FORT WAYNE-ALLEN COUNTY AIRPORT AUTHORITY REQUEST FOR PROPOSALS Business Continuity Service Fort Wayne-Allen County Airport Authority

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2 I. Introduction FORT WAYNE-ALLEN COUNTY AIRPORT AUTHORITY REQUEST FOR PROPOSALS Business Continuity Service Fort Wayne-Allen County Airport Authority A. General Information The Fort Wayne-Allen County Airport Authority (the Authority) is soliciting proposals for a business continuity service (the service) to provide security and recovery features, which will efficiently and reliably provide for the backup and restoration of servers and the data contained on them. The Authority anticipates selecting a firm to provide these services for a period of 3- years (36 months) from the completion date of installation. The proposal will include a one-time installation fee and a monthly fee for the services as outlined in this RFP. The proposal must provide, at a minimum, the capabilities and work elements summarized in the Scope of Work (outlined in Section B below) and detailed in the Performance Specification for Business Continuity Service which are included as Exhibit A to this proposal. To be considered, an original and three (3) copies of a proposal must be received at the offices of the Fort Wayne-Allen County Airport Authority, Suite 209, 3801 W. Ferguson Road, Fort Wayne, IN 46809, by 5 p.m. local time on June 25, Proposals must be sealed and clearly marked IT Business Continuity Service. The Authority reserves the right to reject any and all proposals submitted. Firms interested in submitting must have completed a site visit prior to submission of their proposal in order to fully assess the installation requirements. Contact Stephen Springer at to arrange for an individual site tour. Questions regarding the proposal should be directed to Stephen Springer at the numbers listed above, or via at springer@fwairport.com. The deadline for receipt of questions is, June 19, B. Scope of Work detailed performance specifications are outlined in Exhibit A. 1. Installation and configuration of all necessary components of the Service. 2. Monitor the performance and health of the Service ensuring its continual operation throughout the contract. 3. Perform any Server level restoration required during the term of the contract. 4. Key milestone dates for this RFP are: RFP Release June 5, 2014 Question Deadline June 19, 2014 Proposal Due Date June 25, 5:00 p.m. Proposal Evaluation Period June 25, 2014-July 8, 2014 Award Notification July 9, 2014 C. Deliverables Page 1 of 4

3 1. At the project onset, a schedule for delivery, installation, and testing of the system. 2. A fully installed, operational system in accordance with the proposal specifications and requirements detailed in Exhibit A. 3. System documentation including, but not limited to: a. User manuals b. Pertinent system procedures not covered in user manuals c. Maintenance and warranty instructions 4. Training for airport system administrators and/or user assistance as specified in the proposal requirement. 5. Warranty and technical support in accordance with Authority proposal and contract requirements. 6. Monthly reports on service maintenance performed and server backup status. II. Proposal Evaluation Process A. Proposal Format The proposal that the vendor will submit shall contain, at a minimum, the following critical information: 1. Detail your firm s ability to install the system and perform the services outlined in the Scope of Work (Section I.B. above) and the Performance Specification for Business Continuity Service, Exhibit A. This description must include, at a minimum, the following information: a. Detail contracts where your firm has installed similar systems and provided similar services as outlined in this RFP. Include examples of previous projects that have features similar to those contained in the Scope of Work. Your proposal must include a contact name, title, and telephone number for the client/customer so we may contact them for references if so desired. b. List the name of any subcontractors that will be performing key functions under this contract and provide information relating to their qualifications. c. Submit the names of the individuals who will be working on the project and summarize their qualifications. Provide information on personnel who will be responsible for maintaining the system upon completion of the installation. Provide training, certifications, previous experience, and other information you feel may be relevant. d. Describe the business continuity service and the approach that will be used by your firm to successfully implement this project. The mandatory specification matrix (Exhibit B) shall be submitted to assist in the proposal evaluation. Other items included in this section: A listing of the equipment included in your proposal Literature describing major system components for the service being proposed including the equipment and software for the solution. Anticipated training that will be provided. Page 2 of 4

