre-bid conference. The Administration will make reasonable efforts to provide such special accommodations. C. The purpose of this conference will be to discuss the requirements and objectives of this IFB. Administration staff will be available to answer questions relating to the taxicab concession. Bidders are encouraged to attend the pre-bid conference, although attendance is not mandatory. A written addendum to the IFB, which summarizes all questions and answers from the pre-bid conference as well as written questions submitted pursuant to Article II.D will be distributed to all parties who are on record as having received this IFB. Therefore, if you receive a copy of this IFB from any source other than the Administration, it is strongly recommended that you contact the Administration in writing at the

- 3 - address in Article II.D below to ensure that you receive copies of any addenda issued. D. Should any Bidder find a discrepancy in or omission from the IFB specifications, or should there be any doubt as to the meaning of any provisions, hereof, or should a Bidder have any questions concerning this IFB, Bidder shall give notice in writing to: Director Office Commercial Management Maryland Aviation Administration P. O. Box 8766 BWI Airport, Maryland 21240 Said written notice must be forwarded to Administration to arrive no later than 4:00 p.m. (local time) on March 3, 2010. Questions may be submitted by facsimile transmission to 410-850-4127. The Administration will not answer any questions submitted by telephone, email or verbal means other than at the pre-bid conference and these answers will be confirmed in writing. Written questions received after 4:00 p.m. (local time) on March 3, 2010 will not be answered by the Administration and will not become part of the IFB process. III. KNOWLEDGE OF AIRPORT TAXICAB CONCESSION CONTRACT TO BE AWARDED Bidders are advised to visit the Airport and personally inspect and investigate all circumstances and conditions affecting the Airport taxicab operation. By submission of a bid, each Bidder acknowledges that it has investigated and satisfied itself as to all circumstances and conditions affecting the Airport taxicab concession and acknowledges that any failure by Bidder to acquaint itself with all available information in this IFB and with the said circumstances and conditions at the Airport may not relieve the Bidder from responsibility for properly determining the difficulty and costs of successfully performing the Contract. The Bidder acknowledges that the Administration assumes no responsibility for any conclusions or interpretations made by the Bidder on the basis of information made available by the Administration, nor does the Administration make any guarantees concerning the number of passengers that will use the Airport in the future.

- 4 - IV. SUBMISSION OF BIDS A. This solicitation utilizes a two phase, multi-step IFB process, a first phase in which Bidders submit information to respond to the mandatory qualifications and provide required technical information (hereinafter referred to as “Submission”) [one (1) signed unbound original and eleven (11) bound copies] to be reviewed by the Administration and a second phase in which those Bidders whose information has been found to be acceptable during the first phase have their Financial Bids considered. In this IFB, the Submission will be opened and reviewed before the Financial Bids are opened. Each Bidder’s Submission must meet the requirements of the IFB and be found acceptable. A Bidder whose bid does not meet the requirements will be notified that its bid is unacceptable and rejected. A Financial Bid from a Bidder whose Submission has been found unacceptable shall be returned unopened. If a Bidder’s Submission is deemed reasonably susceptible of being made acceptable for award, a Bidder may be permitted to revise its Submission. The Administration shall review a Bidder’s initial and revised Submission to determine if the bid is acceptable. After the Administration has completed its review of the Submission from a Bidder whose bid meets the requirements of the IFB, the Administration will open its Financial Bid and select the Bidder whose Financial Bid results in the highest total Minimum Monthly Guarantee (hereinafter referred to as “MMG”) for the four (4) years to the Administration. Bidders shall submit a Financial Bid Form [one (1) completed signed original and one (1) copy of Scheduled I] in a separately sealed package. The Successful Bidder shall pay the Administration a fixed per trip fee of Two Dollars Fifty Cents (US$2.50) or a MMG of no less than Seventy Thousand Dollars (US$70,000), whichever is greater on a monthly basis. The Financial Bid Form (Schedule I) is provided as Form No. 6 in the package entitled “Forms to be Submitted.”

- 5 - B. A Bidder’s Submission [one (1) signed unbound original and eleven (11) bound copies], including the Bid/Proposal Affidavit Form, Procurement Affirmation Form, and the Commitment Statement, attached hereto in Forms No. 4, 5, and 7 respectively in the package entitled “Forms to be Submitted,” must be prepared in the manner and detail specified in this IFB, signed by an authorized official, enclosed in a sealed envelope or package, identified as follows, and mailed or delivered so as to be received by the Director, Office of Commercial Management, Maryland Aviation Administration, not later than 4:00 p.m. (local time), May 5, 2010. Any Submission received after that time and date will be rejected and returned to the Bidder unopened. SEALED BID PHASE I – INITIAL SUBMISSION INVITATION FOR BIDS: TO: Director, To Operate and Manage the Office of Commercial Management Taxicab Ground Transportation Concession Maryland Aviation Administration At Baltimore/Washington Third Floor Terminal Building International Thurgood Marshall Airport P.O. Box 8766 MAA-IFB-10-005 BWI Airport MD 21240-0766 FROM: (Name)______________________ (Address)____________________ (Telephone)__________________ Note: For documents sent by overnight mail (e.g. FedEx, UPS, etc.), omit the P.O. Box in the above address. Bid documents sent/received by Facsimile Transmission or Email will not be accepted by the Administration. C. The Revised Submission [one (1) signed unbound original and eleven (11) bound copies], if necessary, and the Financial Bid Form (Schedule I) [one (1) completed signed original and one (1) duplicate copy] must be prepared in the manner and detail specified in this IFB, and signed by an authorized official of the Bidder, enclosed in two (2) separate sealed envelopes or packages, identified as follows, and mailed or delivered so as to be received by the Director, Office of Commercial Management, Maryland Aviation Administration, not later than 4:00 p.m. (local time), June 30, 2010.

- 6 - No Revised Submission or Financial Bid packages will be accepted after the specified time. Any Submission or Financial Bid packages received after that time and date will be rejected and returned to the Bidder unopened. The Revised Submission [one (1) signed unbound original and eleven (11) bound copies] will be reviewed prior to opening of the Financial Bid to ensure that it has been made acceptable. If the Revised Submission is unacceptable, the Financial Bid package will be returned to the Bidder unopened, and the bid will be rejected by the Administration. SEALED BID PHASE I – REVISED SUBMISSION INVITATION FOR BIDS: TO: Director, To Operate and Manage the Office of Commercial Management Taxicab Ground Transportation Concession Maryland Aviation Administration At Baltimore/Washington Third Floor Terminal Building International Thurgood Marshall Airport P.O. Box 8766 MAA-IFB-10-005 BWI Airport MD 21240-0766 FROM: (Name)___________________________ (Address)_________________________ (Telephone)__________________

- 7 - AND SEALED BID SCHEDULE I PHASE II - FINANCIAL BID INVITATION FOR BIDS: TO: Director, To Operate and Manage the Office of Commercial Management Taxicab Ground Transportation Concession Maryland Aviation Administration At Baltimore/Washington Third Floor Terminal Building International Thurgood Marshall Airport P.O. Box 8766 MAA-IFB-10-005 BWI Airport MD 21240-0766 FROM: (Name)____________________________ (Address)__________________________ (Telephone)___________________ Note: For documents sent by overnight mail (i.e. Fed Ex, UPS, etc.) omit the P. O. Box in the above address. Bid documents sent/received by Facsimile Transmission or Email will not be accepted by the Administration. D. The Submission, both the Initial and Revised, shall be legibly typed. The Financial Bid shown on the Financial Bid Form (Schedule 1), shall also be legibly typed. No alterations in bids are permitted by erasures, interlineations, or otherwise. E. Copies of this IFB may be obtained from the Office of Commercial Management upon payment of the sum of One Hundred Dollars (US$100.00) in the form of a check made payable to the “Maryland Aviation Administration” and must indicate “Invitation for Bids No. MAA-IFB-10-005” on the check. This payment will not be refunded. F. Bids submitted in response to this solicitation are irrevocable for one hundred eighty (180) days following the closing date for receipt of Financial Bids. This period may be extended at the Administration’s request only by a Bidder’s written agreement provided, however, that the irrevocability period will be automatically extended while any protest pertaining to this IFB is pending.

- 8 - G. It is essential that Bidders carefully read and adhere to the information and requirements of this IFB in the preparation and submission of bids. The Administration will not consider alternative Financial Bids. Each bid will be reviewed for compliance with the Mandatory Qualifications set forth in Article VIII of this IFB and the information to be submitted as set forth in Article IX. H. The Administration hereby notifies all Bidders that in regard to any Contract entered into pursuant to this IFB, “Disadvantaged Business Enterprises” or Airport Concession Disadvantaged Business Enterprises (collectively hereinafter referred to as “ACDBE”) Bidders will be afforded full opportunity to submit bids in response to this IFB and will not be subjected to discrimination on the basis of race, color, sex, creed, national origin or disability in consideration for an award. DBEs are encouraged to respond to this IFB. The ACDBE regulation, 49 C.F.R. Part 23, is attached as Attachment No. 1. I. The Administration reserves the right to reject any or all bids; to cancel this IFB; to re-advertise for bids if necessary and to waive minor irregularities and formalities. V. BID BOND A. Each Bidder must submit a bid bond in the sum of Ten Thousand Dollars (US$10,000.00) with its bid to guarantee execution of a Contract by the Selected Contractor on the basis of the bid submitted. In the event that the Selected Bidder fails to execute the Contract offered by the Administration on the basis of such bid, the Selected Bidder’s bid bond shall be forfeited. The bid bond at the option of each Bidder may be in the form of (1) an irrevocable standby letter of credit in a form satisfactory to the Attorney General and issued by a financial institution approved by the State Treasurer; or (2) in the form of a bid bond executed by the Bidder and by a surety meeting the qualifications set forth in Article VII, Surety Qualifications, hereof. B. The bid bonds will be released to those Bidders not awarded a Contract within fifteen (15) days of approval of the Contract by the Maryland Board of Public Works. The bid bond submitted by the Selected Bidder shall be released upon receipt of the Performance Guarantee, as referenced in Article VI, Performance

- 9 - Guarantee, and approval of the Contract by the BPW and the full execution of the Contract. C. The bid bond shall be included as part of the Initial Submission. VI. PERFORMANCE GUARANTEE A. The Selected Bidder shall be required to execute and deliver to the Administration within fourteen (14) calendar days after notification of award of the Contract, a Performance Guarantee, in the amount of fifty percent (50%) of the first year’s Fixed Annual Guarantee as bid by the Contractor. The Contractor shall maintain such Performance Guarantee for the entire term of the Contract, to include any extension thereto. The amount of the Performance Guarantee shall be subject to adjustment at the end of each Contract Year of the term, that is, the amount of the Performance Guarantee shall be adjusted each year to an amount equal to fifty percent (50%) of the Fixed Annual Guarantee for the current Contract Year. B. The Performance Guarantee, at the option of the Selected Contractor, may be in the form of: 1. an irrevocable standby letter of credit issued by a financial institution approved by the State Treasurer and in a form satisfactory to the Attorney General; or 2 a bond executed by the Contractor and by a surety meeting the qualification set forth in Article VII. C. If in the form of a bond, the Performance Guarantee may be issued for a one (1) year period, provided, however, that evidence of renewal or replacement of the said bond must be submitted annually by the Selected Contractor to the Administration at least sixty (60) days prior to the expiration date of the bond. The bond shall contain language that the surety company shall notify the Administration in writing within fifteen (15) days of a determination that the bond is to be terminated, or is not going to be renewed. The bond must be executed by the Selected Contractor and by a surety meeting the qualifications set forth in Article VII hereof.

- 10 - D. The Performance Guarantee assures performance of the Contract by the Selected Contractor and the payment to Administration of all payments required by the Contract, and shall be subject to claim in full or in part by the Administration in the event of default by the Selected Contractor for failure to fully perform the Contract. E. Any interest accrued on the Performance Guarantee will be retained by the Administration. F. In the event that the Selected Contractor fails to provide the Performance Guarantee as provided herein within fourteen (14) calendar days after receipt of notification of award of the Contract, the Contract may not be executed by the Administration. G. If the Administration draws upon the required Performance Guarantee, it shall be the obligation of the Selected Contractor to replenish the Performance Guarantee to the contractually required level within ten (10) business days of such draw by the Administration. Failure to do so may constitute a default under the Contract. VII. SURETY QUALIFICATIONS The surety, or sureties, upon the Bid Bond and Performance Guarantee shall be a corporate surety, or sureties, authorized to do business in the State of Maryland by the Maryland Insurance Administration and the Maryland Department of Assessments and Taxation. VIII. MANDATORY QUALIFICATIONS A. In order to be considered for award of the Contract, the Bidder must meet the Mandatory Qualifications listed below at the time of bid submittal. However, if the Bidder is a newly formed business entity or otherwise fails to meet all Mandatory Qualifications, it must provide to the Administration information concerning another entity (e.g. a parent firm) together with which all Mandatory Qualifications are met. In addition, such entity shall execute a Guaranty of Performance document (which is substantively similar to Form No. 3) in the package entitled “Forms to be Submitted” binding itself to perform the Contract, and correct Bidder’s failure(s) to perform in the event the Bidder, if awarded the Contract, fails to perform.

- 11 - 1. Within the past five (5) years, must have at least three (3) years of experience as an owner or operator of a taxicab company with a fleet comprised of not less than one hundred (100) taxicabs; and 2. Within the past five (5) years, must have at least three (3) years of experience as an owner or operator of a taxicab company with not less than one million dollars ($1,000,000) annual gross revenues; and 3. Within the past five (5) years, must have at least three (3) years of experience as an owner or operator of a taxicab company with a dispatcher controlled system; and 4. Within the past five (5) years must have at least three (3) years of experience as an owner or operator of a taxicab company that operates continuously on a twenty-four (24) hours a day basis; and 5. Must be financially capable of conducting the taxicab concession as determined by the Administration based on financial information submitted by the Bidder; and 6. Must not be currently barred, disqualified or suspended (including being issued a limited denial of participation) from participating in, or bidding on government (federal, State, county, or local) or airport contracts or programs. B. If a joint venture, partnership or limited liability company (hereinafter referred to as “LLC”) submits a bid, the entity holding a controlling interest in the joint venture, partnership, or LLC (for example, majority-voting rights in company decisions), must meet all of the Mandatory Qualifications criteria in order to be considered for award of the Contract. If no single entity holds a controlling interest, then each entity in a group of entities comprising a controlling interest in the joint venture, partnership, or LLC must meet all of the Mandatory Qualifications for Bidder to be considered for award of the Contract. C. The “Checklist for Information Required under Invitation for Bids No. MAA- IFB-10-005” must be completed and returned with each copy of the Initial Submission referencing each item within the Initial Submission. This checklist is included as Form No. 1 in the package entitled "Forms to be Submitted."

- 12 - D. A Bidder's failure to meet the Mandatory Qualifications contained herein shall result in the Administration finding the Bidder’s Submission to be unacceptable and rejection of the bid. IX. TECHNICAL INFORMATION TO BE SUBMITTED A. Each Bidder’s Submission shall provide the following information in writing and in the order listed below: 1. Provide the name, business address, website address, telephone number, fax (facsimile) number, and Federal Identification Number of the Bidder and its state of incorporation, if a corporate entity, and a certificate of good standing from that State. If the Bidder is not a Maryland corporation, advise whether or not it is registered with the Maryland Department of Assessments and Taxation and authorized to do business in the State of Maryland. A "resident business" is defined as a business enterprise that has a Maryland address, is registered to do business in the State of Maryland, employs Maryland residents, and regularly conducts business within the State. The term includes subsidiaries, divisions and branches of business headquartered outside of the State of Maryland. 2. A statement advising whether the business is a sole proprietorship, partnership, corporation, limited liability company, joint venture, or other form of business entity. a. If a sole proprietorship, state the name and address of the individual doing business and his or her experience as an owner or operator of a taxicab company. b. If a partnership, state the full name, address and other occupation (if any) of each and every partner; whether he or she is full time or part time; whether the partner is active or dormant; whether each partner is a general or limited partner; each partner’s experience as an owner or operator of a taxicab company; and provide copy of partnership agreement, and the proportionate share of the business owned by each partner.

- 13 - c. If a joint venture or LLC, state the names of the firms and/or individual(s) participating in the joint venture or LLC and the principal officers in each firm or names of the members of the LLC, including their experience in operating a taxicab company; and the proportionate share of the business owned by each joint venture partner, or the number of shares held by each member of the LLC. Include a copy of the joint venture agreement or limited liability company operating agreement and articles of organization. d. If a corporation, indicate in which state the corporation is incorporated, provide a copy of the articles of incorporation, and state the full name and title of each corporate officer and each officer’s experience as an operator of a taxicab company. An out of state corporation will be required to qualify to do business in the State of Maryland prior to award of the Contract. Information on how to qualify may be obtained from: Department of Assessment and Taxation Taxpayer Services Division Charter Unit Room 801 301 West Preston Street Baltimore MD 21201 Telephone Number: 888-246-5941 3. The full name, title, and business address along with telephone number, fax (facsimile) number and email address of the primary point of contact for Bidder. 4 Bidder shall state the exact name of the entity that will enter into the Contract with the Administration for the taxicab concession. 5. Bidder shall provide a complete and comprehensive written narrative clearly setting forth Bidder’s or its controlling owner(s)’ qualifications in terms of experience and necessary certification(s), describing the organizational structure of the proposed operation and demonstrating

- 14 - competency to undertake and operate this enterprise in the manner proposed. 6. Bidder shall state whether it or any of its principals, officers, directors, members or any affiliated company providing a Guaranty of Performance, is currently in any bankruptcy proceedings and provide information or documentation as to the current status of any such bankruptcy. 7. A statement advising whether or not Bidder or any of its principals, officers, directors, members or any affiliated company providing a Guaranty of Performance have ever been barred disqualified, or suspended (including being issued a limited denial of participation) from participating in, or bidding on government (federal, State, county, or local) or airport contracts or programs, and if so, the current status of the said debarment, disqualification, or suspension (including being issued a limited denial of participation) proceeding(s) and the reasons therefore. 8. Affirmation that neither the Bidder nor any affiliated company providing a Guaranty of Performance is currently delinquent in filing any tax returns to the State of Maryland, or in payment of any taxes due to the State of Maryland. 9. Detailed summary of all written correspondence and records received in the past five (5) years from the Maryland Public Service Commission, Anne Arundel County Department of Inspections and Permits or any other State, county, and/or local agency or licensing authority pertaining to complaints, responses, administrative action, proceedings, findings, disposition and any other relevant information. 10. The name, location, and date of any of Bidder’s contracts that have been terminated, either voluntarily or involuntarily, prior to the expiration of their term within the past five (5) years. For the same period of time, list any judgment(s) or pending law suit(s) related to the termination of or regarding contract performance issues in Bidder’s taxicab activity at any other location, or those activities of a business entity which has directly or indirectly a controlling interest in the Bidder, or those activities of any

- 15 - subsidiary, affiliate, or related business entity in which the Bidder has an interest. If there is such litigation, Bidder shall provide details including name(s) of court(s) and case number(s) and a summary of allegation(s) and requested damages or judgment/settlement amount(s) and Bidder’s analysis(es) of the merits of such pending lawsuit(s), and the potential financial impact on the Bidder. 11. Name of cities or areas in which Bidder operates or has operated and managed one (1) or more taxicab businesses, total number of taxicabs operated or being operated under Bidder’s control in said cities or areas during the past five (5) years, and the number of years within the past five (5) years that Bidder has operated such service at each location, identification of those operations that provide(d) services 24 hours a day, and whether or not the taxicab operations are dispatcher controlled. 12. Affirmation that Bidder is aware of the requirements of the applicable licensing authority(s) concerning licenses and permits required to operate the taxicab concession, and knows of no reason why such licenses and permits would be denied. 13. At least two (2) verifiable written business references including company names, business addresses, website addresses, telephone numbers, titles, and names of persons familiar with Bidder’s taxicab business activities. The references must provide positive recommendations for Bidder’s operation of the taxicab concession to be awarded and must be dated within the most recent six (6) months of bid date. 14. Complete and detailed audited financial statements in U. S. Dollars, if the financial information was originally prepared using a currency other than U.S. Dollars, then it must be converted to U.S. Dollars using the conversion rate(s) in place as of the applicable date or period to which the financial information applies. The financial statement must show the Bidder’s assets, liabilities, capital, income statement prepared in accordance with generally accepted accounting principles (hereinafter referred to as “GAAP”) for Bidder’s two (2) most recently completed

- 16 - fiscal/calendar years. The financial statements must contain an opinion that has been audited by an independent Certified Public Account (hereinafter referred to as a “CPA”). A compilation or unaudited financial statements are unacceptable. If Bidder is a newly formed entity, the bid documents must include a complete and comprehensive financial resume, which clearly express Bidder’s financial capacity to operate and manage taxicab concession. The financial resume shall include a written statement from the financial funding source (e.g., bank / personal loan, credit line, etc.) confirming the amount and general terms of monies available to the newly-formed entity for payment of Bidder’s fixed and variable expenses and working capital for the taxicab concession at BWI Marshall. In the event the Administration must rely on the financial capacity of another company, (e.g., parent firm), in determining Bidder’s financial capacity to perform, the affiliated company must submit complete and detailed audited financial statements showing the company’s assets, liabilities, capital, income statement, prepared in accordance with GAAP for the company’s two (2) most recently completed fiscal/calendar years and execute a Guaranty of Performance document (Form No. 3 in the package entitled “Forms to be Submitted”) in order for the Bidder to be considered for Contract Award. The Financial Statements must contain an opinion that has been audited by an independent CPA. A compilation or unaudited financial statements are unacceptable. All financial information must be submitted in U.S. Dollars. If financial information was originally prepared using a currency other than U.S. Dollars, then it must be converted to U.S. Dollars using the conversion rate in place as of the applicable date or period to which the financial information applies. If the Bidder intends to organize as a partnership, LLC or joint venture, each general partner, LLC member or joint-venturer must submit his or her personal income tax returns for the two (2) most recently

- 17 - completed calendar years and a current financial statement dated within three (3) months of bid date. Owners of small closely held corporations, partnerships, and those bidding as individuals must include a statement about Bidder’s willingness and ability to provide a personal guarantee in trade or bank references. 15. At least one (1) written bank reference including bank name, address(es), telephone number(s), title(s) and name(s) of bank officer(s) familiar with Bidder’s bank account(s). The reference must be dated within the most recent six (6) months of bid date, and must reflect average bank account balance(s) and credit history for the last one (1) year period from the date of written bank reference.. 16. A complete and detailed written narrative description of the method by which Bidder will comply with Article XXI, Airport Concession Disadvantaged Business Enterprise (ACDBE) Participation. The Administration has established a fifteen percent (15%) ACDBE goal for the Contract to be awarded in accordance with federal regulations. Bidder shall submit the following information concerning its ACDBE Plan and the ACDBE Firm(s) that will participate in the Contract: a. Bidder shall provide a description of the overall ACDBE Plan, including the number of ACDBE participants and the nature of their participation, and how the Bidder intends to meet and maintain the ACDBE goal. b. Bidder shall provide the business experience of each ACDBE firm that will participate in the Contract (Firms included must be MDOT certified ACDBEs). Note: Bidders shall not utilize firms that have not been certified by MDOT. c. Bidder shall provide the name, business address, telephone number, fax (facsimile) number, and Federal Identification Number of each ACDBE Firm that will participate in the Contract.

- 18 - d. Bidder shall provide a current copy of ACDBE/DBE certification for each ACDBE firm that will participate in the Contract. Note: ACDBE firms must have current certification documents with the Maryland Department of Transportation. Expired or certifications from other federal, State, county or local agencies are unacceptable. e. Bidder shall provide and identify items being purchased or services to be provided by each participating ACDBE firm. f. Total financial value of ACDBE management or service subcontract(s) for each year of the proposed four (4) year Contract Term; and/or projected gross receipts for ACDBEs (e.g. franchisees, joint venture partners, etc.). g. Bidder shall provide a copy of subcontract (franchise or other) agreement (as appropriate) for each ACDBE firm that will participate in the Contract. 17. A pro forma statement of Bidder’s projected gross revenues and expenses for each of the years of the proposed four (4) year Contract Term. The statement shall include: a. Projected annual Gross Revenues from operation of the subject taxicab ground transportation service; and b. Projected annual expenses including but not limited to salaries, regulating fees, supply and equipment purchases, insurance, rental costs, etc. Projected payments to the Administration are not to be included on the pro forma. c. Data submitted shall include the Bidder’s working capital required for the venture and source of cash to provide for the payment of Bidder’s fixed and variable expenses and working capital. 18. A Bid Bond in the amount of Ten Thousand Dollars (US$10,000.00).

- 19 - 19. One (1) fully completed and notarized copy of the attached Procurement Affirmation Form and Bid/Proposal Affidavit Form which are included as Form Nos. 3 and 4 in the package entitled “Forms to be Submitted.” 20. A signed copy of the Commitment Statement (Form No. 7). B. Bidder should give specific attention to the identification of those portions of its bid which it deems to be trade secrets or confidential commercial or confidential financial information. The Bidder should provide any reason why such materials should not be disclosed by the Administration or MDOT, upon request under the Access to Public Records Act, State Government Article, Title 10, Subtitle 6, Annotated Code of Maryland. Bidder’s labeling the material as "confidential" or "not for public release" is entitled to some weight, but is not controlling on the State's determination. The Administration may otherwise use or disclose the data submitted by each Bidder for any purpose. C. The Administration will not be responsible for any cost incurred by any Bidder in preparing or submitting a bid. X. TERM The term of the proposed Contract will be for a period of four (4) years, commencing approximately April 1, 2011 and ending approximately March 31, 2015, subject to an earlier termination as provided herein. XI. SCOPE OF OPERATIONS The Selected Contractor will be obligated to operate and manage a taxicab concession on Airport Property as set forth herein (Airport Property as referred to throughout the IFB shall mean any property owned, operated, and or managed by the Administration, e.g., BWI Marshall Terminal Building, BWI Consolidated Rental Car Facility, etc.). This concession must be operated and managed in a manner that will provide, and meet the requirements, established by the Administration to meet the demands of the traveling public for both outbound off-Airport and outbound intra-Airport destinations (for example, trips to other locations on Airport Property, such as BWI Consolidated Rental Car Facility, Four Points Sheraton International Hotel, BWI Rail Station, etc.). BWI taxis are allowed to provide inbound service to BWI Marshall upon

- 20 - request only from: (1) BWI Consolidated Rental Car Facility, (2) Benson Hammond House, and other on-Airport locations, and (3) any location within Anne Arundel County to which a passenger was transported from Airport Property and a request to wait for an immediate return trip has been made by the passenger. The Selected Contractor shall provide the services set forth herein in accordance with the provisions of Article 11, Title 15 of the Anne Arundel County Code (see Attachment No. 2). The taxicab rate schedule as set forth in the Anne Arundel County Code shall apply to the Selected Contractor's Taxicab Concession and shall be the only rate schedule charged. The service set forth herein shall be performed by the Selected Contractor in a manner which is at all times consistent with all laws and regulations enacted by any governmental authority having jurisdiction. The Selected Contractor shall include in its subcontract agreements, if any, with taxicab driver owner/operators a provision for termination of the subcontract agreement by the Selected Contractor in the event the owner/operator fails to obey any lawful federal, State, county, or local law, rule or regulations, or Administration/Airport rule or regulation. The Selected Contractor shall include in its subcontract agreement, if any, with each taxicab driver owner/operator a requirement to immediately notify Selected Contractor of any suspension or revocation of any such owner/operator's driver's license, permit or insurance. The Selected Contractor shall provide adequate taxicab service to accommodate passengers arriving on all arriving commercial air carrier flights (including scheduled and charter flights) and other persons requiring transport from Airport Property, and the Selected Contractor shall closely monitor air carrier flight schedules for the purpose of providing prompt service to the traveling public at the Airport. The Selected Contractor between 6:00 a.m. and 12:00 midnight shall provide taxicab service within ten (10) minutes of customer’s request on a seven (7) days per week basis. Between the hours of 12:00 midnight and 6:00 a.m. each day, seven (7) days per week, the Selected Contractor shall provide taxicab service on a demand basis within twenty (20) minutes of a request for such service. In the event that the Selected Contractor is required to arrange for additional taxicabs to provide the aforementioned service, the Selected Contractor shall be subject

- 21 - to and shall perform its contractual obligation to provide taxicab service in accordance with the Administration regulations contained in the Code of Maryland Regulations 11.03.01.11(B) as follows: (1). Supplementary Airport Taxicabs (a) If the BWI Marshall Taxicab Concessionaire temporarily requires additional Airport cabs, the dispatcher on duty shall telephone an Anne Arundel County Taxicab Company and request its assistance, stating the number of cabs needed. (b) The dispatcher shall telephone and inform the Airport Police Duty Officer and the Landside Operations Center of this action. (c) Non-Airport taxicabs so requested and called under this regulation will be treated as taxicabs working for the Airport Taxicab Concessionaire, and will be exempt from the general prohibition for dead-heading (i.e. inbound trips to the Airport without passengers) while so working. (d) Non-Airport taxicabs so requested and called under this regulation will only use the Airport curb space and parking areas assigned for the Airport taxicab concessionaire. They are not permitted to roam the terminal roadways seeking passengers. The Selected Contractor shall assure that passengers are provided taxicab transportation to the destination of their choice in the most direct and expeditious manner at all times. Consent of all passengers for sharing of a ride is required in advance of the trip. Refusal of outbound trips is prohibited. The Selected Contractor shall in a manner prescribed and approved by the Administration prominently place in each taxicab a description of the rate schedule per mile, or fraction thereof, and other noted taxicab regulations as provided by Anne Arundel County License Section, Inspections and Permits. The listing shall be displayed both in the front and rear of the taxicab, where it is easily and clearly readable by passengers in such taxicabs. Taximeters shall be installed in each Airport taxicab in a position that is clearly visible to the passengers, as approved by the Administration. Taximeter rates must be consistent with the rate schedule referenced in this Article XI.

- 22 - XII. OBLIGATIONS OF THE SELECTED CONTRACTOR The Selected Contractor shall be required to furnish the type, quantity, and quality of taxicabs necessary to provide a high quality taxicab service to meet the requirements of the traveling public and other Airport users desiring taxicab service, and their accompanying baggage. In providing this service, the Selected Contractor shall: A. Provide the personnel and expertise necessary to manage and oversee in a highly- professional manner, the overall specified taxicab concession service. B. Take all reasonable measures in every proper manner to maintain, develop, and increase the business conducted by the Selected Contractor and not divert, or cause, or allow to be diverted, any business away from BWI Marshall Airport. C. As of the commencement date of the Contract and throughout the Contract term unless otherwise modified by the Administration, provide 250 heated and air- conditioned taxicabs. The Administration encourages the Selected Contractor to use environmentally friendly vehicles (hybrid or alternative fuel vehicles). The term “hybrid or alternative fuel vehicles” for the purpose of this IFB shall mean motor vehicles which draw propulsion energy from onboard sources of stored energy that are both an internal combustion or heat engine using consumable fuel, and/or a rechargeable energy storage system. The taxicabs must be full-size sedans or Administration-approved four-wheel drive vehicles, and three percent (3%) of the taxicab vehicles that shall be available on a twenty-four (24) hours a day basis, seven (7) days per week must be capable of accommodating persons using wheelchairs. If any of the wheelchair accessible vehicles are out of service, arrangements shall be made immediately for a substitute equivalent service. Administration reserves the right to increase the number of wheelchair accessible vehicles required as demand dictates. All taxis will be required to accept major credit cards, such as MasterCard, Visa, American Express, and Discover. The Administration encourages all taxis be equipped with PayPass contactless payment readers or similar system to provide a fast and convenient payment option for the traveling public. The following vehicle age requirements shall apply:

- 23 - 1. The maximum age of a taxicab vehicle operating at the Airport shall be no older than six (6) model years old at any time while in service. The Administration prefers that any new or replacement taxicab vehicle be a hybrid or an alternative fuel vehicle. 2. Pursuant to the Provisions of the Anne Arundel County Taxicab Code "model year,” means the period of time from October 1 through the following September 30. 3. All taxicab vehicles must be, at all times, clean and neat, of a good appearance, and mechanically sound with all mechanical, electrical systems, e.g., heater, air conditioner, etc., operational and comfortable for passengers in the sole judgment of the Administration. The Selected Contractor shall obtain taxicabs either by lease, purchase, or subcontract arrangements with taxicab driver owner/operators, or a combination of lease, purchase, or subcontract. 4. All taxicabs will be smoke free and post “No Smoking” signage within taxicab vehicles. If at any time during the period of the Contract to be awarded, the Administration determines that the number of taxicabs requires adjustments, the Administration shall, within thirty (30) days prior written notice, require the Selected Contractor to adjust the number of taxicabs in service in order to meet the requirements of the traveling public and to maintain the frequency of taxicab service required herein. The Selected Contractor may request an adjustment to the number of taxicabs in service if Airport annual passenger counts change by plus or minus ten percent (± 10%) or provide sufficient evidence to justify an adjustment in the Administration’s sole discretion. At least quarterly, Selected Contractor shall submit to the Administration a current roster of vehicles by taxicab number, including name of owner/operator, make, model, and model year of vehicle, and the Anne Arundel County license or permit number. Failure to provide said information is a violation of Selected Contractor’s obligation and will result in a fine of $250 per overdue day.

- 24 - D. Provide a complete and detailed narrative description of the Selected Contractor’s proposed plan for operating and managing the taxicab concession. Such narrative shall include statements, which will clearly establish the policies and business practices to be employed and observed in the operation and management of the taxicab concession. Such statements shall include, but not necessarily be limited to, management and employment policies; driver training qualifications program; customer service training; complaint follow up program and policy for resolving customer complaints; operating system of scheduling, dispatching and passenger service; policy and procedures regarding short trips; and administrative control techniques including how Selected Contractor shall ensure the accurate reporting of outbound trips. Selected Contractor's proposed plan for operating and managing the concession shall include statements advising how the Selected Contractor plans to provide the taxicab services, referenced in the Contract, during both peak and non-peak periods, e.g. 6:00 a.m. to 12:00 midnight and 12:00 midnight to 6:00 a.m., and any suggestions Bidder desires to make regarding improving taxicab services during peak and non-peak periods. E. Provide a Statement showing who (e.g. Contractor, Contractor's employees, Independent Owner/Operators) will own and maintain the taxicabs to be used by the Selected Contractor in the Taxicab Concession. If the concession is to be operated under a partial or total subcontractor relationship between the Selected Contractor and its taxicab drivers, a copy of the Selected Contractor’s proposed subcontract agreement shall be submitted thirty (30) days prior to the commencement date of the Contract. This subcontract agreement shall include, at a minimum, the obligations and responsibilities of the taxicab drivers to provide taxicab service at the Airport and the terms and conditions imposed upon the taxicab drivers as a result of the Selected Bidder's agreement with Administration, including but not limited to, stand fee, insurance coverage, training and regulatory qualifications, and any disciplinary measures imposed as a result of failure to comply with the subcontract agreement. Any agreement(s) between the Selected Contractor and its subcontractor(s) is subject to the Administration’s prior written approval.

- 25 - F. Provide a proposed method of hiring or selecting taxicab drivers (including owner/operators) clearly delineating fair business and hiring/selection practices, such as how lists of candidates are established; what order of hiring or selection is followed; and the company’s non-discrimination policy. In addition, a proposed substance abuse program must be prepared. G. Provide a listing of the number of full-time and part-time personnel (employees and/or subcontractor owner/operators) who will be available for the taxicab concession, by shift. H. A pro forma statement of Bidder’s projected gross revenues and expenses for each year of the Contract term. The statements shall include: a. Projected annual gross revenues from operation of the taxicab concession, and b. Projected annual operating expenses including but not limited to salaries, regulatory fees, supply and equipment purchases, insurance, rental costs, etc. Projected payments to the Administration are not to be included on the pro forma. c. Data submitted shall include the Bidder’s working capital required for the venture and sources of cash to provide for the payment of Bidder’s fixed and variable expenses and working capital. I. Equip all taxicabs with Anne Arundel County Department of Inspections and Permits and Administration-approved taxicab meters and roof lights. J. Equip all taxicabs with radio equipment that is acceptable to the Administration for communication between taxicab vehicles and dispatch personnel. K. Establish and operate, at its own cost and expense, a taxicab dispatch and control system. The Selected Contractor must obtain Administration's written approval of the dispatch and control system prior to implementation of said system by the Selected Contractor. As of the commencement date of the Contract term, Selected Contractor shall provide a minimum of three (3) dispatchers per shift with three (3) dispatchers, covering a 24-hour per day, 7 days per week period at the following locations:

- 26 - One (1) dispatcher located at curbside, lower level between Concourses A and B of the Airport Terminal Building as indicated in Exhibit “B,” One (1) dispatcher at curbside, lower level between Concourses D and E of the Airport Terminal Building as indicated in Exhibit “C,” and One (1) dispatcher must be present at the International Terminal for every international flight arrival as indicated in Exhibit “D.” Administration reserves the right to modify these requirements in its sole discretion. During the term of the Contract to be awarded, the Administration shall have the right to require that the Selected Contractor staff at its own cost and expense additional dispatching operations at other locations provided by the Administration within the Airport Terminal Building and other locations on Airport Property during such hours as determined by the Administration. Such additional dispatcher locations may be necessary to meet increased public demand for taxicab service or to provide dispatcher services at any additions to the existing Terminal Building or Airport Property. L. Provide that the operators of all taxicabs used to provide service at the Airport shall load and unload passenger baggage promptly, carefully, courteously, and efficiently at the beginning and end of each service trip, and also provide that the operators will, at all times, conduct themselves in a manner which is courteous, civil and respectful of customers' needs and reasonable expectations for good, fair and prompt service. M. Provide, at Selected Contractor’s sole cost and expense, new podiums/kiosks at dispatcher positions of the specifications and/or manufacturer required by the Administration. Such new podiums/kiosks shall be located in accordance with Article XVIII.C of this IFB. N. Provide all of its dispatchers with appropriate uniforms and easily readable, large- size nametags, which are acceptable to the Administration. The Selected Contractor shall ensure that these name tags are worn on the outer clothing at all times while dispatchers are on duty. Dispatchers shall dress neatly and appropriately.

