REQUEST FOR PROPOSALS (RFP)

For

New Restaurant Opportunity

At the

Hopkins Commons Community Center

Issued: January 25, 2016

Proposals Due: March 18, 2016

Warren CountyCommunity Services, Inc.

Request for Proposals

Table of Contents

1. Introduction and Purpose

2. Invitation to Propose

3. Background

4. Goals and Objectives

5. Site Description

6. Proposal Requirements

7. Schedule, Proposal Submission, Selection Process

8. Proposal Format and Content

9. Hopkins Commons Architectural Renderings & Site Plans

Appendix A - Area Demographics and Statistics

2

1. INTRODUCTION AND PURPOSE

Warren County Community Services, Inc. (WCCS) is seeking proposals fromqualified individuals or organizations interested in entering into a licenseagreement to provide the management, operations and maintenance for anupscale restaurant located at Hopkins Commons, 7613 Huron Place & OhioRoute 48, Hamilton Township (Maineville), Ohio 45039, commencing on or aboutJanuary 1, 2017. The restaurant is intended to be an anchor and destinationattraction to township residents and visitors from outside the township. It will belocated on the first floor of a major new community center open to everyone andgeared toward serving residents of Hopkins Commons.

1

2. INVITATION TO PROPOSE

WCCS is pleased to offer an exciting opportunity for a well‐qualified individual orbusiness entity to operate a restaurant to serve as a key attraction within theWCCS‐owned Hopkins Commons development, which will be under constructionthe first quarter of 2016.

Qualified proposals must have demonstrated experience, background, trackrecord, desire, vision, ability and knowledge of restaurant operations - includingfinancing, marketing, design, leasing, management and oversight. A proposal issought to provide the local business and residential communities with an upscale(just short of white tablecloth) family-oriented restaurant having high quality foodand service – truly a destination restaurant for all to enjoy. It is expected that theOperator will procure and hold a valid Ohio Liquor license as part of hisoperational plan. It is further expected that proposals will be based on athorough understanding of existing and future restaurant market conditions andtrends and that proposals will contain realistic financial projections.

Proposals will be received until 4:00 p.m. EST, March 18, 2016 at WarrenCounty Community Services, Inc, 570 North State Route 741, Lebanon, OH45036 and marked to the attention of the CEO/Executive Director. Each proposalmust be contained in an envelope/box which shall be sealed, conspicuouslyendorsed with the Proposer’s name, and may be sent via U.S. Mail, overnightmail, or hand-delivered.

The Proposal should be submitted in the format outlined in Part 7 – ProposalRequirements and Part 9 – Proposal Format and Content and must give allinformation required. The Proposal must be signed on behalf of the Proposer andthe acknowledgement taken in the form provided thereon. Please submit one (1)electronic copy (thumb drive), one (1) original and three (3) copies of theProposal.

Each entity submitting a Proposal (“Proposer”) will be required to submit with itsProposal a Proposal Guarantee in the form of a bank cashier’s or bank certifiedcheck in the amount of $3,000.00 payable to Warren County CommunityServices, Inc. The certified or bank cashier’s checks of all Proposers will beretained by WCCS until execution of the Operation Agreement by WCCS.

The goals and objectives of the Request for Proposal (RFP) are to award a longterm Operating Agreement to an operator who will accomplish the following:

A. Will provide a destination restaurant and entertainment related retailoperation with a distinctive menu/experience that will cater to residents ofthe new Hopkins Commons residences and offices, and also arearesidents and visitors from outside the area.

2

B. Draw people to the area for a memorable experience;

C. Maximize attendance through featured menu items, service, ambiance,and special events marketing;

D. Implement quality marketing and advertising campaign; and

E. Work in unison with WCCS and Sinclair Community College CulinaryStudents during the normal course of business to ensure an optimumexperience for all restaurant patrons, the surrounding community, andHopkins Commons residents;

F. Offer a deeply discounted “Senior Healthy Choices” menu to seniorshaving vouchers for such meals;

G. Provide training opportunities to Culinary Arts & Baking/Pastry Studentsenrolled in Sinclair community College’s Culinary Arts Program. Allowstudents to work in all restaurant operations (as appropriate) and as partof the operational team. Training opportunities are part of the Sinclaircurriculum and students will not be compensated for training opportunities.However, students enrolled in internships will be paid, and students notparticipating in a training course servicing the public could be utilized as apaid employee if hired;