4 Other information about the system that would assist in assessing its overall capabilities e. Outline your firm s ability and willingness to respond to requests for services required for under this project after it has been implemented. Include your response time, your business hours, after hour accessibility, and any additional services available; but not required in this proposal. f. Include a proposed time schedule for completion of the project. For purposes of this solicitation, the offeror can assume an award notification date outlined in Section I.B. above. g. Include the following information regarding your firm s background: The location of your firm and the location of servicing personnel. The structure of your firm and the number of years that it has been in business. If it previously existed under another name, indicate applicable information here. A response to indicate whether your firm has ever been sued for issues pertaining to contract performance, whether it has ever been declared bankrupt, or defaulted or cancelled on an agreement during the last five years. Other pertinent information which the proposer believes should be considered by the selection committee. 2. Pricing: The provider will list all costs for this project in the pricing format shown in the Price Matrix Format - Exhibit C. B. Evaluation Process The proposals will be evaluated and ranked on the basis of the written material submitted. Evaluation criteria will be related to the following and weighted as shown: Weight Criteria Pass/Fail Compliance with Mandatory Submissions and the Performance Specification for Business Continuity Service Pass/Fail Visited the Site to fully assess the work requirements 30% Experience of the firm, subcontractors, and technical qualifications of their personnel 30% Quality of the equipment and software, approach of the firm toward installation, and service capabilities 25% Pricing 15% Background of the Company III. Terms and Conditions Exhibit D contains a sample contract document to be executed with the successful offeror upon award of the contract. Federal and/or state law requires many of the clauses contained in the agreement. The awarded firm may request additional contract clauses to be incorporated into the contract. If, however, these clauses become a barrier to contract execution and rapid Page 3 of 4

5 implementation of the project, the Authority may proceed to the next highest ranked offeror for contract consideration. In compliance with the State of Indiana public record laws, all proposals will be available for public inspection after award. Trade secrets and proprietary information submitted by a vendor in connection with the procurement shall not be subject to public disclosure provided the offeror invokes the protection of this section upon submission of the proposal. The specific area or scope of data and materials to be protected must be identified and the reasons for their protections stated. An all-inclusive statement that the entire proposal is proprietary is unacceptable. A statement that costs are to be protected is unacceptable and may result in rejection of your proposal. Page 4 of 4

6 Exhibit A Fort Wayne Allen County Airport Authority Performance Specification for Business Continuity Service Proposals The servers and the data they contain are critical to sustaining the operation of the airports managed by the Fort Wayne Allen County Airport Authority (the Authority). As is true of so many complex organizations timely access to data and information via electronic devices, especially computers, is a necessity. Over the past few years the IT Department business continuity plan has been evolving to greatly reduce the backup and disaster recovery time for all electronic data and documents and ensure it is available when required. The Business Continuity Service (the Service) would provide security and recovery features we have not had as well as more efficiently and reliably provide for the backup and restoration facilities we currently have. The Business Continuity Service Contract (the Agreement) It is no longer acceptable to wait perhaps for a week or to wait even for a day to recover and utilize information that is needed every day and could possibly be crucial during an airport crisis. As a result, the Authority is requesting proposals for a Business Continuity Service that will provide immediate access, in the event of a failure, to all the FWACAA administration data and applications on the servers that are located in the A236 server room in the administration office area at FWA. The Service will provide a complete backup solution for physical and virtual server environments that includes software, storage, deduplication, and replication. Note: The contractor may make an appointment for an onsite physical survey of the facilities and equipment. Business Continuity Service performance features to be provided under the Agreement: The Business Continuity Data Service Agreement will include an onsite backup appliance (server) that is remotely managed and monitored by the contractor. o The cost of repair and replacement for all or any part of the backup appliance during the span of the Agreement will be included in the Agreement proposal price. o Include next business day shipment of a replacement backup appliance in the event of a hardware failure. The service will provide for redundant backups in two locations: to an onsite backup appliance and to an off-site data center. o Initial backup storage will allow for 5 (five) terabytes minimum capacity on the onsite backup appliance. o Off-site backups are to be stored in SAS70 Type II data center. o Unlimited Cloud storage will be provided up to the storage capacity of the backup appliance (five terabytes minimum). The Contractor will supply any software applications or backup agents necessary for the Service to perform. o Licenses for all software will be included. Include unlimited new software agents o The cost of maintaining and upgrading software will be included in the Agreement. Remote firmware updates and automatic agent upgrades