- 27 - O. Maintain and enforce a “No cell phone or text messaging while driving” policy in effect at all times. Failure to comply may result in a penalty of $500.00 per incident. P. Provide all of its taxicab drivers with easily readable, large-size nametags, which are acceptable to the Administration. The Selected Contractor shall ensure that these name tags are worn on the outer clothing at all times while the taxicab drivers are on duty. Taxicab drivers shall dress in clean and neat uniforms, acceptable to the Administration. Q. Clearly mark all vehicles used in providing service at the Airport with Administration-approved colors, identification symbols and markings to assure their easy identification by the traveling public. All vehicles shall be identically painted and marked. R. Maintain in a safe and satisfactory working condition all taxicabs and other equipment used in the Airport taxicab operation. The Selected Contractor shall be required to maintain both the interior and exterior appearance of all taxicabs, in satisfactory condition, subject to the continuing inspection and approval of the Administration. The Administration may require that the Selected Contractor replace any taxicab that in the sole judgment of the Administration, (1) is not in a safe and satisfactory working condition or (2) does not have a satisfactory interior and/or exterior appearance. S. Indemnification and Insurance 1. Selected Contractor will assume all risks incident to, or in connection with, its operation under this Contract and shall be solely responsible for all damages or injuries to persons, property, or the environment caused by its operations and shall indemnify, defend, and hold harmless the State of Maryland, the Maryland Department of Transportation, the Administration, and their authorized officers, agents, employees and representatives from and against any and all claims, suits, losses or damages for injuries (including death) to persons or damage (including destruction) to property or the environment, of whatsoever kind or nature, including any claims or fines assessed by the Federal Environmental

- 28 - Protection Agency, or any State of Maryland agency, arising directly or indirectly from its operations out of or incident to the use and occupancy of facilities at the Airport or resulting from any act or omission of Selected Contractor, its officers, agents, contractors, subcontractors, employees, customers, or assigns in connection with this Contract. Selected Contractor further agrees to defend, at its own cost, and to protect, indemnify, and otherwise hold harmless, the Administration, its authorized officers, agents, employees and representatives (including but not restricted to the posting of bond and release of attachment) from and against any and all claims in any way connected with or arising out of this Contract and/or arising out of repair or maintenance work hereunder (including but not restricted to attachments, liens and/or levies, and whether or not such claim is meritorious) made, filed and/or asserted by any party other than Selected Contractor against the Administration, its authorized officers, agents, employees, or representatives and/or the Leased Premises or improvements thereon or any part thereof, or against monies owing to the Administration, or against monies owed the Selected Contractor for goods and services of the Contract, except to the extent that a judgment of liability is entered against the Administration, its authorized officers, agents, employees, or representatives. This indemnity shall not apply to claims, suits, losses or damages of whatsoever nature arising out of the negligence or willful misconduct of the Administration, its authorized officers, agents, employees or representatives, which negligence or willful misconduct is the sole and exclusive cause of said loss, injury or damage. Additionally, Selected Contractor agrees that in the event Administration reasonably determines that mutual representation would create an actual or potential conflict of interest or Administration reasonably determines that mutual representation would not adequately protect its interest, then, in such an event, Selected Contractor shall upon demand reimburse the Administration for any reasonable attorneys fees so incurred by Administration hiring outside counsel.

- 29 - Such indemnification and Selected Contractor’s obligations hereunder, shall survive cancellation, termination or expiration of the Term of the Contract. 2. Selected Contractor shall, at its own cost and expense, take out and carry in effect, through the term of the Contract a policy or policies of insurance, with an insurance company that is financially sound and upon whom process in any suit or action or other proceeding in the courts of the State of Maryland may be served, insuring Selected Contractor against all liability subject to policy terms, conditions and exclusions, for injuries to persons (including wrongful death) and damages to property caused by Selected Contractor’s use and occupancy of the Airport or otherwise caused by Selected Contractor’s activities and operations on the Demised Premises or elsewhere at the Airport, the policy limits thereof to be in the minimum(s) as set forth below. a. Self Insurance The Administration reserves the right in its sole discretion to approve or disapprove any request that Selected Contractor may make to satisfy its general liability and/or its automobile liability insurance obligation hereunder by self-insuring. If Selected Contractor seeks to satisfy its general liability and/or automobile liability insurance obligations hereunder by self-insuring, it shall timely provide, in accordance with the requirements of Paragraph 2.D.4, Evidence of Insurance, the Administration, on Selected Contractor’s letterhead, a statement that it is self-insured for general liability and/or automobile liability and that it has adequate reserve funds for any loss that may occur. The letter must be signed by an authorized representative and must include the following language or equivalent concepts. (i). Please be advised that, for the purpose of providing insurance coverage for general liability and/or automobile liability, the Selected Contractor does not purchase

- 30 - commercial insurance, but instead acts as a fully self- insured entity. (ii). The Selected Contractor maintains specific and sufficient funds in its self-insurance reserve and is authorized by Statute and Charter to provide additional funds in amounts sufficient to pay any monetary judgments and/or losses which may be levied against the Contractor. (iii). The Selected Contractor recognizes and affirms its responsibility to accept liability for damages, and to pay such damages from its own funds, in those instances where insurance would otherwise have been provided, and would have been required to pay such losses on behalf of the Selected Contractor. (iv). The Selected Contractor has met the requirements of the Maryland Motor Vehicle Administration to be self-insured. b. Commercial General Liability Insurance Selected Contractor shall, if not self-insured for general liability, maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance. (i). The CGL insurance and, if necessary, commercial umbrella insurance shall be a limit of not less than Two Million Dollars ($2,000,000) for each occurrence. If such CGL insurance contains a general aggregate limit, it shall apply separately to this location. (ii). The CGL insurance shall be written on ISO occurrence form CG 00 01 01 96 (or a substitute form providing equivalent coverage) and shall cover, but not be limited to, liability arising from Demised Premises, Operations, Independent Contractors, Products-Completed Operations, Personal Injury and Advertising Injury and liability assumed under an insured contract.

- 31 - (iii). Additional Insured. The State of Maryland, Maryland Department of Transportation, the Administration and their authorized officers, directors, agents, employees, volunteers, and representatives shall be included as an additional insured under the CGL, and under the commercial umbrella, if any. (iv). The CGL insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the Administration. There shall be no endorsement or modification of the CGL to make it excess over other available insurance. If the CGL states that it is excess or pro rata, the policy shall be endorsed to be primary with respect to the additional insured. (v). Waiver of Right of Recovery and Subrogation. Selected Contractor waives all rights against the State of Maryland, the Maryland Department of Transportation, the Administration and their agents, officers, directors, employees, volunteers, and representatives for recovery of damages to the extent these damages are covered by the CGL or commercial umbrella liability insurance obtained by Selected Contractor pursuant to this Contract. c. Commercial Automobile Liability Insurance. (i). Selected Contractor shall, if not self-insured for automobile liability, maintain automobile liability insurance and, if necessary, commercial umbrella liability insurance for any auto with a limit of not less than Three Hundred Thousand Dollars (US$300,000) for each accident. (ii). Such insurance shall cover liability arising out of any auto. (iii). Coverage shall be written on ISO form CA 00 01, CA 00 05, CA 00 12, or CA 00 20. If necessary, the policy shall be endorsed to provide contractual liability coverage

- 32 - equivalent to that provided in the 1990 and later editions of CA 00 01. (iv). Waiver of Right of Recovery and Subrogation. Selected Contractor waives all rights against the State of Maryland, the Maryland Department of Transportation, the Administration and their agents, officers, directors, employees, volunteers, and representatives for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by the Contractor as required by this Contract or under any applicable auto physical damage coverage. d. Workers’ Compensation and Employer’s Liability Insurance. Selected Contractor shall maintain workers’ compensation and employer’s liability insurance. (i). Workers’ Compensation. Coverage shall be at statutory limits as required by the laws of the State of Maryland. (ii). Employer’s Liability. The commercial umbrella and/or employer’s liability limits shall not be less than One Million Dollars (US$1,000,000) each accident for bodily injury by accident or one Million Dollars (US$1,000,000) each employee for bodily injury by disease. (iii). Waiver of Right of Recovery and Subrogation. Selected Contractor waives all rights against the State of Maryland, the Maryland Department of Transportation, the Administration and their agents, officers, directors, employees, volunteers, and representatives for recovery of damages to the extent these damages are covered by the workers’ compensation and employer’s liability or commercial umbrella liability insurance obtained by the Selected Contractor pursuant to this Contract. Selected

- 33 - Contractor shall obtain an endorsement equivalent to WC 00 03 13 to affect this waiver. 2. For those insurance companies not subject to A.M. Best’s ratings, they shall have a nationally or internationally recognized reputation and responsibility and shall be approved by the Administration with such approval not to be unreasonably withheld. For those insurance companies subject to A.M. Best’s ratings, they shall have an A.M. Best’s rating of A- or better and a financial size category of VII or better. 3. Insurance shall be written on an occurrence, not claims made basis. 4. Evidence of Insurance. a. Prior to the commencement of the Contract, unless otherwise specifically authorized by Administration in writing, and at least annually thereafter, and as soon as possible after renewal but no later than five (5) business days after said renewal, the Selected Contractor agrees to furnish the Administration with certificate(s) of insurance and the required endorsement(s) referenced herein, executed by a duly authorized representative of each insurer, showing compliance with the insurance requirements of the Contract. (i). Each certificate of insurance shall provide for thirty (30) days written notice to the Administration prior to the cancellation, non-renewal, or material change of any insurance referred to herein. (ii). Certificate(s) of insurance shall indicate at a minimum; the type, kind, and amount of insurance in effect, the period of the policies, the Contract Number of the Contract, and any applicable additional insured statement as referred to herein. (iii). Certificate(s) of insurance shall be issued to:

- 34 - Maryland Aviation Administration Office of Commercial Management Terminal Building, Third Floor P.O. Box 8766 BWI Airport MD 21240-0766 b. Administration reserves the right to obtain relevant endorsements, declaration pages, and/or a complete copy of the insurance policy(s) from the Selected Contractor evidencing the coverage required herein, upon written demand. Selected Contractor shall provide certified copies of all insurance policies required above within ten (10) business days of the Administration’s written request for said copies. The Administration shall deem such information confidential commercial and/or confidential financial. All policies and declaration pages shall be returned to the Selected Contractor upon review and acceptance by the Administration. 5. Required Endorsements. a. Additional Insureds Endorsement. All policies, except workers’ compensation, shall be endorsed to identify the State of Maryland, the Maryland Department of Transportation, the Maryland Aviation Administration, and their authorized officers, directors, agents, employees, volunteers, and representatives as additional insureds, not named insureds, as their interest may appear in connection with the Contract. A policy endorsement evidencing same must be provided to the Administration. b. Cancellation, Material Change, or Non-Renewal Endorsement. All policies shall be endorsed to provide the Administration with at least thirty (30) days or ten (10) days for non-payment of premium, advance notice, in writing, of cancellation, non-renewal, or material change. A policy endorsement evidencing same must be provided to the Administration. 6. In no event will such insurance be cancelled by the Selected Contractor without the prior written consent of the Administration.

- 35 - 7. The failure of Administration, at any time or from time to time, to enforce the insurance provisions, to demand such certificate or other evidence of full compliance with the insurance requirements, or to identify a deficiency from evidence that is provided shall not constitute a waiver of those provisions nor in any respect reduce the obligations of the Selected Contractor to maintain such insurance or to defend and hold the Administration harmless with respect to any items of injury or damage covered by the Contract. 8. Failure to maintain the insurance required by the Contract shall be the basis for immediate termination of the Contract at Administration’s option. 9. No Representation of Coverage Adequacy. By requiring insurance herein, the Administration does not represent that coverage and limits will necessarily be adequate to protect Contractor, and such coverage and limits shall not be deemed as a limitation on Selected Contractor’s liability under the indemnities granted to the Administration in this Contract. 10. As indicated above, Selected Contractor may use commercial umbrella liability insurance so that Selected Contractor has the flexibility to select the best combination of primary and excess limits to meet the total insurance limits required by the Contract. 11. Administration reserves the right at any time throughout the term of the Contract to adjust the aforementioned insurance requirements, if, in Administration’s reasonable judgment, the insurance required by the Contract is deemed inadequate to properly protect the Administration’s interest. 12. Incidents. To the extent of Selected Contractor’s knowledge, any accident or event arising in any manner from the performance of the Contract which results in or might have resulted in bodily injury, personal injury, property damage, or loss of any kind shall be immediately reported to the BWI Marshall Operations Center (410-859-7018). Additionally, Selected Contractor shall send a written report to the Administration within twenty-

- 36 - four (24) hours or as soon as possible, but no more than four (4) business days, of the incident, accident, or other event. A copy of the report shall be sent to: Maryland Aviation Administration Airport Safety Section Terminal Building, Third Floor P.O. Box 8766 BWI Airport MD 21240-0766 Administration reserves the right to obtain relevant endorsements, declaration pages, and/or a complete copy of the insurance policy(s) from Selected Contractor, evidencing the coverage required herein, upon written demand. T. Obtain all required permits and licenses necessary to conduct said taxicab service. U. Be responsible for all matters of personnel administration necessary to conduct said taxicab service in an efficient manner. V. Be required to make all operating and financial records relating to the Airport taxicab service available to the Administration upon a written request for inspection. Such financial records shall include the following: 1. Pre-numbered Daily Dispatch Sheets that shall be accurately maintained and shall include, at a minimum, for every outbound taxicab operation:  Dispatch Location  Dispatcher  Date and time  Destination  Cab Number  Outside Cab Company Name (if applicable) 2. Pre-numbered receipts shall be issued for each outbound taxicab trip by the taxi operator. Such receipts shall include at a minimum:

- 37 -  A preprinted sequential number for each receipt  Taxicab Number  The operator's signature  Contractor’s company name, address and telephone number  BWI Logo  Date and Time  Destination  Fare 3. The Selected Contractor may use an electronic dispatching system, subject to Administration approval and at the Selected Contractor’s sole cost. W. Establish and implement personnel policies that will provide that taxicab drivers who are employed by, or are operating under an agreement with the incumbent contractor, BWI Taxi Management, Inc., as of the date of Contract Award, shall be given first preference in hiring as employees, or in subcontracting as owner/operators, subject to reasonable hiring and subcontracting standards. Selected Contractor’s personnel policies shall provide for fair and non- discriminatory selection of all drivers. Selected Contractor shall not require the payment of any fee to become a driver, unless such fee is approved in advance by the Administration. Selected Contractor’s driver selection process shall be submitted in writing to the Administration prior to Contract commencement. X. Ensure that its representatives, agents and employees maintain the highest standard of service and shall be courteous, polite, and inoffensive in their conduct and demeanor. Y. Not engage in any business at the Airport other than that permitted by the proposed Contract resulting from this IFB without the specific prior written approval of the Administration. Z. Pay all fees, assessments, taxes, and other charges levied under federal, State, county and local statutes and ordinances as are applicable to the services to be conducted under the proposed Contract.

- 38 - AA. Abide by all rules, regulations and directives of the Administration and other governmental agencies in the conduct of its business at the Airport and ensure adherence to Administration's rules, regulations and directives by its employees and those individuals having subcontract agreements with Selected Contractor, if any. The rules, regulations, and directives shall include, but shall not be limited to, Airport rules, regulations, and directives which prohibit: (1) soliciting of business at the Airport, (soliciting for purposes of the Contract is hereby defined as any action by any employee or representative of Selected Contractor to market or sell Selected Contractor's taxicab services at the Airport prior to initiation of a conversation by a prospective customer with Selected Contractor's employee or representative); (2) congregating by Selected Contractor's employees, or subcontractor owner/operators, which may interfere with the orderly conduct of the taxicab business and/or interfere with free access and passage by airline passengers and others at the Airport; (3) parking of more than the designated number of taxicabs in the specified loading or staging zones (designation of zones and number of vehicles may be changed as the Administration deems necessary); (4) loitering, eating, sleeping, smoking or other conduct that may be detrimental to the image of the Airport and/or the taxicab service, at the Airport’s taxicab stand(s), specified loading and departure positions and/or any other part of the Airport wherein such activities are prohibited; and (5) leaving a taxicab at the curb in front of the Airport Terminal Building unattended. BB. Assign passengers requesting service to taxicabs stationed at Administration- approved departure positions within specified time limits addressed in Article XI. CC. Recording customer’s comments and/or complaints relating to taxicab service and other services at the Airport on cards made available by the Administration. Contractor shall ensure that taxicab operators place cards at conspicuous locations in a holder inside taxicab vehicles. The design and content of this card, and method by which the card shall be returned shall be at the sole discretion of the Administration.

- 39 - DD. Promptly and courteously respond to customer complaints regarding Contractor's Airport taxicab services. Selected Contractor shall within five (5) calendar days of the date that a written complaint is first received by the Selected Contractor make an appropriate written response to the customer, which if further action on the complaint is required, may consist of an acknowledgement of the complaint and a statement of further action to be taken by the Selected Contractor. Customer complaints that are received by telephone are to be responded to immediately by telephone and, followed up, in writing. Selected Contractor shall submit monthly to the Administration a copy of each complaint report prepared by the Selected Contractor, and the written response and record of telephone discussions. EE. Ensure that all of its Airport taxicab drivers install a GPS navigation system or obtain and at all times carry in their taxicab vehicles, comprehensive road maps of State of Maryland, Washington, D.C., Southern Pennsylvania, and Northern Virginia. FF. Ensure that all employees and subcontractors, who have direct contact with the public (e.g., dispatchers), have eight (8) hours of customer service training when hired/subcontracted and annually thereafter. The Administration shall be given notice of all customer service training at least two (2) weeks in advance. The Selected Contractor will maintain and safeguard the training records. The Administration reserves the right to send a representative(s) to observe such training. GG. Ensure that all taxicab operators within one hundred twenty (120) days from commencement of their driving under the Contract, and within ninety (90) days from the anniversary of the Contract term thereafter, have at least eight (8) hours of customer service and driver safety training annually. Taxicab operators will be required to attend and pass the “BWI Taxicab Driver Training Program” (Exhibit “F”) offered by the Maryland Tourism Education Foundation. Failure of the taxicab operator to comply will be a violation of Selected Contractor’s obligation and will result in a fine of $250 per occurrence. Selected Contractor shall provide the Administration with evidence that all taxicab operators have attended and pass

- 40 - the “BWI Taxicab Driver Training Program” Offered by the Maryland Department of Business and Economic Development. Such evidence shall be provided to the Administration within sixty (60) days from the date such training is required to be performed. Failure to submit such evidence will be a violation of Selected Contractor’s obligation and will result in a fine of $250 per occurrence. The Administration reserves the right to send a representative (s) to observe such training. The Administration shall be given notice of such training at least two (2) weeks in advance of such training. Information on the training program may be obtained from: Maryland Tourism Education Foundation 1205 Stonewood Court Annapolis, Maryland 21401 Telephone Number: 301-241-4720 Email Address: www.info@mdtef.org HH. Maintain a record of taxicab operators’ training and annual driver’s license review, which is subject to review and audit by the Administration. II. At the time any taxicab driver is hired or selected and at least once a year thereafter, ensure that each taxicab driver has a valid driver's license, valid insurance and any other permit required by law to operate a taxicab at the Airport. JJ. Maintain a record of the training and annual driver's license review referenced above for each taxicab driver, which is subject to review and audit by the Administration upon request. KK. Include in its subcontract agreements with owner/operators or operators of taxicabs: 1. A provision for termination of the subcontract by Selected Contractor in the event that the owner/operator or operator fails to obey any applicable federal, State, county or local law, or any Airport rule, regulation, or directive;

- 41 - 2. A provision that each owner/operator or operator is required to immediately notify Selected Contractor of any suspension or revocation of his/her driver's license or permit; 3. A provision for termination of the subcontract by Selected Contractor in the event that the owner/operator or operator fails to perform, keep and observe any of the subcontract's terms, covenants, and conditions required on the part of the subcontractor to be performed, kept, or observed; 4. A provision that the owner/operator or operator shall not solicit customers at the Airport, and that solicitation of customers constitutes a basis for termination of the subcontract; 5. A provision specifying that the owner/operator or operator shall be obligated to make their taxicab vehicles available for Selected Contractor's exclusive use in the conduct of taxicab services twenty-four (24) hours a day, every day of the year; 6. A provision that the owner/operator or operator shall satisfactorily maintain the taxi and its equipment in the manner expected of a high quality taxicab service; 7. A provision specifying that the owner/operator or operator shall not commit any nuisance at the taxicab concession areas (e.g., taxicab departure positions, assigned staging area, etc.), and that owner/operator or operator shall not loiter, eat, sleep, or smoke at departure positions or engage in any other conduct at the Airport which may be detrimental to the image of the Airport and/or the taxicab ground transportation service. 8. A provision that the owner/operator or operator shall have a “no cell phone while driving” policy in effect at all times. 9. A provision requiring that said owner/operator or operator maintain automobile liability insurance coverage as specified in Article XII.P. 10. A provision that owner/operator or operator shall use the approved taximeter for all transportation of passengers, failure of which shall be a breach of the subcontract and a sufficient basis for termination of the subcontract;

- 42 - 11. A provision that owner/operator or operator shall equip the taxicab vehicle with the necessary equipment to accept major credit cards which shall include MasterCard, Visa, American Express, and Discover Card. Failure to equip taxicab vehicle shall be a breach of the subcontract and a sufficient basis for termination of the subcontract, owner/operator or operator is encouraged to equip their taxicab vehicle with a PayPass contactless payment reader or similar system to provide fast and convenient payment from traveling public; 12. A provision for termination of the subcontract or other agreement by Selected Contractor in the event that the owner/operator or operator fails to perform; 13. “At the discretion of the Administration, or as security conditions may dictate, all Selected Contractor personnel including owner/operators or operators involved in the contract (including management) may be required to undergo background investigations.” These background investigations may include a ten (10) year employment history verification, a Criminal History Records Check (CHRC) via fingerprinting, and a Security Threat Assessment (STA) conducted through the US Department of Homeland Security (DHS). Upon completion of one or more of the above background investigations, the Administration may elect to issue identification badges to Selected Contractor personnel. If it becomes necessary to issue identification badges to Selected Contractor’s personnel, the contractor shall follow all security processes and pay all fees necessary to obtain said identification badges. Selected Contractor’s personnel shall abide by all airport security regulations and fulfill all responsibilities associated with possessing and airport identification badge. 14. “As a condition of entering into this Agreement, Selected Contractor represents and warrants that it will comply with the State's Commercial Nondiscrimination Policy, as described under Title 19 of the State Finance

- 43 - and Procurement Article of the Annotated Code of Maryland. As part of such compliance, Selected Contractor may not discriminate on the basis of race, color, religion, ancestry, national origin, sex, age, marital status, sexual orientation, disability, or other unlawful forms of discrimination in the solicitation, selection, hiring, or commercial treatment of subcontractors, vendors, suppliers, or commercial customers, nor shall Selected Contractor retaliate against any person for reporting instances of such discrimination. Selected Contractor shall provide equal opportunity for subcontractors, vendors, and suppliers to participate in all of its public sector and private sector subcontracting and supply opportunities, provided that this clause does not prohibit or limit lawful efforts to remedy the effects of marketplace discrimination that have occurred or are occurring in the marketplace. Selected Contractor understands that a material violation of this clause shall be considered a material breach of this Agreement and may result in termination of this Agreement, disqualification of Selected Contractor from participating in State contracts, or other sanctions. This clause is not enforceable by or for the benefit of, and creates no obligation to, any third party.” 15. Provisions specifying that the subcontractors shall not commit any nuisance at the Airport, and that subcontractors shall not solicit, loiter, eat, sleep, or smoke at the Airport's taxicab stands, specified loading or departure positions, or engage in any other conduct at the Airport which may be detrimental to the image of the Airport and/or the taxicab service. Selected Contractor shall also be required to provide to the Administration a copy of each of its executed subcontract agreements with owner/operators or operators for Administration approval at least fifteen (15) days prior to the effective date of the subcontract throughout the Contract term. The subcontracts shall clearly set forth the obligations and responsibilities of the taxicab owner/operators or operators in providing service at the Airport, and Selected Contractor shall provide written evidence, as necessary, to the Administration that the subcontract

- 44 - complies with all laws, rules, directives and regulations of any state or governmental authority (including the Airport) having jurisdiction. Failure to provide said information on a timely basis will result in a fine of $250.00 per overdue day. No subcontractors are allowed to operate without the prior written approval of the Administration. LL. Obtain written consent from the Administration at its sole discretion prior to any increase in the taxi stand fee, which Selected Contractor is required to establish at Contract commencement in the amount of One Hundred Sixty-Nine Dollars (US$169.00) per week stand fee per taxicab driver whether an owner/operator, lessee driver or second driver. Selected Contractor may request an increase in the One Hundred Sixty-Nine Dollars (US$169.00) per week stand fee per taxicab with a ninety (90) day advance written request to the Administration which shall include Selected Contractor’s explanation of conditions which warrant such change and supporting information. MM. Not place advertising structures, equipment, and/or copy within the interior or on the exterior of the taxicab vehicles except with the express, written permission of the Administration. If the Administration wishes to have advertising placed on the vehicles, the Administration will determine the disposition of advertising revenues received. The Administration or its designee will have the responsibility to sell advertisements on the taxicab vehicles to potential advertisers, execute advertising contracts, provide advertising copy, and provide for the billing and collection of all advertising fees. It is not the intent of the Contract that the Selected Contractor or Selected Contractor’s subcontractors or any taxicab operator should receive such advertising revenue. Selected Contractor will be reimbursed for any reasonable expense it may incur in the installation or maintenance of such advertising. Such reimbursement shall be requested, in writing, for approval by the Administration. NN. Provide monthly statistics showing the exact number of inbound and outbound trips, by inbound origin and outbound destination, the date, time and the number of passengers.

- 45 - OO. Forward all notes and written correspondence to the Administration: Director Office of Transportation & Terminal Services Third Floor, Terminal Building P. O. Box 8766 BWI Airport MD 21240-0766 With a copy to: Director Office of Commercial Management Commercial Business Activities Third Floor, Terminal Building P. O. Box 8766 BWI Airport MD 21240-0766 PP. Take all reasonable measures in every proper manner to maintain, develop, and increase the business conducted by the Selected Contractor and not divert, cause, or allow it to be diverted away from the Airport. XIII. AUTOMATED VEHICLE IDENTIFICATION SYSTEM The Administration may elect at any time during the Contract term to require that automated vehicle identification (hereinafter referred to as “AVI”) system be installed in each vehicle used in the service. The purpose of the AVI system is to monitor Selected Contractor's activities. In the event a decision is made to require installation, the Administration shall, at its cost and expense, purchase, and install the AVI system for the Airport. The Selected Contractor shall be responsible for installing transponders/tags in each vehicle at Selected Contractor's expense. Selected Contractor shall complete such installation by a date set by the Administration. The Selected Contractor shall at its own cost and expense repair and/or replace any transponders/tags damaged, destroyed or lost by Selected Contractor, its agents, employees, contractors, subcontractors, and assigns. Upon termination of the Contract, Selected Contractor shall return the transponder/tags to the Administration in as good condition as upon installation, normal wear and tear excepted.

- 46 - XIV. VEHICLE MAINTENANCE The Administration will not authorize vehicle maintenance activities (e.g., engine tune ups, tire changes, oil/oil filter changes) on the Airport or any other property owned or controlled by the Administration, except for any Administration approved facility that provides such services to the general public. Administration will not provide and/or lease any existing maintenance facilities on the Airport for the maintenance or cleaning of Selected Contractor’s vehicles or other equipment. XV. RIGHTS OF THE SELECTED CONTRACTOR The Selected Contractor will be the exclusive contractor for the Airport to provide taxicab service to on and off-Airport destinations. A. Taxicab service may be provided from the Airport by taxicab operators other than the Selected Contractor to the extent permitted by the Code of Maryland Regulations 11.03.01.11(A)(4)(b) as (see Attachment No. 3 in the package entitled “Attachments”). Non-Contractor taxicabs are not authorized to operate from the Airport except as prescribed above in Article XI. Non-Contractor Taxicab Operators are governed by Code of Maryland Regulations 11.03.01.11(C). B. The Administration may allow motels, hotels, rental car agencies, and similar entities to provide ground transportation service at the Airport for their patrons. Operators of those vehicles are governed by Code of Maryland Regulations 11.03.01.05 (H). C. The Administration reserves the right to enter into contracts with others for the rights to provide ground transportation service (excluding taxicab service) such as, but not restricted to, luxury vehicle and scheduled shuttle service. XVI. COMPENSATION FOR CONCESSION RIGHTS In consideration of the rights and privileges to be granted to the Selected Contractor by the Administration and in addition to any rents or other fees paid to the Administration for Demised Premises referenced in Article XIV hereof, the Selected Contractor shall pay the following fees:

- 47 - A. Revenues expressed either as the greater of a MMG (Concession Fee) for each Contract Year or a Fixed Two Dollar Fifty Cents (US$2.50) fee per each outbound taxicab operation originating at the Airport. The Concession Fee shall be paid in advance on or before the first day of each month during the Contract period. Within ten (10) days after the end of each calendar month, the Selected Contractor shall forward a monthly payment to the Administration at the rate of Two Dollars Fifty Cents (US$2.50) per outbound trip, for any amount, which exceeds the Concession Fee. An itemized report showing the actual number of outbound taxicab operations for each day shall be forwarded to the Administration within ten (10) days after the end of each calendar month. Administration reserves the right to require that copies of the Selected Contractor's daily dispatch sheets be attached to the itemized monthly report referenced above. In addition to the various other reports required by the Administration hereunder, Selected Contractor shall furnish to the Administration, within sixty (60) days of the close of each Contract year, a certified statement of the total outbound revenue trips of its taxicab concession operations at the Airport. An authorized officer of the Selected Contractor shall sign the certified statement. At that time, Selected Contractor shall make a claim for any refund or credit due from the Administration if previous monthly payments have resulted in any overpayment on a Contract year basis. The Administration reserves the right to require Selected Contractor to submit any additional reports or data on the Airport taxicab operation, as the Administration shall specify from time to time. Selected Contractor shall also cooperate fully with any survey of taxicab operations conducted by or requested by the Administration. The Two Dollar Fifty Cents (US$2.50) fee per outbound taxicab operation may be increased upon revision of the Anne Arundel County Code pertaining to taxicab rates. That is, should the prevailing taxicab rates be officially increased, the fixed fee per outbound taxicab operation shall be increased proportionately with the increase in fare for a trip. Any increase of taxicab rate pertaining to BWI

- 48 - Marshall Taxicabs shall also be grounds for adjustment of the fixed fee per outbound taxicab operation. Selected Contractor shall be required, at its own expense, to equip all taxicabs with a transponder that will record each taxi trip through Airport roadways, which will then become the record for determining the fixed fee per outbound trip. Transponders must be purchased from the Administration or Vendor used by the Administration. B. Each Bidder shall prepare and submit its offer of the fixed Minimum Monthly Guarantee for each Contract year on the enclosed Financial Bid Form “Schedule I,” in accordance with Article IV.C hereof. C. In the event the weekly stand fee is increased, Selected Contractor may be required to pay the Administration as additional compensation, a percentage fee of three percent (3%) of the calculated annual gross stand fee revenues. Selected Contractor shall report and remit 1/12 of the additional financial compensation to the Administration on a monthly basis in accordance with Article XVI.E. D. Remittances shall be made payable to “Maryland Aviation Administration.” E. Monthly reports and remittance shall be forward to: Maryland Aviation Administration Accounting Section P. O. Box 46129 BWI Airport MD 21240-0766 With a copy sent to: Director Office of Transportation & Terminal Services Third Floor, Terminal Building P. O. Box 8766 BWI Airport MD 21240-0766 In addition to: Director, Office of Commercial Management Office of Commercial Management P. O. Box 8766 Third Floor, Terminal Building BWI Airport MD 21240-0766

- 49 - F. Payments not received within ten (10) days from date due may be assessed an additional one and one quarter percent (1.25%) fee per month late charge until paid. In the event Selected Contractor’s past due account is forwarded by the Administration to the State of Maryland Contract Collection Unit (CCU), the Selected Contractor will be responsible to pay CCU’s standard collection fees in addition to any amounts due to the Administration. XVII. REPORTING/RECORD KEEPING REQUIREMENTS A. Monthly Report. Within ten (10) days after the expiration of each calendar month during the term of this Contract and any extension thereof, concurrently with the remittance of the payment to the Administration, Selected Contractor shall deliver a detailed summary statement, signed and certified by an authorized representative of the Contractor, of all statistics showing the exact number of inbound and outbound ground transportation trips, the date, time, the destination and the number of passengers inbound and outbound of the Airport. B. Annual Report. 1. In addition to the quarterly report requirement in accordance with Article XXI, Selected Contractor shall submit an annual ACDBE Participation Report by December 1 of each contract year, reflecting any/all ACDBE firms utilized to meet the DBE contract goal for the federal fiscal year (FFY), which includes the period of October 1 through September 30. The Annual ACDBE Participation Report shall contain the following information: (1) Selected Contractor’s name, address, point of contact and contact information; (2) The time period covered by the report; (3) The name and address of the ACDBE firm(s); (4) DBE Certification status of firm(s); (5) Items purchased or services provided; (6) Dollar value of purchase or contract; (7) Total value of contract; (8) Total value paid to ACDBE firm(s) to date;

- 50 - (9) Name and title and telephone number of person preparing the report; and (10) Name, title and signature of an individual authorized to contractually obligate the Contractor. 2. Contractor shall, in addition to the various other statements required by the Administration hereunder and at its own cost and expense, furnish to the Administration within sixty (60) days of the close of each contract year an audit report of its Airport operations prepared by an independent Certified Public Accountant (CPA) satisfactory to the Administration. The audit shall be conducted in accordance with general accepted auditing standards and represent the Contractor’s operations at the Airport on a contract year basis. To meet this requirement Selected Contractor shall engage a CPA to issue an opinion on the completeness and accuracy of the statement of revenues collected or collectible and payments due to the Administration, or the Administration’s designee. The Administration expects that the Contractor’s books, records and operations will permit the CPA to provide an unqualified opinion. Should the CPA be unable to render an unqualified opinion the Administration may consider the Contractor in default and cause the Contract to be terminated. Annual reports shall be forwarded to: Director Office of Transportation & Terminal Services Maryland Aviation Administration Third Floor, Terminal Building P.O. Box 8766 BWI Airport MD 21240-0766 With a copy sent to: Director Office of Fair Practices Maryland Aviation Administration Third Floor, Terminal Building P.O. Box 8766 BWI Airport MD 21240-0766

- 51 - And a copy sent to: Accounting Section Maryland Aviation Administration P O. Box 46129 BWI Airport MD 21240-6129 C. Acceptance of Reports, Payments and Audits. The acceptance by the Administration of any statement of the Selected Contractor or of any payment from the Selected Contractor, shall not be deemed a waiver of the right of Administration to claim additional payment is due after a review and inspection of Selected Contractor’s books, records and audit reports submitted. D. Record Keeping. Selected Contractor shall maintain all its records relating to performance of this Contract in accordance with generally accepted accounting principles and the records shall be organized in a manner to permit a speedy audit. Such records shall be true and accurate, complete and detailed, showing all costs incurred and revenues collected by the Selected Contractor in performance of the Contract, together with source documents and supporting data. Such records shall include, but not necessarily be limited to, all invoices and billings received from the Administration and records of payment thereof; meter reading reports and source data pertaining thereto (which may include, without limitation, electronic media compatible with the computers available to the Administration, computer generated hard copies or legible microfiche or microfilm copies). Selected Contractor shall retain such records (originals, not copies) pertaining to each year of its operations under the Contract for a period of not less than three (3) calendar years following the last day of each Contract Year within the term of the Contract. Prior to the end of each such three (3) year period, Selected Contractor shall, in writing, notify the Administration of Selected Contractor’s intent to dispose of any such records, not later than one hundred twenty (120) calendar days in advance of such disposal. Administration reserves the right to request the Contractor to extend the record retention period for an additional two-year period. The Administration shall, in writing, notify Selected Contractor as to whether or not the Administration shall exercise such right,

- 52 - within ninety (90) calendar days following receipt of notice of intent to dispose from Selected Contractor. Notwithstanding the foregoing, records pertaining to unresolved disputed items are not subject to the three (3) year limitation for retention, and shall be retained beyond such three (3) year period until such dispute is resolved to the satisfaction of the Administration. Following such resolution, the Selected Contractor shall comply with the notice procedure set forth with respect to notice of disposal of records pertaining to such disputed items. The Selected Contractor shall maintain and supply to the Administration minutes of all meetings conducted with the Administration within ten (10) days enumerating specific points agreed upon and specific actions to be taken pursuant to that meeting. E. Audits. The Administration reserves the right to audit the operations of the Selected Contractor for compliance with the Contract to be awarded. Audits of revenues and/or contract compliance (e.g., licensing, insurance, ACDBE utilization and reporting, etc.) may be conducted by or on behalf of the Administration at anytime. Upon the Administration’s written request, Selected Contractor shall make available within seven (7) business days to the Administration or its authorized representative any and all reports, books, records, and accounts, including electronic data, pertaining to its business activities under the Contract to conduct an audit of the Selected Contractor’s operations at the Airport. The Selected Contractor further agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees or others who might reasonably have information related to such records and operations at the Airport. Should such books and records or Selected Contractor’s personnel not be made available in the greater Baltimore/Washington D.C. metropolitan area, Selected Contractor shall reimburse the Administration for reasonable travel, lodging and meal expenses to examine/meet them at Selected Contractor’s office. The form and method of Selected Contractor’s reporting of Gross Revenues shall be adequate to provide a control and test check of all Gross Revenues derived under the Contract to be awarded. Should records and reports not be maintained in a form that will permit

- 53 - a speedy audit, the Selected Contractor may be assessed charges representing costs associated with extraordinary audit time and effort needed to complete the review. Should any examination, inspection, and audit of Selected Contractor’s books and records by the Administration disclose any underpayment by Selected Contractor, Selected Contractor shall pay the Administration the amount of such underpayment with interest calculated from the date of the underpayment within no more than thirty (30) days after such disclosure. In addition, if the underpayment is a result of Contractor’s gross negligence, intentional acts, or fraud, Selected Contractor shall also (1) reimburse the Administration for all reasonable and actual costs incurred in the conduct of such examination, inspection, and audit (including without limitation, reasonable attorney’s fees and litigation expenses), and (2) pay an additional charge equal to fifteen percent (15%) of the underpayment, within no more than thirty (30) days after such disclosure. XVIII. DEMISED PREMISES Selected Contractor shall be assigned the following areas and premises on the Airport for the conduct of the ground transportation services encompassed by this Contract. The location of assigned areas and premises on the Airport is subject to change, upon written notification from Administration. A. 7062 Friendship Road Taxicab Building. Selected Contractor shall be required to lease 1,861 square feet of air-conditioned office building on Airport property (hereinafter referred to as “Demised Premises”) at a rental rate of Fifteen Dollars Seventy-Nine Cents ($15.79) per square foot per annum. The rental rate shall be adjusted annually at the same rate as any percentage increase or decrease in the “Consumer Price Index for All Urban Consumers; Selected Areas, All Items Index (1996=100) for the Washington-Baltimore, DC-MD-VA-WV areas,” issued by the Bureau of Labor Statistics, United States Department of Labor for the most recent twelve (12) month period for which such figures are available. If the Bureau of Labor Statistics of the United States Department of Labor should cease to publish the Index in its present form, calculated upon its present basis, the parties agree to accept a comparable Index concerning costs of living increases or

- 54 - decreases for the Washington-Baltimore, DC-MD-VA-WV areas, published by an agency of the United States Government or by a recognized financial institution or economic periodical mutually acceptable to the Administration and the Contractor. B. Terminal Building Office Space. Subject to availability, Selected Contractor shall have the option of leasing air-conditioned office space in the Airport Terminal Building from the Administration for conduct of Selected Contractor's operations at the Airport. Selected Contractor shall be required to pay the standard rental rate for the assigned office space at the rates set forth in the current BWI Marshall Tenant Directive 401.1, entitled "Standard Rates and Fees at Baltimore/Washington International Thurgood Marshall Airport" (copy attached hereto as Attachment No. 4 and included by reference herein). C. Dispatcher's Kiosk Locations. The Selected Contractor will be required to provide three (3) dispatcher’s kiosks to be located at curbside, lower level of the Airport Terminal Building, as described in Article XII.H. No rent or other payment shall be charged to the Selected Contractor for use of such areas. The Administration reserves the right, during the term of the Contract, to increase the number of dispatcher’s kiosk locations, to relocate dispatcher’s kiosk locations to other areas on the lower level of the Airport Terminal Building, and/or to reduce the number of dispatcher’s kiosk locations. The Selected Contractor shall maintain the kiosks and the adjacent areas in a neat and clean appearance at all times. D. Departure Positions. The Selected Contractor will be assigned certain portions of the curb lane of the lower level roadway near to the exit/entrance doors of the Terminal Building and other areas, as appropriate, for the loading and unloading of its taxicabs, all in a manner established by the Administration. The Administration may change the number and location of any and all assigned departure positions at any time, as it deems necessary. E. Parking Space. The Administration will allocate to Selected Contractor a determined amount of space for parking located adjacent to the leased Friendship Road Taxicab Building at no additional cost.