H. Manage the restaurant as a revenue generating service and provide agrowing financial return to WCCS;

I. Ensure provision of quality food services, including (in no priority order): Full service menus and hours of operation including breakfast,

lunch and dinner; Full service bar; Provide facilities and food service/catering for meetings, banquets

and weddings, etc.; Establish and maintain positive relationships with local businesses,

community groups, Hopkins Commons residents and charitableorganizations, and the community at large;

Promotion/branding of WCCS and the many social supports andprograms it provides to Warren County, Ohio;

Verifiable, full disclosure of financial and program data; Provide a capital investment for future restaurant facility

improvements anticipated to be needed over the life of theOperating Agreement;

3

Provide for the day-to-day front of house (FOH) and back of house(BOH) operations for both the restaurant and banquet facilitiesincluding custodial service and basic maintenance.

4

3. BACKGROUND

OUR MISSION: Warren County Community Services, Inc.’s mission is tostrengthen the fabric of our community by providing services and connectingpeople to resources necessary for realizing their full potential for a quality life.

THE PROJECT: Hopkins Commons – Hopkins Commons will providecomprehensive living services that support the ability of our residents to age intheir own apartment with dignity. Residents will maximize their independence andmaintain social connections, engage productively through meaningful activities,and contribute to the rich diversity of American life. The synergy of co-locatingand clustering these development activities makes better use of everyone’s timeand resources as well as a greater use of each development’s physical structureinvestment. Most importantly, offering optional assisted living services allowsseniors to remain in an independent living environment, the preferredenvironment of both senior and family, improves outcomes and reduces overallhealthcare expenses to the system.

WCCS will be responsible for overseeing operations of a 15,000 sq. ft.restaurant, banquet/meeting center and catering business from HopkinsCommons and roll profits back into our community programs. We will operate asixth (new) senior center at the banquet and meeting center during weekdays.Like our other senior facilities, we will provide all programming of activities. Themost exciting aspect of the project is that WCCS will own the restaurant andbanquet center. We seek to oversee an experienced operator having wherewithalto operate the restaurant.

A Casual Upscale (just short of white tablecloth), affordable restaurant is desired.This is something desperately needed in the area as no such establishmentexists within 8 miles of the location. Yet there is large disposable income nearby.Our studies show that within a 5 mile radius of our location there is at least $2million of disposable restaurant money going elsewhere (leakage). We cancapitalize on this.

Another WCCS goal is to include as much community involvement to support theestablishment as possible. In addition to attracting residents and their families,Sinclair Community College Culinary Arts Program is committed to working withus to provide culinary arts students with real restaurant teaching opportunitiesand also is committed to helping market the program and restaurant. There alsois interest from the Sinclair Entrepreneurial Program in using the restaurant as ateaching model. This will be a new restaurant offering upscale cuisine in agrowing area of people having large disposable incomes.

Unlike most restaurant models, we are providing a debt free establishment with(some) free staff (Sinclair students). The Restaurant must provide a “SeniorHealthy Choices” menu that seniors are encouraged to order from and those

5

having subsidies would pay $3 to $5 per meal. Additionally, an upscale andeclectic menu will be offered to the public. We desire to enter into an Agreementwith an Operator in exchange for his providing management, menus, oversight,and all operations and support necessary for the day-to-day operations of thetype of establishment herein described. WCCS will be the overseer and SiteOwner/Manager. The benefits are many, including but not limited to:

1. Exposure in southern Warren County for no outlay of capital orinvestment;

2. Appeal to the upwardly mobile, younger customer;3. Appeal to customers who desire not to travel to Dayton, Cincinnati or

elsewhere for a great meal;4. Obtain highly-qualified Sinclair Culinary Arts and Entrepreneurial students

for possible future employment; 5. Support by the community in general, community leaders, state and local

elected officials; 6. A true destination restaurant having the ability to draw from all of Warren

County, Cincinnati and Dayton, OH. 7. There is high potential for operator success (profit) with limited liability

exposure (debit).8. A “win-win” for all parties involved in the Hopkins Commons Project.

Collaborative successes amongst the parties will grow opportunities thatotherwise would not be realized separately.