7 No per-user fees or per-application fees In the event of a catastrophic failure, redundant failover to the onsite backup appliance and to cloud servers will allow complete access to data and files as well as operation of Authority network applications, including MS SharePoint, while restoring physical servers. Automated snapshots of server backups will be routinely tested to ensure they are successful and that servers can be booted from the local appliance or the cloud at any time. The Service will have the capability to back up critical information multiple times during a single day without interrupting business use of applications or data. o Centralized management of backup and restore controlled by Authority Administrators o Routine recovery of any data or files must be granular enough to recover a single file, or database. Can easily restore individual files or entire systems without playing back full and incremental backups. o The Service will synchronize all of the backup files and server snapshots from the onsite backup appliance to redundant data centers in the Internet Cloud. 256-bit AES encryption to/ at offsite locations o Log/Transaction files (Exchange, SQL, and other databases) will be truncated and flushed automatically. o Source-side and target deduplication technology will be used in order to maximize the use of allocated space on the backup appliance and the cloud servers. Recovery from downtime (RTO) after any server failure will be within one hour. o There shall be immediate access to , files and applications using either the onsite backup appliance or the cloud servers; even if the local backups are not available. Granular SharePoint Recovery will be included. o The onsite backup appliance will allow administrators to boot VMware backups on the appliance instantly. Other servers will be available within the RTO. o Access to the cloud servers will be through a secured web interface. Files can be download from web interface Contractor Responsibilities under the Business Continuity Service Contract The Contractor will install and configure all the necessary components of the Service. The Contractor will monitor the performance and health of the Service ensuring its continual operation and provide a monthly summary report of maintenance performed and the status of backup files and server snapshots. o The report can be submitted via . The Contractor will perform any server level restoration as part of the Agreement. o The Authority IT Department will be responsible for any routine file, or database recovery. The Contractor s cost associated with installing, monitoring and maintenance of the backup appliance and the software associated with the Service will be included in the Agreement pricing. o The Contractor s cost associated with restoring failed Authority servers, the server s data and applications on server hardware will be included in the Agreement pricing. o The Contractor will not be responsible for the cost of any failed Authority server hardware with the exception of the backup appliance supplied for the Service.

8 Authority Responsibilities under the Business Continuity Service Contract The Authority s responsibilities will be as follows: Payment for the initial installation and the ensuing service agreement. The Authority IT Department will be responsible for managing and maintaining all onsite support activities like the daily backup routines, the integrity of the data, and the backup schedules of the devices utilizing Business Continuity Data Service unless otherwise specified within another separate agreement with the Contractor. In the event of a server failure, the Authority will be responsible for the acquisition and cost of any failed Authority server hardware with the exception of the onsite backup appliance supplied by the Contractor for the Service. The Authority will give the Contractor any access to Authority facilities deemed reasonable for performing the terms of the Agreement. Proposal Pricing The contract pricing will be based on the Authority s total amount of server backup capacity with allowance for adding at least one more future server to the service at no additional charge up to the maximum five terabyte storage requirement. The proposed pricing will include a separate charge for the initial installation of the Service and a fixed monthly charge for the ongoing monitoring, maintenance and support under the Agreement. The proposal shall be for an initial agreement period of three (3) years from the date the installation is completed and the service is in operation. Additional Information The following is a brief listing of the initial servers that will be included in the Service: Physical server count: 4 (four) including two virtual server hosts (VMware virtual servers) and two SharePoint farm servers. Virtual servers (VMWare): 13 (thirteen) including the VMware vcenter Appliance Note: The Agreement will not cover the Authority s Access Control System, telephone system, CoSign Server or Mail Archiving Server. These systems have their own failsafe programs and service agreements.