- 55 - F. Service Facilities. No leased mechanical service facilities are to be assigned on Airport to the Selected Contractor as part of the taxicab concession contract. G. Queuing. Currently, a taxicab queuing area has been established in proximity to the Friendship Road leased building. Administration reserves the right to modify or relocate the queuing area at its discretion. H. Vehicle Maintenance/Cleaning. There shall be no vehicle maintenance and/or cleaning at the Airport, except at locations pre-approved by the Administration for such use. XIX. UTILITIES, CUSTODIAL SERVICE, AND MAINTENANCE OF DEMISED PREMISES The following items, unless otherwise specified, reflect Selected Contractor and Administration responsibilities at the Demised Premises: A. Administration’s Responsibilities: 1. The Administration shall be solely responsible for providing necessary utilities service to the Demised Premises. Notwithstanding, the above the Administration shall not be liable or responsible for any failure of any utility supplier to furnish the above services, any breakdown or failure in or of the apparatus, equipment or machinery employed in supplying the service, any temporary stoppage for repair, improvement or enlargement thereof, or any action or condition beyond Administration’s control. 2. Except as otherwise stated herein, Administration shall be responsible for structural maintenance of the Demised Premises to include repair of Administration-installed roofing, and exterior walls. B. Selected Contractor’s Responsibilities: 1. At its expense, to keep and to maintain in good order the interior of the entire Demised Premises, including but not limited to the maintenance and replacement of lighting fixtures, pest control services, custodial service, interior walls, ceilings, flooring, doors and associated hardware, plumbing, interior painting, repair and replacement of window blinds and any and all Selected Contractor-installed appurtenances.

- 56 - 2. Contractor shall be solely responsible to pay for heat, electric, and all other utilities services furnished at the Demised Premises. In addition, the Selected Contractor shall be solely responsible for the installation and maintenance of telephone data service for all aspects of its operations and for the payment of all charges incidental to such service. 3. To maintain and to keep in good order all areaways of and around the Demised Premises, including but not limited to parking areas, walkways, building ingress and egress and landscaped areas, and to keep the same free of unlawful obstructions and safety hazards. Selected Contractor also agrees to keep all papers and debris picked up from said pathways, ingress and egress of and around the Demised Premises and to sweep the pavements thereon as often as necessary to keep them clean. 4. To keep the Demised Premises and all improvements constructed thereon in a clean, orderly, safe, and sanitary condition (including the prompt removal of snow and ice from the sidewalks and walkways), and not to permit, or to maintain any nuisance or to create or to permit debris to occur. 5. To provide for complete, proper and adequate sanitary handling and disposal of all trash, garbage and other refuse caused as a result of Selected Contractor's operation into covered containers designated by the Administration; and not to pile boxes, wooden pallets, broken equipment, cartons, crates, drums or the like on the outside of the building or dump any waste matter of any nature, in liquid state or otherwise, on the Demised Premises nor to permit contamination of the sewers or the Airport's drainage control systems. 6. To prevent unscreened storage on the exterior areas of the Demised Premises. 7. To assume all responsibility and liability related to or arising from any and all obligation for environmental protection, compatibility and responsibility related to the Selected Contractor's use of the Demised Premises. The Contractor shall immediately report to Administration and

- 57 - clean up all fuel or chemical spills or other forms of contamination resulting from Selected Contractor’s operation in accordance with Tenant Directive 502.1 (copy attached hereto as Attachment No. 5 and incorporated by reference herein). The Selected Contractor is responsible for the proper disposal of all material resulting from the clean up. C. Selected Contractor shall repair damage to the Demised Premises in a timely manner when such damage results from improper operation, misuse, abuse or negligence on the part of Selected Contractor, or when such damage results from alterations performed by Selected Contractor or any agents operating under the control of Selected Contractor, whether or not the alterations were approved by Administration. Administration is to be notified in writing whenever Selected Contractor engages a building maintenance company for the purpose of effecting repairs, and Administration reserves the right to disapprove said company if there is reason to believe the company's performance will be unsatisfactory. Repair work will be inspected and approved by Administration prior to release of Selected Contractor from responsibility for said damages. Selected Contractor will follow the procedure for accomplishing all repairs and modifications to the Demised Premises as established by BWI Tenant Directive 007.1 (copy attached hereto as Attachment No. 6 and incorporated by reference herein). XX. DAMAGE OR DESTRUCTION OF DEMISED PREMISES A. Partial Damage. If all or any portion of the Demised Premises is partially damaged by fire, explosion, the elements, act(s) of war or terrorism, or other casualty, but not rendered untenantable, the same will be repaired with due diligence by the Administration at its own cost and expense, and there shall be no abatement of Selected Contractor payments, provided, however, that if the damage is caused by the act or omission of Selected Contractor, its agents, employees, contractors, subcontractors or assigns. Selected Contractor shall be responsible at its expense for making the necessary repairs in a timely manner as determined by the Administration. If the Selected Contractor fails to make the necessary repairs in a timely manner as determined by the Administration, then, Administration may at its option cause such repairs to be completed and then

- 58 - Selected Contractor shall reimburse the Administration for the costs and expenses incurred in such repair, plus a twenty-five percent (25%) administrative fee. B. Extensive Damage. If damage referred to in Article XX.A above shall be so extensive as to render part or all of the Demises Premises untenantable, but capable of being repaired in one hundred and twenty (120) days, the same shall be repaired with due diligence by the Administration at its own cost and expense, and the rent and other fees, if applicable, for such Demised Premises shall abate, in proportion to the portion of the Demised Premises rendered untenantable, from the time of such damage until such time as the Demised Premises are fully restored as determined by the Administration; provided, however, that if said damage is caused by the act or omission of Selected Contractor, its agents, employees, contractors, subcontractors, or assigns, there shall be no abatement of rent and the Selected Contractor shall be responsible, at its expense, for making the necessary repairs as approved by the Administration. If Selected Contractor fails to make necessary repairs in a timely manner as determined by the Administration, then Selected Contractor shall reimburse the Administration for the costs and expenses incurred in such repair, plus a twenty-five percent (25%) administrative fee. C. Complete Destruction. 1. In the event the Demised Premises are completely destroyed by fire, explosion, the elements, act(s) of war or terrorism, or other casualty or so damaged that they are untenantable and cannot be replaced except after more than one hundred and twenty (120) days, the Administration shall be under no obligation to repair, replace, and reconstruct said Demised Premises and Selected Contractor’s concession fees and other fees, if applicable, for such Demised Premises shall abate as of the time of such damage or destruction and shall henceforth cease until such time as said Demised Premises are fully restored, or until Administration provides substitute facilities, acceptable to Contractor, for use by Selected Contractor. If within twelve (12) months after the time of such damage or destruction, said Demised Premises not have been repaired or

- 59 - reconstructed, and Administration has not supplied substitute facilities, acceptable to Selected Contractor, Selected Contractor may give the Administration written notice of its intention to cancel its lease of such Demised Premises under this Contract in its entirety as of the date of such damage or destruction. 2. Notwithstanding the foregoing, if said Demised Premises are completely destroyed as a result of the act or omission of Selected Contractor or its sublessees, agents, employees, contractors, subcontractors or assigns, the concession fees and other fees, if applicable, for such Demised Premises shall not abate and the Administration may, in its discretion, require Selected Contractor to repair and reconstruct said Demised Premises within twelve (12) months of such destruction and pay the costs therefore; or the Administration may repair and reconstruct said Demised Premises within twelve (12) months of such destruction and Selected Contractor shall be responsible for reimbursing the Administration for the costs and expenses incurred in such repair, plus a twenty-five percent (25%) administrative fee. XXI. AIRPORT CONCESSION DISADVANTAGED BUSINESS ENTERPRISE (ACDBE) PARTICIPATION A. In accordance with federal regulations 49 C.F.R. Part 23 (see Attachment No. 1), it is the Administration’s obligation to ensure that Disadvantaged Business Enterprises have the opportunity to compete for available revenues at the Airport. “Disadvantaged Business Enterprise” or “Airport Concessionaire Disadvantaged Business Enterprise” (collectively hereinafter referred to as “ACDBE”) means a business entity, whether a sole proprietorship, partnership, or corporation of which at least fifty-one percent (51%) of the interest is owned and controlled by a "socially and economically disadvantaged individual" as such term is defined in the Airport and Airways Improvement Act of 1982, as amended, and the regulations promulgated pursuant thereto at 49 C.F.R. Part 23. ACDBEs must meet the experience and economic guidelines set forth in 49 C.F.R. Part 23 and be certified by MDOT. Individuals who are rebuttably presumed to be socially and

- 60 - economically disadvantaged include women, African-Americans, Hispanic Americans, Native Americans, Asian-Pacific Americans, and Asian-Indian Americans. B. In order to provide a fair opportunity for ACDBE participation, the Administration requires that the Selected Contractor make good faith efforts, as defined in 49 C.F.R. Part 23 to provide for a level of ACDBE participation in this concession equal to or greater than fifteen percent (15%) of total concession gross receipts or through goods and services purchased through businesses run by ACDBEs or purchased from ACDBE businesses. Participation can also be accomplished through assigning the operation and management of one or more categories or facility locations which generate at least fifteen percent (15%) or more of the total concession Gross Receipts to a ACDBE contractor in the form of a subcontract arrangement or a combination of ownership options or by goods and services purchased through ACDBEs. The Administration encourages qualified ACDBE Bidders to submit Bids. In the event that the Selected Contractor qualifies as a MDOT certified ACDBE, and accomplishes at least fifteen percent (15%) of work with its own work force, the contract goal shall be deemed to have been met. C. Executed agreements with ACDBE subcontractors, if proposed as a method of achieving participation, must be submitted to the Administration by the Selected Bidder within thirty (30) days after award. D. Any Bidder which elects to meet or exceed the ACDBE goal through Joint Ventures with MDOT certified ACDBEs must submit to the Administration, the Joint Venture agreement, and evidence of all necessary MDOT ACDBE certifications, with its technical submission. The ACDBE Joint Venture partner must demonstrate with the technical submittal that it is independently responsible for at least fifteen percent (15%) of clearly defined work and that it shares in the ownership, control, management responsibilities, risks, and profits of the Joint Venture. E. The Selected Contractor shall take all reasonable and necessary steps to commit to and meet the ACDBE goal. To determine compliance with the ACDBE program,

- 61 - the Administration requires that the Selected Contractor submit quarterly reports, indicating the participating ACDBE (s), the type(s) of work performed, the value of the work and personnel performing the work. The reports shall be submitted within ten (10) days after every quarter ends during the term of the Contract. Failure by Selected Contractor to submit requested records on a timely basis to the Administration may result in termination of the Contract. The Administration and its duly authorized representatives shall have the right to audit the quarterly reports with or without prior notice. The quarterly ACDBE report shall be sent to: Director, Office of Fair Practices Maryland Aviation Administration Third Floor, Terminal Building P.O. Box 8766 BWI Airport MD 21240-0766 With a copy to: Director, Office of Commercial Management Maryland Aviation Administration Third Floor, Terminal Building P.O. Box 8766 BWI Airport MD 21240-0766 All such records must be retained by Selected Contractor for a period of three (3) years following Contract completion and will be made available for inspection upon request by the FAA, MDOT, or the Administration. F. If the Selected Contractor fails to achieve and maintain the level of certified ACDBE participation submitted the Selected Contractor shall provide documentation demonstrating that it made good faith efforts, as determined by the Administration, in its attempt to achieve and maintain the required level of certified ACDBE participation. The documentation shall include, but not be limited to, correspondence, advertisements, contacts, telephone calls, etc., to obtain services of MDOT certified ACDBEs on this project. If the Selected Contractor fails to reflect a good faith effort to achieve and maintain the level of

- 62 - certified DBE participation submitted in its proposal throughout the term of the Contract, the Administration may consider this as a material breach of the Contract and may terminate the Contract in accordance with Article XXIII of this IFB. G. The Contract to be awarded is subject to the requirements of 49 C.F.R. Part 23. The Selected Contractor agrees that it will not discriminate against any business owner because of the owner’s race, color, national origin, or sex in connection with the award or performance of any concession agreement, management contract, or subcontract, purchase or lease agreement, or other agreement covered by 49 C.F.R. Part 23. Selected Contractor agrees to include the above statements in any subsequent concession agreement or contract covered by 49 C.F.R. Part 23, that it enters and cause those businesses to similarly include the statements in further agreements. H. The Administration shall notify Selected Contractor in the event that new regulations are issued by the DOT implementing section 511 (h) of the Airport and Airway Improvement Act (hereinafter referred to as “AAIA”) of 1982, as amended. In the event the new regulations impose new requirements on the Administration related to the Contract to be awarded, Selected Contractor agrees to use its best efforts to comply with the new requirements. I. For purposes of ACDBE goal attainment, the participating certified ACDBEs must be certified with MDOT in the appropriate North American Industry Classification System (NAICS) Codes for the type of goods and/or services they are providing. MDOT assigns the codes and description at the time of certification. Further, the participating ACDBEs must be eligible to participate in the ACDBE program. J. Any questions pertaining to certification procedures, eligibility criteria, submittal of Disclosure Affidavits, and obtaining appropriate forms shall be directed in writing to:

- 63 - Director, Office of Fair Practices Maryland Aviation Administration Third Floor, Terminal Building P.O. Box 8766 BWI Airport MD 21240-0766 Telephone: (410) 859-009 Or Director, Office of Minority Business Enterprise Maryland Department of Transportation 7201 Corporate Center Drive P. O. Box 548 Hanover MD 21076 Telephone: (800) 544-6056 XXII. COMMERCIAL NONDISCRIMINATION As a condition of entering into the Contract, upon the request of the Maryland Commission on Human Relations, and only after the filing of a complaint against the Selected Contractor under Title 19 of the State Finance and Procurement Article, as amended from time to time, the Selected Contractor agrees to: provide to the State within sixty (60) days after the request a truthful and complete list of the names of all subcontractors, vendors, and suppliers that the Selected Contractor has used in the past four (4) years on any of its contracts that were undertaken within the State of Maryland, including the total dollar amount paid by the Selected Contractor on each subcontract or supply contract. The Selected Contractor further agrees to cooperate in any investigation conducted by the State pursuant to the State's Commercial Nondiscrimination Policy as set forth under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland, to provide any documents relevant to any investigation that is requested by the State. Selected Contractor understands and agrees that violation of this clause shall be considered a material breach of the Contract and may result in contract termination, disqualification by the State from participating in State contracts, and other sanctions. As part of such compliance, Selected Contractor may not discriminate on the basis of race, color, religion, ancestry, national origin, sex, age, marital status, sexual orientation, disability, or other unlawful forms of discrimination in the solicitation,

- 64 - selection, hiring, or commercial treatment of subcontractors, vendors, suppliers, or commercial customers, nor shall Selected Contractor retaliate against any person for reporting instances of such discrimination. Selected Contractor shall provide equal opportunity for subcontractors, vendors, and suppliers to participate in all of its public sector and private sector subcontracting and supply opportunities, provided that this clause does not prohibit or limit lawful efforts to remedy the effects of marketplace discrimination that have occurred or are occurring in the marketplace. Selected Contractor understands that a material violation of this clause shall be considered a material breach of this Agreement and may result in termination of this Agreement, disqualification of Selected Contractor from participating in State contracts, or other sanctions. This clause is not enforceable by or for the benefit of, and creates no obligation to, any third party. XXIII. DEFAULT AND RIGHTS AND REMEDIES UPON DEFAULT A. The occurrence of any one or more of the following events shall be a default under the Contract: 1. Selected Contractor shall become insolvent, or shall take the benefit of any present or future insolvency statute, or shall make a general assignment for the benefit of creditors, or shall file a voluntary petition in bankruptcy or a petition or answer seeking an arrangement of its reorganization or the readjustment of its indebtedness under the federal bankruptcy laws or under any other law or statute of the United States or of any state thereof, or shall consent to the appointment of a receiver, trustee, or liquidator of all or substantially all of its property; or 2. By order or decree of a court, Selected Contractor shall be adjudged bankrupt or an order shall be made approving a petition filed by any of the creditors or, if Selected Contractor is a corporation, by any of the stockholders of Selected Contractor seeking its reorganization or the readjustment of its indebtedness under the federal bankruptcy laws or under any law or statute of the United States or of any state thereof; or 3. A petition under any part of the federal bankruptcy laws or an action under any present or future insolvency law or statute shall be filed against

- 65 - Selected Contractor and petition against the Selected Contractor shall not be dismissed within thirty (30) days after the filing thereof; or 4. The Contract or the rights and interest of Selected Contractor hereunder be transferred to, pass to, or devolve upon, by operation of law or otherwise any other person, firm, or corporation; or 5. There is any substantial change in the ownership or proprietorship of Selected Contractor, which, in the opinion of the Administration, is not in the best interest of the Administration, or the public; or 6. Selected Contractor, if a corporation, shall, without the prior written consent of the Administration, become a non-surviving merged corporation in a merger, a constituent corporation in a consolidation, or a corporation in dissolution; or 7. Selected Contractor is, or Selected Contractors collectively are, doing business as, or constitute, a co-partnership, and the said co-partnership shall be dissolved as the result of any action or omission of its co-partners or any of them or by operation of law or the order or decree of any court having jurisdiction, or for any other reason whatsoever; or 8. By or pursuant to, or under authority of any legislative act, resolution or rule, or any order or decree of any court or governmental board, agency or officer having jurisdiction, a receiver, trustee, or liquidator shall take possession or control of all or substantially all of the property of Selected Contractor, and such possession or control shall continue in effect for a period of fifteen (15) days; or 9. Any lien is filed against the Airport property because of any act or omission of Selected Contractor and is not removed within thirty (30) days; or 10. Selected Contractor shall abandon, desert, vacate, or discontinue performance of its operations and services required by the Contract; or 11. Selected Contractor shall assign, transfer, encumber or subcontract the Contract or any interest therein without the prior written approval of the Administration; or

- 66 - 12. Selected Contractor shall fail duly and punctually to pay the payments required hereunder when due to the Administration; or 13. Selected Contractor shall fail to maintain the quality of service to the public to the sole satisfaction of the Administration, as required herein, within ten (10) days after receiving notice from the Administration to correct the condition or practice objected to; or 14. In the event that Selected Contractor has leased space at the Airport, Selected Contractor fails to make repairs to the Leased Premises within fifteen (15) days after notice, as required by the Administration. (If Selected Contractor refuses or neglects to undertake the maintenance, repair, or replacements requested by Administration; or if Administration is required to make any repairs necessitated by the negligent acts or omissions of Selected Contractor, its employees, agents, servants, or licensees, Administration shall have the right, after fifteen (15) days written notice, to make such repairs on behalf of and for Selected Contractor. Such work shall be paid for by Selected Contractor within ten (10) days following demand by Administration for said payment at Administration's cost or standard rates plus fifty percent (50%) overhead; or 15. There is a cessation or deterioration of service for a period which, in the judgment of the Administration, substantially and adversely affects the operation of the taxicab service required hereunder; or 16. The Selected Contractor conducts business activities at the Airport, which have not been approved in writing by the Administration; or 17. Selected Contractor shall fail to keep, perform and observe each and every other promise, covenant, condition, and agreement set forth in the Contract on its part to be kept, performed or observed and does not cure such failure within ten (10) days after receipt of notice of non-compliance thereunder by the Administration, or, where fulfillment of its obligation requires activity over a period of time, shall fail to commence performance

- 67 - to the satisfaction of the Administration, within ten (10) days after receipt of notice, and to continue such performance without interruption; or 18. There is a finding by an independent Certified Public Accounting (CPA) firm or the Administration's designated auditors which indicates a lack of proper internal control structure or fraudulent practices on the part of Selected Contractor which results in an audit adjustment to the amount due to the Administration of five percent (5%) or more on a monthly basis; or 19. There is a finding by the Administration that there was a material misstatement or omission made by the Selected Contractor in its bid which the Administration relied upon in making its award of the Contract. B. Upon the occurrence of any such event or at any time thereafter during the continuance thereof, the Administration may, at its option, exercise concurrently or successively any one or more of the following rights and remedies: 1. Upon five (5) days notice, terminate the Contract and the rights of the Selected Contractor thereunder; 2. Without waiving any default, pay any sum required to be paid by the Selected Contractor to parties other than the Administration and which Contractor has failed to pay, and perform any obligations required to be performed by the Selected Contractor under the Contract, and any amounts so paid or expended by the Administration in fulfilling the obligations of the Selected Contractor thereunder shall be repaid by the Contractor to the Administration on demand with interest thereon at the rate of fifteen percent (15%) per annum from the date of such payment or expenditure, without terminating the Contract; 3. Bring suit for the collection of concession fees or other amounts for which Selected Contractor may be in default or for the performance of any other covenant, promise, or agreement developing upon Selected Contractor for performance or damage thereof, all without terminating the Contract;

- 68 - 4. Assess Selected Contractor at the rate of a one and one quarter percent (1.25%) per month of any and all fees and amounts not paid to the Administration when due, until such fees or amounts are paid; 5. In order to ensure the continuity and efficiency of its operation, assume operation of the taxicab concession without any prior demand or notice to the Selected Contractor and either with or without the institution of summary or any other legal proceedings or otherwise and without diminishing, excusing or altering in any effect the obligations of Selected Contractor under the Contract. C. The rights and remedies of the Administration provided under this Article shall not be exclusive and are in addition to any other rights and remedies which the Administration may have at law or in equity or under the Contract. D. No waiver by the Administration at any time of any of the terms, conditions, covenants or agreements herein shall be deemed or taken as a waiver at any time thereafter of the same or any other term, condition, covenant or agreement herein contained, nor of the strict and prompt performance thereof. No delay, failure or omission of the Administration to take or to exercise any right, power, privilege or option arising from any default, or subsequent acceptance of fee, then or thereafter accrued, shall impair any such right, power, privilege or option, or be construed to be a waiver of any such default or relinquishment thereof, or acquiescence therein; and no notice by the Administration shall be required to restore or revive any option, right, power, remedy or privilege after waiver by the Administration of default in one or more instances. E. Selected Contractor shall have the right to terminate the Contract in its entirety upon; 1. Ninety (90) days notice to the Administration of Selected Contractor's intent to terminate, including the cause therefore; and 2. Payment in full of all obligations to the Administration arising hereunder through the date of termination; and 3. The occurrence of one or more of the following events provided any said events shall result in material interference with Selected Contractor's

- 69 - normal business operations or substantial diminution of Selected Contractor's gross revenues from the taxicab operation, continuing for a period in excess of sixty (60) days; a. The destruction of all or a material portion of the Airport facilities; which has a significant impact on the volume of passengers using the Airport. b. The occupation of the Airport or a substantial part thereof by an agency or instrumentality of the United States government or State or local government; c. A military mobilization or public emergency wherein there is a curtailment, either by executive decree or legislative action, of normal civilian traffic at the Airport or the use of motor vehicles or air transportation by the general public, or a substantial limitation of the supply of automobiles or diesel/gasoline for general public use. XXIV. PENALTIES The Administration may elect to impose on the Selected Contractor the maximum penalties described below or any amount up to the maximum amount listed below in addition to all other rights and remedies enumerated in this Contract: Violation Article Assessment Failure to meet the on-demand XI $250.00 per incident service in the required amount of waiting time Failure to accept short trip XI $250.00 per incident Failure to call Supplementary XI $250.00 per incident taxicabs as required

- 70 - Failure to have required number of XII.K $250.00 per incident dispatchers on duty Failure of dispatchers to be XII.N $250.00 per incident in approved uniform garb Failure to obtain consent XI $250.00 per incident of all parties for shared ride Failure to provide vehicle roster XII.E $250.00 per overdue day Failure to install transponders XIII $250.00 per vehicle per day prior to commencement of taxicab service Failure to obtain and or provide XII.GG $250.00 per occurrence required annual training Failure to submit certified monthly XVII.A $100.00 per incident report Unnecessary congestion, loitering XII.AA $200.00 per incident eating, sleeping, smoking or other conduct that may be detrimental to the image of the Airport Operating a taxicab vehicle while XII.L $500.00 per incident using a cell phone or other communication device

- 71 - XXV. GENERAL INFORMATION Past activity may not be indicative of future activity. Changes in air carrier operations at the Airport could materially change future activity at the Airport. The Administration makes no guarantee of the accuracy or reliability of such information provided to the Administration by the airlines and the incumbent contractor. Further, the Administration makes no guarantee concerning the number of passengers that will use the Airport in the future. All data provided is for informational purposes and the Administration is not responsible for any inaccuracies thereof. No warranty is intended or implied. Such data shall in no way relieve a Bidder from responsibility of determining for itself the business potential of the proposed taxicab concession. A. The incumbent operator currently manages Three Hundred Twenty (320) taxicabs with a per week taxicab stand fee of One Hundred Sixty-Nine (US$169.00) Dollars. B. The total number of taxicab trips originating (outbound trips) at the Airport since January 1997, are as follows: Calendar Year (CY) Total Outbound Trips 1997 295,765 1998 329,734 1999 362,349 2000 410,912 2001 403,566 2002 388,135 2003 383,841 2004 433,808 2005 423,021 2006 409,680 2007 404,294 2008 368,506 2009 318,138 C. Commercial Passenger statistics for Baltimore/Washington International Thurgood Marshall Airport, within USA (domestic) and International arrivals and departures including connecting passengers for CY 1998 through CY 2009.

- 72 - Domestic Domestic Domestic Int’l Int’l Int’l Arrivals Departures Total Arrivals Departures Total CY 1998 7,109,315 7,138,149 14,247,464 390,351 366,004 756,355 CY 1999 8,295,032 8,347,929 16,642,961 406,275 388,427 794,702 CY 2000 9,362,628 9,405,032 18,767,660 422,751 412,198 834,949 CY 2001 9,712,244 9,733,034 19,445,278 470,121 454,524 924,645 CY 2002 9,098,786 9,120,586 18,219,372 408,976 384,181 793,157 CY 2003 9,388,364 9,421,970 18,810,334 446,584 439,240 885,824 CY 2004 7,726,478 9,718,899 19,445,377 451,769 444,361 896,130 CY 2005 9,527,126 9,526,005 19,053,131 349,059 339,923 688,962 CY 2006 10,011,481 10,013,376 20,024,857 344,603 329,507 674,110 CY 2007 10,189,995 10,229,310 20,419,305 298,644 326,395 625,039 CY 2008 9,978,300 10,016,768 19,995,068 258,721 235,092 493,813 CY 2009 10,215,763 10,287,979 20,503,742 241,009 208,864 449,873 D. The incumbent operator currently manages Three Hundred Twenty (320) taxicabs with a per week taxicab stand fee of One Hundred Sixty-Nine ($169.00) Dollars. E. BWI Marshall’s Air Carriers F. Total commercial passenger traffic increased 2.3% in calendar year 2009. G. Passengers on AirTran increased 15.7%. H. The average BWI Marshall passenger has a median household income of $95,000 and a mean household income of $113,000. I. The average BWI Marshall passenger is 45 years old and passengers are equally split between men and women. J. Business Travelers make up about 40% of BWI Marshall’s total passengers. K. Approximately 40% of BWI Marshall’s local passengers are from the Washington area and 43% from the Baltimore area. In addition, 10% of BWI Marshall’s local passengers are from Southern Pennsylvania.

- 73 - Airline Market Share at BWI Marshall XXVI. AMENDMENTS TO THIS IFB This IFB and any pertinent information relative to this IFB developed by the Administration, subsequent to the issuance thereof, and prior to the established date for receipt of bids can only be changed by a formal, written addendum which, if issued by the Administration, will be delivered or mailed, by certified or registered mail, overnight, or express delivery, to all parties on record who have received a copy of this IFB. The Administration is not responsible for any oral instructions or information with regard to this IFB or to the completion and submission of any bid package. XXVII.RIGHT TO REJECT BIDS OR CANCEL IFB The Administration reserves the right to reject any or all bids; to cancel this IFB; to re- advertise for bids if necessary; to waive minor irregularities and formalities; and to accept the bid, in the Administration's sole judgment, which best meets the criteria as set forth in this IFB. United 5.51% Southwest 52.20% Other 2.46% Continental 2.96%American 4.14% AirTran 15.82% US Airways 5.98% Delta 10.93%

- 74 - XXVIII. DISQUALIFICATION OF BIDDERS Any one or combination of the following circumstances may be considered sufficient to disqualify a Bidder: A. Submission of more than one bid from an individual, partnership, corporation, or association under the same or different names. B. Administration's reasonable belief that any Bidder has an interest in more than one bid. C. Evidence of collusion among Bidders. D. Bidder is or has been in default or arrearage under any previous or existing contract with the Administration, or the State of Maryland. E. Existence of any unresolved claims between the Bidder and the Administration or the State of Maryland. F. Bidder has been debarred from entering into contracts with the State of Maryland. G. Bidder has not met the Mandatory Qualifications set forth in Article VIII. H. A finding by the Administration of a material misstatement or omission by Bidder in any part of its Submissions or Financial Bid. XXIX.AWARD OF AIRPORT TAXICAB CONCESSION CONTRACT A. Background investigations of Bidders may be made to confirm that Mandatory Qualifications shown in Article IX hereof are met. B. The award of the concession Contract, if awarded, will be to a responsible Bidder that meets the Mandatory Qualifications as listed in Article VIII of this IFB, and has submitted the highest total MMG for the four (4) year Financial Bid to the Administration to operate and manage the taxicab service. C. The following procedure shall be implemented in the event of a "tie." 1. Tie bids shall be defined as Financial Bid(s) from responsible Bidders that are identical and meet all the requirements set forth in this IFB. 2. The award shall be made to the in-State business if identical favorable bids are received from an in-State and out-of-State Bidder. In order for the Administration to achieve its overall DBE participation goal, a Contract may be awarded as follows:

- 75 - a) If identical favorable bids are received from an in-State certified ACDBE and an in-State non-ACDBE, or an out-of-State certified ACDBE and an out-of-State non-ACDBE, the award may be made to the certified ACDBE. b) If identical favorable bids are received from tying in-State or out- of- State certified ACDBE, the award may be made to the certified DBE having the greatest amount of certified ACDBE participation proposed in the particular contract. c) If identical favorable bids are received from tying in-State or out- of-State non-ACDBE, the award may be made to the non-ACDBE having the greatest amount of ACDBE participation in the Contract, including staff, or certified ACDBE subcontract participation in the Contract. d) If identical favorable bids are received from in-State Bidders or from out-of-State Bidders, and no rules for implementing a procedure for resolving a tie bid apply, a drawing shall be conducted. A witness shall be present to verify the drawing and shall certify the results on the bid tabulation sheet. D. Selected Bidder shall furnish the Administration with a Performance Guarantee (Article VI) and certificate(s) of insurance (Article XI.L.4) within fourteen (14) calendar days from the date of notification of award of the Contract and shall submit an executed Contract within thirty (30) days of receipt of such Contract from the Administration. In any event, the Selected Bidder shall not be permitted to commence operations until such time as the performance guarantee, executed Contract and certificates of insurance have been received by the Administration. E. In the event that the Contract is terminated by the Selected Contractor or the Administration before commencement of the Contract, then the Administration shall have the right, but not the obligation, to enter into a Contract with the Bidder that has submitted the second highest financial bid and has met the Mandatory Qualifications.

- 76 - XXX.GENERAL PROVISIONS The Contract to be awarded as a result of this IFB will be subject to the attachment entitled "Lease and/or Concession Contracts - General Provisions," which is attached hereto as Exhibit “F” to this IFB. In the event of a conflict between the Special Provisions in the Contract to be awarded and the attachment entitled "Lease and/or Concession Contracts - General Provisions," the Special Provisions shall govern. XXXI.CONDUCT OF BUSINESS Selected Contractor shall have the right to use public Airport facilities in common with others authorized to do so, which right shall be exercised in accordance with the laws of the United States of America and the State of Maryland, the rules and regulations promulgated by their authority with reference to aviation and air navigation, and all reasonable and applicable rules and regulations of Baltimore/Washington International Thurgood Marshall Airport. XXXII.REMEDIES CUMULATIVE All rights and remedies provided in the Contract shall be deemed cumulative and additional and not in lieu of or exclusive of each other or of any remedy available to the Administration at law or in equity. XXXIII.FINANCIAL LIABILITY OF ADMINISTRATION AND CONTRACTOR The Administration and the Contractor are not and shall not be considered as joint venturers, partners, or agents of each other, and none shall have the power to bind or obligate the other. There shall be no liability on the part of the Administration to any person for any debts incurred by the Contractor or by any business conducted on or off the Airport in connection with the operations of the ground transportation concession at the Airport. XXXIV.FAA OR TSA REQUIREMENTS In the event that the Federal Aviation Administration (hereinafter referred to as “FAA”) or the Transportation Security Administration (hereinafter referred to as “TSA”), or any successor agencies, as a condition precedent to granting of funds for improvements, maintenance or security at the Airport, requires modifications or changes to the Contract, then Selected Contractor shall consent to such reasonable amendments, modifications, revisions, supplements, or deletions of any of the terms, conditions, or requirements of

- 77 - the Contract as may be required to enable the Administration to qualify for and obtain Federal funds. XXXV. AIRPORT SECURITY AND AIRPORT ACCESS At the discretion of the Administration, or as security conditions may dictate, all contractor personnel involved in the Contract (including management) may be required to undergo background investigations. These background investigations may include a ten (10) year employment history verification, a Criminal History Records Check (CHRC) via fingerprinting, and a Security Threat Assessment (STA) conducted through the US Department of Homeland Security (DHS). Upon completion of one or more of the above background investigations, the Administration may elect to issue identification badges to contractor personnel. If it becomes necessary to issue identification badges to contractor personnel, the contractor shall follow all security processes necessary to obtain said identification badges. The Selected Contractor’s personnel shall abide by all Airport security regulations and fulfill all responsibilities associated with possessing an airport identification badge. XXXVI.TERMINATION FOR CONVENIENCE Performance under this Contract to be awarded may be terminated by the Administration in accordance with this clause in whole, or from time to time in part, whenever the Administration shall determine that such termination is in the best interest of the Administration. The Administration will pay all reasonable costs associated with this Contract that the Selected Contractor has incurred up to the date of termination and all reasonable costs associated with the termination of the Contract. However, the Selected Contractor shall not be reimbursed for any anticipatory profits that have not been earned up to the date of termination.

- 78 - XXXVII. CONTINGENT APPROVAL It is agreed and understood by all parties hereto that the execution of the Contract to be awarded as a result of this IFB and its effectiveness are contingent upon approval by the Secretary of Transportation and the Maryland Board of Public Works. Helen M. Tremont Director Office of Commercial Management

- 1 - MARYLAND DEPARTMENT OF TRANSPORTATION MARYLAND AVIATION ADMINISTRATION ADDENDUM NO. 1 INVITATION FOR BIDS NO. MAA-IFB-10-005 TO OPERATE AND MANAGE THE TAXICAB GROUND TRANSPORTATION CONCESSION AT BALTIMORE/WASHINGTON INTERNATIONAL THURGOOD MARSHALL AIRPORT SECTION II – QUESTIONS AND ANSWERS The following questions were asked during the February 24, 2010 Pre-Proposal Conference: Q1. What is the protocol or process to add cabs to the fleet throughout the course of the Contract? A1. Please reference the second paragraph to Article XII.C of the IFB. Q2. Is the process to add cabs through Anne Arundel County, or strictly with the Administration? A2. The process to adjust the number of taxicabs rest solely with the Maryland Aviation Administration (hereinafter referred to as “MAA” or “Administration”). Q3. The IFB specified that the Selected Contractor would be obligated to provide 250 taxicabs. The current contractor according to the IFB is currently operating 320 taxicabs. What is the disconnect between the obligated 250 taxicabs and the currently operating 320 taxicabs. A3. The Administration originally authorized 310 taxicabs at the commencement of the current contract. The Administration later approved an increase in the number of taxicabs operated to 320 prior to the opening of the Southwest A and B Pier in 2004. However, since 2004, taxicab ridership has decreased by nearly 27%. See A49. Q4. If the number of taxicabs at BWI Marshall is forced to decrease by reason of declining business, will the annual fee be adjusted accordingly? A4. Yes. Please see Article XVI.D in Section III of this Addendum No. 1.