PARTIES INVOLVED IN THE HOPKINS COMMONS PROJECT:

Warren County Community Services, Inc. (WCCS) – Managing Operator:WCCS was founded in 1966 and has grown to become the largest non-profit inWarren County, Ohio. We provide “hand up” services to Warren County residentsfrom the very youngest to the oldest. We provide and administer 15 majorassistance programs, own and operate 10 Senior Independent Living apartmentbuildings and 1 family housing apartment building in the county. We are theMeals on Wheels™ provider delivering 1,000 meals daily across 16 routes to theelderly. We serve another 500 meals daily across 5 senior dining and activitycenters. Other notable programs we offer are Early Head Start and Head Startprograms serving children as young as 6 weeks to five years old. Our STEPEmployment program provides the organizational skills to the unemployed tohelp them successfully secure gainful employment. Please visit our website atwww.wccsi.org for more information.

Route 48 Investments, LLC – Developer: Route 48 Investments, LLC isowned by the Rippe family. Bruce Rippe is a member of the development team.Mr. Rippe is a member of the well-known Joseph Rippe, Sr. family which hasbeen responsible for the ownership and development of countless major buildingand development projects across Greater Cincinnati and Southwest Ohio. At one

6

point the family owned and operated The Celestial Steakhouse and RookwoodPottery Restaurant in Mt. Adams, Cincinnati, OH.

Recently, Rippe related entities successfully completed the development of asenior independent living community in Batesville, Indiana. This community isunique to the State of Indiana. It provides both subsidized and market-ratehousing for seniors. It includes an 80-seat Café-style restaurant where seniorsreceiving subsidies receive discounted meals and the restaurant is open to thepublic as well. The restaurant is similar to a Panera Bread Restaurant. Thisproject has saved the State millions of dollars. The restaurant has been profitableafter its first year in business.

WCCS and Route 48 Investments have been strategizing for several yearstoward creating a similar (but better) project in Warren County, Ohio. We weresuccessful with the help of Ohio Senator Shannon Jones in bringing to Ohio thefirst affordable senior housing project with an assisted living amenity.160apartments are planned, 32 of which will be subsidized. The project is approvedand now is moving full speed ahead. Market apartments will rent in the $850-$1100 a month range.

Sinclair Community College – Training Partner: Sinclair Community College isranked as one of the top community colleges in the nation. Known for its highquality educational opportunities, academic and athletic achievements, andservices for students, Sinclair offers a wide range of academic programs leadingto an associate degree, certificate, or opportunity to transfer to a four-yearinstitution. Sinclair’s Mason, OH campus and Culinary Arts classes are within a10-minute drive of Hopkins Commons.

All opportunities offered by Sinclair, including numerous diversity initiatives, aredirected by a strong, future-focused leadership. Along with the outstandingfaculty and staff, this equals successful student outcomes.

In the Southwest Ohio region Sinclair plays an important role in the workforceand economic development initiatives in the region and the state. SinclairCommunity College has five educational centers available for convenient access,and online courses and programs further extend those opportunities.

The hospitality and tourism industry is the number one employer among theservice industries and is quickly becoming the largest single employmentcategory of all industries worldwide. The hospitality management and tourismprograms offered by Sinclair provide students with quality experience and hands-on training to make their skills more marketable and in demand. Sinclair’sdegrees and certificates have led their graduates to work in restaurantmanagement, catering, barista operations, cake decorating, wedding planningand many other related fields.

7

Sinclair will teach Culinary Arts Classes at the banquet center in addition to theexperience students glean from working in the restaurant.

8

4. GOALS AND OBJECTIVES

Warren County Community Services, Inc. is well known for excellence incommunity service and fiscal responsibility. WCCS seeks a restaurant operatorwho shares these essential values and who will incorporate them into the publicrestaurant and Banquet Center at Hopkins Commons.

9

5. SITE DESCRIPTION

Hamilton Township, OH is situated in South Central Warren County. The 2010census identified 23,556 people there, up significantly from the 9,630 in 2000.There were a total of 8,508 households identified in the 2010 census. It is thefastest growing area of Warren County and is about 36 square miles. TheTownship provides the perfect blend of quiet, rural living and the conveniences ofmodern life. Cincy Magazine’s annual article “Rating the Burbs” consistentlyranks Hamilton Township very highly in community safety, effective schooldistricts and home values.

Hopkins Commons consists of three (3) buildings. The building with therestaurant will be a sixty (60) unit mid-rise senior housing complex located justnorth of Maineville in Hamilton Township in an upper income census. Two otherapartment buildings of similar size will also be constructed at Hopkins Commonsas well as a Class A office building to the north. The office building is expected tohouse a leading hospital’s physicians’ practices, WCCS Administrative officesand small retail establishments.