9 Mandatory Specification Compliance Matrix Exhibit B Business Continuity Services Fort Wayne International Airport Business Continuity Service performance features provided under the Agreement The Business Continuity Data Service Agreement will include an onsite backup appliance (server) that is remotely managed and monitored by the contractor. o The cost of repair and replacement for all or any part of the backup appliance during the span of the Agreement will be included in the Agreement proposal price. o Include next business day shipment of a replacement backup appliance in the event of a hardware failure. The service will provide for redundant backups in two locations: to an onsite backup appliance and to an off-site data center. o Initial backup storage will allow for 5 (five) terabytes minimum capacity on the onsite backup appliance. o Off-site backups are to be stored in SAS70 Type II data center. o Unlimited Cloud storage will be provided up to the storage capacity of the backup appliance (five terabytes minimum). The Contractor will supply any software applications or backup agents necessary for the Service to perform. o Licenses for all software will be included. Include unlimited new software agents o The cost of maintaining and upgrading software will be included in the Agreement. Remote firmware updates and automatic agent upgrades No per-user fees or per-application fees In the event of a catastrophic failure, redundant failover to the onsite backup appliance and to cloud servers will allow complete access to data and files as well as operation of Authority network applications, including MS SharePoint, while restoring physical servers. Automated snapshots of server backups will be routinely tested to ensure they are successful and that servers can be booted from the local appliance or the cloud at any time. The Service will have the capability to back up critical information multiple times during a single day without interrupting business use of applications or data. o Centralized management of backup and restore controlled by Authority Administrators o Routine recovery of any data or files must be granular enough to recover a single file, or database. Can easily restore individual files or entire systems without playing back full and incremental backups. Narrative Page Reference Compliance Yes/No

10 o The Service will synchronize all of the backup files and server snapshots from the onsite backup appliance to redundant data centers in the Internet Cloud. 256-bit AES encryption to/ at offsite locations o Log/Transaction files (Exchange, SQL, and other databases) will be truncated and flushed automatically. o Source-side and target deduplication technology will be used in order to maximize the use of allocated space on the backup appliance and the cloud servers. Recovery from downtime (RTO) after any server failure will be within one hour. o There shall be immediate access to , files and applications using either the onsite backup appliance or the cloud servers; even if the local backups are not available. Granular SharePoint Recovery will be included. o The onsite backup appliance will allow administrators to boot VMware backups on the appliance instantly. Other servers will be available within the RTO. o Access to the cloud servers will be through a secured web interface. Files can be download from web interface The Contractor will install and configure all the necessary components of the Service. The Contractor will monitor the performance and health of the Service ensuring its continual operation and provide a monthly summary report of maintenance performed and the status of backup files and server snapshots. The Contractor will perform any server level restoration as part of the Agreement. The Contractor s cost associated with installing, monitoring and maintenance of the backup appliance and the software associated with the Service is included in the Agreement pricing. o The Contractor s cost associated with restoring failed Authority servers, the server s data and applications on server hardware will be included in the Agreement pricing.

11 Price Matrix Format Exhibit C Business Continuity Services Fort Wayne International Airport Description Total Price Installation and Implementation Costs for the Business Continuity $ Service at Fort Wayne International Airport. To be paid Net 30 upon completion and acceptance of the installation. Monthly costs for all of the services as outlined in the proposal documents. The Agreement will be for a 36 month term. $ /month