- 2 - Q5. Is the current contractor meeting the DBE goal, and if not, what’s the percentage that the current contractor’s doing? 5. The current contractor is not meeting the DBE goal as included in the original solicitation and contract. Q6. Is the current DBE goal being met, and if not, how close is it to being met? 6. See A5. Q7. The IFB requires audited financial statements for the Bidder or for the company proving a guaranty of performance. Many businesses don’t in the normal course of business, obtain audited financial statements. Will the Administration consider waiving that requirement and substituting a requirement for perhaps a CPA reviewed statement or some other similar normal business process? A7. Yes. Please see Article IX in Section III of this Addendum No. 1 and revised Form No. 2 entitled “Checklist for Information Required under Invitation for Bids. No. MAA-IFB- 10-005” in Section V of this Addendum No. 1. Q8. What projections does the Administration have for Southwest Airlines and for AirTran over the five-year term of the Contract? A8. The MAA does not project passenger data for individual carriers, however both Southwest and AirTran have announced plans to continue their growth at BWI Marshall this year. Southwest will offer 181 daily flights this summer, up from 163 in the summer of 2009 and AirTran will offer 63 daily flights, an increase from 57 flights last summer. Several other carriers have also announced plans for increased service from BWI Marshall this year. Q9. Is there going to be a briefing on the current operation, or do we need to ask operational questions? A9. No. Bidders may ask any question(s) concerning taxicab operations during the pre-bid conference or in writing in accordance with Article II.D of the IFB. Q10. Will financially irresponsible bids be accepted? A10. The Administration will award the contract to a Bidder that is financially capable of conducting the taxicab concession. Q11. Is there going to be a tour after the Pre-Bid Conference or can we have access to the taxicab facilities?

- 3 - A11. A tour of the taxicab facilities was provided immediately after the pre-bid conference held on February 24, 2010. Q12. If a cab company has drivers who are minorities, would they qualify as DBEs? A12. Drivers must satisfy Maryland Department of Transportation (MDOT) eligibility and certification requirements to qualify as an Airport Concession Disadvantaged Business Enterprise (ACDBE). Q13. Can the current drivers be certified as DBE? A13. Yes, if such drivers satisfy the MDOT eligibility and certification requirements submit the appropriate application to MDOT and are determined to be certified by MDOT. Q14. How long does the process take for someone to get certified as a DBE? A14. The certification processing time varies. The process can take 90 days (or more) depending on the information submitted to MDOT. If an applicant for certification submits a complete package that includes all requested documents, the process usually takes less time. Q15. If you’re certified with the Baltimore City MBE Program, would that satisfy DBE requirements? A15. No. The Baltimore City MBE Program does not meet federal regulations that establish ACDBE/DBE certification and eligibility requirements. Q16. Does the Maryland Department of Transportation have a website that you can go on and get information? A16. Yes. Interested Bidders can access the MDOT’s website at www.mdot.maryland.gov . Q17. What is the rent for the taxicab building? A17. The rent for the taxicab building is Twenty-Nine Thousand Three Hundred Eighty-Five Dollars Nineteen Cents (US$29,385.19) per annum. The rental rate (US$15.79 per square foot per annum) will be adjusted annually at the same rate as any percentage increase or decrease in the Consumer Price Index (CPI). Q18. What would be the cost for additional space in the terminal building? A18. The current rental rate for office space with public access in the Airport Terminal Building is $104.17 per square foot per annum.

- 4 - Q19. At the time of submission of the bid, does the DBE described in the bid required to have their certification? A19. Yes. Q20. If a Bidder is already certified as a DBE with the Maryland Department of Transportation, and they are the primary Bidder, do they have to still satisfy that additional fifteen percent (15%) by getting a subcontractor? A20. If the Bidder is a business entity certified as an ACDBE with MDOT in area of business for which it will be participating, it is not required to meet the 15% goal with a subcontract or by other means. Q21. So there is no reason for a DBE prime to subcontract the fifteen percent (15%) against prime? A21. Correct, if the requirements in the response to question 20 are met and the information (operational and financial) provided reflects that 15% goal will be met by the prime. Q22. Are you using federal requirements for a State contract; is that what this is? A22. Yes. Q23. How are the initial submissions going to be evaluated? Is there a methodology and can that methodology be shared with us in terms of how the Administration is going to evaluate those and determine whether or not they satisfy? A23. Please see Article IV and Article XXIX of the IFB. Q24. How do you determine if someone is acceptable or someone’s proposal or submission is susceptible of being made acceptable? A24. See A23. Q25. The evaluation of the mandatory qualifications and the technical submission is going to be based on pass/fail and not ranked is that correct? A25. Yes. Q26. In terms of time line, when the financial proposal or bid is supposed to be submitted, assuming that you’re still in the running at that point, is there an anticipated notification or award date as far as when the Selected Contractor will be determined? A26. Yes. August 18, 2010.

- 5 - Q27. In the section that deals with the obligations of the Contractor, where it begins to refer to the term Selected Contractor, some of those appear to be things that have got to be completed or negotiated after a contractor has been selected. Please explain if these negotiations are after the contract has been entered into or whether as part of the final agreement. A27. The Selected Contractor will be required to submit certain information (e.g., operating standards) to the Administration thirty (30) days prior to the commencement date of the Contract, and such information may require negotiation between parties before fully accepted by the Administration in writing. When accepted, the approved operating standards will become part of the final agreement. Q28. Concerning the mandatory qualifications, if one of our employees meets the qualifications, is that going to be acceptable as qualifications? A28. To meet the mandatory qualifications, a bidder must be the owner or operator of a taxicab company, not an employee. See Article VIII of the IFB. Q29. If a company does not meet the qualifications, but one of our employees, who is the operations manager meets the qualifications would it be acceptable? A29. No. See A28. Q30. Can a firm become a joint venture of five, six companies, who own a small numbers of taxis, not 100, like if a joint venture of companies added up to equal 100 taxicab, as an experience, will that qualify? A30. A firm can become a joint venture of five or six companies; however, the entity holding a controlling interest in the joint venture must meet all the Mandatory Qualifications in order to be considered for award of the contract. If no single entity holds a controlling interest, then each entity in the joint venture must meet all of the Mandatory Qualifications in order to be considered for award, for example, each entity must meet the requirements to have experience with a fleet of no less than 100 taxicabs. See Section VIII.B of the IFB. Q31. If the operations manager, who is employed by us, worked for another company that was running 100 taxicabs, made one million dollars and has the experience but was not the owner of the company but the operator, would the qualifications be met if documents like tax records could not be accessed or not available to prove previous employment? A31. No. See A28. Q32. What date will we receive answers to our questions?

- 6 - A32. April 14, 2010. Also, see A37. Q33. Do we need to put the questions that were asked in writing? A33. No. Q34. How many taxicabs are involved right now? A34. There are 324 taxicabs involved in operating the current program. 320 are approved by the Administration to operate in service. Q35. Can we get a copy of the sign-in sheet from today? A35. Yes. Please see Section IV to this Addendum No. 1. The following questions were presented in writing to the Procurement Officer by the March 3, 2010 deadline to submit written questions. Q36. On page 8 of the IFB, it specifies a Bid Bond in the form of a Letter of Credit or surety bond. Would a certified or cashier’s check be accepted as an alternative since the LOC or surety bond fees would be high relative to the value of the bond? A36. No. Q37. What is the time line for the determination of the Selected Contractor? A37. Please see Section IV of this Addendum No. 1 for solicitation schedule. Q38. When is the official award notice expected? A38. See A37. Q39. When must the items in Article XII, “Obligations of the Selected Contractor,” be negotiated and accomplished? A39. Items in Article XII should be negotiated and accomplished at least 90 days after the Contract commencement date. Q40. When is a signed contract anticipated so that startup can begin? A40. December 1, 2010. Q41. Will a new Maryland corporation that is proposed but is not yet established (or has been incorporated but not yet doing business) at time of bid be treated as a

- 7 - “Resident Business” or “In-State Business,” whether or not the parent or affiliates are Maryland companies? A41. A business entity newly formed in Maryland would be considered a “resident business.” Q42. Since many businesses do not, in the normal course, have audited financial statements prepared in accordance with GAAP as cited on pp. 15-16, they would not be able to obtain them in a timely manner for the Initial or Revised Submission, and would also incur considerable expense purely for the speculative purpose of the IFB. Would the MAA consider changing this requirement to a CPA-reviewed statement or similar? A42. See A7. Q43. On page 16 it is indicated that a newly formed entity can provide a financial resume. If this resume includes sufficient equity financing and credit lines, then because the Bidder is not relying on another company for financial capacity, would no audited financial statements or Guaranty of Performance be needed for the financial portion of the bid? A43. A newly formed entity can provide its financial resume, however, if the newly formed business entity fails to meet any of the other Mandatory Qualifications (e.g., at least three (3) years of experience as an owner or operator), it must provide a guaranty of performance from another entity together with which all Mandatory Qualifications are met. Audited financial statements are no longer required, see A7. Q44. Referencing IFB pp. 17-18: What is the ACDBE requirement of the current contract? A44. The ACDBE participation goal for the current contract is fifteen percent (15%). Q45. Is the current contractor an ACDBE, or how do they satisfy the requirement, including the name(s) of the current ACDBE participants? A45. The current contractor is not a MDOT certified ACDBE. See A5. Q46. Please provide a list of MAA’s currently certified ACDBE companies. A46. MAA does not maintain a current list of certified ACDBEs; however, information has been obtained via the MDOT website (See A16). Certified ACDBE taxicab firms would be listed under the 485310 NAICS code (North American Industry Classification System). Other NAICS codes that may be utilized for ACDBE participation in this IFB include 485320, 485999 and 488999; however, the firm must be able to provide the service designated to meet the ACDBE goal. Q47. Since it was suggested at the pre-bid conference that the ACDBE requirement could be satisfied by using drivers as ACDBEs and since the IFB requires that a

- 8 - preference be given to existing drivers, please provide a list of the existing drivers and identify those which are ACDBEs. A47. None of the drivers is currently certified as an ACDBE. Since there are no MDOT certified ACDBE drivers, please see Article XXI in Section III of this Addendum I for guidance. Q48. If the total number of currently certified drivers is not enough to satisfy the ACDBE requirement, can additional time be given to meet that requirement so that the incumbent does not have undue advantage knowing of certifications that may occur before the due date that new Bidders would not be aware of? A48. See A47. Each bidder has to offer an ACDBE plan with its bid that is acceptable to the MAA. Q49. Article XII.C (P. 22) specifies that the Selected Contractor is to provide 250 taxicabs, while the IFB states that the current contractor is operating 320. Please explain this discrepancy, including any analysis or conclusions reached as to the appropriate size of the BWI taxi fleet. A49. Trip counts have decreased over the past six (6) years. From 2004 (433,808) to 2009 (318,138) there was a nearly twenty-seven percent (27%) decrease in outbound trip activity. Q50. Are credit cards now accepted by all BWI taxis; how are they authorized and processed currently? A50. Yes, credit cards are accepted by BWI taxis. BWI taxis are processed either by manual imprinters, telephone credit card processing, or by wireless credit card processing, which allow drivers to swipe and store transaction in the terminal’s memory. Q51. Referring to IFB Page 23, #3: Can you verify that this paragraph by using the term “owner/operators” is not prohibiting contractor from leasing taxicabs to non-owner operators? A51. The use of the term “owner/operator” does not nor intends to prohibit contractor from leasing taxicabs to non-owner operators. Q52. See Page 25, Item XII.K: Is the current contractor providing 24 hour a day dispatchers at these locations? If not 24 hours, what are the current hours? Are these hours envisioned to continue under the new contract? A52. Twenty-Four hour (24 hour) dispatcher service is provided under the current contract at the locations identified in Article XII.K of the IFB. There are no current plans to modify this requirement under the new contract.

- 9 - Q53. See Page 27, Item XII.O: Does the no cell phone policy including receiving calls hands-free? A53. No, drivers would be allowed to receive calls using hands-free devices. Q54. How many of the current taxis are driver-owned? How many are in the process of being purchased from the current contractor or any affiliates? How many are being leased by the drivers or otherwise provided by the company? A54. There are 281 taxicabs that are driver-owned. The current contractor has 43 taxicabs that are available for lease of which 39 are currently being leased in operation of service. None of the current taxicabs owned by the current contractor or any affiliate company is in the process of being purchased. Q55. If the current contractor does not succeed itself, will the current contractor be allowed to sell its vehicles to drivers? Because the contract requires successor contractor to give priority to existing drivers, and because drivers at the end of a contract may be vulnerable to manipulation regarding their status, will such sale require approval of the Airport, and may the Airport not approve if the vehicle sale places either the driver or the new contractor in an disadvantageous position compare with the state on the day the bids were submitted? A55. The current contractor can sell its vehicles as it chooses. Q56. Are any vehicles in the current fleet limited to certain hours or shifts of operation? A56. The Administration does not have this information. Q57. Are any taxicabs currently double-shifted and, if so, what is the current contractor allowed to charge for additional stand fees or other charges in these scenarios? A57. According to the current contractor, each driver has his/her own dedicated vehicle, therefore no second driver fees are applied in the operation of the service. Q58. What, if any, is the current short haul policy? A58. The Administration requires that the current contractor provide passengers with taxicab transportation to the destinations of their choice and the refusal of any outbound short or long haul trip is prohibited. Failure to comply may result in a penalty assessment of $250.00 per incident. Q59. What, if any, has been the short haul policy in the past? A59. See A58.

- 10 - Q60. Are drivers currently tested for drug and/or alcohol use? Please describe the current testing requirements and procedures, if any. A60. All drivers are tested for drugs and alcohol at the time of employment and random testing is conducted when deemed needed by current contractor Q61. What type of radio communications equipment is in the BWI taxis now, and, given the very limited return service permitted to be provided (basically on-Airport), for what purpose is it used? A61. Taxicab drivers are currently using cell phones as communications devices between the driver and the current contractor as necessary. Q62. Please describe the current taxi dispatch and control system by which taxis are dispatched from the holding area to the terminal, and between stands at the terminal? A62. Dispatchers located at the Airport Terminal Building utilize walkie-talkies to advise the dispatcher located at the taxicab building as to the number of taxicabs needed at the specific taxicab stand location. Q63. How are taxi trips tracked and counted? A63. Taxi trips are tracked and logged by dispatchers who are located at each taxi stand location. Dispatchers record the time, destination and cab number for hire. Also see A68. Q64. What is the likelihood and circumstances under which the number of taxi stands could be increased at the contractor’s expense? A64. The number of taxi stands may be increased if the Airport Terminal Building is expanded. Current conditions do not require additional taxicab stands at this time. Q65. What specifications or cost estimates can be provided for the required new dispatch kiosks? A65. Kiosks for dispatcher locations must conform to the specification for existing information desks throughout the Airport Terminal Building. The projected cost for taxi dispatcher kiosks is between $4,000.00 and $6,000.00 each. Q66. Is the auto liability insurance currently being obtained by the individual taxi driver owners? A66. Yes. Q67. Is the insurance on taxis leased from the current contractor provided by the contractor or obtained by the lessee driver?

- 11 - A67. The insurance on taxicabs leased by the current contractor are provided by the current contractor. Q68. Are Pre-numbered Daily Dispatch Sheets (Article X.V.1) now maintained by the contractor’s dispatchers? A68. Yes, copies of the daily dispatcher’s report log for April 1 through April 7, 2009 are provided in Section IV of this Addendum No. 1 Q69. Are pre-numbered receipts (Article X.V.2) now provided by the taxicab operators/drivers? A69. Yes. Q70. Is the specified weekly taxi stand fee of $169.00 the only fee paid by the drivers to the contractor or to the Airport, or are there any other driver-paid fees, such as radio rental or trip fees? If so, what are the types and amounts of these fees? A70. The specified weekly taxicab stand fee will be paid by the taxicab drivers to the Contractor not to the Airport. Taxicab drivers will not pay any fees to the MAA. Any other fees charged by the Contractor, if any, must be approved by the MAA which approves the agreements entered into by the Selected Contractor and the individual drivers. Q71. Is there any fee to the passenger other than the regulated meter rates? A71. Passengers pay the taxicab driver the meter rates. Q72. There is currently an authorized airport per-trip fee in the Anne Arundel County Code, Section 11.15.302(g). Is this fee currently charged and allowed under the new contract? If so, how is it collected? Where does this fee go? A72. Yes, the airport per-trip fee identified in the Anne Arundel County Code is currently charged and will be maintained under the new contract to be awarded. The ninety cents ($0.90) is incorporated into the total trip fare and is retained by the driver. Q73. In the event of a taxi fare increase that leads to an outbound trip fee increase, will there be an automatic, commensurate increase in the weekly stand fee? Does the three percent (3%) additional amount paid to MAA (Article XVI.C) apply only to the incremental amount by which the taxi stand fee increases? A73. In the event of an increase in the taxi rate by Anne Arundel County, the Administration will not automatically approve a proportionate increase in the weekly stand fee. Please reference Article XII.KK in Section III of this Addendum No. 1 and note that adjustment of the stand fee is not tied to the changes in taxicab rate.

- 12 - Q74. What was the date and amount of the most recent taxi fare increase? A74. In December 2008, the taxi fare was increased by twenty-five percent (25%). Q75. Please provide copies of the Monthly Report cited in Article XVII.A for at least the most recent 12 months, and of the Annual Report cited in Article XVII.B for the most recent year. A75. Monthly reports for the recent 12 month period are provided in Section IV of this Addendum No. 1. The annual report cited in Article XVII.B was not required under the current contract. Q76. Are the penalties listed in Article XXIV the same as under the current contract, or what changes have been made from the current contract? A76. No, the Administration added the following penalties to the IFB and to the Contract to be awarded: 1. Failure to obtain and or provide required annual training; 2. Failure to submit certified monthly report; 3. Unnecessary congestion, loitering, eating, sleeping, smoking or other conduct that may be detrimental to the image of the Airport; and 4. Operating a taxicab vehicle while using a cell phone or other communication device. Q77. Please provide a breakdown of the type, number and amount of penalties assessed, by 12-month period for at least the most recent 12 months. A77. No penalties have been assessed in the most recent 12 month period. Q78. Does the requirement for “smoke free” taxis in Article XII.C.4 contemplate that the vehicles are not smoked in at any time, “Off or on duty”? A78. Yes. Q79. Please provide description and amounts of any prior, current or anticipated fee or tax pass-through from MAA to contractor for rents, utilities, real estate taxes, etc. A79. The current contractor pays for all utility cost, real estate taxes, and rents associated with the lease of the taxicab building on Friendship Road. See Article XVIII of the IFB. Q80. What are the fees if any for contractor employee parking? A80. Current cost for employee parking are provided in Section IV of this Addendum No. 1

- 13 - Q81. Please refer to Paragraph A of Clause XVI – Compensation for Concession Rights: “Revenues expressed either as the greater of a MMG (Concession Fee) for each Contract Year or a Fixed Two Dollar Fifty Cents (US$2.50) fee per each outbound taxicab operation originating at the Airport. The Concession Fee shall be paid in advance on or before the first day of each month…” Monthly Concession fee would be calculated based on number of trips and $2.50 fee per each outbound taxicab. For the purpose of advance payment on the 1st of each month, what is the basis of arriving at the estimated number of trips? A81. The Selected Contractor will be required to pay to the Administration on the first day of each month the Minimum Monthly Guarantee (MMG) as indicated on its Financial Bid Form (Schedule I – Form No. 6 in the IFB. If the number of outbound trips multiplied by $2.50 exceed the MMG, then the Selected Contractor shall pay the Administration the difference by the tenth day of the month. Q82. Regarding page 4 states bound copies, is 3-ring binder and/or folder acceptable for the binding? A82. Yes. Q83. Please provide total monthly taxicab trips over the period of the now-in-effect concession contract? A83. Please reference Article XXV.B of the IFB. The total number of monthly outbound trip since January 2010, are as follows: January 2010 26,486 February 2010 20,914 March 2010 Not available Q84. Please provide any statistical information on trips by destination, either historical accumulations or perhaps a one time study in the past? A84. No information is currently available, however, statistical information concerning trips by destination can be found on the dispatcher report log, see A68. Q85. Is the number of paid miles or total meters amounts available by year for the contract? A85. No.

- 14 - Q86. Can you provide the meter rates that were in effect for each year of taxicab trip statistics provided? This is very important to interpreting supply and demand. A86. The Administration does not have this information Q87. Do the numbers of taxi trips include non-concession taxicab loads or not? Do you have the number of non-concession taxicab loads provided at the airport? Q87. The Administration does not have this information. Q88. What are the exact rules for non-concession taxicabs for loading at the Airport, either through the normal queues or otherwise, and have there been any changes in these rules during the periods of the taxicab trip statistics provided? A88. Non-concession taxicabs are prohibited under State law from picking up passengers at the Airport. Please reference Attachment No. 3 of the IFB. Q89. Are there any taxicab trip statistics available by hour (or lesser increment) by day- of-week? May we have a copy or accumulation of at lest one week of these statistics? (Please identify the week. Even though this is subject to change through the year, it is much better than nothing in judging demand swings through the day). A89. No consolidated hourly trip reports are available, however, the information may be observed in the dispatcher report log. See A75. Q90. Can you provide by-day trip totals for a recent one month period? A90. See A89. Q91. Were there any new transportation services and/or concessions introduced during the span and if so can you identify these and the month and year implemented? A91. Regarding concessions, the Administration in 2004, contracted the concession services of BAA Maryland, Inc. to redesign and redevelop the food, beverage and retail concession program at BWI Marshall. This project continues to evolve with new concessions. In May 2005, Southwest Airlines opened Concourses A&B with an increase to the Airport’s flight activity. Q92. For the deplanements statistics provided, do you have corresponding statistics on connecting passengers (or similar information) so we might have in order to calculate actual net potential ground transportation deplanements? (If not, do you have any periodic point-in-time studies or estimates that will provide some guidance here?) A92. Approximately 85% of the passengers at BWI Marshall are local origin and destination and the remaining 15% are connecting. The 15% connecting figure has been constant

- 15 - over the past five years and is expected to remain in that range for the duration of the contract term. Q93. Can you provide by-airline deplanements statistics (or even total) in table format for each year also? If sub-total are available for connecting passengers this would be even more useful. A93. Deplanement data by individual carriers is not available, however enplanement data by carrier is provided. Enplanement and deplanement data at BWI Marshall are generally the same. A copy of the airline enplanement statistics are provided in Section IV of this Addendum No. 1. Q94. Are there any other airport ground transportation or parking statistics that are kept that might be helpful to analyzing demand? If so annual totals for the prior contract period would be very helpful. A94. Please reference Ridership demand statistics for other ground transportation service operations such as shared-ride ground transportation service to D.C., Virginia, and Baltimore currently operated by SuperShuttle of Baltimore. Inc.; Luxury Limousine and sedan service operated by Errands Plus, Inc. and shared-ride ground transportation service to Howard County, Maryland currently operated by Airport Shuttle, Inc. in Section IV of this Addendum No. 1. Q95. May we observe at the Airport to obtain perspectives of flow at various times and hours and how do we need to arrange for permission to do so and what is the procedures for that? A95. Prospective Bidders are encouraged to personally inspect and investigate all circumstances and conditions affecting the Airport taxicab operation. Bidders may visit the Airport’s taxicab facilities on their own. Q96. What is the current fee structure for any payments by taxi companies and/or taxicab drivers or customers to the Airport? A96. In the current Contract, revenues are expressed as a fixed minimum annual guarantee concession fee for each Contract Year, or One Dollars Seventy-Five Cents ($1.75) fee per each outbound taxicab operation originating at the Airport, or as subsequently adjusted during the Contract Term, whichever is greater on a Contract year basis. Q97. May we have the historical monthly amounts paid to the airport from the current contract please, by month? Please sub-total for fees paid for by companies, drivers, passengers and for any specific services or areas such as penalties, liquidated damages trip fees, vehicle inspections, devices, etc? Also, if applicable, may we have the historical monthly revenues paid to the current contractor from any source that is reported to the Airport?

- 16 - A97. Current Contractor’s payment to the Administration is as follows: Contract Year 1 (October 2003 – September 2004) $1,500,000.00 Contract Year 2 (October 2004 – September 2005) $1,650,000.00 Contract Year 3 (October 2005 – September 2006) $2,000,000.00 Contract Year 4 (October 2006 – September 2007) $2,000,000.00 Contract Year 5 (October 2007 – September 2008) $2,000,000.00 During the term of the month-to-month Contract extension, the Fixed Minimum Monthly Guarantee Concession Fee is as follows: Extension Period (October 2008 – September 2009) $2,000,000.00 Last Six Months (October 2009 – March 2010) $1,000,000.00 The Administration does not have the other information you requested. Q98. May we have a list of taxicab companies permitted to work the Airport along with their number of taxicabs and drivers permitted to work the Airport by company please? A98. The Administration does not have information related to non-concessionaire taxicabs which drop off passengers at the Airport. Q99. How many drivers are there today and is the historical authorization numbers available for today and annual for the prior contract? A99. As of today, 320 drivers are authorized to provide taxicab service at BWI Marshall. The prior contract obligated the contractor to provide 180 taxicabs. Q100. Please supply the following: These are needed for bidding as well as compliance with page 37 item w, etc.: (a) Can the existing arrangements for taxicab operators be provided: percentage or number of operators owning their vehicle (i.e., vehicle still being paid for), and those operating under lease-only agreement. (b) In addition, if an operator is in the process of purchasing a vehicle from the current operator, how will this situation be handled? (c) May we have a schedule of current vehicles by model year and mileage and for each if the vehicle is owner operated? A100. Please reference A54 and Section IV of this Addendum No. 1. Q101. What is the current method for communicating and dispatching from holding areas to the loading area(s)? Is any equipment/technology available for the new contractor? A101. Please reference A62. There is no equipment/technology available or that will be available for the new contractor.

- 17 - Q102. How many parking or holding spaces provided for cabs to wait in holding areas? In loading area? For employees of contractor? Other? A102. There are approximately 120 spaces in the holding area for taxicabs and 7 spaces for administrative personnel. Q103. Please furnish the most recent monthly reports by contractor for the last several months along with any annual or special reports for the life of the contract? A103. See A75. Q104. Do any forms go with the financial submission other than the Financial Bid Form? A104. No. Q105. Regarding page 10: Correct where it says “(e.g. a parent firm)” that other allowable examples include common ownership rather than parent companies? (This is the more common and needed scenario.) A105. Yes. The administration gave “a parent firm” as an example of “another entity” see Article VIII.A of the IFB. Other entities may be acceptable. Q106. If a new firm is anticipated as described in several locations in the IFB (e.g., page 10), if the ownership is identical to that of a firm that does meet the minimum qualifications and financials are acceptable, is a Guaranty of Performance document still required in this situation? Another way of stating this is for example, on questions such as “do you have at least three (3) years of experience …”if the “you” is the ownership of companies that do have the experience, is the Guaranty of Performance required? If so, can the Guarantee be the owners or the other firms the owners own that qualify or does it matter? A106. Yes, the Performance Guarantee “assures performance of the Contract by the Selected Contractor and the payment to Administration of all payments required by the Contract …” See Article VI.D of the IFB. Q107. Regarding page 10 and 11: Article VII is entitled “Mandatory Qualification” which was stated at the conference to be “pass/fail.” However, what about IX technical information to be submitted, and what about the acceptability of the response to IX technical information (such as #5 presentation on qualifications, etc.), will that also be judged in the qualifications phase of the IFB? (We never actually see that stated and it almost appears Article IX content and quality of responses is not included in the pass / fail or acceptability of financial bid? A107. Yes, see A23.

- 18 - Q108. Regarding page 15, #11 and #13: Can these two submissions be duplicates of each other or are you looking for different references in each? A108. Article IX.A.11 of the IFB asks for information as to cities or areas in which Bidder has operated a taxicab company. Article IX.A.13 of the IFB asks for written business references for Bidder. Q109. Regarding page 17-18 require MDOT certification and not other States. However, we understand Federal DOT requires reciprocity. If a DBE is certified in accordance with Federal DOT requirements in another State, how long does it take to get MDOT certification? Also how long for a new certification not certified by another state DOT? A109. The federal DOT program does not require reciprocity. It advises recipients that they can institute reciprocity in various forms. Currently, MDOT does not have a reciprocity agreement with other states; however, it does have a Memorandum of Understanding (MOU) with Virginia, District Department of Transportation (Washington, DC) and the Metropolitan Washington Airports Authority. Information on this MOU is available on MDOT’s website, which was cited earlier. Q110. Regarding page 21(C.), does “treated as taxicab working for” mean treated the same as taxicab authorized by the taxicab concessionaire? A110. Yes. Q111. Regarding page 72 footnote G: What year is this footnote referring to? A111. The year that Article XXV.G of the IFB is referring is 2009. Q112. Exhibit E: Please specify the number of hours for each of the modules listed? Does the BWI Taxi Driver training count toward the minimum initial and annual training requirements cited in Article XII.GG? A112. The training program specified (Program Focus) in Exhibit “E” of the IFB provides eight (8) hours of instructive training. The program counts towards the required eight (8) hours of annual customer services and driver safety training. Q113. Regarding forms page 1. When the term “you” is used in question on forms pertaining to Mandatory Qualifications, if newly formed entity but meeting qualifications in accordance with IFB provisions , then is it correct that this means a collective you, i.e., we meet the qualifications in accordance with the IFB as amended? How may we obtain a copy of the current contract? A113. Yes, when the term “you” is used, it does mean the collective you (owner or operator of a taxicab operation or company). A copy of the current contract is attached in Section IV of this Addendum No. 1.

- 19 - Q114. Please verify that in the event the Airport has to close to flights for a local or national emergency for more than 24 hours that the minimum guarantee for that month or those months would be abated or pro rated for the period of time. (Although contract clauses might be deemed to cover this, it is not appear to be specific as to the handling in the event of this situation.) A114. See A4. Q115. The contract contains many provisions pertaining to outside parties (independent contractor drivers of concessionaire, other taxicabs in event called, riders, etc.). For the potential protection of both parties, will you include language to the effect of “Nothing in this Contract shall be deemed to create any right in any person not a party hereto (other than any permitted successors and assigns of a party if allowed by the terms herein) and this Contract shall not be construed in any respect to be a contract in whole or in part for the benefit of a third party except as aforesaid.” A115. The Contract to be executed by the Selected Contractor will include a provision stating that it is between the Administration and the Selected Contractor and does not create third party beneficiaries. Q116. May contractor also provide service inbound to the Airport on a reservations basis as long as it does not interfere with service response time at the airport? A116. No. Q117. Have there been an significant issues during the current contract period (include base contract and any extensions), including but not limited to cure notices, lapses in insurance, lapses in service, rate renegotiations, contract amendments, contract problems, strikes or similar or any other similar matters including any of the current or recent transportation providers / subcontractors? Could these be identified? A117. No. Q118. Do all locations need to be staffed 24/7? Can kiosks or other technology be used to provide the same service? A118. Yes, all locations must be staffed 24/7. See Article XII.K of the IFB. In accordance with Article XII.D of the IFB, Bidder may make suggested changes to improve the service in its proposed plan for operating and managing the taxicab concession services. Q119. If the pro-forma includes increase in stand fees will the increases be honored during the term of the contract? This is often done at other airports?

- 20 - A119. No. Bidders should not consider any revision to the taxicab stand fee as part of their development of their pro-forma. The Administration will not automatically approve any request for changes in the taxicab stand fee. Q120. Can MAA provide a copy of the current taxi concession contract? A120. See Section IV of this Addendum No. 1. Q121. If the contract arising from MAA-IFB-10-005 will be different from the current contract, can that one be provided as well? A121. See Section IV of this Addendum No. 1. Q122. What is the protocol to increase or decrease the taxi fleet? A122. See Article XII.KK in Section III of this Addendum No. 1. Q123. What is the status of the AVI project? A123. The AVI System is currently not utilized in the performance of the taxicab concession. Q124. Is 15% the current DBE goal? Is the current provider meeting the DBE goal? If not what is the current DBE percentage that is being met? A124. The DBE goal on the current contract is 15%. See A5. Q125. Please provide a list of the current certified DBE vendors being used to obtain the goal. A125. See A5 and A47. Q126. How many taxicabs currently in operation are DBE certified? A126. None. Q127. Is the current dispatch schedule mirrored in the IFB requirements? If not please provide us the current schedule and/or any modifications from what the IFB requires. A127. Yes, see Article XII.D of the IFB. Q128. Please identify how many of the 250 vehicles currently serving BWI are fleet vehicles, owner operators and subcontractors?

- 21 - A128. See A54. Q129. We know from page 44 LL that stand fees are $169. Is there any regulated total for stand due fees for a fleet vehicle? A129. No. Q130. Does MAA have any information on the number of inbound trips operated? Are inbound trips restricted to certain areas? A130. The Administration does not have information on the number of inbound trips operated by the current contractor. Inbound trips are restricted to certain areas, see the first paragraph of Article XI of the IFB. Q131. Currently how many wheelchair vehicles are in the fleet? What types of wheelchair vehicles are being used? A131. Currently, there are four (4) wheelchair vehicles in the taxicab fleet. The types of wheelchair vehicles used under the current contract are Dodge vans, see list of current taxicab drivers, vehicle model and model year at Section IV of this Addendum No. 1. Q132. Does the incumbent provider currently have audited financial statements they provide to MAA? A132. No. Q133. Can forms be provided electronically? A133. Yes. Please submit a written request to the Director, Office of Commercial Management, including the name, title, and business address along with telephone number, fax number and email address of the primary point of contact for receipt of the requested forms. Bidders are advised that no alterations are permitted in accordance with Article IV.D of the IFB. Q134. Will there be a public opening of the financial proposals? If not will the financial proposals be made public? A134. There will not be a public opening of the financial bids, however, all financial bids will be made public and in writing to each Bidder at time of notification of award. Q135. Please provide a list of Anne Arundel taxi companies currently used for additional assistance. A135. No Anne Arundel taxicab companies has been used to provide additional assistance in the operation of the BWI Marshall Taxicab concession service.

- 22 - Q136. Please provide a current fleet list by make, model, year and owner. A136. See A100. Q137. Will the specifications for fleet car painting and identification remain the same? What is the current cost per vehicle? A137 The specifications for fleet car paint and identification shall remain the same. Regarding the current cost per vehicle to paint and decoy, the Administration does not have this information. Q138. Why has the number of taxicabs in the fleet decreased over the last 4 years from 320 to 250 when the deplaning has increased? A138. See A3. Q139. How many parking places are provided at 7072 Friendship Road? A139. See A102. Q140. Is telephone service provided between the office and the terminal? In the event of an airport closure or other unforeseeable action that causes a dramatic decrease in passenger transports, will the concession fee be adjusted in proportion to the decrease? A140. No, telephone service is not provided between the office and the Airport Terminal Building. The Selected Contractor, at its own cost and expense can install telephone service as it deems necessary to operate the taxicab service, however, any installation must be approved by the Administration. See also A4. Q141. Has the current contractor been assessed any fines or penalties? If so how much and for what? A141. No. Q142. Will there be an opportunity to tour the taxi facilities before written questions are due? A142. See A11. Q143. Please verify the IFB schedule of activities including due dates, award date and start date. A143. See A37.

- 23 - Q144. Please advise what companies received the IFB. A144. See Section IV to this Addendum No. 1. Q145. Can MAA provide the number and type of complaints received during the current contract? A145. Yes, see Section IV to this Addendum No. 1. Q146. Article XII.E states: “Provide a Statement showing who (e.g. Contractor, Contractor's employees, Independent Owner/Operators) will own and maintain the taxicabs to be used by the Selected Contractor in the Taxicab Concession.” Is the Selected Contractor allowed to use a combination of Contractor-owned taxicabs (i.e., taxicabs that are owned by the Selected Contractor) and Independent Owner/Operator-owned taxicabs? If the answer is “Yes,” does the MAA intend to specify a maximum or minimum percentage of the two hundred fifty (250) taxicabs in the fleet that may be Contractor-owned taxicabs? A146. Yes, the Selected Contractor will be allowed to use any combination of contractor- owned or independent owner/operator taxicabs as it so chooses. The Administration will not nor does it intend to specify a maximum or minimum percentage of independently operated or contractor-owned taxicabs operating the taxicab concession service. Q147. In the past, Maryland and its politicians have talked how they like to do business with minority owned small businesses. In the current taxicab concession IFB, the requirement of an “audited financial statement” would cost our small company approximately $75,000.00 per requested year. This is a very unreasonable standard for non public companies such as ours. As a brief reminder this requirement was not part of the same concession when issued five (5) or six (6) years ago when the current contractor received the winning bid. We have been in business for 42 years now, a compilation financial statement prepared by a Certified Public Accountant using acceptable accounting principles (GAAP) has always worked well with our banks. Our borrowing power and lines of credit equal or exceed seven (7) figures based on this and related tax information. We have an exemplary record for paying our debts to our lenders. If the bank (which are often publicly traded companies) are satisfied with our CPA prepared “compiled financial statements,” why does the MAA require “audited financial statements”? Other airports, such as MWAA currently accepts such CPA prepared documents as being “certified financial statements.” Other companies brought this same issue up at the pre bid conference on February 24, 2010. Only one company who attended

- 24 - the pre bid conference who is large enough to endure this cost without suffering should the submitted bid is rejected later. The Taxi IFB is not part of profit sharing with MAA. Since this obviously restrictive language (requiring audited financial statements) is meant to exclude minority owned small businesses or otherwise financial responsible companies; would the MAA allow for “complied financial statements” instead of audited financial statements? A147. See A7. Q148. Please refer to clause XXXIV.FAA or TSA Requirements: In the event that the Federal Aviation Administration (hereinafter referred to as “FAA”) or the Transportation Security Administration (hereinafter referred to as “TSA”), or any successor agencies, as a condition precedent to granting of funds for improvements, maintenance or security at the Airport, requires modifications or changes to the Contract, then Selected Contractor shall consent to such reasonable amendments, modifications, revisions, supplements, or deletions of any of the terms, conditions, or requirements of the Contract as may be required to enable the Administration to qualify for and obtain Federal funds. A148. Yes, Article XXXIV. Q149. Are vehicles governed by the Anne Arundel Taxi Ordinance or by MAA? A149. Taxicab vehicles are governed by Anne Arundel County and the Administration. Q150. Are drivers licensed through MAA and the Contractor or through Anne Arundel? A150. Drivers are licensed through Anne Arundel County. Q151. Who performs annual inspections of the taxicabs? MAA or the Anne Arundel authorities? And what are the exact rules of the inspections, and what are the parameters of the safety inspection of the vehicles? A151. Every six (6) months, there is an inspection done by Anne Arundel County and once every year for Maryland State Inspection. Q152. Are the cabs inspected daily? A152. Visual inspections of the fleet are performed everyday by the Administration’s staff. Q153. Currently the contractor has 320 cabs. How many are owner operators and how many are leased cabs owned by the company? And how many are split shifted? What are the leased cab fees? And what are the split shifted? What are the leased cab fees? And what are the split shift leased fees? Can these charges be altered?