In addition to the many amenities one would expect to find in a quality seniorhousing development the following amenities will also be provided: on-sitemanagement, accessible & universal design features, an energy efficient design,and a comprehensive list of modern unit amenities. There are many uniqueelements incorporated into Hopkins Commons. Hopkins Commons residents willbe offered assisted living and hospice services as an optional amenity providedby an outside provider. Offering this helps low-income seniors enjoy the benefitsand services of assisted living that otherwise are beyond their financialresources. A unique apartment design allows for a live-in caregiver if needed tokeep the resident out of a nursing home.

Warren County Community Services will co-locate a Senior Center providingactivities and socialization and a multi-generational restaurant serving freshnutritional meals at a reduced, or no, cost to the residents. Studies have shownthat older people do better if they can stay in their home and communities.

The restaurant/banquet center/senior center space is approximately 15,000 sq.ft. The restaurant is planned to seat 80 to 120 customers. Customers will be ableto gain access to the restaurant through an entrance visible to Ohio State Route48. Customers residing in the building and their families and guests can accessthe restaurant without exiting the building. The site plan also includes plans tomake the entire community and surrounding area completely ‘walkable’. Plansinclude walking pathways directly to the 1,000 home M/I Homes Regency Parksubdivision and to the Otterbein Senior Assisted Living Facility. Nearly $3 Millionwill be spent on construction of a sidewalk linking Hopkins Commons toDowntown Maineville.

10

6. PROPOSAL REQUIREMENTS

Interested parties shall submit written proposals that contain the followingessential elements:

A. Experience of Proposer's Team

A.1 Identify the type of legal entity which would contract with WCCS, includingany and all joint venture/limited partners and percentage interests andcapital/equity committed to the entity.

A.2 Describe the intended role of each partner in the implementation of thedevelopment and the responsible entity in the organizational structure for variousdevelopment activities and the ongoing property management.

A.3 Describe the role and provide resumes describing the relevant experienceand qualifications of the project manager and key members of Proposer's team,identified in A.2 above, who would implement this project. Give the name,telephone number and address for at least three (3) business references. WCCSmay, but is not obligated to, contact any or all of these references.

A.4 Identify, describe, and provide photographs of no more than three (3) othersimilar ventures, including the financial and other types of participation of eachmember of the Proposer's team in each venture over time (include location, size,type of operation, project cost, sources of capital, success over time, currentmanagement/owner). Provide references to evidence the minimum experiencerequirements, including the name of the operation, address, contact person,telephone number, and annual gross sales generated.

A.5 Provide a development timeline from project negotiation to opening ofrestaurant operations.

B. Experience of Restaurant Operator

B.1 Identify the qualifications of all persons who will play a significant role in therestaurant operations, including their duties, years of experience, names of otherrestaurants where they have worked and any other relevant information.Resumes may be included.

B.2 Describe no more than three (3) comparable restaurants owned, leased oroperated by the Restaurant Operator. Describe each site's use, size, and type ofoperation, restaurant concept, location (address); gross annual revenuesreceived over time; years of operation; ownership interest; and any other relevantinformation. Provide photographs if available.

11

B.3 Describe a brief history of the proposer entity. Note any changes in theproposer’s name and ownership structure and any other dba’s under which theproposer has been doing business.

B.4 Give the name, telephone number and address for at least three (3) businessreferences. WCCS may, but is not obligated to, contact any or all of thesereferences.

B.5 Describe current restaurant operations. Please note that WCCS staff mayelect to perform a site visit to review/confirm current restaurant conditions.

B.6 Provide evidence that the proposer has experience in the restaurantbusiness and be able to show progressive quality management of similar types ofrestaurants for the past five (5) years.

C. Restaurant Concept

C.1 Include the restaurant ambiance to be created. Describe the proposed(breakfast, lunch, dinner) menus for the restaurant food/beverage and anyassociated merchandise being proposed, which includes non‐alcoholic andalcoholic beverages indicating as applicable portion size, suggested price, andname brands. Include in the provided menus a deeply discounted “SeniorHealthy Choices” menu meeting recommended dietary requirements for seniorsaged 55 years and older. The operator will also be required to secure andmaintain a valid Ohio liquor license allowing the service of wine, beer and allspirits. Include price ranges of all menu items and beverages.

C.2. Describe how you will support WCCS’ operation of its adjoining banquetcenter.

C.3 Describe the entertainment to be provided by the proposer as part of therestaurant operations. Describe the type of entertainment, proposed scheduleand target clientele and retail merchandise (if any).

C.4 Describe how the restaurant will help activate support of Hopkins Commonsand other nearby businesses.