12 Exhibit D AGREEMENT FOR THE PURCHASE OF BUSINESS CONTINUITY SERVICES AT THE FORT WAYNE INTERNATIONAL THIS AGREEMENT made by and between the FORT WAYNE-ALLEN COUNTY AIRPORT AUTHORITY (the "Owner") and (the "Contractor"); WHEREAS, the Owner desires to use the equipment, software, and services required for the project described in Exhibit A, attached hereto and made a part hereof; and, WHEREAS, the Owner, based on a review of proposals submitted by interested firms, has selected the Contractor to provide the equipment, software, and services; and, WHEREAS, the Contractor desires to provide all the necessary equipment, software and services in connection with the Project, NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the Owner and the Contractor agree as follows: ARTICLE I. PROJECT. (a) The Owner agrees to employ, and does hereby employ and engage the Contractor pursuant to the terms and conditions in this Agreement, to provide all necessary equipment and software and perform all necessary professional services for the Owner incident to the Project, the scope of which work is specifically set out in Exhibit A, which is attached hereto and made a part hereof (the "Project"). It is understood that all equipment provided the Owner as a part of this project remains the property of the Contractor upon completion. 1

13 ARTICLE II. OWNER'S RESPONSIBILITIES. The Owner further agrees as follows: (a) (b) To give the Contractor such information as is pertinent to the Project; To provide access to the real estate and/or facilities of the Owner as required by the Contractor, subject to reasonable notice and airport rules and regulations; (c) To review all studies, reports, sketches, estimates, drawings, specifications, proposals, and other documents presented by the Contractor to the Owner, and to timely respond, in writing, to the documentation submitted for review so as not to delay the work of the Contractor; (d) Designate, in writing, that person who will act as Owner's representative with respect to the work to be performed by the Contractor pursuant to this Agreement; (e) To give prompt, written notice to the Contractor whenever the Owner observes or otherwise becomes aware of any deviations from the scope of the Project; (f) To obtain any necessary approvals or consents from those individuals, entities, authorities, or agencies having jurisdiction over or being necessary for completion of the Project; PROVIDED, HOWEVER, that the Contractor shall identify and advise the Owner, in writing, as to those individuals, entities, authorities, and agencies whose approval or consent may be required in order to complete the Project. ARTICLE III. CONTRACTOR S RESPONSIBILITIES. Pursuant to the scope of work identified in Exhibit A, the Contractor shall: (a) Prepare such drawings, plans, studies, reports, sketches, estimates, specifications, proposals, and other documentation as is necessary to satisfactorily complete the Project; (b) Attend such meetings, conferences, or other meetings with or on behalf of the 2

14 Owner and other individuals, entities, authorities, or agencies as may be required, for completion of the Project in accordance with the scope of work outlined in Exhibit A. (c) Complete all work in a good and workmanlike fashion, in compliance with the plans and specs approved by the Owner. (d) Comply with all laws, orders, and regulations of any governmental authority relating to its work on the Project for the Owner, including, but not limited to, the rules and regulations adopted by the Owner and all rules and regulations of the Federal Aviation Administration (and specifically, without limitation, TSA Regulations Parts 1542 and FAA 139). Any violation by the Contractor, its employees, suppliers, guests, business invitees, or agents of any rule or regulation which results in the assessment of a fine against the Owner by any authority or agency shall be paid by the Contractor to the Owner in an amount equal to the penalty assessed; (e) Provide all vehicles and equipment as may be required by the Contractor for work in or around Fort Wayne International. ARTICLE IV. DEFAULT. (a) In addition to all remedies available to the Contractor at law or in equity, this Agreement shall be subject to termination by Contractor upon ten (10) days written notice if Owner should fail substantially to perform in accordance with its terms through no fault of the Contractor. (b) In addition to all remedies available to Owner at law or in equity, this Agreement shall be subject to termination by Owner upon ten (10) days written notice if Contractor should fail substantially to perform in accordance with its terms through no fault of the Owner. ARTICLE V. CONTRACTOR 'S COMPENSATION. (a) The Owner, for and in consideration of the rendering of contractor s equipment, 3