- 25 - A153. There are no split shifts currently operated. The monthly fee for leased taxicabs is $527.00. Q154. Will financially irresponsible bids be accepted? A154. No. Q155. Page 25 items J and K in lieu of radio dispatched, can Contractor use computer/GPS dispatch instead? And if the Contractor must have radio, who owns the frequency and the equipment? And how much is the tower rent? A155. Contractor may elect to use computer/GPS dispatch system as long as Selected Contractor has contact with taxicabs at all times. Q156. Page 31 is the insurance limit 100/300/50 or 300,000 combined single limits? A156. The insurance limit is 100/300/50. Q157. Is there a short haul system in effect? A157. See A58. Q158. Can drivers be registered as DBEs? A158. Taxicab drivers can apply to MDOT for ACDBE certification. See A13. Q159. Who handles the criminal background check for the drivers? A159. The Selected Contractor is responsible for conducting criminal background checks for each new driver hired, including those hired from the current contractor. Q160. Are the current drivers all grandfathered in? A160. See Article XII.V in Section III of this Addendum No. 1. Q161. Does the stand dues fee include any “communication fees” or “credit card processing fees?” And can the new contractor charge these fees? A161. The current taxicab stand fee does not contain any additional fees. See A70 Q162. If the number of taxicabs at BWI is forced to decrease by reason of declining business, will the annual fee be adjusted accordingly? A162. See A4.

- 26 - Q163. Page 70, does operating a vehicle while texting or talking include driving back to BWI, or only while a passenger is in the vehicle? A163. A taxicab driver will incur a penalty for texting or talking on a cell phone while operating a taxicab with or without a passenger. Q164. Does the MAA have an explanation as to why the deplaning passenger count at BWI has risen while the taxicab passenger count has decreased over the past 5 years? A164. See A3. Q165. Page 72, what projections does MAA have for Southwest over the term of the contract? A165. See A8. Q166. Page 72, does the MAA have the current projects for the other airlines operating out of BWI during the term of the contract? A166. See A8. Q167. What is the average fare charge out of BWI? A167. The average fare charged out of BWI is $45.00. Q168. What is the justification for the $0.90 per trip charge from BWI put into place by the Anne Arundel Taxi Ordinance? A168. Taxicabs must deadhead back to the Airport Terminal Building. Q169. Who owns the BWI Phone number, Contractor or MAA? Is the phone number transferable if a new contractor is selected? A169. The phone number belongs to the current contractor. Q170. Can the domes be magnetically removable or must they be fixed. The reason we ask is that if the domes are allowed to be removable, the drivers can save on insurance premiums and also the cars are more aesthetically pleasing. A170. Magnetically removable domes may be used in the operation of the BWI Marshall taxicab vehicles. Q171. Are all of the taxi numbers filled? And if any are open, how many numbers are currently unfilled?

- 27 - A171. Taxicab numbers are set by the Selected Contractor and Anne Arundel County. Q172. Can the Contractor charge a “processing fee” to new applicants? A172. No. Q173. Are the current drivers grandfathered in with the new contract? A173. See A160. Q174. Does the MAA already have its own AVI system or can the Contractor use their own? A174. The Administration does have an AVI System. However, it is currently inoperable, therefore the Selected Contractor may use its own AVI System if it so choose. Q175. Does the Contractor have to take airline vouchers from bankrupt airlines or airlines that are unreasonable about paying? Will the MAA guarantee payment for vouchers in case an airline goes bankrupt? A175. No, the Selected Contractor does not have to take airline vouchers; however the Administration encourages reasonable cooperation with the airlines to transport airport customers and their luggage to the destination of their choice. The Administration will not guarantee any payment for airline vouchers. Q176. The IFB booklet mentions that taxicab companies operating one hundred cabs or more can bid for the Airport Taxicab Concession Contract. Does this also apply to limousine companies with the same condition? A176. No.

- 1 - MARYLAND DEPARTMENT OF TRANSPORTATION MARYLAND AVIATION ADMINISTRATION ADDENDUM NO. 1 INVITATION FOR BIDS NO. MAA-IFB-10-005 TO OPERATE AND MANAGE THE TAXICAB GROUND TRANSPORTATION CONCESSION AT BALTIMORE/WASHINGTON INTERNATIONAL THURGOOD MARSHALL AIRPORT SECTION III – REPLACEMENT PROVISIONS The following are changes to the Invitation For Bids specifications: I. PURPOSE The Administration hereby amends Article I of this IFB as follows: The Maryland Aviation Administration (hereinafter referred to as the “MAA” or “Administration”) of the Maryland Department of Transportation (hereinafter referred to as ” MDOT”) hereby invites bids from all interested and qualified Bidders desiring to operate and manage an airport taxicab concession, as defined in Article XI, at Baltimore/Washington International Thurgood Marshall Airport (hereinafter referred to as “BWI Marshall” or "Airport"). The Airport is owned by the State of Maryland and operated by the Administration. It is the intent of the Administration to award an exclusive contract (hereinafter referred to as “Contract”) to a responsible Bidder (hereinafter referred to as "Selected Bidder” or “Selected Contractor") that submits a responsive bid as determined by the Administration. A Contract shall be awarded to the Bidder that meets all the requirements as set forth herein, and submits the highest total financial bid for the four (4) year period of the Contract, subject to the Administration’s right to reject any and all bids. Each Bidder for the right to provide said service shall follow the instructions as set forth in Article IV, Submission of Bids, of this Invitation for Bids (hereinafter referred to as “IFB”).

- 2 - The Contract period shall be for a term of four (4) years and shall commence on or about April 1, 2011. The Administration and the Selected Bidder will set the specific effective date. The Administration reserves the right to waive minor irregularities and formalities. The legal effectiveness of any Contract is subject to, and contingent upon, the approval of Selected Contractor’s Airport Security background investigation, approval of the Secretary of Transportation and the Board of Public Works of Maryland (hereinafter referred to as (hereinafter referred to as “BPW”). In the package entitled “Forms to be Submitted” of this IFB is a form entitled “Bidder/Contractor Comment Form” (Form No. 1). In the event you elect not to submit a bid as a result of this solicitation, or wish to offer suggestions or express concerns about this solicitation, we request that you complete this form. Please note: Bidders are not obligated to complete this form, it is optional, and submission of comments will have no impact on the consideration of a bid. IX. TECHNICAL INFORMATION TO BE SUBMITTED The Administration hereby deletes the entirety of Article IX.A.14 of this IFB and replaces as follows: 14. Complete and detailed financial statements showing the Bidder's assets, liabilities, capital, and operating results prepared in accordance with Generally Accepted Accounting Principals (GAAP) for Bidder's two (2) most recent fiscal years. In the event the Bidder is a newly formed entity that will rely on the financial capacity of another firm or firms, the financially supporting firm(s) must submit complete and detailed audited financial statements showing the supporting firm’s assets, liabilities, capital and operating results, prepared in accordance with GAAP for the company’s two (2) most recent fiscal or calendar years. The financially supporting firm(s) must also execute a Guaranty of Performance document (which is Form No. 3 in the package entitled “Forms to be Submitted”) in order for the Bidder to be considered for Contract Award.

- 3 - XII. OBLIGATIONS OF THE SELECTED CONTRACTOR The Administration hereby amends Article XII of this IFB as follows: The Selected Contractor shall be required to furnish the type, quantity, and quality of taxicabs necessary to provide a high quality taxicab service to meet the requirements of the traveling public and other Airport users desiring taxicab service, and their accompanying baggage. In providing this service, the Selected Contractor shall: A. Provide the personnel and expertise necessary to manage and oversee in a highly- professional manner, the overall specified taxicab concession service. B. Take all reasonable measures in every proper manner to maintain, develop, and increase the business conducted by the Selected Contractor and not divert, or cause, or allow to be diverted, any business away from BWI Marshall Airport. C. As of the commencement date of the Contract and throughout the Contract term unless otherwise modified by the Administration, provide 250 heated and air- conditioned taxicabs. The Administration encourages the Selected Contractor to use environmentally friendly vehicles (hybrid or alternative fuel vehicles). The term “hybrid or alternative fuel vehicles” for the purpose of this IFB shall mean motor vehicles which draw propulsion energy from onboard sources of stored energy that are both an internal combustion or heat engine using consumable fuel, and/or a rechargeable energy storage system. The taxicabs must be full-size sedans or Administration-approved four-wheel drive vehicles, and three percent (3%) of the taxicab vehicles that shall be available on a twenty-four (24) hours a day basis, seven (7) days per week must be capable of accommodating persons using wheelchairs. If any of the wheelchair accessible vehicles are out of service, arrangements shall be made immediately for a substitute equivalent service. Administration reserves the right to increase the number of wheelchair accessible vehicles required as demand dictates. All taxis will be required to accept major credit cards, such as MasterCard, Visa, American Express, and Discover. The Administration encourages all taxis be equipped with PayPass contactless payment readers or similar system to provide a fast and convenient payment option for the traveling public.

- 4 - The following vehicle age requirements shall apply: 1. The maximum age of a taxicab vehicle operating at the Airport shall be no older than six (6) model years old at any time while in service. The Administration prefers that any new or replacement taxicab vehicle be a hybrid or an alternative fuel vehicle. 2. Pursuant to the Provisions of the Anne Arundel County Taxicab Code "model year,” means the period of time from October 1 through the following September 30. 3. All taxicab vehicles must be, at all times, clean and neat, of a good appearance, and mechanically sound with all mechanical, electrical systems, e.g., heater, air conditioner, etc., operational and comfortable for passengers in the sole judgment of the Administration. The Selected Contractor shall obtain taxicabs either by lease, purchase, or subcontract arrangements with taxicab driver owner/operators, or a combination of lease, purchase, or subcontract. 4. All taxicabs will be smoke free and post “No Smoking” signage within taxicab vehicles. If at any time during the period of the Contract to be awarded, the Administration determines that the number of taxicabs requires adjustments, the Administration shall, within thirty (30) days prior written notice, require the Selected Contractor to adjust the number of taxicabs in service in order to meet the requirements of the traveling public and to maintain the frequency of taxicab service required herein. The Selected Contractor may request an adjustment to the number of taxicabs in service if Airport annual passenger counts change by plus or minus ten percent (± 10%) or provide sufficient evidence to justify an adjustment in the Administration’s sole discretion. At least quarterly, Selected Contractor shall submit to the Administration a current roster of vehicles by taxicab number, including name of owner/operator, make, model, and model year of vehicle, and the Anne Arundel County license or permit number. Failure to provide said

- 5 - information is a violation of Selected Contractor’s obligation and will result in a fine of $250 per overdue day. D. Provide a complete and detailed narrative description of the Selected Contractor’s proposed plan for operating and managing the taxicab concession. Such narrative shall include statements, which will clearly establish the policies and business practices to be employed and observed in the operation and management of the taxicab concession. Such statements shall include, but not necessarily be limited to, management and employment policies; driver training qualifications program; customer service training; complaint follow up program and policy for resolving customer complaints; operating system of scheduling, dispatching and passenger service; policy and procedures regarding short trips; and administrative control techniques including how Selected Contractor shall ensure the accurate reporting of outbound trips. Selected Contractor's proposed plan for operating and managing the concession shall include statements advising how the Selected Contractor plans to provide the taxicab services, referenced in the Contract, during both peak and non-peak periods, e.g. 6:00 a.m. to 12:00 midnight and 12:00 midnight to 6:00 a.m., and any suggestions Bidder desires to make regarding improving taxicab services during peak and non-peak periods. E. Provide a Statement showing who (e.g. Contractor, Contractor's employees, Independent Owner/Operators) will own and maintain the taxicabs to be used by the Selected Contractor in the Taxicab Concession. If the concession is to be operated under a partial or total subcontractor relationship between the Selected Contractor and its taxicab drivers, a copy of the Selected Contractor’s proposed subcontract agreement shall be submitted thirty (30) days prior to the commencement date of the Contract. This subcontract agreement shall include, at a minimum, the obligations and responsibilities of the taxicab drivers to provide taxicab service at the Airport and the terms and conditions imposed upon the taxicab drivers as a result of the Selected Bidder's agreement with Administration, including but not limited to, stand fee, insurance coverage, training and regulatory qualifications, and any disciplinary measures imposed as a result of failure to comply with the subcontract agreement. Any agreement(s) between the Selected

- 6 - Contractor and its subcontractor(s) is subject to the Administration’s prior written approval. F. Provide a proposed method of hiring or selecting taxicab drivers (including owner/operators) clearly delineating fair business and hiring/selection practices, such as how lists of candidates are established; what order of hiring or selection is followed; and the company’s non-discrimination policy. In addition, a proposed substance abuse program must be prepared. G. Provide a listing of the number of full-time and part-time personnel (employees and/or subcontractor owner/operators) who will be available for the taxicab concession, by shift. [H. A pro forma statement of Bidder’s projected gross revenues and expenses for each year of the Contract term. The statements shall include: a. Projected annual gross revenues from operation of the taxicab concession, and b. Projected annual operating expenses including but not limited to salaries, regulatory fees, supply and equipment purchases, insurance, rental costs, etc. Projected payments to the Administration are not to be included on the pro forma. c. Data submitted shall include the Bidder’s working capital required for the venture and sources of cash to provide for the payment of Bidder’s fixed and variable expenses and working capital.] [I]H. Equip all taxicabs with Anne Arundel County Department of Inspections and Permits and Administration-approved taxicab meters and roof lights. [J]I. Equip all taxicabs with radio equipment that is acceptable to the Administration for communication between taxicab vehicles and dispatch personnel. [K]J. Establish and operate, at its own cost and expense, a taxicab dispatch and control system. The Selected Contractor must obtain Administration's written approval of

- 7 - the dispatch and control system prior to implementation of said system by the Selected Contractor. As of the commencement date of the Contract term, Selected Contractor shall provide a minimum of three (3) dispatchers per shift with three (3) dispatchers, covering a 24-hour per day, 7 days per week period at the following locations: One (1) dispatcher located at curbside, lower level between Concourses A and B of the Airport Terminal Building as indicated in Exhibit “B,” One (1) dispatcher at curbside, lower level between Concourses D and E of the Airport Terminal Building as indicated in Exhibit “C,” and One (1) dispatcher must be present at the International Terminal for every international flight arrival as indicated in Exhibit “D.” Administration reserves the right to modify these requirements in its sole discretion. During the term of the Contract to be awarded, the Administration shall have the right to require that the Selected Contractor staff at its own cost and expense additional dispatching operations at other locations provided by the Administration within the Airport Terminal Building and other locations on Airport Property during such hours as determined by the Administration. Such additional dispatcher locations may be necessary to meet increased public demand for taxicab service or to provide dispatcher services at any additions to the existing Terminal Building or Airport Property. [L]K. Provide that the operators of all taxicabs used to provide service at the Airport shall load and unload passenger baggage promptly, carefully, courteously, and efficiently at the beginning and end of each service trip, and also provide that the operators will, at all times, conduct themselves in a manner which is courteous, civil and respectful of customers' needs and reasonable expectations for good, fair and prompt service. [M]L. Provide, at Selected Contractor’s sole cost and expense, new podiums/kiosks at dispatcher positions of the specifications and/or manufacturer required by the

- 8 - Administration. Such new podiums/kiosks shall be located in accordance with Article XVIII.C of this IFB. [N]M. Provide all of its dispatchers with appropriate uniforms and easily readable, large- size nametags, which are acceptable to the Administration. The Selected Contractor shall ensure that these name tags are worn on the outer clothing at all times while dispatchers are on duty. Dispatchers shall dress neatly and appropriately. [O]N. Maintain and enforce a “No cell phone or text messaging while driving” policy in effect at all times. Failure to comply may result in a penalty of $500.00 per incident. [P]O. Provide all of its taxicab drivers with easily readable, large-size nametags, which are acceptable to the Administration. The Selected Contractor shall ensure that these name tags are worn on the outer clothing at all times while the taxicab drivers are on duty. Taxicab drivers shall dress in clean and neat uniforms, acceptable to the Administration. [Q]P. Clearly mark all vehicles used in providing service at the Airport with Administration-approved colors, identification symbols and markings to assure their easy identification by the traveling public. All vehicles shall be identically painted and marked. [R]Q. Maintain in a safe and satisfactory working condition all taxicabs and other equipment used in the Airport taxicab operation. The Selected Contractor shall be required to maintain both the interior and exterior appearance of all taxicabs, in satisfactory condition, subject to the continuing inspection and approval of the Administration. The Administration may require that the Selected Contractor replace any taxicab that in the sole judgment of the Administration, (1) is not in a safe and satisfactory working condition or (2) does not have a satisfactory interior and/or exterior appearance.

- 9 - [S]R. Indemnification and Insurance 1. Selected Contractor will assume all risks incident to, or in connection with, its operation under this Contract and shall be solely responsible for all damages or injuries to persons, property, or the environment caused by its operations and shall indemnify, defend, and hold harmless the State of Maryland, the Maryland Department of Transportation, the Administration, and their authorized officers, agents, employees and representatives from and against any and all claims, suits, losses or damages for injuries (including death) to persons or damage (including destruction) to property or the environment, of whatsoever kind or nature, including any claims or fines assessed by the Federal Environmental Protection Agency, or any State of Maryland agency, arising directly or indirectly from its operations out of or incident to the use and occupancy of facilities at the Airport or resulting from any act or omission of Selected Contractor, its officers, agents, contractors, subcontractors, employees, customers, or assigns in connection with this Contract. Selected Contractor further agrees to defend, at its own cost, and to protect, indemnify, and otherwise hold harmless, the Administration, its authorized officers, agents, employees and representatives (including but not restricted to the posting of bond and release of attachment) from and against any and all claims in any way connected with or arising out of this Contract and/or arising out of repair or maintenance work hereunder (including but not restricted to attachments, liens and/or levies, and whether or not such claim is meritorious) made, filed and/or asserted by any party other than Selected Contractor against the Administration, its authorized officers, agents, employees, or representatives and/or the Leased Premises or improvements thereon or any part thereof, or against monies owing to the Administration, or against monies owed the Selected Contractor for goods and services of the Contract, except to the extent that a judgment of liability is entered against the Administration, its authorized officers, agents, employees, or representatives. This indemnity shall not

- 10 - apply to claims, suits, losses or damages of whatsoever nature arising out of the negligence or willful misconduct of the Administration, its authorized officers, agents, employees or representatives, which negligence or willful misconduct is the sole and exclusive cause of said loss, injury or damage. Additionally, Selected Contractor agrees that in the event Administration reasonably determines that mutual representation would create an actual or potential conflict of interest or Administration reasonably determines that mutual representation would not adequately protect its interest, then, in such an event, Selected Contractor shall upon demand reimburse the Administration for any reasonable attorneys fees so incurred by Administration hiring outside counsel. Such indemnification and Selected Contractor’s obligations hereunder, shall survive cancellation, termination or expiration of the Term of the Contract. 2. Selected Contractor shall, at its own cost and expense, take out and carry in effect, through the term of the Contract a policy or policies of insurance, with an insurance company that is financially sound and upon whom process in any suit or action or other proceeding in the courts of the State of Maryland may be served, insuring Selected Contractor against all liability subject to policy terms, conditions and exclusions, for injuries to persons (including wrongful death) and damages to property caused by Selected Contractor’s use and occupancy of the Airport or otherwise caused by Selected Contractor’s activities and operations on the Demised Premises or elsewhere at the Airport, the policy limits thereof to be in the minimum(s) as set forth below. a. Self Insurance The Administration reserves the right in its sole discretion to approve or disapprove any request that Selected Contractor may make to satisfy its general liability and/or its automobile liability insurance obligation hereunder by self-insuring. If Selected Contractor seeks to satisfy its general liability and/or automobile

- 11 - liability insurance obligations hereunder by self-insuring, it shall timely provide, in accordance with the requirements of Paragraph 2.D.4, Evidence of Insurance, the Administration, on Selected Contractor’s letterhead, a statement that it is self-insured for general liability and/or automobile liability and that it has adequate reserve funds for any loss that may occur. The letter must be signed by an authorized representative and must include the following language or equivalent concepts. (i). Please be advised that, for the purpose of providing insurance coverage for general liability and/or automobile liability, the Selected Contractor does not purchase commercial insurance, but instead acts as a fully self- insured entity. (ii). The Selected Contractor maintains specific and sufficient funds in its self-insurance reserve and is authorized by Statute and Charter to provide additional funds in amounts sufficient to pay any monetary judgments and/or losses which may be levied against the Contractor. (iii). The Selected Contractor recognizes and affirms its responsibility to accept liability for damages, and to pay such damages from its own funds, in those instances where insurance would otherwise have been provided, and would have been required to pay such losses on behalf of the Selected Contractor. (iv). The Selected Contractor has met the requirements of the Maryland Motor Vehicle Administration to be self-insured. b. Commercial General Liability Insurance Selected Contractor shall, if not self-insured for general liability, maintain commercial general liability (CGL) and, if necessary, commercial umbrella insurance.

- 12 - (i). The CGL insurance and, if necessary, commercial umbrella insurance shall be a limit of not less than Two Million Dollars ($2,000,000) for each occurrence. If such CGL insurance contains a general aggregate limit, it shall apply separately to this location. (ii). The CGL insurance shall be written on ISO occurrence form CG 00 01 01 96 (or a substitute form providing equivalent coverage) and shall cover, but not be limited to, liability arising from Demised Premises, Operations, Independent Contractors, Products-Completed Operations, Personal Injury and Advertising Injury and liability assumed under an insured contract. (iii). Additional Insured. The State of Maryland, Maryland Department of Transportation, the Administration and their authorized officers, directors, agents, employees, volunteers, and representatives shall be included as an additional insured under the CGL, and under the commercial umbrella, if any. (iv). The CGL insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the Administration. There shall be no endorsement or modification of the CGL to make it excess over other available insurance. If the CGL states that it is excess or pro rata, the policy shall be endorsed to be primary with respect to the additional insured. (v). Waiver of Right of Recovery and Subrogation. Selected Contractor waives all rights against the State of Maryland, the Maryland Department of Transportation, the Administration and their agents, officers, directors, employees, volunteers, and representatives for recovery of damages to the extent these damages are covered by the

- 13 - CGL or commercial umbrella liability insurance obtained by Selected Contractor pursuant to this Contract. c. Commercial Automobile Liability Insurance. (i). Selected Contractor shall, if not self-insured for automobile liability, maintain automobile liability insurance and, if necessary, commercial umbrella liability insurance for any auto with a limit of not less than Three Hundred Thousand Dollars (US$300,000) for each accident. (ii). Such insurance shall cover liability arising out of any auto. (iii). Coverage shall be written on ISO form CA 00 01, CA 00 05, CA 00 12, or CA 00 20. If necessary, the policy shall be endorsed to provide contractual liability coverage equivalent to that provided in the 1990 and later editions of CA 00 01. (iv). Waiver of Right of Recovery and Subrogation. Selected Contractor waives all rights against the State of Maryland, the Maryland Department of Transportation, the Administration and their agents, officers, directors, employees, volunteers, and representatives for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability insurance obtained by the Contractor as required by this Contract or under any applicable auto physical damage coverage. d. Workers’ Compensation and Employer’s Liability Insurance. Selected Contractor shall maintain workers’ compensation and employer’s liability insurance. (i). Workers’ Compensation. Coverage shall be at statutory limits as required by the laws of the State of Maryland. (ii). Employer’s Liability. The commercial umbrella and/or employer’s liability limits shall not be less than One

- 14 - Million Dollars (US$1,000,000) each accident for bodily injury by accident or one Million Dollars (US$1,000,000) each employee for bodily injury by disease. (iii). Waiver of Right of Recovery and Subrogation. Selected Contractor waives all rights against the State of Maryland, the Maryland Department of Transportation, the Administration and their agents, officers, directors, employees, volunteers, and representatives for recovery of damages to the extent these damages are covered by the workers’ compensation and employer’s liability or commercial umbrella liability insurance obtained by the Selected Contractor pursuant to this Contract. Selected Contractor shall obtain an endorsement equivalent to WC 00 03 13 to affect this waiver. 2. For those insurance companies not subject to A.M. Best’s ratings, they shall have a nationally or internationally recognized reputation and responsibility and shall be approved by the Administration with such approval not to be unreasonably withheld. For those insurance companies subject to A.M. Best’s ratings, they shall have an A.M. Best’s rating of A- or better and a financial size category of VII or better. 3. Insurance shall be written on an occurrence, not claims made basis. 4. Evidence of Insurance. a. Prior to the commencement of the Contract, unless otherwise specifically authorized by Administration in writing, and at least annually thereafter, and as soon as possible after renewal but no later than five (5) business days after said renewal, the Selected Contractor agrees to furnish the Administration with certificate(s) of insurance and the required endorsement(s) referenced herein, executed by a duly authorized representative of each insurer, showing compliance with the insurance requirements of the Contract.

- 15 - (i). Each certificate of insurance shall provide for thirty (30) days written notice to the Administration prior to the cancellation, non-renewal, or material change of any insurance referred to herein. (ii). Certificate(s) of insurance shall indicate at a minimum; the type, kind, and amount of insurance in effect, the period of the policies, the Contract Number of the Contract, and any applicable additional insured statement as referred to herein. (iii). Certificate(s) of insurance shall be issued to: Maryland Aviation Administration Office of Commercial Management Terminal Building, Third Floor P.O. Box 8766 BWI Airport MD 21240-0766 b. Administration reserves the right to obtain relevant endorsements, declaration pages, and/or a complete copy of the insurance policy(s) from the Selected Contractor evidencing the coverage required herein, upon written demand. Selected Contractor shall provide certified copies of all insurance policies required above within ten (10) business days of the Administration’s written request for said copies. The Administration shall deem such information confidential commercial and/or confidential financial. All policies and declaration pages shall be returned to the Selected Contractor upon review and acceptance by the Administration. 5. Required Endorsements. a. Additional Insureds Endorsement. All policies, except workers’ compensation, shall be endorsed to identify the State of Maryland, the Maryland Department of Transportation, the Maryland Aviation Administration, and their authorized officers, directors, agents, employees, volunteers, and representatives as additional insureds, not named insureds, as their interest may appear in

- 16 - connection with the Contract. A policy endorsement evidencing same must be provided to the Administration. b. Cancellation, Material Change, or Non-Renewal Endorsement. All policies shall be endorsed to provide the Administration with at least thirty (30) days or ten (10) days for non-payment of premium, advance notice, in writing, of cancellation, non-renewal, or material change. A policy endorsement evidencing same must be provided to the Administration. 6. In no event will such insurance be cancelled by the Selected Contractor without the prior written consent of the Administration. 7. The failure of Administration, at any time or from time to time, to enforce the insurance provisions, to demand such certificate or other evidence of full compliance with the insurance requirements, or to identify a deficiency from evidence that is provided shall not constitute a waiver of those provisions nor in any respect reduce the obligations of the Selected Contractor to maintain such insurance or to defend and hold the Administration harmless with respect to any items of injury or damage covered by the Contract. 8. Failure to maintain the insurance required by the Contract shall be the basis for immediate termination of the Contract at Administration’s option. 9. No Representation of Coverage Adequacy. By requiring insurance herein, the Administration does not represent that coverage and limits will necessarily be adequate to protect Contractor, and such coverage and limits shall not be deemed as a limitation on Selected Contractor’s liability under the indemnities granted to the Administration in this Contract. 10. As indicated above, Selected Contractor may use commercial umbrella liability insurance so that Selected Contractor has the flexibility to select the best combination of primary and excess limits to meet the total insurance limits required by the Contract.

- 17 - 11. Administration reserves the right at any time throughout the term of the Contract to adjust the aforementioned insurance requirements, if, in Administration’s reasonable judgment, the insurance required by the Contract is deemed inadequate to properly protect the Administration’s interest. 12. Incidents. To the extent of Selected Contractor’s knowledge, any accident or event arising in any manner from the performance of the Contract which results in or might have resulted in bodily injury, personal injury, property damage, or loss of any kind shall be immediately reported to the BWI Marshall Operations Center (410-859-7018). Additionally, Selected Contractor shall send a written report to the Administration within twenty- four (24) hours or as soon as possible, but no more than four (4) business days, of the incident, accident, or other event. A copy of the report shall be sent to: Maryland Aviation Administration Airport Safety Section Terminal Building, Third Floor P.O. Box 8766 BWI Airport MD 21240-0766 Administration reserves the right to obtain relevant endorsements, declaration pages, and/or a complete copy of the insurance policy(s) from Selected Contractor, evidencing the coverage required herein, upon written demand. [T]S. Obtain all required permits and licenses necessary to conduct said taxicab service. [U]T. Be responsible for all matters of personnel administration necessary to conduct said taxicab service in an efficient manner. [V]U. Be required to make all operating and financial records relating to the Airport taxicab service available to the Administration upon a written request for inspection. Such financial records shall include the following: 1. Pre-numbered Daily Dispatch Sheets that shall be accurately maintained and shall include, at a minimum, for every outbound taxicab operation:

- 18 -  Dispatch Location  Dispatcher  Date and time  Destination  Cab Number  Outside Cab Company Name (if applicable) 2. Pre-numbered receipts shall be issued for each outbound taxicab trip by the taxi operator. Such receipts shall include at a minimum:  A preprinted sequential number for each receipt  Taxicab Number  The operator's signature  Contractor’s company name, address and telephone number  BWI Logo  Date and Time  Destination  Fare 3. The Selected Contractor may use an electronic dispatching system, subject to Administration approval and at the Selected Contractor’s sole cost. [W]V. Establish and implement personnel policies that will provide that taxicab drivers who are employed by, or are operating under an agreement with the incumbent contractor, BWI Taxi Management, Inc., as of the date of Contract Award, shall be given first preference in hiring as employees, or in subcontracting as owner/operators, subject to reasonable hiring and subcontracting standards. Selected Contractor’s personnel policies shall provide for fair and non- discriminatory selection of all drivers. Selected Contractor shall not require the payment of any fee to become a driver, unless such fee is approved in advance by

- 19 - the Administration. Selected Contractor’s driver selection process shall be submitted in writing to the Administration prior to Contract commencement. [X]W. Ensure that its representatives, agents and employees maintain the highest standard of service and shall be courteous, polite, and inoffensive in their conduct and demeanor. [Y]X. Not engage in any business at the Airport other than that permitted by the proposed Contract resulting from this IFB without the specific prior written approval of the Administration. [Z]Y. Pay all fees, assessments, taxes, and other charges levied under federal, State, county and local statutes and ordinances as are applicable to the services to be conducted under the proposed Contract. [AA]Z.Abide by all rules, regulations and directives of the Administration and other governmental agencies in the conduct of its business at the Airport and ensure adherence to Administration's rules, regulations and directives by its employees and those individuals having subcontract agreements with Selected Contractor, if any. The rules, regulations, and directives shall include, but shall not be limited to, Airport rules, regulations, and directives which prohibit: (1) soliciting of business at the Airport, (soliciting for purposes of the Contract is hereby defined as any action by any employee or representative of Selected Contractor to market or sell Selected Contractor's taxicab services at the Airport prior to initiation of a conversation by a prospective customer with Selected Contractor's employee or representative); (2) congregating by Selected Contractor's employees, or subcontractor owner/operators, which may interfere with the orderly conduct of the taxicab business and/or interfere with free access and passage by airline passengers and others at the Airport; (3) parking of more than the designated number of taxicabs in the specified loading or staging zones (designation of zones and number of vehicles may be changed as the Administration deems necessary); (4) loitering, eating, sleeping, smoking or other conduct that may be detrimental to the image of the Airport and/or the taxicab service, at the Airport’s taxicab

- 20 - stand(s), specified loading and departure positions and/or any other part of the Airport wherein such activities are prohibited; and (5) leaving a taxicab at the curb in front of the Airport Terminal Building unattended. [BB]AA. Assign passengers requesting service to taxicabs stationed at Administration- approved departure positions within specified time limits addressed in Article XI. [CC]BB. Recording customer’s comments and/or complaints relating to taxicab service and other services at the Airport on cards made available by the Administration. Contractor shall ensure that taxicab operators place cards at conspicuous locations in a holder inside taxicab vehicles. The design and content of this card, and method by which the card shall be returned shall be at the sole discretion of the Administration. [DD]CC. Promptly and courteously respond to customer complaints regarding Contractor's Airport taxicab services. Selected Contractor shall within five (5) calendar days of the date that a written complaint is first received by the Selected Contractor make an appropriate written response to the customer, which if further action on the complaint is required, may consist of an acknowledgement of the complaint and a statement of further action to be taken by the Selected Contractor. Customer complaints that are received by telephone are to be responded to immediately by telephone and, followed up, in writing. Selected Contractor shall submit monthly to the Administration a copy of each complaint report prepared by the Selected Contractor, and the written response and record of telephone discussions. [EE]DD. Ensure that all of its Airport taxicab drivers install a GPS navigation system or obtain and at all times carry in their taxicab vehicles, comprehensive road maps of State of Maryland, Washington, D.C., Southern Pennsylvania, and Northern Virginia. [FF]EE. Ensure that all employees and subcontractors, who have direct contact with the public (e.g., dispatchers), have eight (8) hours of customer service training when

- 21 - hired/subcontracted and annually thereafter. The Administration shall be given notice of all customer service training at least two (2) weeks in advance. The Selected Contractor will maintain and safeguard the training records. The Administration reserves the right to send a representative(s) to observe such training. [GG]FF. Ensure that all taxicab operators within one hundred twenty (120) days from commencement of their driving under the Contract, and within ninety (90) days from the anniversary of the Contract term thereafter, have at least eight (8) hours of customer service and driver safety training annually. Taxicab operators will be required to attend and pass the “BWI Taxicab Driver Training Program” (Exhibit “F”) offered by the Maryland Tourism Education Foundation. Failure of the taxicab operator to comply will be a violation of Selected Contractor’s obligation and will result in a fine of $250 per occurrence. Selected Contractor shall provide the Administration with evidence that all taxicab operators have attended and pass the “BWI Taxicab Driver Training Program” Offered by the Maryland Department of Business and Economic Development. Such evidence shall be provided to the Administration within sixty (60) days from the date such training is required to be performed. Failure to submit such evidence will be a violation of Selected Contractor’s obligation and will result in a fine of $250 per occurrence. The Administration reserves the right to send a representative (s) to observe such training. The Administration shall be given notice of such training at least two (2) weeks in advance of such training. Information on the training program may be obtained from: Maryland Tourism Education Foundation 1205 Stonewood Court Annapolis, Maryland 21401 Telephone Number: 301-241-4720 Email Address: www.info@mdtef.org [HH]GG. Maintain a record of taxicab operators’ training and annual driver’s license review, which is subject to review and audit by the Administration.