C.5 Describe the management structure to be employed in the operation of therestaurant. Please include a job description for the on‐site manager, include thenumber of employees and a proposed daily schedule to deliver good customerservice during the proposed hours of operation. Provide proposed days andhours of operation for the restaurant. Provide breakfast, lunch and dinner.

C.6 Describe the Business Plan for start-up and marketing. Include a generalbusiness plan for restaurant operations and describe plans for advertising and

12

promoting the restaurant operations to the public. Describe the marketing planproposed for use in operations, with an emphasis on measures designed toobtain maximum patronage during peak and non‐peak periods. Please note thatHopkins Commons will additionally market the restaurant & banquet center (as awhole) and will include the restaurant/banquet center in said marketing. Similarly,Sinclair Community College will use its resources to market the project too.However, marketing responsibility and expense rests solely with the successfulproposer.

C.7 Describe customer service objectives for the restaurant. Specifically describeemployee training and retention programs to support and meet objectives.Describe how students from the Sinclair Community College Culinary Arts,Entrepreneurial and other programs will be trained and utilized by you.

C. 8 Describe your plan for how you will collaborate and partner with SinclairCommunity College, faculty and students.

D. Restaurant Design

D.1 Please note that no capital investment is required of the proposer. Interiorconstruction finishes, furnishings, fixtures, trade equipment, and architectural andengineering fees will be provided by others on a commercially reasonable basis.Input from the successful proposer is expected. Describe past experienceshowing understanding of restaurant concept/design.

E. Financial Capacity and Plan

Evidence of access to equity capital and financing resources to carry outproposed project, supported by:

E.1 Proposer must include the following financial documents:

The most recent available credit report and audited financial statementsfor the past three (3) years including an audited balance sheet and incomestatement prepared by and independent Certified Public Accountant inaccordance with generally accepted accounting principles (or taxdocuments for a sole proprietorship) for the previous three (3) completefiscal years, including disclosure and cash flow statements. Also providean unaudited statement for the current fiscal year of each principal partnerand joint venture participant, including statement of changes in financialposition and statements of any parent organizations and any materiallyrelevant subsidiary units, identifying any projects with negative cash flows,amount of Proposer's recourse debt, any non-performing loans, and theamount of guarantees and/or contingent liabilities;

13

Reviewed financial statements including an audited balance sheet andincome statement prepared by an independent Certified Public Accountantin accordance with generally accepted accounting principles (or taxdocuments for a sole proprietorship) for the previous three (3) completefiscal years, including disclosure and cash flow statements.

If the proposer intends to operate the business as a sole proprietorship,proposer must submit a personal financial statement not older than ninety(90) days and his/her most recent personal tax returns.

If proposer is a corporation, partnership, limited liability corporation, orjoint venture, and has been in business for less than one (1) year,proposer needs to provide personal financial information for ownershipwhich could include shareholders, partners, members of a limited liabilitycompany, or joint venture partners.

E.2 Composition of current restaurant portfolio, listing the following for eachproject:

Project name, type, location (town, state), date completed, project size(rentable area), value, debt, role (Proposer, restaurant manager, etc.),ownership interest;

E.3 Recent history (last 2-3 years) in obtaining financing commitments, detailingtype of project, financing source, amounts committed, etc.;

E.4 List of projects in the pipeline including status, development schedule andfinancial commitment required of Proposer;

E.5 Source of equity and/or operating capital for funding the proposed project.

Explain the following:

E.6 Sources of working capital to cover operating costs and to adequatelymaintain operations at a high level from the start-up period through seasonalvariations in revenue production.

E.7 Provide the proposed rent structure including base rent, annual rateincreases, and term. Identify desired time period of lease and renewal options.

F. Economic Return to WCCS

F.1 Describe in detail the structure of the economic return to WCCS. Specificallyprovide the proposed plan showing how proposer will maximize and share profitswith WCCS.

14

G. Financial Viability of the Proposal

G.1 Cash flow projections showing revenue by type, operating expenses, netoperate income, debt service and net cash flow.