15 software, and services on the Project agrees to compensate the Contractor, in accordance with the provisions set out in Exhibit B, attached hereto and made a part hereof. Pursuant to the provisions of Exhibit B, the Contractor shall submit, no more frequently than monthly, an itemized invoice for equipment, software, and services rendered upon such form or forms as shall be required by the Owner. To the extent that the itemized claim submitted to Owner represents charges incurred by the Contractor from subcontracting firms, or otherwise, the Contractor shall certify in a manner satisfactory to the Owner that such claims have been paid by the Contractor in a timely manner. ARTICLE VI. INSURANCE. The Contractor shall indemnify and save harmless the Owner, and their officers and employees from all or suits, actions claims of any character brought because of any injuries or damage received or sustained by any person, persons or property on account of the operations of the Contractor, its subcontractors, or materialmen; or on account of or in consequence of any neglect in safeguarding the Work; or through the use of unacceptable materials of said Contractor, its subcontractors or materialmen; or because of any claims or amounts recovered from any infringements of patent, trademark or copyright; or from any claims or amounts arising or recovered from the Workmen s Compensation Act or any other law, ordinance, order or decree. Contractor shall acquire, and produce to Owner s satisfactory evidence that he has acquired, public liability and property damage insurance, in accordance with the following: 1. Workmen s Compensation Insurance. The Contractor shall file with the Owner, prior to the execution of the Contract, a certification that he carries Workmen s Compensation Insurance which will cover all of his activities and undertakings under the contract. 2. Bodily Injury and Property Damage. The Contractor, prior to execution of the Contract, shall file with the Owner, certificates of insurance, satisfactory to the Owner, that confirm Contractor has 4

16 protection against all claims for damages to public or private property, and injuries to persons arising out of and during the progress of the Contract, and insurance to protect the Owner of premises on or near which construction operations are to be performed. a. Bodily Injury and Property Damage Other than Automobile. Unless otherwise specifically permitted by provisions in the Contract, the minimum limits of property damage and bodily injury liability insurance under each Contract covering risks other than those posed by the ownership, use or operation of automobiles shall be: Bodily Injury and Property Damage Liability Each Occurrence Aggregate $1,000,000 $1,000,000 Such insurance shall include, but not be limited to, coverage for: (a) underground damage to facilities due to drilling and excavating with mechanical equipment; and (b) collapse or structural injury to structures due to blasting or explosion, excavation, tunneling, pile driving, cofferdam work or building moving or demolition. b. Bodily Injury Liability and Property Damage Liability Automobiles. Unless otherwise specifically permitted by provisions in the Contract, the minimum limits of bodily injury liability and property damage liability arising from the ownership, operation or use of automobiles by Contractor, its subcontractors or materialmen in connection with the Contract shall be: Bodily Injury and Property Damage Liability Each Occurrence Aggregate $1,000,000 $1,000,000 c. Designation as Additional Insured. Under each insurance policy required hereunder, 5

17 bodily injury and property damage protection shall be expressly extended to the Owner and its agents and project engineer or consulting firm and each of them shall be named as an additional insured under each Contractor s required insurance policies. 3. Notice. The Contractor shall not cancel or reduce the coverage of any insurance required by this section without providing thirty (30) days prior written notice to Owner. All such insurance must include an endorsement whereby the insurer shall agree to notify the Owner immediately of any proposed or requested cancellation or reduction in coverage by the Contractor. The Contractor shall cease operations under the Contract on the occurrence of any such cancellation or reduction, and shall not resume operation until Owner has acknowledged in writing that replacement insurance acceptable to Owner is in force. 4. Reports. At the request of the Owner or its agent, the Contractor or his insurance carrier shall report claims received, inspections made and disposition of any claims within the scope of this section. Owner shall make any claim for damages against Contractor or its insures arising under this section of the Contract in writing delivered to the Contractor within a reasonable time of the first observance of such damage, except as expressly stipulated otherwise in case of faulty work or materials and such claims shall be adjusted under the terms of this Contract. 5. Money due the Contractor under and by virtue of this Contract as may be considered necessary by the Owner to satisfy Contractor s obligations hereunder may be retained for the use of the Owner or, in case no money is due, his surety may be held until such suit or suits, action or actions, claim or claims for injuries or damages as may be encompassed by Contractor s obligations under this section shall have been settled and suitable evidence to that effect furnished to the Owner. It is specifically agreed between the parties executing the Contract that it is not intended by 6