- 22 - [II]HH. At the time any taxicab driver is hired or selected and at least once a year thereafter, ensure that each taxicab driver has a valid driver's license, valid insurance and any other permit required by law to operate a taxicab at the Airport. [JJ]II. Maintain a record of the training and annual driver's license review referenced above for each taxicab driver, which is subject to review and audit by the Administration upon request. [KK]JJ. Include in its subcontract agreements with owner/operators or operators of taxicabs: 1. A provision for termination of the subcontract by Selected Contractor in the event that the owner/operator or operator fails to obey any applicable federal, State, county or local law, or any Airport rule, regulation, or directive; 2. A provision that each owner/operator or operator is required to immediately notify Selected Contractor of any suspension or revocation of his/her driver's license or permit; 3. A provision for termination of the subcontract by Selected Contractor in the event that the owner/operator or operator fails to perform, keep and observe any of the subcontract's terms, covenants, and conditions required on the part of the subcontractor to be performed, kept, or observed; 4. A provision that the owner/operator or operator shall not solicit customers at the Airport, and that solicitation of customers constitutes a basis for termination of the subcontract; 5. A provision specifying that the owner/operator or operator shall be obligated to make their taxicab vehicles available for Selected Contractor's exclusive use in the conduct of taxicab services twenty-four (24) hours a day, every day of the year; 6. A provision that the owner/operator or operator shall satisfactorily maintain the taxi and its equipment in the manner expected of a high

- 23 - quality taxicab service; 7. A provision specifying that the owner/operator or operator shall not commit any nuisance at the taxicab concession areas (e.g., taxicab departure positions, assigned staging area, etc.), and that owner/operator or operator shall not loiter, eat, sleep, or smoke at departure positions or engage in any other conduct at the Airport which may be detrimental to the image of the Airport and/or the taxicab ground transportation service. 8. A provision that the owner/operator or operator shall have a “no cell phone while driving” policy in effect at all times. 9. A provision requiring that said owner/operator or operator maintain automobile liability insurance coverage as specified in Article [XII.P] XII.R. 10. A provision that owner/operator or operator shall use the approved taximeter for all transportation of passengers, failure of which shall be a breach of the subcontract and a sufficient basis for termination of the subcontract; 11. A provision that owner/operator or operator shall equip the taxicab vehicle with the necessary equipment to accept major credit cards which shall include MasterCard, Visa, American Express, and Discover Card. Failure to equip taxicab vehicle shall be a breach of the subcontract and a sufficient basis for termination of the subcontract, owner/operator or operator is encouraged to equip their taxicab vehicle with a PayPass contactless payment reader or similar system to provide fast and convenient payment from traveling public; 12. A provision for termination of the subcontract or other agreement by Selected Contractor in the event that the owner/operator or operator fails to perform; 13. “At the discretion of the Administration, or as security conditions may dictate, all Selected Contractor personnel including owner/operators or operators involved in the contract (including management) may be required to undergo background investigations.” These background

- 24 - investigations may include a ten (10) year employment history verification, a Criminal History Records Check (CHRC) via fingerprinting, and a Security Threat Assessment (STA) conducted through the US Department of Homeland Security (DHS). Upon completion of one or more of the above background investigations, the Administration may elect to issue identification badges to Selected Contractor personnel. If it becomes necessary to issue identification badges to Selected Contractor’s personnel, the contractor shall follow all security processes and pay all fees necessary to obtain said identification badges. Selected Contractor’s personnel shall abide by all airport security regulations and fulfill all responsibilities associated with possessing and airport identification badge. Personnel who do not pass the background investigation(s) may not provide services to the Selected Contractor at BWI Marshall. 14. “As a condition of entering into this Agreement, Selected Contractor represents and warrants that it will comply with the State's Commercial Nondiscrimination Policy, as described under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland. As part of such compliance, Selected Contractor may not discriminate on the basis of race, color, religion, ancestry, national origin, sex, age, marital status, sexual orientation, disability, or other unlawful forms of discrimination in the solicitation, selection, hiring, or commercial treatment of subcontractors, vendors, suppliers, or commercial customers, nor shall Selected Contractor retaliate against any person for reporting instances of such discrimination. Selected Contractor shall provide equal opportunity for subcontractors, vendors, and suppliers to participate in all of its public sector and private sector subcontracting and supply opportunities, provided that this clause does not prohibit or limit lawful efforts to remedy the effects of marketplace discrimination that have occurred or are occurring in the marketplace. Selected Contractor understands that a

- 25 - material violation of this clause shall be considered a material breach of this Agreement and may result in termination of this Agreement, disqualification of Selected Contractor from participating in State contracts, or other sanctions. This clause is not enforceable by or for the benefit of, and creates no obligation to, any third party.” 15. Provisions specifying that the subcontractors shall not commit any nuisance at the Airport, and that subcontractors shall not solicit, loiter, eat, sleep, or smoke at the Airport's taxicab stands, specified loading or departure positions, or engage in any other conduct at the Airport which may be detrimental to the image of the Airport and/or the taxicab service. Selected Contractor shall also be required to provide to the Administration a copy of each of its executed subcontract agreements with owner/operators or operators for Administration approval at least fifteen (15) days prior to the effective date of the subcontract throughout the Contract term. The subcontracts shall clearly set forth the obligations and responsibilities of the taxicab owner/operators or operators in providing service at the Airport, and Selected Contractor shall provide written evidence, as necessary, to the Administration that the subcontract complies with all laws, rules, directives and regulations of any state or governmental authority (including the Airport) having jurisdiction. Failure to provide said information on a timely basis will result in a fine of $250.00 per overdue day. No subcontractors are allowed to operate without the prior written approval of the Administration. [LL]KK. Obtain written consent from the Administration at its sole discretion prior to any increase in the taxi stand fee, which Selected Contractor is required to establish at Contract commencement in the amount of One Hundred Sixty-Nine Dollars (US$169.00) per week stand fee per taxicab driver whether an owner/operator, lessee driver or second driver. Selected Contractor may request an increase in the One Hundred Sixty-Nine Dollars (US$169.00) per week stand fee per taxicab with a ninety (90) day advance written request to the

- 26 - Administration which shall include Selected Contractor’s explanation of conditions which warrant such change and supporting information. [MM]LL. Not place advertising structures, equipment, and/or copy within the interior or on the exterior of the taxicab vehicles except with the express, written permission of the Administration. If the Administration wishes to have advertising placed on the vehicles, the Administration will determine the disposition of advertising revenues received. The Administration or its designee will have the responsibility to sell advertisements on the taxicab vehicles to potential advertisers, execute advertising contracts, provide advertising copy, and provide for the billing and collection of all advertising fees. It is not the intent of the Contract that the Selected Contractor or Selected Contractor’s subcontractors or any taxicab operator should receive such advertising revenue. Selected Contractor will be reimbursed for any reasonable expense it may incur in the installation or maintenance of such advertising. Such reimbursement shall be requested, in writing, for approval by the Administration. [NN]MM. Provide monthly statistics showing the exact number of inbound and outbound trips, by inbound origin and outbound destination, the date, time and the number of passengers. [OO]NN. Forward all notes and written correspondence to the Administration: Director Office of Transportation & Terminal Services Third Floor, Terminal Building P. O. Box 8766 BWI Airport MD 21240-0766 With a copy to:

- 27 - Director Office of Commercial Management Commercial Business Activities Third Floor, Terminal Building P. O. Box 8766 BWI Airport MD 21240-0766 [PP]OO. Take all reasonable measures in every proper manner to maintain, develop, and increase the business conducted by the Selected Contractor and not divert, cause, or allow it to be diverted away from the Airport. XVI. COMPENSATION FOR CONCESSION RIGHTS The Administration hereby amends Article XVI of this IFB as follows: In consideration of the rights and privileges to be granted to the Selected Contractor by the Administration and in addition to any rents or other fees paid to the Administration for Demised Premises referenced in Article XIV hereof, the Selected Contractor shall pay the following fees: A. Revenues expressed either as the greater of a MMG (Concession Fee) for each Contract Year or a Fixed Two Dollar Fifty Cents (US$2.50) fee per each outbound taxicab operation originating at the Airport. The Concession Fee shall be paid in advance on or before the first day of each month during the Contract period. Within ten (10) days after the end of each calendar month, the Selected Contractor shall forward a monthly payment to the Administration at the rate of Two Dollars Fifty Cents (US$2.50) per outbound trip, for any amount, which exceeds the Concession Fee. An itemized report showing the actual number of outbound taxicab operations for each day shall be forwarded to the Administration within ten (10) days after the end of each calendar month. Administration reserves the right to require that copies of the Selected Contractor's daily dispatch sheets be attached to the itemized monthly report referenced above. In addition to the various other reports required by the Administration hereunder, Selected Contractor shall furnish to the Administration, within sixty (60) days of the close of each Contract year, a certified statement of the total outbound revenue trips of its taxicab concession operations at the Airport. An authorized officer of

- 28 - the Selected Contractor shall sign the certified statement. At that time, Selected Contractor shall make a claim for any refund or credit due from the Administration if previous monthly payments have resulted in any overpayment on a Contract year basis. The Administration reserves the right to require Selected Contractor to submit any additional reports or data on the Airport taxicab operation, as the Administration shall specify from time to time. Selected Contractor shall also cooperate fully with any survey of taxicab operations conducted by or requested by the Administration. The Two Dollar Fifty Cents (US$2.50) fee per outbound taxicab operation may be increased upon revision of the Anne Arundel County Code pertaining to taxicab rates. That is, should the prevailing taxicab rates be officially increased, the fixed fee per outbound taxicab operation shall be increased proportionately with the increase in fare for a trip. Any increase of taxicab rate pertaining to BWI Marshall Taxicabs shall also be grounds for adjustment of the fixed fee per outbound taxicab operation. Selected Contractor shall be required, at its own expense, to equip all taxicabs with a transponder that will record each taxi trip through Airport roadways, which will then become the record for determining the fixed fee per outbound trip. Transponders must be purchased from the Administration or Vendor used by the Administration. B. Each Bidder shall prepare and submit its offer of the fixed Minimum Monthly Guarantee for each Contract year on the enclosed Financial Bid Form “Schedule I,” in accordance with Article IV.C hereof. C. In the event the weekly stand fee is increased, Selected Contractor may be required to pay the Administration as additional compensation, a percentage fee of three percent (3%) of the calculated annual gross stand fee revenues. Selected Contractor shall report and remit 1/12 of the additional financial compensation to the Administration on a monthly basis in accordance with Article XVI.E. D. Abatement of the Minimum Annual Guarantee:

- 29 - If Selected Contractor is in material compliance with the terms, covenants and conditions set forth herein, the Administration may proportionately reduce the MMG payment if the number of commercial airline passengers deplaning on flights at the Airport during any three (3) consecutive calendar months, is less than eighty percent (80%) of the greatest number of such deplaning commercial passengers in each of the same three (3) consecutive calendar months of (a) the proceeding year or (b) the last twelve (12) calendar month period preceding the first year of the Contract. Such proportionate reduction shall be determined by multiplying the MMG payment for each qualifying month by the applicable percentage reduction in commercial passengers deplaning on airline flights at BWI Marshall for such month. Such proportionate reduction of the MMG payment shall be discontinued when the deplaning commercial passengers for a calendar month equal or exceed eighty percent (80%) of the commercial passengers deplaning on airline flights at the Airport in the same calendar month of (a) the preceding year or (b) the last twelve (12) calendar month period preceding the first year of the Contract, whichever year was used in determining the abatement. E. [D.]Remittances shall be made payable to “Maryland Aviation Administration.” F. [E.] Monthly reports and remittance shall be forward to: Maryland Aviation Administration Accounting Section P. O. Box 46129 BWI Airport MD 21240-0766 With a copy sent to: Director Office of Transportation & Terminal Services Third Floor, Terminal Building P. O. Box 8766 BWI Airport MD 21240-0766 In addition to: Director, Office of Commercial Management

- 30 - Office of Commercial Management P. O. Box 8766 Third Floor, Terminal Building BWI Airport MD 21240-0766 G. [F.]Payments not received within ten (10) days from date due may be assessed an additional one and one quarter percent (1.25%) fee per month late charge until paid. In the event Selected Contractor’s past due account is forwarded by the Administration to the State of Maryland Contract Collection Unit (CCU), the Selected Contractor will be responsible to pay CCU’s standard collection fees in addition to any amounts due to the Administration. XVIII. DEMISED PREMISES The Administration hereby amends Article XVIII.C of this IFB as follows: C. Dispatcher's Kiosk Locations. The Selected Contractor will be required to provide three (3) dispatcher’s kiosks to be located at curbside, lower level of the Airport Terminal Building, as described in Article XII.J.[H.] No rent or other payment shall be charged to the Selected Contractor for use of such areas. The Administration reserves the right, during the term of the Contract, to increase the number of dispatcher’s kiosk locations, to relocate dispatcher’s kiosk locations to other areas on the lower level of the Airport Terminal Building, and/or to reduce the number of dispatcher’s kiosk locations. The Selected Contractor shall maintain the kiosks and the adjacent areas in a neat and clean appearance at all times. XXI. AIRPORT CONCESSION DISADVANTAGED BUSINESS ENTERPRISE (ACDBE) PARTICIPATION The Administration hereby deletes the entirety of Article XXI of this IFB and replaced as follows: A. In accordance with federal regulations 49 C.F.R. Part 23 (see Attachment No. 1), it is the Administration’s obligation to ensure that Airport Concession

- 31 - Disadvantaged Business Enterprises have the opportunity to compete for available revenues at the Airport. “Disadvantaged Business Enterprise” or “Airport Concessionaire Disadvantaged Business Enterprise” (collectively hereinafter referred to as “ACDBE”) means a business entity, whether a sole proprietorship, partnership, or corporation of which at least fifty-one percent (51%) of the interest is owned and controlled by a "socially and economically disadvantaged individual" as such term is defined in the Airport and Airways Improvement Act of 1982, as amended, and the regulations promulgated pursuant thereto at 49 C.F.R. Part 23. ACDBEs must meet the experience and economic guidelines set forth in 49 C.F.R. Part 23 and be certified by MDOT. Individuals who are rebuttably presumed to be socially and economically disadvantaged include women, African-Americans, Hispanic Americans, Native Americans, Asian- Pacific Americans, and Asian-Indian Americans. B. In order to provide a fair opportunity for ACDBE participation, the Administration requires that bidders make good faith efforts to provide for a level of ACDBE participation in this concession equal to or greater than fifteen percent (15%). C. ACDBEs must be certified by the Maryland Department of Transportation (MDOT) in the North American Industry Classification System (NAICS) codes that cover the type of participation they will be providing. Certified ACDBE taxicab firms would be listed under the 485310 NAICS code. Other transportation NAICS codes that may be utilized for ACDBE participation in this IFB include 485320, 485999 and 488999. The ACDBE must perform a commercially useful function. An ACDBE is considered to perform a commercially useful function when it is independently responsible for the execution of a distinct element of the contract work, and carries out its responsibilities by actually performing, managing and supervising the work/operations involved. In light of industry practices and other relevant considerations, the ACDBE must have a necessary and useful role in the business

- 32 - transaction of a nature for which there is a market outside the context of the ACDBE Program. The fifteen percent (15%) ACDBE participation may be achieved by: 1. a non-ACDBE Contractor subcontracting with an MDOT certified ACDBE taxicab company to provide, at a minimum, fifteen percent (15%) of the total number of taxicab operators and taxicabs in operation during the entire contract period; or 2. a non-ACDBE Contractor subcontracting with an MDOT certified ACDBE company to provide goods and/or services necessary for the operation of a taxicab concession (services may include, but are not limited to operations, management and taxi dispatch, etc.) equivalent to the 15% goal; or 3. an MDOT certified ACDBE Contractor a. providing, at a minimum, fifteen percent (15%) of the total number of taxicabs in operation with its own work force during the entire contract period; or b. subcontracting with another certified ACDBE taxicab owner/operator(s) to provide, at a minimum, fifteen percent (15%) of the total number of taxicabs in operation during the entire contract period; or c. a combination of the methods in a and b; or 4. a joint venture Contractor with an MDOT certified ACDBE joint venture partner, which provides, at a minimum, fifteen percent (15%) of the total number of taxicabs in operation with its own work force during the entire contract period or which provide goods and services to manage and/or operate the taxicab concession (services may include but are not limited to

- 33 - operations, management and taxi dispatch, etc.) equivalent to the 15% goal; or a combination of both methods. D. The MAA encourages MDOT certified ACDBE Contractors to submit bids. E. The Contractor shall take all reasonable and necessary steps to commit to and meet the ACDBE goal and is required to provide documentation demonstrating these efforts if unable to achieve the ACDBE goal. F. If for any reason, a bidder is unable to structure the contract work in its bid with 15% ACDBE participation, the bidder may request in writing a waiver to the goal in its technical submission. The bidder must justify, with sufficient written documentation, its good faith efforts to achieve the ACDBE contract goal. G. The following is a list of efforts that can be made and will be considered a part of the bidder's good faith efforts to meet the contract goal: 1. Soliciting through all reasonable and available means (e.g. attendance at pre-bid meetings, advertising and/or written notices) the interest of MDOT certified ACDBEs who have the capability to perform the work of the contract. 2. Selecting portions of the contract to be performed by ACDBEs in order to increase the likelihood that the goal will be achieved. 3. Providing interested ACDBEs with adequate information about the requirements of the contract in a timely manner to assist them in responding to the solicitation. 4. Following up initial solicitations of interest by contacting prospective ACDBEs to determine if they are interested. Detailing the efforts with the names, addresses, dates, and telephone numbers of the prospective ACDBEs contacted.

- 34 - 5. Effectively using the services of available minority/women community organizations; minority/women contractors’ groups; local, State and federal M/W/DBE assistance offices and other organizations as appropriate to obtain assistance in identifying ACDBEs. 6. Making efforts to assist interested ACDBES in obtaining, bonding, lines of credit, insurance, equipment, supplies materials or other related assistance or services as needed/appropriate. 7. Negotiating in good faith with interested ACDBEs and not rejecting them as being unqualified without sound reasons based on a thorough investigation of their capabilities. Evidence of such negotiations include the names, addresses and telephone numbers of ACDBEs that were considered; a description of the information provided regarding the work and evidence as to why agreements could not be reached for ACDBEs to perform the work. H. Executed agreements with ACDBE subcontractors, if proposed as a method of achieving participation, must be submitted to the Administration by the Selected Bidder within thirty (30) days after award. I. Any Bidder which elects to meet the ACDBE goal through Joint Ventures with MDOT certified ACDBEs must submit to the Administration, the Joint Venture agreement, and evidence of all necessary MDOT ACDBE certifications with its technical submission. The ACDBE Joint Venture partner must demonstrate in the technical submission that it is independently responsible for at least fifteen percent (15%) of the clearly defined work and that it shares in the ownership, control, management responsibilities, risks, and profits of the Joint Venture. J. The Selected Contractor shall take all reasonable and necessary steps to meet the ACDBE goal. To determine compliance with the ACDBE program, the Administration requires that the Selected Contractor submit quarterly reports, indicating the participating ACDBE (s), the type(s) of work performed, the value

- 35 - of the work and personnel performing the work. The reports shall be submitted within ten (10) days after every quarter ends during the term of the Contract. Annual reports will also be required (See Section XVII B). Failure by Selected Contractor to submit requested records on a timely basis to the Administration may result in termination of the Contract. The Administration and its duly authorized representatives shall have the right to audit the quarterly reports with or without prior notice. The quarterly ACDBE report shall be sent to: Director, Office of Fair Practices Maryland Aviation Administration Third Floor, Terminal Building P.O. Box 8766 BWI Airport MD 21240-0766 With a copy to: Director, Office of Commercial Management Maryland Aviation Administration Third Floor, Terminal Building P.O. Box 8766 BWI Airport MD 21240-0766 All such records must be retained by Selected Contractor for a period of three (3) years following Contract completion and will be made available for inspection upon request by the Federal Aviation Administration (FAA), MDOT, or the Administration. K. If the Selected Contractor fails to demonstrate a good faith effort to maintain the designated level of MDOT certified ACDBE throughout the term of the Contract, the Administration may consider this a material breach of the Contract and may terminate the Contract. L. The Contract to be awarded is subject to the requirements of 49 C.F.R. Part 23. The Selected Contractor agrees that it will not discriminate against any business owner because of the owner’s race, color, national origin, or sex in connection with the award or performance of any concession agreement,

- 36 - management contract, or subcontract, purchase or lease agreement, or other agreement covered by 49 C.F.R. Part 23. Selected Contractor agrees to include the above statements in any subsequent concession agreement or contract covered by 49 C.F.R. Part 23, that it enters and cause those businesses to similarly include the statements in further agreements. M. The Administration shall notify Selected Contractor in the event that new regulations are issued by the DOT implementing section 511 (h) of the Airport and Airway Improvement Act (hereinafter referred to as “AAIA”) of 1982, as amended. In the event the new regulations impose new requirements on the Administration related to the Contract to be awarded, Selected Contractor agrees to use its best efforts to comply with the new requirements. N. For purposes of ACDBE goal attainment, the participating certified ACDBEs must be certified with MDOT in the appropriate North American Industry Classification System (NAICS) Codes for the type of goods and/or services they are providing. MDOT assigns the codes and description at the time of certification. Further, the participating ACDBEs must be eligible to participate in the ACDBE program. O. Any questions pertaining to certification procedures, eligibility criteria, submittal of Disclosure Affidavits, and obtaining appropriate forms shall be directed in writing to: Director, Office of Fair Practices Maryland Aviation Administration

- 37 - Third Floor, Terminal Building P.O. Box 8766 BWI Airport MD 21240-0766 Telephone: (410) 859-7009 Or Director, Office of Minority Business Enterprise Maryland Department of Transportation 7201 Corporate Center Drive P. O. Box 548 Hanover MD 21076 Telephone: (800) 544-6056 XXIV. PENALTIES The Administration hereby amends Article XXIV of this IFB as follows: The Administration may elect to impose on the Selected Contractor the maximum penalties described below or any amount up to the maximum amount listed below in addition to all other rights and remedies enumerated in this Contract: Violation Article Assessment Failure to meet the on-demand XI $250.00 per incident service in the required amount of waiting time Failure to accept short trip XI $250.00 per incident Failure to call Supplementary XI $250.00 per incident taxicabs as required Failure to have required number of XII.J[K] $250.00 per incident dispatchers on duty Failure of dispatchers to be XII.M[N] $250.00 per incident in approved uniform garb Failure to obtain consent XI $250.00 per incident of all parties for shared ride Failure to provide vehicle roster XII.E $250.00 per overdue day Failure to install transponders XIII $250.00 per vehicle per day

- 38 - prior to commencement of taxicab service Failure to obtain and or provide XII.FF[GG] $250.00 per occurrence required annual training Failure to submit certified monthly XVII.A $100.00 per incident report Unnecessary congestion, loitering XII.Z[AA] $200.00 per incident eating, sleeping, smoking or other conduct that may be detrimental to the image of the Airport Operating a taxicab vehicle while XII.N[L] $500.00 per incident using a cell phone or other communication device XXXV. AIRPORT SECURITY AND AIRPORT ACCESS The Administration hereby amends Article XXV of this IFB as follows: At the discretion of the Administration, or as security conditions may dictate, all contractor personnel involved in the Contract (including management) may be required to undergo background investigations. These background investigations may include a ten (10) year employment history verification, a Criminal History Records Check (CHRC) via fingerprinting, and a Security Threat Assessment (STA) conducted through the US Department of Homeland Security (DHS). Upon completion of one or more of the above background investigations, the Administration may elect to issue identification badges to contractor personnel. If it becomes necessary to issue identification badges to contractor personnel, the contractor shall follow all security processes necessary to obtain said identification badges. The Selected Contractor’s personnel shall abide by all Airport security regulations and fulfill all responsibilities associated with possessing an airport identification badge. Personnel who do not pass the background investigation(s) may not provide services to the Selected Contractor at BWI Marshall. XXXVII. CONTINGENT APPROVAL The Administration hereby amends Article XXXVII of this IFB as follows:

- 39 - It is agreed and understood by all parties hereto that the execution of the Contract to be awarded as a result of this IFB and its effectiveness are contingent upon, the approval of Selected Contractor’s Airport Security background investigation, approval by the Secretary of Transportation and the Maryland Board of Public Works.

Request for Proposals for the Management and Operation of On-Demand Taxicab Services Seattle-Tacoma International Airport E-147

i REQUEST FOR PROPOSALS FOR THE MANAGEMENT AND OPERATION OF ON DEMAND TAXI CAB SERVICES AT SEATTLE-TACOMA INTERNATIONAL AIRPORT RFP # 090061 Port of Seattle Seattle-Tacoma International Airport Airport Operations & Business Development Offices 17801 Pacific Highway South Seattle, WA 98158

ii Table of Contents I. OVERVIEW ............................................................................................................................................ 1 II. INSTRUCTIONS ................................................................................................................................... 3 1. THE CONCESSION ____________________________________________________________________ 3 2. QUALIFICATIONS ____________________________________________________________________ 3 3. PORT REPRESENTATIVE ______________________________________________________________ 3 4. WRITTEN QUESTIONS ________________________________________________________________ 3 5. PRE-PROPOSAL CONFERENCE _________________________________________________________ 4 6. SUBMITTALS ________________________________________________________________________ 4 7. COMPETITIVE INTEGRITY _____________________________________________________________ 5 8. REJECTION OF PROPOSALS ____________________________________________________________ 5 9. WITHDRAWAL OF PROPOSALS ________________________________________________________ 6 10. PUBLIC DISCLOSURE _________________________________________________________________ 6 11. DISADVANTAGED BUSINESS ENTERPRISE (DBE) ________________________________________ 6 12. PROPOSAL GUARANTEE ______________________________________________________________ 6 13. EVALUATION PROCESS _______________________________________________________________ 6 14. EVALUATION CRITERIA ______________________________________________________________ 7 15. AWARD _____________________________________________________________________________ 8 16. COST OF PREPARATION OF DOCUMENTS _______________________________________________ 8 17. STANDARD LEASE AND CONCESSION AGREEMENT AND STANDARD OPERATING INSTRUCTIONS _______________________________________________________________________ 8 18. ADDITIONAL INFORMATION __________________________________________________________ 9 19. EXHIBITS ____________________________________________________________________________ 9 20. SCHEDULE ___________________________________________________________________________ 9 III. PROPOSAL REQUIREMENTS ...................................................................................................... 10 IV. PROPOSER’S CERTIFICATION ................................................................................................... 13 V. PROPOSER GUARANTEE ............................................................................................................... 14 EXHIBIT 1: Directions to Pre-Proposal Conference Room……………………………………….. 14 EXHIBIT 2: Lease and Concession Agreement…………………………………………………….. 15 EXHIBIT 3: On-Demand Taxi Operating Instructions………………………………………........ 28 EXHIBIT A: Map of Operating Area……………………………………………………………….. 37 EXHIBIT B: Service Areas…………………………………………………………………………... 38 EXHIBIT C: Permit Receipt………………………………………………………………………….. 39 EXHIBIT D: Authorized Driver(s) List……………………………………………………………... 40 EXHIBIT E: Vehicle Condition Checklist…………………………………………………………. 41 EXHIBIT F: Vehicle/Driver Repairs Timetable…………………………………………………... 42 EXHIBIT G: Violations and Fines………………………………………………………………….. 43

1 REQUEST FOR PROPOSALS FOR THE MANAGEMENT AND OPERATION OF ON-DEMAND TAXI CAB SERVICE AT SEATTLE-TACOMA INTERNATIONAL AIRPORT RFP # 090061 I. OVERVIEW INTRODUCTION Proposals are hereby requested by the Port of Seattle (the “Port”) from all qualified and responsible proposers (“Proposer”) desiring to manage and operate On-Demand Taxi Cab Services at Seattle- Tacoma International Airport (the “Airport”). The Port, in developing a cohesive concession program, is issuing this Request for Proposals (“RFP”) to all taxi associations interested in demonstrating that they possess the industry expertise and financial strength to operate an On- Demand Taxi Service at the Airport. As more fully set forth below, the Port will enter into a Lease and Concession Agreement (Agreement) for a term of five (5) years with one or more successful Proposers for the On-Demand Taxi Service. Port will grant to the successful Proposer(s) the non-exclusive right to furnish ground transportation from Sea-Tac Airport and the exclusive right to provide On-Demand Taxi Service only; provided the successful Proposer(s) shall use only the loading areas/zones and other areas as designated by the Port. The successful Proposer(s) shall provide management, vehicles and personnel for the On- Demand Taxi Service only. BACKGROUND The Port owns and operates the Airport and its passenger terminals consisting of the Main Terminal, Concourses A, B, C, D, and the North and South Satellites. Currently, the Airport has 81 gates and is served by some 39 air-carriers, including cargo operations, operating domestic and international flights. In 2008, approximately 32.2 million passengers passed through the Airport. As part of the overall Airport experience, the Port continues to enter into agreements with service providers to enhance the quality of services provided at the Airport to passengers. In an attempt to meet the demand of airport customers requesting On-Demand Taxi Service, the Port has maintained an exclusive agreement for existing service for approximately 20 years. The Port would like to continue offering On-Demand Taxi Service through a service provider(s) for a term of five years. Listed below is a chart showing the total number of On-Demand Taxi trips performed each year during the years 2004 through 2008 and projections for 2009.

2 2004 2005 2006 2007 2008 2009 TOTAL TRIPS 578,259 639,751 648,275 732,694 740,867 676,010 (est.) Also, included below is a forecast of passengers traveling through Sea-Tac Airport for the period 2009 through 2015, produced by Port of Seattle staff. Note: the figures are projections, and the Port of Seattle does not guarantee, or otherwise ensure, their accuracy. Passenger Forecast (2009-2015) 2008 2009 2010 2011 2012 2013 2014 2015 Annual Passengers (millions) 32.2 30.7 30.7 31.1 31.8 32.7 33.6 34.5 Percentage Change -4.5% 0.0% 1.0% 2.5% 2.7% 2.7% 2.7% GOALS The Port’s objective is to enter into an agreement with not more than three experienced, financially sound companies with superior customer service standards to manage and operate On-Demand Taxi services at the Airport that will help the Port meet the following goals: Provide convenient, efficient and safe transportation alternatives for the traveling public Generate additional non-airline revenue for the Port of Seattle Provide opportunities for Disadvantaged Business Enterprise participation Maintain superior environmental standards of the taxi fleet Minimize deadhead trips Further the standardization of taxi rules and regulations in the region

3 II. INSTRUCTIONS 1. THE CONCESSION The concession to be awarded pursuant to this RFP is an exclusive right to provide On Demand Taxi Cab Services. The term “On-Demand” indicates that trips for taxi services are made just prior to the time passenger engages driver/vehicle in designated loading area. Proposer will have the authorization to operate in Port designated loading and staging areas. The Concession will include the right to operate two hundred ten (210) taxi cabs in the provision of On Demand Taxi Cab Services. As set forth in more detail below, the Port is prepared to split the concession rights to be granted under this RFP between up to three (3) proposers, each of whom would be awarded the right to operate no less than seventy (70) of the taxi cabs authorized under this Agreement. As a result, each Proposer need not have the ability to supply all two hundred ten (210) taxi cabs to be operated under the concession. Instead, a Proposer must have the ability to supply at least seventy (70) taxi cabs. In the event that the concession is awarded to more than one Proposer, the successful Proposers must agree to work cooperatively and collaboratively to manage the concession. Regardless of the number of successful Proposers, the Port seeks to have a single point of contact for all issues related to the operation of the concession. 2. QUALIFICATIONS The minimum qualifications for any Proposer responding to this RFP shall be as follows: 2.1 Must have the ability to provide at least seventy (70) and up to two hundred ten (210) taxi cabs dedicated to the operation of the concession. 2.2 Must demonstrate that at least fifty percent (50%) of the Proposer’s proposed fleet (with a minimum fleet size of seventy) will meet, or exceed, the Port’s “Green” requirement, as stated in Section 8.B.ii (below), as of the commencement date of the Concession (i.e. September 1, 2010). In addition, Proposer must demonstrate that one- hundred percent (100%) of Proposer’s proposed fleet will meet, or exceed, the Port’s “Green” requirement by September 1, 2011. 2.3 Must demonstrate that Proposer is, or will as of the commencement of the Concession, be registered as a taxi association with all appropriate regulatory bodies. 2.4 Must have the financial resources to sustain concession operations for the entire term of the Agreement. 2.5 Must be licensed to do business in the State of Washington. 3. PORT COMMUNICATIONS All contacts and communications regarding this RFP must be directed via the Port’s electronic bid (E-Bid) system. Respondents must register to the program which can be found at www.ebidexchange.com/portofseattle. 4. QUESTIONS

4 Interested associations are encouraged to present written questions to the Port’s e-Bid website by 2:00 p.m., October 16, 2009, in order to allow adequate time for preparation of a response. Questions should be asked under the RFP’s Questions tab on our website: www.ebidexchange.com/portofseattle. Any questions received after this deadline may not be addressed. 5. PRE-PROPOSAL CONFERENCE All Proposers may attend the pre-proposal conference, which will be conducted at the Port of Seattle, Airport Office Building located at Seattle-Tacoma International Airport, Seoul Conference Room (also depicted in Exhibit 1). The pre-proposal conference will begin at 9 am on October 8, 2009. Port staff will conduct the conference, discuss the RFP process, and provide a general overview of the Port’s Ground Transportation programs. If changes are required as a result of this conference, written proposal addenda will be issued (same as in paragraph 4. Written Questions). 6. SUBMITTALS 6.1 Proposer must submit a proposal addressing each of the matters outlined in Section III, “Proposal Requirements”, a signed “Proposer’s Certification” set forth in Section IV, and include a guarantee as outlined in Section V, “Proposer Guarantee.” Proposer shall organize its proposal using index tabs corresponding with the sections as outlined in this RFP, including the following: 6.1.1 Proposer Certification (See Section IV) 6.1.2 Proposer Guarantee (See Section V) 6.1.3 Proposal Requirements (See Section III) 6.1.3.1 Executive Summary 6.1.3.2 Proposer’s DBE Information 6.1.3.3 Proposer’s References 6.1.3.4 Business, Customer Service, and Operational Plan 6.1.3.5 Fleet Requirement 6.1.3.6 Revenue to the Port 6.1.3.7 Deadhead Reduction Proposal 6.1.3.8 Financial Stability 6.1.3.9 Experience, Qualifications, and References 6.2 Proposer must, as part of its proposal, make clear exactly how many taxi cabs it is prepared to supply for the operation of the concession. This number must be at least seventy (70) and not more than two hundred ten (210). As discussed in more detail below, the Port intends to award the concession to not more than three (3) Proposers that, collectively, will supply all two hundred and ten required taxi cabs. 6.3 Proposer shall submit one (1) original, hardcopy proposal and one (1) electronic copy (PDF or TIFF) of the proposal, prepared with complete answers, signed by an authorized official, enclosed in a sealed envelope properly addressed, and must be either (a) delivered by hand, (b) mailed by certified or registered mail (and

5 acknowledged by a receipt), or (c) by overnight courier, AND submitted electronically through the Port’s e-Bid website. The hard copy and electronic copy must be received by the Port no later than 2:00 PM, Pacific Time, November 6, 2009, at the following address: Drop-off (delivery) Mail Port of Seattle Port of Seattle RFP 090061 RFP 090061 Pier 69 Bid Counter/2 nd Floor P.O. Box 1209 2711 Alaskan Way Seattle, WA 98111 Seattle, WA 98121 6.4 Page Limit – All responses are limited to a maximum of fifteen (15) pages double sided. A page is defined as a single piece of paper. The “tab” pages are not included in this limit, nor are any addenda sections. Addenda sections may not, however, exceed five (5) pages. 6.5 Waste Reduction – The Port is strongly committed to waste reduction, recycling, and the use of recycled materials. All responses must be printed on both sides of 8 ½ x 11 inch sized paper having post-consumer recycled content. Responses should not contain any plastic or metal, except for easily removable staples, binder clamps or similar fasteners. 6.6 Oral, telegraphic, facsimile or telephone proposals will not be considered. 7. COMPETITIVE INTEGRITY The Port seeks to maintain a neutral competitive environment for all potential Proposers to protect the integrity of the RFP process. The Port Representative is the only authorized representative of the Port with whom a potential Proposer, or anyone on its behalf, shall have contact with concerning this solicitation from the release date of this RFP until the Port completes its review process and publishes its recommendation for award. Any communication concerning the content of this solicitation by a potential or actual Proposer, or anyone on its behalf, with any Port official or employee other than the Port Representative will result in the rejection of that Proposer’s proposal unless, in the reasonable judgment of the Port’s General Counsel, the communication could not reasonably be believed to have given the Proposer a competitive advantage or have impaired the neutral competitive environment of this solicitation. The pre-proposal conference is the only contact contemplated by this solicitation between the Port and potential Proposers. 8. REJECTION OF PROPOSALS The Port reserves the right to accept or reject any or all proposals in their entirety or in part, and to waive informalities and minor irregularities. During the evaluation process, if the Port determines that a particular requirement may be modified or waived, then the requirement(s) will be modified or waived for all Proposers and all proposals will be re-evaluated in light of the change. In the event that, in the Port’s sole determination, there is not an acceptable response, the Port reserves the right to enter into direct contract negotiations with any party it chooses on such terms and conditions as shall then be acceptable to the Port, notwithstanding any provisions of this RFP.

6 9. WITHDRAWAL OF PROPOSALS Submitted proposals may be withdrawn prior to the deadline for submission of proposals. After opening of the proposals by the Port and prior to the time the selected candidate is notified, Proposer may withdraw its proposal except on the forfeiture of its Proposal Guarantee to the Port as liquidated damages. 10. PUBLIC DISCLOSURE As a public agency, the Port is subject to the Washington State Public Records Act, Chapter 42.56, Revised Code of Washington (RCW). As such, the Port may be required to disclose information provided in Proposer’s proposal. The Port will promptly notify Proposer of any requests for public disclosure of Proposer’s documents. Proposer shall be responsible for and bear the costs of taking legal action in an attempt to prevent disclosure of such documents. In no event shall the Port be liable to Proposer for disclosure of Proposer’s documents the Port deems disclosable under Chapter 42.56 RCW. 11. DISADVANTAGED BUSINESS ENTERPRISE (DBE) The Port encourages participation of Disadvantaged Business Enterprises (DBE) as defined by the State of Washington Office of Minority and Business Enterprise. DBE participant(s) must be actively engaged in the concession operation. Certification through the State of Washington Office of Minority and Business Enterprises must be in place on the date of RFP submittal. 12. PROPOSAL GUARANTEE The proposal must be accompanied by a CASHIER’S CHECK, MONEY ORDER OR SURETY BID BOND payable to the Port of Seattle in an amount of Three Thousand and No/100 Dollars ($3,000.00). This security shall serve as guarantee that the Proposer, if awarded the contract under this RFP, will execute the Agreement and provide to the Port a lease security and required evidence of insurance. This security will be returned to the unsuccessful Proposer at the time of contract award and to the successful Proposer(s) upon receipt of a signed Agreement. See Section V, “Proposer Guarantee.” 13. EVALUATION PROCESS 13.1 The Port will initially evaluate each proposal for responsiveness. A determination of responsiveness will be based upon whether Proposers meet the qualifications in Section 2 and have completed and submitted all documents required in Section 6.1. Non-responsive proposals will not be further evaluated. 13.2 Following the initial evaluation, the responsive proposals will be further evaluated based on the evaluation criteria listed in this RFP. 13.3 The Port reserves the right to interview the Proposers, to ask for clarifications or additional information and/or to investigate or conduct on-site visits of their place(s) of business if the Port determines this to be in its best interest. 13.4 The Port, in its discretion, may refuse to evaluate a proposal for any number of reasons including, but not limited to: 13.4.1 Evidence of collusion: One or all responses will be rejected if there is reason for believing that collusion exists among Proposers, and no participant in such collusion will be considered in future proposals for

7 concessions at the Airport. Unless Proposer partners or joint ventures with another company or taxi association (specifically including one that is a Proposer), more than one response submitted by a Proposer under the same or different names will not be considered. A Proposer may, however, partner or joint venture with one or more other companies or taxi associations (specifically including ones that are also individually Proposers) in an attempt to increase the number of taxi cabs supplied and/or to improve its level of service and the Port will not consider separate proposals submitted by such partnership or joint venture as multiple bids. Reasonable grounds for believing that the Proposer is submitting more than one response will cause the rejection of the Proposer’s response in which the Proposer is involved. 13.4.2 Unsatisfactory performance of record, judged from the standpoint of conduct, workmanship, or progress, as shown by past or current contracts with the Port or any other entity. 13.4.3 Contracts not yet completed by Proposer, whether for the Port or others, which completion might hinder or prevent compliance with the contract to be awarded under this RFP. 14. EVALUATION CRITERIA The Proposal Requirements received will be evaluated according to the following criteria, with details and specific requirements outlined in Section III: 14.1 Business, Customer Service and Operational Plan 40 Points The Proposer will be rated on its commitment to manage the concessions with experienced staff, and a well defined business and marketing plan. Proposals regarding a transition plan will also be included in this section. The Proposer must show that it is able to manage a taxi operation with superior customer service standards. 14.2 Revenue to the Port 30 Points Revenue to the Port will be evaluated on structure, including guaranteed and variable payments, as well as total amount to the Port. 14.3 Deadhead Reduction Proposal 10 Points Respondent must clearly articulate its plan to reduce deadhead trips and commit to an achievable monthly goal. 14.4 Financial Stability 10 Points The Proposer must demonstrate that it has the financial capacity to meet the requirements of the Agreement. 14.5 Experience, Qualifications and References 10 Points The Proposer must show that it has the experience in managing and operating taxi services at airports or other high traffic public areas. 15. AWARD

8 The Port will award the concession the Proposer submitting the proposal with the highest score. In the event that the highest scored Proposer has not proposed to supply all two hundred ten (210) of the taxi cabs to be permitted under the concession, the Port will proceed to award the remainder of the concession to the next-highest scored Proposer. In the event that the two highest scored Proposers have not, when their proposals are aggregated, proposed to supply all two hundred ten (210) of the taxi cabs to be permitted under the concession, the Port will proceed to award a portion of the concession to the third-highest scored Proposer. Provided, however, no successful Proposer will be awarded the right operate less than seventy (70) taxi cabs. As a result, the Port specifically reserves the right to limit the number of taxi cabs operated by a higher-scored Proposer in order to ensure that all successful Proposers necessary to supply all two hundred ten (210) taxi cabs will operate at least seventy (70) taxi cabs. If there are three successful Proposers, each will be awarded the right to operate seventy (70) taxi cabs. Notwithstanding the foregoing, the Port believes that the operation of the concession by multiple concessionaires will impose additional administrative and operational burdens on the Port. As a result, in the event that the difference between the highest-scored Proposer and the second-highest scored Proposer is less than five (5) points and the second-highest scored Proposer can supply all of the taxi cabs to be operated under the concession, the Port shall have the right – but not the obligation – to award the entire concession to the second-highest scored Proposer. Similarly, in the event that it would otherwise be necessary to award a portion of the concession to the third-highest scored Proposer in order to supply all two hundred ten (210) taxi cabs to be permitted under the concession, and the difference between the second-highest scored Proposer and the third-highest scored Proposer is less than five (5) points, and the third- highest scored Proposer can supply all of the taxi cabs to be operated under the concession that are not supplied by the highest-scored Proposer, the Port shall have the right – but not the obligation – to award the remainder of the concession to the third-highest scored Proposer. In the event that a single company or taxi association partners or joint ventures with any other company or taxi association to submit multiple proposals as allowed by this RFP, the Port will (subject to its preference for fewer than three concessionaires) award all or a portion of the concession only to the highest scored proposal in which the company or taxi associations is included as a Proposer. As an example, assume taxi association A submits a proposal individually and as a joint venturer with taxi association B. In the event that taxi association A’s proposal is scored higher than the joint venture of taxi associations A and B, the Port will not consider an award to the joint venture unless the joint venture’s proposal meets the requirements, discussed above, for the Port to “pass over” the individual proposal of taxi association A. 16. COST OF PREPARATION OF DOCUMENTS All costs associated with the preparation of the statement of qualifications and presentation materials shall be the responsibility of Proposer, including but not limited to costs of delivery, express, parcel post, packing, cartage, insurance, license fees, permits, and bonds. 17. STANDARD LEASE AND CONCESSION AGREEMENT AND STANDARD OPERATING INSTRUCTIONS The successful Proposer or Proposers shall enter into an exclusive On-Demand Service Lease and Concession Agreement with the Port, substantially in the form attached as Exhibit 2.