H. Evidence of Insurance

H.1 Provide evidence that the proposer has the ability to obtain the necessaryinsurance required for the operation of the restaurant. Acceptable evidenceincludes letters from the proposer’s insurance company dated no earlier than twoweeks before the submittal deadline date and signed by an officer of theinsurance and security provider. WCCS, et. al. must be named additional insuredon the successful proposer’s insurance coverages. Insurance must be written byan insurance company having an A.M. Best rating of A or better and havinglicense to write insurance in the State of Ohio. Minimum coverages required areas follows:

Insurance Requirements

1. General Liability, including Liquor Liability:

a. General Aggregate $2,000,000b. Products – Completed Operations Aggregate $2,000,000c. Personal and Advertising Injury $1,000,000d. Each Occurrence (Bodily Injury and Property Damage) $1,000,000e. Excess or Umbrella Liability:

i. General Aggregate $5,000,000ii. Each Occurrence $5,000,000

2. Automobile Liability, Hired and Non-Owned:

a. Combined Single Limit of $1,000,000

3. Workers’ Compensation and Related Coverage’s – General Conditions:

a. State Statutoryb. Applicable Federal Statutoryc. Employer’s Liability $1,000,000

**WCCS, et. al shall be listed as additional insured

15

7. SCHEDULE, PROPOSAL SUBMISSION, SELECTION PROCESS

Submittal Requirements

One (1) original and three (3) numbered copies of the information and onedigitalized set of documents provided on a thumb drive shall be submitted toWCCS.

WCCS shall not be liable for any expenses incurred by any proposer in relationto the preparation or submittal of Proposals. Expenses include, but are notlimited to, expenses by proposer in: preparing a Proposal or related informationin response to RFP; negotiations with WCCS on any matter related to this RFP;and costs associated with interviews, meetings, travel or presentations.Additionally, WCCS shall not be liable for expenses incurred as a result ofWCCS’ rejection of any Proposals made in response to this RFP.

Proposals are due before 4:00 PM Eastern Time on March 18, 2016. This timeand date is fixed and extensions will not be granted. WCCS does not recognizethe U. S. Postal Service, its postmarks or any other organization as its agent forpurposes of dating the Proposal. All Proposals received after the deadline shownwill be rejected, returned to sender unopened and will not receive furtherconsideration. Furthermore, WCCS reserves the right to reject any and allProposals and to waive information and minor irregularities in any Proposalreceived.

Mail by (or hand‐deliver) Proposal to:Attn: Eugene B. Rose, CEO/Executive DirectorWarren County Community Services, Inc.570 North Route 741Lebanon, OH 45036

RFP INQUIRIES

For questions or clarifications pertaining to this RFP, please contact EugeneRose at (513) 695-2201, or erose@wccsinc.org. Only requests submitted inwriting will be considered and have response issued and shared in writing with allproposers. Questions will be considered through March 14, 2016 and thereafterwill not be considered or answered. Verbal communications from WCCS shall notbe binding nor form a part of any agreement or contract.

EVALUATION PROCESS AND SELECTION CRITERIA

WCCS will conduct the selection process in a Committee evaluation format (the“Committee”). The Committee will consist of WCCS and Sinclair CommunityCollege personnel, Bruce Rippe and other community stakeholders asdetermined by the Committee. The Committee is the final decision‐maker

16

regarding this selection, and it reserves the right to reject any or all responses orto terminate negotiations at any time. The Committee reserves the right torequest clarification or additional information from individual Proposers and torequest some or all Proposers to make presentations to the Committee,community groups, or others.

As part of the evaluation process, the Committee expects to interview some, butnot necessarily all, of the parties submitting proposals.

The intent of the RFP step of this selection process is to identify qualified partiesinterested in operating and maintaining a full‐service restaurant and relatedamenities within the Hopkins Commons development. The selection of a qualifiedproposer will be based generally upon his/her experience in the restaurantindustry and ability to demonstrate progressive quality restaurant managementover a five (5) year period, including the quality of the proposed restaurant andcapacity to carry out the restaurant development in a carefully and coordinatedmanner with the full collaboration of WCCS.

The primary basis for the Committee’s consideration of responses to this RFPwill be the contents of the party’s Proposal and the results of the Committee’sdue diligence and reference checks.

The restaurant operator will be selected based upon the following:

A. Experience and organization of the Proposer's team, based on clear lines ofauthority and assignment of responsibilities, demonstrated responsiveness anddecisiveness, and overall qualifications and availability of key individuals of theProposer's team, economic success of similar ventures, relationships withrestaurant operators, ability to implement development quickly and effectively,and ability to work constructively with WCCS, Sinclair Community College, BruceRippe and community representatives.

B. Experience and reputation of the restaurant operator based on the operator'sbreadth of experience, partnerships in public/private or private ventures, qualityand success of other restaurant ventures over time, uniqueness of otherventures, and ongoing management of restaurant operations.