18 any of the provisions of any part of the Contract to create in the public or any member thereof, rights or claims as third party beneficiary of the Contract or to authorize anyone not a part to the Contract to maintain a suit for personal injuries or property damage pursuant to the terms or provisions of the Contract. ARTICLE VII. EQUAL EMPLOYMENT OPPORTUNITY. The Contractor shall comply with the provisions of Executive Order No , entitled "Equal Employment Opportunity," as supplemented in Department of Labor Regulations (41 CFR, Part 60). The Contractor shall not discriminate against any employee or applicant for employment, to be employed in the performance of this Agreement, with respect to his hire, tenure, terms, conditions, or privileges of employment or any matter directly or indirectly related to employment on the basis of race, color, religion, creed, national origin, sex, or age. Breach of this covenant may be regarded as a material breach of the Agreement. ARTICLE VIII. TITLE VI OF THE CIVIL RIGHTS ASSURANCES. During the performance of this Agreement, the Contractor, for itself, its assignees, and successors in interest agrees as follows: (a) Compliance with Regulations. The Contractor shall comply with the Regulations relative to nondiscrimination in Federally-assisted programs of the Department of Transportation (hereinafter "DOT"), Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time (hereinafter referred to as the "Regulations"), which are herein incorporated by reference and made a part of this Agreement. (b) Nondiscrimination. The Contractor, with regard to the work performed by it during the Agreement, shall not discriminate on the grounds of race, color, or national origin in 7

19 the selection and retention of subcontractors including procurements of materials and leases of equipment. The Contractor shall not participate, either directly or indirectly, in the discrimination prohibited by Section 21.5 of the Regulations including employment practices when the Agreement covers a program set forth in Appendix B of the Regulations. (c) Solicitations for Subcontracts Including Procurements of Materials and Equipment. In all solicitations either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Contractor of the Contractor's obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. (d) Information and Reports. The Contractor shall provide all information and reports required by the Regulations or directives, issues pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Owner or the Federal Aviation Administration to be pertinent to ascertain compliance with such Regulations, orders, and instructions. Where any information required of the Contractor is in the exclusive possession of another who fails or refuses to furnish this information, the Contractor shall so certify to the Owner or the Federal Aviation Administration as appropriate, and shall set forth what efforts it has made to obtain the information. (e) Sanctions for Noncompliance. In the event of the Contractor's noncompliance with the nondiscrimination provisions of this Agreement, the Owner shall impose such contract sanctions as it or the Federal Aviation Administration may determine to be appropriate including, but not limited to: 1) Withholding of payments to the Contractor under the Agreement 8

20 until the Contractor complies and/or 2) Cancellation, termination, or suspension of the Agreement in whole or in part. (f) Incorporation of Provisions. The Contractor shall include the provisions of Paragraphs (a) through (e) in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto. The Contractor shall take such action with respect to any subcontract or procurements as the sponsor or the Federal Aviation Administration may direct as a means of enforcing such provisions including sanctions for noncompliance; PROVIDED, HOWEVER, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the Contractor may request the Owner to enter into such litigation to protect the interests of the Owner, and in addition, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. ARTICLE IX. SUCCESSORS AND ASSIGNS. The Owner and the Contractor each binds himself, his partners, successors, assigns, and legal representatives to the other party to this Agreement, and to the partners, successors, assigns, and legal representatives of such other party in respect of all covenants of this Agreement. Neither the Owner nor the Contractor shall assign, or transfer his interest in this Agreement without the written consent of the other, which such request shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, the Contractor shall have complete authority and responsibility for all subcontractors that the Contractor, in its sole discretion, deems necessary to complete the project without consent of Owner. ARTICLE X. CONTRACT TERM This contract shall be effective and shall run through 9

21 subject to the annual review and recommendation to the Board, the concurrence of the Board, and the annual availability of an appropriation. IN WITNESS WHEREOF, the parties hereto have executed this Agreement this day of, FORT WAYNE-ALLEN COUNTY AIRPORT AUTHORITY By: Its: By: Robin A. Strasser, CPA Its: Director of Administration & Finance 10