9 Attached to the Lease and Concession Agreement are the Standard Operating Instructions (Exhibit 3). 18. ADDITIONAL INFORMATION 17.1 Service Area Proposer must, at a minimum, service all areas as listed in Exhibit B of the Lease and Operating Agreement. 17.2 Rates Proposer must institute a flat rate fee from Sea-Tac Airport to the downtown Seattle taxi zone. This must be and remain in correlation to the fee charged from the same downtown zone to Sea-Tac Airport. This is a requirement for the term of the agreement. No other locations will require a flat rate fee. Other rates shall be in accordance with the standard or approved meter fees. 19. EXHIBITS The exhibits/attachments are provided for informational purposes only. The Port does not warrant the accuracy of the information contained therein. Proposers are advised to use their own analysis for their submittal. Exhibit 1: Directions to Pre-Proposal Conference Room Exhibit 2: Standard Form Lease and Concession Agreement Exhibit 3: Standard Operating Instructions Exhibit 3A: Map of Operating Areas Exhibit 3B: Service Areas Exhibit 3C: Permit Receipt Exhibit 3D: Authorized Driver(s) List Exhibit 3E: Vehicle Condition Checklist Exhibit 3F: Vehicle Repairs Timetable Exhibit 3G: Violations and Fines 20. SCHEDULE Pre-proposal Conference October 8, 2009 Deadline for submittal of written questions October 16, 2009 Deadline for submittal of proposals November 6, 2009 Anticipated award date of Agreement December 8, 2009 The Port reserves the right to change any of the above dates, as it deems necessary in the Port’s best interest.

10 III. PROPOSAL REQUIREMENTS Proposers are to provide complete answers to the outline below. Evaluation will be based on the qualification statements received. 1. Executive Summary Submit a summary of no more than one (1) page highlighting information regarding the Proposer and its responses contained within the proposal. 2. Proposer’s DBE Information A. Explain any DBE’s involvement in the concession operation. B. Provide the name, address, and telephone number of DBE. C. Describe the nature of the DBE’s primary business. D. Explain ownership of DBE. Identify those owning interests of 25% or more. 3. Proposer’s References A. Provide two (2) references from customers, suppliers, or business partners that validate the Proposer’s business as an on-going concern as stated in proposal. 4. Business, Customer Service, and Operational Plan A. Explain ownership and/or management that will be involved in the operation of the concession throughout the term of the Agreement. B. Outline your plan for management and supervision of the concession. Provide resumes of key staff to be assigned to the Airport including relevant qualifications, job descriptions and levels of responsibility. C. Describe your personnel policies and procedures including hiring, training incentives, performance measures, and equal opportunity employment programs. Include company requirements on attire, hygiene and other employee procedures. D. Describe in detail your marketing plan. Provide examples of your plan to increase ridership in this concession. E. Comment on the suitability of the attached draft Lease Agreement, Exhibit 2. F. Provide details of Proposer’s service areas. Proposer must, at a minimum, serve those areas listed in Exhibit B of the Lease and Operating Agreement. G. Provide examples of how you will guarantee level of service and performance standards with vehicle adjustments for seasonal change in demand. H. Describe in detail your plan for ensuring maximum wait times of 5 minutes for customers at the airport. I. Describe in detail your customer service standards. J. Provide examples of how you capture customer service comments and complaints and what your progressive structure is regarding disciplinary action. K. Document your drivers’ training program, outlining your expectations for operator conduct. L. Submit a plan on how you will work collaboratively with other associations should you be one association selected amongst others. 5. Revenue to the Port

11 A. Describe, in detail, how much you propose to pay the Port of Seattle. i. The Port will require each Proposer to pay the Port a minimum, annual amount equal to the number of out-bound trips multiplied by the then-current per trip fee calculated by the Port. Each Proposer may, but is not required, pay the Port guaranteed amounts in excess of this sum. If Proposer proposes to pay the Port any additional minimum amount, clearly specify any guaranteed amount. Describe, in detail, how the proposed additional guaranteed amount paid to the Port will escalate on an annual basis. ii. The Port will require each proposer to pay the Port a minimum concession fee equivalent to 10% of gross revenues generated from outbound trips, i.e., trips originating from Sea-Tac Airport. The minimum 10% concession fee will include the minimum annual guaranteed described in i. above. At no time will the amount owed to the Port be below the minimum annual guarantee described in i. above. However, if the minimum concession fee of 10% applied to gross revenues from outbound trips results in an amount that exceeds the minimum annual guarantee, the proposer will be required to pay to the Port the additional amount up to the minimum 10% fee. Each proposer may, but is not required, pay the Port a concession fee higher than 10%. If proposer proposes to pay the Port a concession fee higher than 10%, clearly specify the proposed concession fee. B. The Port will require each Proposer to provide details of forecasted, or predicted, ridership over the 5-year contract period beginning 9/1/10, including number of trips, total revenue to Proposer, and total revenue to Port incorporating the proposed minimum annual guarantee and concession fee payable to the Port described in i. and ii. above, and in conjunction with items 7.F and G. below. 6. Deadhead Reduction Proposal A. Proposers must describe in detail what approach they will use to effectively reduce deadhead trips to and from the airport. Please provide a detailed summary and attach a spreadsheet detailing what percentage of deadhead trips will be reduced monthly by your efforts. Use attainable and realistic goals only, as your percentage will become a term of the agreement to which the proposers must adhere or forfeit rights to the agreement. 7. Financial Stability A. Provide financial statements, including balance sheets, statements of income, and cash flow statements for the last three (3) calendar years or fiscal years. Audited financial statements are strongly preferred. In the event audited financial statements are not available, all financial statements shall be certified by the Proposer’s Controller/Director of Finance/Chief Financial Officer, or other senior manager, such as Owner, President, or Chief Executive Officer. B. If Proposer operates as a subsidiary of another company or is in a joint venture with another company, provide all financial statements listed in 7.a. for each company. C. Provide current Dun & Bradstreet Summary, if available. If a Dun & Bradstreet Summary is unavailable, state why. D. Provide the name, address, telephone/fax numbers of the Proposer’s bank(s), including a letter of reference from the bank(s).

12 E. Provide proof of ability to obtain and retain various insurance policies and bonds required under the Agreement, as described in Section 12 of Exhibit 2, Lease and Concession Agreement. F. Provide financial forecasts, or pro-formas, covering the five (5) year term of the concession agreement. G. List any amounts that will be invested in the operation of the business over the 5-year concession and detail how the amounts will be financed (equity, line of credit, bank loan, etc.) 8. Experience, Qualifications, and References A. Company Profile: Provide details of the Proposer including the following: i. If a corporation, furnish the date and state of incorporation, and the names of all persons or entities owning at least 25% of the company’s voting stock. If Proposer is a subsidiary, state the name of parent company; however, all information provided herein must be as to Proposer and not as to parent company. ii. If a partnership, list all partners. iii. If a joint venture, provide the information requested within this section for each party. iv. If a sole proprietorship, list all business names under which such individual has done business during the last five (5) years. v. Provide organizational structure of the Proposer, both corporate and local. Attach organizational charts and resumes. B. Experience and Qualifications i. Describe the experience of the Proposer in managing and operating taxi and/or other vehicle-related concession agreements in airports or other high traffic public areas. ii. Describe how you will ensure that your fleet of vehicles will minimize air emissions and institute operational practices that help protect impacts to the natural environment. By September 1, 2010, Proposer must demonstrate that at least fifty percent (50%) of its vehicle fleet will utilize alternative fuels or have a highway rating of 45 mpg or greater. By September 1, 2011, Proposer must demonstrate that one hundred percent (100%) of its vehicle fleet will utilize alternative fuels or have a highway rating of 45 mpg or greater. The Department of Energy considers the following vehicle fuels as alternatives to petroleum: Biodiesel, Electricity, Ethanol, Hydrogen, Methanol, Natural Gas, and Propane. For more information about alternative vehicle fuels, consult http://www.afdc.energy.gov/afdc/fuels/index.html iii. Submit a tabulated list where Proposer has operated taxi and/or vehicle related concessions, which list should include location(s), beginning and ending dates of agreements, and gross receipts generated by each contract. iv. State whether Proposer had any leases that terminated prior to expiration of the term within the past ten (10) years. If stated, explain the reason for the termination(s). v. Describe what computerized dispatching experience you have. C. Provide two (2) references from customers, suppliers, or business partners that validate the Proposer’s business as an on-going concern as stated in proposal.

13 IV. PROPOSER’S CERTIFICATION By submitting a Proposal, Proposer understands, agrees and warrants that: Proposer has carefully read and fully understands the information provided in this RFP, including, but not limited to, Part II, Section 7 (Competitive Integrity). Proposer has the capability to successfully undertake and complete the responsibilities and obligations of the proposal being submitted. All information in the Proposal is true and correct. The Port has the right to negotiate fees and other items it deems appropriate for the benefit of the Port and the traveling public. The Port has the right to make any inquiry it deems appropriate to substantiate or supplement information supplied by Proposer, and Proposer hereby grants the Port permission to make said inquiries and to provide any and all requested documentation in a timely manner. Dated this ___ day of ____________, 2009. ___________________________ (Proposer) By: _______________________ Title: ______________________ (TO BE ACCEPTED, ALL PROPOSERS MUST SIGN THIS CERTIFICATION)

14 V. PROPOSER GUARANTEE The Proposal must be accompanied by a CASHIER’S CHECK, MONEY ORDER OR SURETY BID BOND payable to the Port of Seattle in an amount of Three Thousand and No/100 Dollars ($3,000.00). This security shall serve as guarantee that the Proposer, if awarded the contract under this RFP, will execute the Agreement and provide to the Port a lease security and required evidence of insurance. This security will be returned to the unsuccessful Proposer at the time of contract award and to the successful Proposer(s) upon receipt of a signed Agreement.

15 EXHIBIT 1 (Directions to Pre-Proposal Conference Room) Park in General Parking, Floors 3, 5-8 of the Parking Terminal. (We will only validate in General Parking) Park in row S through W Take the stairs or elevator to floor #4 Take skybridge #1 to the main passenger terminal The Pre-Proposal Conference will be held in the Seoul conference room on the mezzanine level of the Airport Operations Building located at the south end of the airport terminal Please check in with the receptionist on the mezzanine level to get your visitors badge

16 EXHIBIT 2 LEASE AND CONCESSION AGREEMENT BETWEEN PORT OF SEATTLE AND _________________________________________________________ THIS LEASE AND CONCESSION AGREEMENT (hereinafter the “Agreement”) is made as of , 2010, by and between the PORT OF SEATTLE, a Washington municipal corporation (hereinafter the “Port”), and ____________________________, a ______________________ corporation (hereinafter the “Concessionaire”). R E C I T A L S: WHEREAS, the Port owns and operates the Seattle-Tacoma International Airport (hereinafter “the Airport”), located in the County of King, State of Washington; and WHEREAS, On-Demand Taxi service is an important element of an efficient ground transportation system at the Airport; and WHEREAS, pursuant to Chapter 14.08 RCW and other applicable statutes, the Port Commission is authorized to regulate and control the use of Port facilities at the Airport and to contract by concession agreement for the use of those facilities; and WHEREAS, the Port Commission has determined that is in the best interest of the public that uses the Airport to enter into this Agreement; NOW, THEREFORE, in consideration of their mutual promises, the parties hereby agree that Concessionaire’s activities at the Airport for the period stated in paragraph 1 below shall be governed by the following terms and conditions: 1. TERM. This Agreement shall become effective _______________, 2010, and shall continue for a term of five years, ending on ___________, 2015, unless sooner terminated pursuant to any provision of this Agreement. 2. WARRANTY OF ADEQUATE AUTHORITY TO PROVIDE SERVICE. Concessionaire covenants and warrants that it holds and will maintain any and all authority necessary from any other governmental body (federal, state and/or local) to fully and adequately provide the services covered by this Agreement. In the event this Agreement is terminated because: (a) Concessionaire is held to lack any such authority; (b) Concessionaire loses such authority; or (c) Concessionaire’s On-Demand Taxi services under this Agreement are interrupted or restricted, voluntarily or by action or threatened action of any governmental body or private entity, then Concessionaire shall hold harmless and indemnify the Port from any and all expenses, losses and damages the Port may incur, including but not limited to, any and all expenses associated with preparing and negotiating a new On-Demand Taxi agreement

17 and any and all loss of concession revenues to the Port for the balance of the term of this agreement. These obligations of Concessionaire shall survive any termination of this Agreement and shall be in addition to any and all other rights and remedies provided by law or this Agreement, including but not limited to, liquidated damages for Concessionaire’s failure to provide a minimum level of service as described in paragraph 4 below. 3. GRANT OF CONCESSION. A. The Port grants to Concessionaire the non-exclusive right to provide transportation services from the Airport by way of On-Demand Taxi services. [Concessionaire’s right to provide On-Demand Taxi services shall be in common, and shall be jointly provided, with _______________ (“the Other Concessionaires”).] Except as otherwise provided, the Port shall award no other concession agreements to other On- Demand Taxi services. However, nothing contained herein prevents the Port from permitting other Pre-arranged Taxi services from picking up passengers on the arrivals/departures levels or using the off-site holding areas when needed. In the event Concessionaire does not maintain the minimum service required herein or provide adequate service during inclement weather conditions, the Port may call in other taxi services to meet such minimum service. Such other taxi service may, during such time, use the areas reserved exclusively for Concessionaire by this Agreement. B. The Port also grants to Concessionaire the right to use those areas and loading zones designated in the attached Operating Instructions for its operations under this Agreement. [This right shall be in common with the Other Concessionaires.]The initial locations for said loading area, feeder lines and remote holding/staging lots shall be as shown on attached Exhibits A and B, respectively, and the Manager, Ground Transportation or designee (hereinafter “MGT”) in his/her discretion shall have the right from time to time to alter the number, reconfigure, or relocate any or all of the holding/loading zones or feeder lines including the remote holding lot on ten (10) days’ prior written notice to Concessionaire. C. Nothing in this Agreement prevents the Port from granting permission to other operators of vehicles rendering a different type of service the use of the Airport’s facilities. D. Nothing in this Agreement shall restrict in any way the Port’s rights to deny or control uses of the Drives and adjacent areas at the Airport Passenger Terminal Building. E. In the event that federal or state courts or regulatory agencies having judicial or administrative jurisdiction declare or deem the rights and privileges granted by this Agreement to Concessionaire to be invalid, unenforceable, or void, the Port may comply with any resulting judicial orders or administrative directive without being deemed in violation of this Agreement. Further, the Port may, in its discretion, award some or all of Concessionaire’s concession rights and privileges to additional taxi operators if the same appears necessary or advisable in order to comply with such judicial orders or administrative directives. In the event of such award by the Port, Concessionaire may at its option, upon not less than sixty (60) day’s prior written notice to the Port, terminate this Agreement with the Port and discontinue On-Demand taxi operations at the Airport. Except for the aforesaid option to terminate, the award

18 of concession rights and privileges to additional operators shall not entitle Concessionaire to any reduction of any fees due and payable hereunder or to any other modifications of this Agreement. F. This Agreement does not authorize Concessionaire to perform any services for the account of the Port; all services authorized by this Agreement are to be performed by Concessionaire for the account of itself[, the Other Concessionaires,] or of third parties. G. Concessionaire accepts the grant of concession and agrees to perform the services and obligations described in this Agreement, including the attached Operating Instructions. H. Concessionaire may at times of emergency be required to provide transportation services. In such cases, the Port shall use all reasonable efforts to provide as much notice as possible to Concessionaire under the circumstances. 4. MINIMUM SERVICE REQUIRED OF CONCESSIONAIRE; NUMBER OF VEHICLES REQUIRED. A. Concessionaire shall operate its vehicles for the public via the most immediate and safest route. Concessionaire shall, [together with the Other Concessionaires] as a minimum service requirement, provide enough On-Demand taxis on a daily basis to ensure that a passenger shall not wait more than five (5) minutes maximum for an On- Demand Taxi. Such On-Demand Taxis and drivers shall be available and ready for service to customers in accordance with the conditions described herein. The minimum service requirements may be changed, so as to provide additional service from time to time, by the MGT on fifteen (15) day’s prior written notice to Concessionaire based upon the MGT’s best judgment as to the public demand for On- Demand Taxi transportation and what is adequate to meet such demand. Concessionaire shall, in any event, at all times use its best efforts to render adequate service. The MGT has the discretion to determine what constitutes adequate service. B. The Port will issue permits for two hundred ten (210) total On-Demand Taxis at the Airport. [Specify number (__) of] these On-Demand Taxi permits will be issued to Concessionaire pursuant to this Agreement. [The remainder shall be issued to the Other Concessionaires.] The Port shall have the option to issue more permits if, in its sole discretion, additional On-Demand taxis are necessary to provide an acceptable level of customer service at the Airport. The Concessionaire may, at any time, petition the Port to issue permits for additional On-Demand Taxis in the event that the existing number of permitted On-Demand Taxis is not sufficient to adhere to the requirements of Section 4A. Any additional permit shall be subject to all of the requirements set forth in the attached operating instructions. C. [In the event that the Port awards this Concession to Concessionaire together with Other Concessionaires, Concessionaire and the Other Concessionaires shall – within forty five days of execution of this Agreement – organize themselves so as to provide a management structure, and single point of contact for the Port, related to the operation, management, and enforcement of this Concession. The form of

19 organization, management structure and point of contact shall all be subject to the reasonable approval of the Port.] D. The ground transportation information offices shall be staffed and operated solely by Port personnel. Hours of operation, business procedures and operational decisions shall be at the discretion of Port Management. E. Concessionaire agrees that it will affix Automatic Vehicle Identification (AVI) tags to its vehicles in a manner and location approved by the Port and to pay the sum of $100.00 per tag for any loss or damage that may occur to the tag(s). F. Concessionaire shall maintain monthly records setting forth the trips of all On-Demand Taxis from and to the Airport and shall make such records and/or summary reports available to the Port upon request. G. In the operation of the Concession, Concessionaire shall specifically use all reasonable efforts to minimize “deadheading” (i.e. passengerless return trips to the Airport to obtain additional, outbound fares). Concessionaire shall specifically achieve the reduction in deadheading set forth in the chart below. The failure to do shall constitute a material default of this Agreement. [Insert Chart Based on Response to RFP] 5. LIQUIDATED DAMAGES FOR FAILURE TO PROVIDE MINIMUM SERVICE REQUIRED BY CONCESSIONAIRE. The Port, as operator of the Airport, has a responsibility to provide adequate ground transportation services at the Airport. A failure to have adequate On-Demand Taxi service reflects adversely on the reputation of the Airport and the long range desirability and use of the Airport. The costs and damages which may be incurred by the Port and by members of the public as a result of inadequate service by Concessionaire on a particular day are difficult to estimate and prove after service is determined to be inadequate. The parties therefore agree to substitute an amount of liquidated damages as a measure of the costs and damages, direct and indirect, suffered by the Port for failure to meet a call for service within five (5) minutes from the feeder lines and loading zones. Concessionaire [and the Other Concessionaires, jointly and severally,] agree to pay to the Port Fifty Dollars ($50.00) each time the Concessionaires fail to meet such call within the required time limit; provided, however, that failure to meet such requirement may be excused if it is solely due to inclement weather that results in declaration of an airport emergency, acts of God, or extraordinary traffic conditions that were not foreseeable or could not be anticipated, and not due to the fault or negligence of Concessionaire; or where the service requirement is excused in writing by the MGT as being unnecessary for a period of time. 6. COMPLIANCE WITH LAWS. A. Concessionaire shall comply with all Federal, State, King County, City of Seattle and other local laws, ordinances and regulations, and all Port rules, regulations, and tariffs including without limitation, regulations and written and oral directions issued by the MGT and by representatives of the Federal Aviation Administration. The

20 Concessionaire recognizes that the Port has entered into certain FAA grant agreements for the purpose of accepting federal aid to airports and may, in the future, enter into other such agreements with public agencies. The Concessionaire agrees to abide by such agreements to the extent that they may affect Concessionaire. B. Concessionaire [and the Other Concessionaires] shall furnish, at its[/their] own expense, supervisors and such other management personnel as may be necessary for the efficient operation of the Concession activities pursuant to this Agreement. Concessionaire shall notify the Port’s Ground Transportation Office of the persons who are authorized to act as supervisors. C. Concessionaire’s drivers rendering services at the Airport shall conform to the dress standards specified in the attached Operating Instructions. Authorized drivers not adhering to the uniform dress code will not be allowed in feeder lines or holding areas and will be asked to leave the Airport’s premises without taking a fare. Failure to comply will result in the driver forfeiting the right to conduct business at the Airport until authorized driver is in compliance with the dress code as approved by Concessionaire and the Port. D. Concessionaire shall obtain, maintain and comply with all permits, franchises, licenses, certificates, insurance and authorizations necessary to operate ground transportation for passengers and patrons of the airlines provided for in this Agreement. 7. REVENUE TO THE PORT. Concessionaire shall pay to the Port, for the concession rights and privileges granted herein, the following: A. Minimum Annual Guarantee. Concessionaire shall pay the Port a minimum annual guarantee (the “Minimum Annual Guaranty”) equal to __________________. The Minimum Annual Guarantee amount shall be divided into equal monthly payments and shall be payable in advance, on or before the first day of each and every month during the term hereof, without notice from the Port and without setoff or deduction. B. Percentage Fees. Concessionaire shall also pay the Port a percentage fee (the “Percentage Fee”), to the extent the Percentage Fee is higher than the monthly payment of the Minimum Annual Guarantee paid to the Port equal to ______ percent (__%) of Concessionaire’s Gross Receipts from the Concession. On or before the fifteenth (15th) day of each month, Concessionaire shall submit to the Port a detailed statement showing the Gross Receipts generated from the Concession during the preceding month and shall simultaneously pay to the Port the Percentage Fee due for that preceding month less the monthly payment of Minimum Annual Guarantee already paid by the Concessionaire for that month. The reports shall show such reasonable detail and breakdown as may be required by the Port. In no event, however, shall the total annual Percentage Fee be less than the total per-trip fee that Concessionaire otherwise would pay the Port under a cost-recovery methodology. At the conclusion of each year of this Agreement, the Port will calculate the total number of outbound trips made by Concessionaire and multiply that number by the then-current per trip fee otherwise charged by the Port for ground transportation services at the Airport. In the event that the Concessionaire has not otherwise paid the amounts indicated by this

21 calculation, Concessionaire shall – within ten (10) days following invoice by the Port – pay such additional amounts as necessary to meet this minimum Percentage Fee amount. C. Gross Receipts. As used in this Agreement, the term “Gross Receipts” shall mean and refer to the aggregate gross amount of revenue derived from the Concession, whether cash, credit or in kind. No deduction shall be permitted for credit card discounts or thefts, and for uncollected or uncollectible credit or charge accounts. “Gross Receipts shall also include any promotional or advertising income received by or credited to Concessionaire on account of displays, promotions, advertising or other activities in connection with the Concession. Any deposit not refunded shall be included in Gross Receipts. “Gross Receipts” shall not include the following when properly recorded and accounted for: (i) refunds allowed by Concessionaire to customers because of unacceptable or unsatisfactory services to the extent such refund was actually granted and adjustment actually made and (ii) any discounts actually granted. D. Late Charges. Concessionaire hereby acknowledges that late payment by Concessionaire to the Port of the Minimum Annual Guaranty or Percentage Fees, or any other sums due hereunder will cause the Port to incur costs not otherwise contemplated by this Agreement. Accordingly, if any sum due from Concessionaire shall not be received by the Port within ten (10) days after such amount shall be due, then, without any requirement for notice to Concessionaire, Concessionaire shall pay the Port a late charge equal to five percent (5%) of such overdue amount. The parties agree that such late charge represents a fair and reasonable estimate of the costs the Port will incur by reason of late payment by Concessionaire. Acceptance of such late charge by the Port shall in no event constitute a waiver of Concessionaire’s default with respect to such overdue amount, nor prevent the Port from exercising any of the other rights and remedies granted hereunder. In addition to the late charges provided for in this Section, interest shall accrue on Minimum Annual Guaranty, Percentage Fees, or any other sums due hereunder, at the rate of eighteen percent (18%) per annum or the maximum rate provided by law, whichever is less, from the date due until paid. 8. RECORDS OF CONCESSIONAIRE. A. Concessionaire covenants and agrees that it will establish and maintain current and detailed records of all services provided under this Concession together with an accounting system (specifically including all books of account and records customarily used in the type of operation permitted by this Agreement) in full and complete accordance with generally accepted accounting principles and otherwise reasonably satisfactory to the Port for the determination of any Percentage Fees or other computations, or both, which may be necessary or essential in carrying out the terms of this Agreement. Concessionaire shall maintain its records relating to the operation permitted by this Agreement for a period of at least three (3) years after the end of each year of this Agreement (or until the close of any ongoing audit thereof being conducted by, or on behalf of, the Port); provided, however, that the Port may request that any such records be retained for a longer period of time, in which case Concessionaire, at its option, may deliver such records into the custody of the Port. B. A representative designated by the Port shall be allowed to inspect and audit

22 Concessionaire’s books of accounts and records with reference to the determination of any matters relevant to this Agreement at all reasonable times. The cost of such audit shall be borne by the Port unless the results of such audit reveal a discrepancy of more than two percent (2%) reported in accordance with Section 7.B. above for any twelve (12) month period. In the event of such discrepancy, the full cost of the audit shall be borne by the Concessionaire, and Concessionaire shall promptly pay all additional fees owing to the Port. C. In the event that Concessionaire’s books of accounts are not maintained in the Puget Sound region, they shall be made available for audit locally within five (5) business days of a request by the Port, or Concessionaire shall pay in full, any travel and related expenses of Port representative(s) to travel the location outside the Puget Sound region. In addition, The Port shall have the right to conduct a “surprise” audit not more frequently than twice every twenty four months, and, in the event that Concessionaire’s books and records are not maintained locally, Concessionaire shall further pay in full, any travel and related expenses of the Port representative(s) to travel the location outside the Puget Sound region for such “surprise” audit. 9. INSPECTION. Concessionaire shall make its vehicles available for inspection and review by representatives of the Port, King County, City of Seattle or any other regulatory body at any time while on Port property. On-Demand Taxis shall be inspected for cleanliness, proper equipment, good appearance, safe operating condition and violations of any laws, ordinances, the terms of this Agreement (including the Operating Instructions), or Port Rules and Regulations. Concessionaire’s employees shall be reviewed for cleanliness, good appearance, and violations of any laws, ordinances, the terms of this Agreement (including the Operating Instructions), or Port Rules and Regulations. 10. RATES AND FARES. In the event the rates for Concessionaire’s services are subject to the control of any governmental authority, Concessionaire will charge rates consistent with the authority’s regulations. If rates are not established and controlled by any governmental authority, the rates charged shall be reasonable and fair as determined by the Port. (See City Rule R- 6.310.320.I) 11. SECURITY. The Concessionaire has already delivered to the Port, as security for Concessionaire’s payment of any fees or fines and full performance of all other obligations hereunder, an amount of one quarter of the Minimum Annual Guarantee. This sum shall be refunded upon termination of this Agreement except to the extent any amounts are drawn upon by the Port to satisfy any obligation of Concessionaire which is overdue at the time of termination. If at any other time the Port draws upon the security to satisfy any obligations under the Agreement, Concessionaire shall restore the security to the full amount specified herein no later than thirty (30) days following the time the Port draws on said security. The Port may, following Concessionaire’s failure to restore the security deposit in the manner prescribed, suspend Concessionaire’s operations or declare Concessionaire to be in default and subject to

23 paragraph 17 herein. 12. INDEMNITY The Port, its Commissioners, officers, agents and employees (collectively, the “Port”), shall not be liable for any injury (including death) to any persons or for damage to any property sustained, or alleged to have been sustained, as a result of or in connection with any present or future conditions at the Airport and/or any occurrence whatsoever related in any way to Concessionaire’s activities. Concessionaire shall defend, indemnify, and save the Port harmless from all liability and expense (including attorney’s fees) in connection with all claims, suits, and actions, of every name, kind and description brought against the Port by any person or entity as a result of or on account of actual or alleged injuries (including death), or damages to any persons (including but not limited to all persons directly or indirectly employed by Concessionaire, its Concessionaires, subConcessionaires, or suppliers) entities and/or property received or sustained, or alleged to have been received or sustained, in connection with or as a result of any present or future conditions at the Airport and/or any of Concessionaire’s activities, whether or not caused by the Port’s negligence, except where such injuries, death, or damages are caused by the sole negligence of the Port. Concessionaire expressly agrees that its duty to defend and indemnify the Port includes negligent acts that are concurrent, contributory, or both, by the party resulting in said damage or injury. Concessionaire shall be liable to the Port for any loss, injury, or damage to the Port caused by Concessionaire or related to its activities, and promptly reimburses the Port when requested. 13. INSURANCE A. Prior to commencement of Agreement, Concessionaire shall procure and maintain one or more lines of insurance coverage to be kept in force for the life of this Agreement. Insurance shall be procured from insurance carriers with a current A.M. Best’s rating of no less than ”A Minus VI”. Concessionaire shall submit to the Port a Certificate of Insurance which shows that it has obtained the required coverage(s). Coverage shall not lapse or be terminated without the Concessionaire’s or Concessionaire’s insurance agent or broker written notification to the Port, no less than forty-five (45) days prior to any such lapse or termination. Concessionaire additionally agrees to notify the Port upon any material change of insurance coverage or reduction in limits. Concessionaire shall submit endorsements or other supporting insurance documents, including binders along with the Certificate of Insurance. Concessionaire shall provide evidence of insurance annually or upon request by the Port for the duration of the Agreement. B. Concessionaire shall procure and maintain insurance in the following minimum form and limits. The limits shall not be construed as to relieve the Concessionaire from liability in excess of the limits. The minimum limits indicated below do not indicate that the Port has assessed the risks that may be applicable to the Concessionaire under this Agreement. All deductibles or self-insurance retentions are the responsibility of the Concessionaire. Concessionaire may meet required insurance limits through a combination of primary and umbrella or excess insurance. Excess and coverage insurance must include the specific components of the underlying required coverage identified below. Any insurance the Port may carry will apply strictly on an excess basis over any applicable insurance the Concessionaire may carry. The Concessionaire shall provide to the Port, if requested, a copy of any insurance policy required under

24 this Agreement, including a copy of the policy declarations, binder, all endorsements, and any policy amendments. i. Commercial General Liability insurance on ISO Form CG 00 01 10 01 (or equivalent) for third party property damage, bodily injury, personal and advertising injury, and medical payments in an amount which is not less than $2,000,000 per occurrence and $2,000,000 annual aggregate. The insurance shall cover liability arising from premises, operations, independent Concessionaires, products completed operations, personal and advertising injury, and liability assumed under an insured contract. The Concessionaire’s insurance shall be primary and non-contributory with respect to any insurance the Port carries and apply separately to each insured. The Port shall be named as an additional insured for all work arising out of Concessionaires Work, including “on-going” and “completed operations” using ISO Endorsement Form CG 20 26 11 85 or an equivalent endorsement approved by the PORT. The policy shall not contain a deductible greater than $25,000 without prior approval of the Port. ii. Automobile Liability Insurance. Automobile insurance of not less than $1,000,000 per occurrence, combined single limit for bodily injury and property damage using ISO Form CA 00 01 (or equivalent Coverage shall extend to all owned, non-owned, hired, leased, rented, or borrowed vehicles. The policy shall not contain a deductible of greater than $25,000 without prior approval of the Port. iii. Employers Liability Insurance (Washington Stop Gap Liability). The Concessionaire shall provide Washington State Stop Gap employers’ liability insurance. This shall be in an amount of $ 1 million per accident and $1 million per disease using ISO CG 04 42 11 03 or equivalent. This coverage may be provided by endorsing the primary commercial general liability policy. C. Concessionaire is fully responsible for complying with the industrial insurance laws apply to this Agreement per the Revised Code of Washington, Title 51 Industrial Insurance for Concessionaire and its employees. Concessionaire shall submit a current employer liability certificate as issued by the Washington Department of Labor and Industries that shows the status of Concessionaire’s worker compensation account prior to commencing any portion of the Work. D. Other Insurance. The insurance required within this Agreement may not fully cover the Concessionaire for any indemnity obligations the Concessionaire may have to the Port or others. It is Concessionaire’s obligation to review the scope of this Agreement with Concessionaire’s insurance agent or broker to address coverage needs for Concessionaire. The Port reserves the right to modify and add insurance requirements if the scope of work changes during the course of this Agreement and/or if this Agreement is amended or extended beyond original agreed upon termination date. 14. TAXES. Concessionaire shall be liable for, and shall pay throughout the term of this agreement, all license fees and all taxes payable for, on account of, or related to its activities conducted at the Airport, City of Seattle or greater King County, whether imposed on Concessionaire or on the

25 Port. Concessionaire shall reimburse the Port for all such taxes paid or payable by the Port. With respect to any such taxes payable by the Port which are on or measured by the fees in this Agreement, Concessionaire shall pay to the Port with each fee payment an amount equal to the tax on, or measured by that particular payment. All other tax amounts for which the Port is or will be entitled to reimbursement from Concessionaire shall be payable by Concessionaire to the Port at least fifteen (15) days prior to the due dates of the respective tax amounts involved; provided, that Concessionaire shall be entitled to a minimum of ten (10) days’ written notice of the amounts payable by it. 15. DEFAULT. Time is of the essence of this Agreement, and in the event of the failure of Concessionaire to keep any of the covenants or agreements, the Port may elect to terminate this Agreement; provided however, that Concessionaire shall be given thirty (30) day’s notice in writing stating the nature of the default in order to permit such default to be remedied by Concessionaire within said thirty (30) day period. In addition to all other cancellation rights described herein, the Port shall have the right immediately, or upon notice to Concessionaire, at the Port’s discretion, to terminate this Agreement upon the happening of any of the following: A. The occurrence of any act which operates to deprive Concessionaire of the rights, powers, and authorization necessary in connection with the furnishing of ground transportation service at the Airport contemplated hereunder; B. Promulgation of a court order voiding this Agreement or requiring competitive procurement of the services herein required of Concessionaire C. The abandonment or discontinuance of the operation of ground transportation services by Concessionaire for any period of time. D. Failure to provide vehicles that meet Port fleet standards. 16. SIGNS. All signs or other advertising matter at the Airport proposed by Concessionaire in connection with Concessionaire’s activities shall require the prior written approval of the Port. 17. NONWAIVER. The Port’s acceptance of payments for any period or periods after default by Concessionaire hereunder shall not be deemed a waiver of such default unless the Port intends and so advises Concessionaire in writing. No waiver by the Port or any default by Concessionaire shall be construed to be or act as a waiver of any subsequent default by Concessionaire. 18. ATTORNEYS’ FEES. In the event either party is required to bring any action to enforce any of the provisions of this Agreement or to defend any action brought by the other party with respect to this Agreement, and in the further event that one party substantially prevails in such action, the losing party shall, in addition to all other payments required, pay all of the prevailing party’s actual costs in