C. Understanding of the proposed restaurant development goals. Quality anduniqueness of the restaurant concept, based on the type and character ofrestaurant proposed, targeted clientele, type of menu and cuisine, appeal to adiversity of users, and compatibility with the neighborhood.

D. Experience with restaurant operations, experience on projects with similar sitecharacteristics, reputation for flexibility and responsiveness to public andcommunity concerns, compatibility of designs with setting, especially with nearby

17

historic resources and open spaces. Benefit that the restaurant developmentprovides WCCS and its community stakeholders.

E. Financial capacity, pro-forma projections and business plan of the Proposer,based on ability to fund startup operations, and continuing operations andmaintenance.

F. The economic return to the WCCS, based on base rent and profit sharing withWCCS proposed by Proposer. Financial strength and capability with furtherconsideration given to proposals offering the best and highest returns to WCCS.

G. Financial viability of the proposal, based on adequacy of projected revenuesto support the investment, reasonableness of the cash flow analysis, andproposed investment for operations.

H. Other factors as appropriate, including without limitation, community support.

Evaluation and Determination

The Committee will evaluate the required submittals of each Proposer based onthe selection criteria. Public presentations may be required. In addition, thecommittee may, at its sole discretion, independently investigate the qualificationsof certain Proposers and/or conduct interviews with members of certainProposers' team. The Committee reserves the right to request clarification oradditional information from a Proposer.

Schedule

The schedule for selection is as follows: Dates:

Issue RFP: January 25, 2016

Cutoff date for questions March 14, 2016

Submittal Deadline: March 18, 2016

Committee completes review of proposals (est.): April 8, 2016

Negotiations completed with proposer(s) (est.): May 6, 2016

Successful proposer chosen (est.): May 13, 2016

18

Insurance and Bond Requirements

The proposer will be required to maintain throughout the term of the approvedproject, insurance in amounts and with limits determined appropriate by WCCS ina form and with carriers acceptable to WCCS (as stated earlier herein), including,but not limited to, comprehensive general liability, workers' compensation,property insurance on the premises, automobile liability, personal property,business interruption, builder's risk, host liquor law and food products liabilityinsurance, and any other insurance required by law. WCCS, et. al. must benamed as additional insured.

19

8. PROPOSAL FORMAT AND CONTENT

Submittal Format

Information provided must be submitted with the following format, identifyingeach item by header, letter and number in agreement with the format used inSection 7. Proposal Requirements of this RFP. A cover containing the RFPtitle, the Proposers’ name and the submission date, and tab dividers would beappreciated. Failure to provide any of the categories of information requestedmay result in WCCS determining the proposal to be nonresponsive.

Earnest Money Deposit Earnest money deposit in the amount of three thousand dollars ($3,000.00),payable to WCCS in the form of a cashier's or certified check, made out toWarren County Community Services, Inc. This deposit shall be returned to allProposers, except the Proposer with whom WCCS enters into an Agreementfollowing successful execution of a contract.

Security Deposit

If a contract is negotiated, a security deposit will be required in an amount equalto two month's base rent of the final year of the term.

20

9. HOPKINS COMMONS ARCHITECTURAL RENDERINGS & SITE PLANS

21

22

23

APPENDIX AAREA DEMOGRAPHICS AND STATISTICS

Hamilton Township has been recorded as the fastest growing township in theCounty since the 2000 Ohio census. Backed with research and data analysis,these growth patterns are predicted to continue into the future. The township’sgrowth has sparked recognition as well as top rankings in aspects of safety andschools.

Cincy Magazine recently highlighted Hamilton Township in their ‘Rating theBurbs,’ a list that highlights the top forty-two neighborhoods of the CincinnatiTristate area. Hamilton Township received the rank of sixth in the list of TopSafest Neighborhoods in Cincinnati. Also, the Township’s major school district,Little Miami was ranked number sixteenth in the list of Top Public Schools.

Hamilton Township is one of the original four townships created when WarrenCounty was divided in May, 1803. By June, 1818, the present boundaries of thetownship were permanently established. Hamilton Township is located in southcentral Warren County, Ohio. In the shape of a rectangle, Hamilton Township isabout six and one-half miles from north to south, and five and one-half miles fromeast to west, comprising an area of 34.4 square miles. Hamilton Township isbounded on the north and west by the Little Miami State and National ScenicRiver, on the east by Harlan and Salem townships, and on the south by ClermontCounty, Ohio.