26 connection with any such action, including such sums as the court or courts may adjudge reasonable as attorney’s fees in the trial court and in any appellate courts. In the event government attorneys provide services, such attorneys’ fees shall be computed on the basis of the fees of a private attorney of comparable experience. 19. ADVANCES BY PORT FOR CONCESSIONAIRE. If Concessionaire fails to do anything required to be done by it under the terms of this Agreement, except payment of fees, the Port may, at its sole option, do such act or thing on behalf of Concessionaire, and upon 30 days written notice to Concessionaire of the cost to the Port, Concessionaire shall promptly pay the Port the amount of that cost. 20. JOINT AND SEVERAL LIABILITY. Each and every person who signs this Agreement, other than in a representative capacity, as Concessionaire, shall be jointly and severally liable hereunder. The Port is not a partner or joint venturer with Concessionaire. 21. CAPTIONS. The captions in this Agreement are for convenience only and do not in any way limit or amplify the provisions of this Agreement. 22. INVALIDITY OF PARTICULAR PROVISIONS. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement or the application of such term or provision to person or circumstances other than those to which it is held invalid or unenforceable shall not be affected thereby and shall continue in full force and effect. 23. NO ASSIGNMENT. Concessionaire shall not assign or transfer this Agreement or any interest therein, nor shall this Agreement or any interest there under be assignable or transferable by operation of law or by any process or proceeding of any court, or otherwise without the advance written consent of the Port. 24. DISADVANTAGED BUSINESS ENTERPRISES. A. It is the policy of the Port to support participation of DBEs, as defined in 49 CFR, Part 23, in concession activities at the Airport. To the extent Concessionaire is required to operate the Concession as a DBE, Concessionaire agrees to submit to the Port, upon execution of this Agreement, certification from the State of Washington that Concessionaire is a certified DBE. At all times during the term of this Agreement, Concessionaire shall be and remain certified as a DBE in accordance with all applicable federal, state and local laws, rules and regulations and shall timely file any and all applications, together with all supporting documentation, necessary to maintain such certification. In the event that Concessionaire is certified as a DBE and that

27 certification is necessary to satisfy the requirements of this Section, prior to any change in ownership, control or organization of Concessionaire, Concessionaire shall (in addition to any requirements that may be imposed by Section 24) similarly obtain DBE certification for Concessionaire as so changed and provide the Port with proof of the same. If Concessionaire shall at any time cease to be so certified, the Port may, at its sole option, terminate this Agreement on not less than ninety (90) days advance written notice to Concessionaire. B. It is the policy of the Port to ensure that Disadvantaged Business Enterprises (DBEs) as defined in the Department of Transportation (DOT), 49 CFR Part 23, and other small businesses have an equal opportunity to receive and participate in DOT-assisted contracts. The Port encourages Concessionaire to make every reasonable effort to maximize the contracting opportunities for DBEs and other small businesses in the operation of the concession at this Airport. C. Concessionaire shall submit quarterly DBE participation reports to the Port starting on the first day of the second month after the commencement of this Agreement. Concessionaire shall submit such reports as may be required by the Port, for the purpose of demonstrating compliance with 49 CFR Part 23. 25. NONDISCRIMINATION. A. Concessionaire for itself, its heirs, personal representatives, successors in interest, and assigns, as part of the consideration hereof, does hereby covenant and agree that in the event facilities are constructed, maintained, or otherwise operated on the Airport for a purpose for which a DOT program or activity is extended or for another purpose involving the provision of similar services or benefits, Concessionaire shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said Regulation may be amended. B. Concessionaire for itself, its personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree: (a) that no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (b) that in the construction of any improvements on, over, or under such land and the furnishing of services thereon, no person on the grounds of race, color, or national origin shall be excluded from participation in, denied benefits of, or otherwise be subjected to discrimination, (c) that Concessionaire shall use any premises provided in compliance with all other requirements imposed by or pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said Regulations may be amended. C. Concessionaire assures that it will comply with pertinent statutes, Executive Orders and such rules as are promulgated to assure that no person shall, on the grounds of race, creed, color, national origin, sex, age, or handicap be excluded from participating in any activity conducted with or benefiting from Federal assistance. This Provision obligates Concessionaire or its transferee for the period during which Federal

28 assistance is extended to the airport program, except where Federal assistance is to provide, or is in the form of personal property or real property or interest therein or structures or improvements thereon. In these cases, the Provision obligates Concessionaire or any transferee for the longer of the following periods: (a) the period during which the property is used by the Port or any transferee for a purpose for which Federal assistance is extended, or for another purpose involving the provision of similar services or benefits; or (b) the period during which the Port or any transferee retains ownership or possession of the property. In the case of contractors, this Provision binds the contractors from the bid solicitation period through the completion of the contract. D. In addition, Concessionaire agrees that, whether or not this Agreement is conducted with, or benefits from, Federal assistance, it shall in all matters pertaining to the performance of this Agreement conduct its business in a manner which assures fair, equal and nondiscriminatory treatment of all persons without respect to race, sex, age, color, creed, sexual preference, marital status, national origin, or the presence of any sensory, mental or physical handicap. E. Concessionaire will maintain open hiring and employment practices and will welcome applications for employment in all positions from all qualified individuals. F. It is the policy of the Department of Transportation that disadvantaged business enterprises as defined in the Airport and Airway Improvement Act, as amended, and as implemented by Federal regulations shall have the maximum opportunity to participate in the performance of services as defined in 49 CFR 23.5. Consequently, this Agreement is subject to 49 CFR Part 23 as applicable. G. Concessionaire will, at the timely request of the Port, provide any information needed in preparation of necessary reports, forms, documents, and other data relative to equal employment. H. Concessionaire hereby assures that it will include the above clauses in any subcontract(s) approved by the Port and cause subcontractor(s) to similarly include clauses in further subcontracts. I. It is agreed that Concessionaire's noncompliance with the provisions of this clause shall constitute a material breach of this Agreement. In the event of noncompliance with this section, the Port may take appropriate action to enforce compliance, may terminate this Agreement, or may pursue such other remedies as may be available. 26. NON-DISCRIMINATION - EMPLOYMENT. A. Concessionaire covenants and agrees that in all matters pertaining to the performance of this Agreement, Concessionaire shall at all times conduct its business in a manner which assures fair, equal and nondiscriminatory treatment of all persons without respect to race, sex, age, color, creed, sexual preference, physical disability, or national origin and, in particular: B. Concessionaire will maintain open hiring and employment practices and will welcome

29 applications for employment in all positions from qualified individuals who are members of racial or other minorities, and C. Concessionaire will comply strictly with all requirements of applicable federal, state and local laws or regulations issued relating to the establishment of nondiscriminatory requirements in hiring and employment practices and assuring the services of all patrons or customers without discrimination as to any person's race, sex, age, color, creed, physical disability, or national origin. D. Taxi Cab Vehicle lease procedures, as they apply to the owner and driver relationship, shall be strictly adhered to per the City of Seattle Rules. (See City Rule R-6.310.315) 27. NOTICES AND PAYMENTS. All notices and payments hereunder may be delivered or mailed. If mailed, they shall be sent to the following respective addresses: To Port: Manager, Ground Transportation Port of Seattle Sea-Tac International Airport P. O. Box 68727 Seattle, WA 98168-0727 To Concessionaire: _____________ _____________ _____________ or to such other respective addresses as either party hereto may from time to time designate in writing. Notices and payments sent by first class, certified or registered mail shall be deemed to have been given when actually received, or three days after proper mailing, whichever occurs first. The postmark affixed by the United States Postal Service shall be conclusive evidence of the date of mailing. 28. PORT’S RIGHT TO REPAIR SEA-TAC FACILITIES. A. Any portion of this Agreement to the contrary notwithstanding, the Port shall have the absolute right to make any repairs, alterations and additions to the Airport terminal buildings or any other the Airport facilities, free from any and all liability to Concessionaire herein, for loss of business or damage of any nature whatsoever sustained by Concessionaire during the making of such repairs, alterations and additions. The Port will directly bill the Concessionaire for any repairs that are due to the negligence of the Concessionaire. B. Port shall provide janitorial services for any facility at the Airport designated by the Port for use by Concessionaire. Such service shall be provided at least one time in each twenty-four hour period. Concessionaire shall be responsible for keeping the facilities clean at all other times.

30 29. RIGHT TO DEVELOP AIRPORT. The Port reserves the right to further develop or improve the Airport and all landing areas, taxiways, terminal areas, and Landside areas and facilities. Lots and feeder line locations, and any other part of the Ground Transportation operations at the Airport may be altered or relocated at the discretion of the Port. BOTH THE PORT AND CONCESSIONAIRES ACKNOWLEDGE THAT DURING THE TERM OF THIS AGREEMENT THERE WILL BE SIGNIFICANT CONSTRUCTION ACTIVITY AT THE AIRPORT, WHICH MAY REQUIRE ALTERATION OR RELOCATION OF FACILITIES AFFECTING CONCESSIONAIRE. 30. GOVERNING LAW. The laws of the State of Washingon and, as they relate to the operation of taxicabs, the laws of the City of Seattle and King County shall govern this agreement. Venue for any Action between the Port and the Concessionaire arising out of or in connection with this Agreement shall be in King County. 31. CONTINUATION OF SERVICE. A. If the Concessionaire shall, with the written request or consent of the MGT, continue to render services after the expiration or sooner termination of the term of this concession, the resulting concession shall, unless otherwise mutually agreed, be for an indefinite period of time on a month-to-month basis. During such month-to-month concession, the Concessionaire shall be bound by all of the existing provisions of this Agreement insofar as they may be pertinent, subject to any conditions imposed by the terms of the Port’s written request or consent. If the Concessionaire does not continue services after the expiration of the term of this Agreement, Concessionaire shall promptly remove all personal property installed by it from the Airport. If the parties do not execute a new agreement prior to the expiration of this Agreement, this Agreement shall remain in full force and effect on a month-to-month basis. B. In the event of the termination of this Agreement and/or the failure of the Port to enter into a renewal or extension of this Agreement with Concessionaire upon the expiration of its term, Concessionaire agrees not to interfere with, and to use its best efforts to cooperate in, the smooth transition and transfer of the performance of such On-demand taxi services to any new or replacement concessionaire or operator. Concessionaire agrees to provide its existing level of On-Demand Taxi service until any new company is in place, so that no break in On-Demand Taxi service occurs. 32. ENTIRE AGREEMENT--AMENDMENT. This constitutes the entire agreement between the Port and Concessionaire, superseding all prior negotiations and documents. There are no terms, obligations, covenants or conditions other than those contained in this Agreement and attachments and such rights as may arise from the attached exhibits. No modifications or amendments of either this Agreement or attached exhibits will be binding unless evidenced by a document subsequent to the date of this Agreement signed by authorized representatives of every party to the particular

31 instrument. The attached Operating Instructions may be amended at the Port’s option upon ten (10) day’s written notice to Concessionaire, or as otherwise provided therein. IN WITNESS WHEREOF, the parties hereto have signed this Agreement as of the day and year first above written. PORT OF SEATTLE A Municipal Corporation By: __________________________________ By: _______________________________ Printed Name: _________________________ Printed Name: _______________________ Manager, Ground Transportation ___________________________________ (check on signature authority!)

32 STATE OF WASHINGTON) ) ss. COUNTY OF KING ) ON THIS ____________day of __________________________, 2009, before me personally appeared _________________________________________________, to me known to be the ____________________________________________________________, of the PORT OF SEATTLE, a municipal corporation, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that (he/she was) (they were) authorized to execute said instrument. WITNESS my hand and official seal hereto the day and year in this certificate first above written. Notary Public in and for the State of Washington, residing at _______________________________. My Commission expires: _________________. STATE OF WASHINGTON) ) ss. COUNTY OF KING ) ON THIS day of , 2009, before me personally appeared _________________________________________________, to me known to be the __________________________ President and the ______________________ Secretary, respectively, of _________________________________, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that they were authorized to execute said instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. Notary Public in and for the State of Washington, residing at _______________________________. My Commission expires: _________________.

33 EXHIBIT 3 ON-DEMAND OPERATING INSTRUCTIONS BETWEEN PORT OF SEATTLE AND The following Operating Instructions apply to ______________________ (“Concessionaire(s)”) and its employees when operating at Seattle-Tacoma International Airport ("the Airport"), which is owned and operated by the Port of Seattle (the “Port”). The Port Representative shall be the Manager of Ground Transportation (MGT) or designee. For purposes of these Operating Instructions, Concessionaire(s) shall also include any employees, supervisors, managers, taxi owners and drivers. Concessionaire(s) is granted a vehicle permit allowing Concessionaire(s) to operate vehicles to pick- up and deliver passengers at the Airport in accordance with these Operating Instructions, applicable Port tariffs, Port Rules and Regulations, and Port Procedures and Directives pertaining to operation of vehicles; City of Seattle, King County or other applicable regulatory agency statutes, ordinances, and regulations and any or all amendments to the foregoing. Current applicable Port Rules and Regulations, Port Procedures and Directives, and Port Tariffs may be obtained by Concessionaire(s) from the Port’s Ground Transportation Office located at the Airport. The following Operating Instructions apply to Concessionaire(s) when operating at the Airport. As used in these Operating Instructions, the term "Driver" shall mean any On-Demand taxi driver who is the owner or leasor of the Concessionaire and has a fully-licensed taxi. "Taxi" shall mean any fully- licensed On-Demand Taxi that is associated and authorized with the Concessionaire(s). 1. AREAS OF OPERATION. See Exhibits A and B. 2. PERMITS AND LEASE. A. On-Demand Taxi service is defined as transportation service in a taxi cab that is available and waiting at the Airport to be called to specific Port designated areas by passengers as they depart from the terminal. B. The On-Demand Taxi permit ("Permit") allows driver access to and from the Airport to provide taxi passenger pick-up on an on-demand basis at the Airport. The permits are solely associated with the privilege to operate at Seattle-Tacoma International Airport and shall not be transferred outside of the operation upon termination of the agreement. C. A minimum of two hundred and ten (210) taxi permits will be issued. Permits must be displayed while operating at the Airport. Permits are valid for one year and must be renewed each year. Owner shall sign a Permit Receipt (Exhibit C) and agrees to surrender the permit upon breach of the operating instructions, expiration of such permit or at the termination of this agreement. D. The permit shall not be transferable to any other vehicle.

34 E. Driver may request that MGT transfer a permit to a replacement vehicle or onto a replacement windshield. F. The original permit must be returned to Ground Transportation Office before another permit will be issued. The Ground Transportation Office must be notified of any vehicle replacements within five (5) business days of the change. G. Driver shall sign a permit receipt for each permit issued during the term of the operating agreement. Each such permit must be surrendered by driver on demand of MGT. Please see Exhibit C for a copy of the permit receipt. H. A charge of $10.00 a day will be assessed for temporary permits. Temporary permits are available for substitute vehicles and can be obtained in the Ground Transportation Office. Said permits shall be effective for a term as indicated by MGT. The temporary permit is to be returned to MGT before the original permit-assigned vehicle shall be returned to operation at the Airport. A charge of thirty dollars ($30) will be assessed for a temporary permit that is not returned upon its expiration. I. Concessionaire(s) shall provide to MGT a current written list of the names and numbers of each Driver authorized to operate the taxi(s) in the form attached hereto as Exhibit D. Each Driver shall comply with and be bound by these Operating Instructions. J. The total number of vehicles shall not go below two hundred and ten (210). Concessionaire(s) may deactivate any of its vehicles by giving MGT written notice of intent to deactivate. An on-demand taxi may not remain deactivated for more than sixty (60) calendar days without prior written consent of MGT. K. Owners, it’s Taxis and authorized drivers shall at all times comply with and be bound by all applicable federal, state and local laws, ordinances (including but not limited to King County ordinances) and regulations (including but not limited to Port of Seattle Schedules of Rules and Regulations and Tariffs) and any amendments foregoing. 3. PROCEDURES FOR PICKING UP PASSENGERS. A. The Concessionaire(s) activities at the Airport, including but not limited to, loading/unloading passengers and baggage, will be conducted within designated areas only. B. Ground Transportation Plaza, 3rd Floor- Parking Garage & 160th Street Taxi Holding Lot i) On-demand taxi staging is available in the 3rd Floor Staging Area at the north end of the floor. Concessionaire’s vehicles, when at the Airport, shall only wait within the designated holding areas approved by MGT. ii) MGT has established two On-Demand taxi pick-up areas and two holding/staging areas. The two pick-up areas are provided in the north and south ends of the 3 rd floor of the parking garage. Both areas are curbside. The holding/feeder areas are

35 located at the north end of the 3 rd floor of the parking garage and off-site at 160 th Street. iii) The On-Demand Taxi services must be covered 24 hours a day. C. Arrivals/Departure Drives i) Taxi operations will be on the 3rd floor of the parking garage, however, at times in which a special accommodation is required for a passenger a taxi may, with the approval of the Ground Transportation office, pick up on the arrivals/departures level. ii) Passengers shall not have the right to select any taxi available. D. MGT will designate and identify feeder lines, holding lot areas, load/unload areas/zones and reserves the right to change, designate, locate or abolish these areas at any time. 4. UNATTENDED TAXIS C. While stationed in the feeder line, drivers must notify the Ground Transportation Office if he/she becomes necessary to leave his/her post. D. On-Demand Taxis left unattended for more than ten (10) minutes may be moved to a holding lot at Concessionaire's expense. E. Drivers are not to loiter or solicit inside the terminal baggage claim areas or around the Ground Transportation Office. 5. USE OF AIRPORT PREMISES. A. Concessionaire(s), and Authorized Drivers of Taxis may use the remote holding lot, feeder lines, taxi areas and airport drives only at the times and for the purposes set forth in this agreement. B. No personal or other business (other than in connection with this Agreement and/or these Operating Instructions) shall be conducted in these areas. No persons other than Concessionaire(s) or its Drivers shall be permitted in the above mentioned areas except as provided in this Agreement and/or these Operating Instructions. C. Parking for business related activities of the Concessionaire(s) will be conducted at on off-site lot. Employees working in the remote lot will be monitored by Concessionaire(s). D. Vehicles shall not restrict, block, or impede the movement of any vehicular or pedestrian traffic at the Airport. E. Overflow holding will be coordinated with MGT. Designated loading areas/zones, holding areas and feeder line are to be used for On-Demand Taxi activity only.

36 F. Sharing of a taxi by passengers not traveling to the same destination is not allowed, unless the airport is operating under an elevated operational or security level. Serious weather situations may be applicable. G. Taxis shall not wait or park at the curbside on the drives unless the driver is actively loading/unloading passengers. H. Other than taxi drivers engaged in loading/unloading of passengers and a taxi coordinator position, Concessionaire’s employees shall not be on the Airport’s drives unless authorized by MGT. I. Drivers shall not be able to transport passengers who have solicited or requested their service while they are loading other passengers. J. Drivers shall not solicit or engage in any activities at the Airport intended to persuade members of the public to utilize Concessionaire(s) vehicles and/or services except as specifically approved by MGT. Drivers shall not wave down passengers or loiter in walkways. Drivers shall remain in close proximity to their vehicles and stand in a professional and orderly manner. 6. EQUIPMENT OF CONCESSIONAIRE(S) AND INSPECTION. A. "Taxi" means a category of for hire vehicle approved to operate within an association. B. It is the Port’s intent that the fleet of taxis operating at Sea-Tac Airport be industry leaders. All vehicles operated or offered for public service at the Airport pursuant to this Agreement shall be in good operating order, free from mechanical defects, and in clean, neat, safe, washed and waxed regularly, and attractive condition both inside and outside. Such vehicles will have proper seating luggage capacity and other amenities necessary for passenger comfort and convenience. Any minor repairs must be fixed within the time frame displayed in Exhibit F. (See City Rule R-6.310.320.G) C. Vehicles under this Concession Agreement shall be made available for inspection and review by MGT or King County/City of Seattle Inspector at any time while on Port property. Vehicles shall be inspected for cleanliness, proper equipment, good appearance, safe operating condition, urethane paint, and violations of any laws, ordinances or Port Rules and Regulations or City of Seattle Vehicle Rules (See City Rule R-6.310.320.G) D. Concessionaire(s) shall act to ensure that its members operate a fleet of vehicles that minimize air emissions and institute operational practices that help protect impacts to the natural environment. Concessionaire(s) shall also institute practices that promote the efficient movement of people to and from Sea-Tac Airport. i) By September 1, 2010, Concessionaire(s) shall ensure that at least fifty percent (50%) of its vehicle fleet utilizes alternative fuels, as defined by the U.S. Energy Policy Act, or is designated by the United States Environmental Protection Agency as having an highway rating of 45 mpg or greater. Evidence of minimum mpg, or alternative fuel status will be submitted electronically to theMGT every September 1 st . Concessionaire(s) will provide vehicle registrations or other documentation as approved by the MGT as verification of

37 compliance. The Department of Energy considers the following vehicle fuels as alternatives to petroleum: Biodiesel, Electricity, Ethanol, Hydrogen, Methanol, Natural Gas, and Propane. For more information about alternative vehicle fuels, consult http://www.afdc.energy.gov/afdc/fuels/index.html ii) By September 1, 2011, Concessionaire(s) shall ensure that one hundred percent (100%) of its vehicle fleet utilizes alternative fuels, as defined by the U.S. Energy Policy Act, or is designated by the United States Environmental Protection Agency as having an highway rating of 45 mpg or greater. Evidence of minimum mpg, or alternative fuel status will be submitted electronically to the MGT every September 1 st . Concessionaire(s) will provide vehicle registrations or other documentation as approved by the MGT as verification of compliance. iii) By September 1, 2010, Concessionaire(s) shall develop, implement, and submit to the MGT a fleet-wide anti-idling policy. The Concessionaire(s) anti-idling policy shall include the requirement that vehicle engines shall be turned off when vehicles are not occupied. The Airport encourages the Concessionaire(s) to evaluate opportunities to procure and install anti- idling equipment. iv) The Airport encourages Concessionaire(s) participation in the Evergreen Fleet Initiative (www.evergreenfleets.org). Evergreen Fleets is a collaborative effort between local fleet managers, the Puget Sound Clean Air Agency and the Puget Sound Clean Cities Coalition to help develop innovative fleet standards for the betterment of our environment. v) Concessionaire(s) shall coordinate a semi-annual meeting with Airport environmental staff to discuss achievements and obstacles pertaining to improving the efficient and effective movement of people to and from Sea-Tac Airport via taxi service. In conjunction with the semi-annual meetings, Concessionaire(s) will provide information regarding non-revenue mileage and its course of action to reduce non-revenue vehicle trips. vi) By March 1st of each year of this contract, Concessionaire(s) shall electronically submit to the MGT information regarding greenhouse gas emissions associated with taxi operations from the previous calendar year. Data shall include, at a minimum, carbon dioxide (CO2) emissions from vehicle fuel consumption and energy used for office and taxi business. Data can be provided in tons of CO2 emitted, or raw fuel and energy use. vii) In the event that Concessionaire(s) fails to comply with the requirements set forth in this Paragraph, the Port specifically reserves the right to issue a notice of default under, and terminate, this Agreement. E. Vehicles shall be at least a four door full-size and shall not be older than six years, commencing on the date of this agreement, with the following exceptions: (i) Concessionaire(s) agrees that at all times during the term of this Concession Agreement, no vehicle shall be of a model more than six year prior to the current calendar year. For example, 2004 model year vehicles will be permitted in 2010, but not 2011.

38 (ii) To encourage Concessionaire(s)’ members to provide larger vehicles for special needs patrons of the airport, the Port shall allow taxis that are vans or minivans with appropriate features to support wheelchairs to operate for an additional one year period, but shall not exceed seven years of age. (iii) Concessionaire(s) will provide a total of 3 ADA accessible vans or minivans for every 70 vehicles within the fleet. F. Drivers shall comply promptly with instructions regarding vehicle use from MGT. G. Drivers shall be reviewed for cleanliness, good appearance, and violations of King County, City of Seattle laws, ordinances or Port Rules and Regulations. H. Digital Security Cameras must be installed in all taxis per City of Seattle rules. (See City Rule R-6.310.320.S) I. Silent alarms must be installed and monitored for each taxi per City of Seattle rules (See City Rule R-6.310.320.T) J. An On-Demand Taxi may be pulled out of line to be washed while in the remote holding lot and returned to its original place in line as long as the On-Demand Taxi immediately preceding it when it was taken out of line to be washed has not been dispatched, in which case, the On-Demand Taxi being washed must go to the end of the line in the remote holding lot. K. No On-Demand Taxi shall display bumper stickers or unnecessary markings. Concessionaire(s) logo and phone number is permitted and must have “Airport Taxi” markings with MGT approval. L. All taxis shall be repaired within the times described on attached Exhibit F. M. Minor vehicle body damage or appearance defects shall be repaired within a time frame set by MGT to repair such damage. N. There will be no repairs made to taxis on Port property. O. Vehicle mileage should not exceed 100,000 miles unless the vehicle satisfactorily passes a vehicle condition safety inspection at 100,000 miles and then every additional 25,000 miles. The safety inspection must be performed by a King County/City of Seattle approved certified manufacturer's auto mechanic at a specified location, and a garage that has an Automotive Certificate of Excellence covering the items more fully described in Exhibit E. Drivers will adhere to any safety inspection calendar required by King County/City of Seattle Inspectors. P. Concessionaire(s) vehicles shall have the necessary equipment (such as winter tires or chains) to operate safely in snow and inclement weather conditions. Q. Concessionaire(s) shall furnish, at their expense, identification badges for all its drivers and owners to display on the exterior of the uniform, above the waist. The badges shall include a photo of the driver/owner, full name and taxi vehicle number.

39 7. CONDUCT OF DRIVER. A. Only Drivers registered and on file in the Ground Transportation Office may transport passengers at the Airport (see Exhibit D). Drivers must be successful recipients of the King County/City of Seattle For Hire Licensing Program. Please see City Rules: For-hire Driver Licensing and Requirements 6.310.400. For-hire driver's license application. 6.310.405. Criminal background check. 6.310.410. For-hire driver physician's certification. 6.310.415. For-hire driver training program. 6.310.420. For-hire driver written and oral examination. 6.310.425. For-hire driver temporary permit. 6.310.430. For-hire driver– Standards for license denial. 6.310.440. For-hire driver license expiration and renewal. 6.310.450. For-hire driver operating standards. 6.310.455. For-hire driver conduct standards. 6.310.460. For-hire driver taxicab meter/rates standards. 6.310.465. For-hire driver– Passenger relations standards. 6.310.470. For-hire driver soliciting and cruising standards. 6.310.475. For-hire driver taxi zone standards. 6.310.480. For-hire driver– Wearing costume. B. Drivers shall, at all times when on duty, be in proper uniform, be neatly and cleanly dressed, conduct themselves in an exemplary manner, be courteous and polite to the public and all Airport employees, and not engage in any questionable, obnoxious or offensive conduct. In addition to providing exemplary service to the traveling public, drivers shall also treat other airport employees and ground transportation operators with the same courteous and polite behavior. C. Driver shall discharge its duties in an efficient manner in order to maintain a high standard of service to the public. Driver's performance will be judged by MGT. D. MGT may, in addition to any other remedies described in the Agreement, request require that particular Drivers be removed from activities at the Airport if said Drivers are involved in more than three (3) violations during their tenure at the airport. Should gross misconduct occur, MGT may require removal without 3 previous violations. E. Drivers are not to drive the taxi for longer than ten (10) hours in any twenty-four (24) hour period. 8. ENFORCEMENT PROCEDURES. A. Violations may result in a monetary fine against driver and/or a suspension of the vehicle or its driver (see Exhibit G). B. Port personnel who observe a violation or investigate a reported violation shall issue violations of operating instructions. C. MGT may impose a fine or a temporary suspension of a driver and/or vehicle. The company will remain liable for all violations incurred by its drivers and vehicles.

40 D. The schedule of monetary fines shall be published in the Port's tariff, and drivers shall comply with such schedule. Until such tariff is published, a one hundred dollar and fifty ($150.00) monetary fine for each violation shall be in force. If fine is not paid within ten (10) business days, vehicle permit or all company permits will be revoked. E. If MGT chooses to suspend a driver of a vehicle, such suspensions will be carried out pursuant to the following procedures: Two violation notices 1 day suspension Three violation notices 2 - 7 day suspension Four violation notices 8 - 90 days suspension Five violation notices 91 - 365 days suspension Violation compilations for purposes of suspensions shall be for a rolling 12-month period starting at the agreement commencement date. F. Driver has the right to appeal any fine assessed by MGT or any suspension of two days or longer. G. Following mailing of the notice and fine or suspension by MGT to driver, driver shall have ten (10) business days to deliver to MGT a notice of appeal of the fine or suspension. H. A hearing will be held before a panel comprising of MGT, or designee, and other Port Management staff, or their respective designees. The driver will be allowed to present evidence or testimony to counter the facts upon which the fine(s) or suspension is based. Following the hearing, the panel will issue a written notice. I. If the panel decides to uphold the fine, driver shall pay the fine within four (4) business days following mailing of the panel's decision, or begin the suspension pursuant to the direction of MGT. J. This provision is not intended to limit or bar any other remedies available to MGT under this agreement. K. If driver does not appeal within the ten (10) business day period, the driver shall pay the fine within the following four (4) business day period or begin the suspension pursuant to the direction of MGT. L. Failure to pay or comply within the time periods prescribed above shall constitute an additional violation and be subject to the provisions herein. M. Failure to correct mechanical defects within prescribed time frame will result in monetary fines of $100.00 per day, until the repairs are completed and verified by MGT. MGT may order that the on-demand taxi and/or driver leave the Airport immediately. In order for the on-demand taxi to return to the Airport, the condition must be corrected and the vehicle is re-inspected and approved by MGT or King County/City of Seattle Inspector.

41 N. If, upon inspection, it is determined that the condition of any on-demand taxi or driver needs correction, the Concessionaire(s) or driver may be issued a written notice, specifying the conditions to be remedied, and the time within which they must be remedied. 9. GROUND TRANSPORTATION OFFICE. A. Driver shall not utilize any Ground Transportation Office personnel for any purposes involving driver's business other than dispensing general information to the public on this service. B. No Concessionaire(s) or authorized driver is allowed at the Ground Transportation Offices at any time except to conduct ground transportation business. Concessionaire(s) and authorized drivers shall not loiter around the Ground Transportation Offices. 10. NO SOLICITATION. The Concessionaire(s) shall not solicit or engage in any activities at the Airport intended to persuade members of the public to utilize Concessionaire(s) vehicles and/or services except as specifically approved by MGT. 11. AMENDMENT The terms and conditions of these Operating Instructions may be amended by MGT upon thirty (30) day's prior notice to the Concessionaire(s). Emergency instructions may be issued by MGT and shall take effect immediately.

42 EXHIBIT A MAP OF OPERATING AREA

43 EXHIBIT B SERVICE AREAS Aberdeen Enumclaw Madigan Pullman Tulalip Algona Everett (Downtown) Madison Park Purdy Tumwater Anacortes Everett (North) Madrona Puyallup Twin Lakes Arboretum U.W. Everett (South) Magnolia Puy. South Hill U. District Arlington Evergreen St. Coll. Maple Valley Queen Anne Univ. Place (Tac) Auburn Fairwood Maplewood Ravenna U.P.S. Aurora Village Fall City Marysville Redmond (Downtown) Vanc. BC Airport Ballard Fauntleroy Ferry McChord Redmond (North) Vanc. BC (Downtown) Bainbridge Federal Way Medina Redmond (South) Vancouver, WA Bangor Ferndale Mercer Island Renton View Ridge Belfair Fife Microsoft Campus Richmond Highland Walla Walla Bellevue Fircrest Mill Creek Richmond Beach Wallingford Bellevue (Downtown) Fort Lewis Milton Sahalee Wenatchee Bell. Cross Road Fox Island Monroe Salish Lodge West Seattle Bell. Eastgate Fremont Montlake Saltwater Park Windermere Bellingham Gig Harbor Mountlake Terrace Sandpoint Woodinville Bitter Lake Gorst Mt. Rainier Sammamish Woodland Park Black Diamond Graham Mt. Vernon Sammamish Pl. Yakima Blaine Green Lake Muckelshoot Casino Seattle (Downtown) Yelm Blue Ridge Greenwood Mukilteo Seattle (North) Bonney Lake Hoquiam Naval Air Station Seattle Pac. Univ. Bothell Index New Castle Seattle Univ. Brier Inglewood Newport Hills Sequim Bridal Trails Issaquah North Beach Seward Park Bremerton Issaquah (Downtown) North Bend Shelton Brown's Pt. Tac. Issaquah Plateau Northgate Shilshole Bay Buckley Juanita Oak Harbor Shoreline Burlington Kenmore Olympia Silverdale Capital Hill Kent Orting Snohomish Carnation Kirkland P.L.U. Snoqualmie City Centralia Klahanie Pug. Snd. Nav. Stn. Snoqualmie Pass Chehalis Lacey Pacific South Bend Clyde Hill Lake Chelan Paine Field Spanaway Coal Creek Lake City Parkland Space Needle Cougar Mountain Lake Forest Park Pasco Spokane Covington Lake Stevens Point Defiance Zoo Stanwood Crystal Mountain Lake Tapps Port Angeles Steilacoom Dash Point Lake Union Port Ludlow Somerset Discovery Bay Lake View Port Orchard Summet (4 Cnrs) Dupont Lakewood Port Townsend Sumner Duvall Laurelhurst Portage Bay Tacoma (Downtown) Edmonds Leshi Portland Tacoma Edmonds (North) Longview Poulsbo Tiger Mountain Emerald Downs Lynnwood Preston Totem Lake

44 EXHIBIT C PERMIT RECEIPT POS PERMIT #: ________________________________________________ CONCESSIONAIRE _______________________________________________ MAILING ADDRESS: ________________________________________________ ________________________________________________ PHONE #: ________________________________________________ FAX #: ________________________________________________ KING COUNTY LICENSE #: ________________________________________________ CITY OF SEATTLE LIC #: ________________________________________________ VEHICLE LICENSE #: ________________________________________________ YEAR: ________________________________________________ MAKE AND MODEL: ________________________________________________ INITIAL ISSUE REPLACEMENT RENEWAL OWNER CHANGE NAME CHANGE PAID (cash/check) DATE: _________________________________________ INSURANCE EXPIRATION DATE: ______________________________________________ SIGNATURES: _______________________________________________ CONCESSIONAIRE _______________________________________________ PORT REPRESENTATIVE

45 EXHIBIT D AUTHORIZED DRIVER(S) LIST CONCESSIONAIRE: ________________________________________________ DRIVER NAME ______________________________________________________________ CELL PHONE NUMBER_______________________________________________ NUMBER _____________________ EXPIRATION DATE __________________ DRIVER NAME ______________________________________________________________ CELL PHONE NUMBER_______________________________________________ NUMBER _____________________ EXPIRATION DATE __________________ DRIVER NAME ______________________________________________________________ CELL PHONE NUMBER_______________________________________________ NUMBER _____________________ EXPIRATION DATE __________________ DRIVER NAME ______________________________________________________________ CELL PHONE NUMBER________________________________________________ NUMBER _____________________ EXPIRATION DATE __________________ Please use additional forms if necessary.

46 EXHIBIT E VEHICLE CONDITION CHECKLIST DATE: ________________________________________________ CONCESSIONAIRE: _______________________________________________ VIN #: ________________________________________________ VEHICLE LICENSE #: ________________________________________________ YEAR, MAKE, & MODEL: ________________________________________________ MILEAGE: ENGINE (Electronic Scope Test) Rate* MISC Rate* MISC – CONT. Rate* Carburetion Lights Rear Axle Leaks Spark Plugs Horn Tie Rod Ends Spark Plug Cables Windshield Wipers Idler Arms Distributor Windshield Washer Shock Absorbers Sheet Metal Springs UNDER HOOD Paint Battery Heating/Air Conditioning FRONT SUSPEN. Battery Cables Windows (Visual Inspection) Drive Belts Tires Castor Radiator Hoses Brake Lining Camber Heater Hoses Brake Fluid Toe-in Coolant Wheel Bearings Carburetor Air Filter Exhaust Pipe OTHER Fuel Filter Tail Pipe Engine Oil Muffler Power Steering Pump Engine Leaks Transmission Leaks *Rate: 1 = Satisfactory / 2 = Caution / 3 = Urgent MECHANIC SIGNATURE & DATE: ______________________________________________

47 EXHIBIT F VEHICLE/DRIVER REPAIRS TIMETABLE AREA OF CONCERN TIME ALLOWED FOR REPAIRS AREA OF CONCERN TIME ALLOWED FOR REPAIRS Seats 5 days if broken or ripped; before next trip if springs are exposed Windshield Wipers 5 business days; immediately if problem renders vehicle unsafe to drive or is blocking driver’s vision. Seat Belts Immediately Driver’s License Immediately Windshield/ Windows/ Mirrors 5 business days; immediately if problem renders vehicle unsafe to drive Operating Instructions 3 business days Window Handles Button 3 business days For Hire License Immediately Door Handles Immediately Clothing Before next trip Heater 10 business days (or before next trip, during periods of cold weather) Exhaust System (leak, muffler loose) Immediately Floor Mats/Carpet 5 business days Speedometer Immediately Trunk (dirty, clutter) Before next trip Odometer 3 business days; immediately, if odometer is connected to meter Taximeter Immediately Hygiene Before next trip Body 7 days for minor damage; immediately for exposed sharp metal Tires Immediately if worn down to safety ridge or cords/threads visible Hubcaps 7 business days Paint 7 days Spare Tire Immediately Brake Lights Immediately Headlights Before next trip daytime; immediately if at night Turn Signals Immediately This is not an exhaustive list of possible defects. Additional reasonable requirements and reasonable penalties may be added to this list upon 10 days written notice to Concessionaire. The term, “business days,” shall not include Saturdays, Sundays or national holidays.

48 EXHIBIT G VIOLATIONS AND FINES VIOLATION FINE Unattended Taxi/staging lot $150.00 Hauling unauthorized, non-paying passengers $150.00 Picking up wrong passenger $150.00 Unattended Taxi/feeder line $150.00 Self dispatching without proper authorization $150.00 Current permit not displayed $150.00 Operating Taxi on Port property after deadline for completing required repairs $150.00 Not in uniform $150.00 Sleeping in vehicle/feeder line $150.00 Refusal to pay per-trip fee $150.00 Refusal of fare $150.00 Discourteous behavior to passenger/POS employee $150.00 Littering/ in feeder line or staging lot $150.00 Littering (debris/mechanical parts) remote lot $150.00 Soliciting $150.00 Overcharging passenger $150.00 Feeding birds on airport premises $150.00 Additional reasonable requirements and reasonable penalties may be added to this list upon ten (10) days written notice to Concessionaire(s). Any physical altercations can lead to immediate suspensions/terminations, no trespass orders or criminal charges. MGT reserves the right for the final say on all violations and fines/suspensions.