Research and analysis shows that the area along State Route 48 and U.S.Highway 22 (recognized as Hopkinsville) provides the greatest potential forcommercial and industrial use in Hamilton Township. The zoning is right, the landis available, and incentives are available to promote development of the area;this area is where Hopkins Commons is located.

Hamilton Township Planning and Zoning Department recognizes the greatestpotential for commercial development at the intersection of U.S. 22 and StateRoute 48. This busy intersection is surrounded by fast growing subdivisions. Thearea is zoned for commercial use and much of the land is for sale by variousowners. Hopkins Commons is located approximately 1 mile south of theintersection of U.S. 22 and State Route 48 in Maineville and the location of thebanquet/restaurant will capitalize on existing demographics and future growth.The majority of the 3.9% of land that is zoned for commercial use is located atthe intersection of U.S. 22 and State Route 48.

Despite the lack of commercial and industrial development, families and retireesstill chose to invest and reside in the area. What commercial development doesexist within the township (0.5% of the land) has been and remains economicallyviable. There are few vacant commercial buildings in the township. The currentlandscape of the surrounding area is dominated by single family housing. The

24

focus area presents many opportunities for businesses to locate. There are largeplots of open land for sale amidst a few current commercial uses which can befound in the business inventory.

In the late 1970's, the extension of sanitary sewer was enabled by WarrenCounty with financial assistance from the State of Ohio in theMaineville/Hopkinsville area. In the late 1990's, sanitary sewer was alsoextended to the northeast area of the township in order to serve the new LittleMiami High School, purposefully enabling a limited amount of adjoining sewereddevelopment to help pay for this extension. The extension of sewageinfrastructure has greatly encouraged the growth occurring in HamiltonTownship. This combined with incremental decisions made by the Board ofTownship Trustees, whom regulate zoning, and market demand due to strategiclocation, has made Hamilton Township the most rapidly growing township inWarren County since 2000.

The intersection of State Route 48 and U.S. Route 22 has a heavy daily trafficflow. Locating a business along these routes will allow access by not onlycitizens of the township but by individuals who pass through the area. It isimportant to note that Interstate Highways 71 and 75 are located to the west, justoutside the township boundaries.

Many subdivisions within Hamilton Township have unique semi-public features.Maintained and operated by Homeowners Associations, these spaces arereferred to as semi-public because they are available to the habitants of theneighborhood for a mandatory fee, yet can be used by other individuals. Theseopen and recreation spaces present the groundwork for future services. Smallparks, playgrounds, swimming pools, and community centers are just someexamples of these semi-public spaces. These spaces can contribute to thesuccess of economic development through the aesthetic appeal they possess.Homeowners Associations create a cohesive design as well as engage membersof neighborhoods. Homeowners Associations also present an opportunity as amarketing source for businesses locating in Hamilton Township.

Commercial Strips

The current extent of economic development within Hamilton Township consistsof small sprawled commercial strips. Small strips are located along U.S. Route22 and State Route 48, providing the foundation for infill development.

Major Area Businesses

Dining and Entertainment Establishments

Residents of Hamilton Township stay engaged and interested in the Townshipthrough annual events and entertaining businesses. Valley Vineyard Winery in

25

Morrow is one business that encourages this citizen engagement. ValleyVineyards is a family establishment that has been in business since 1970. Thewinery hosts festivals, cookouts, and tastings on a regular basis as well asholiday events. Creating unique establishments also means the potential forincreased visitors and revenue to the township.

Auto Services

Hamilton Township has an influx of automobile services. Currently there are fivecarwashes and about twelve repair service or auto parts centers. However no cardealerships exist in the township.

Landscaping

Approximately eight landscaping services exist in the township.

Construction

Eight concrete and construction services exist in the township. This includesservices from tool rental to concrete and paving.

Oeder Trucking Company - The Pulse Journal, a local paper recognized theOeder family as “a leader in building Warren County.” The family business hasexpanded over the years and has greatly contributed to the township.

Banks

Six banks located in the area.

Recreational Businesses

Stables....................4 Farms......................5 Golf Courses...........2 Parks.......................4 Other.......................3

Anticipated Future Landscape

Population Projections

By the 2010 census, an additional 13,926 residents were added since the 2010census (an increase of 145%.)

As a result, traffic generation increased by over 65,000 trip ends each weekday(national average of 9.56 per single family residence).

26

Economic Development

Additional businesses and services will be needed to adequately serve thegrowing population of Hamilton Township. Specific examples of businesses thetownship lacks and seeks to locate in the area include:

Family style restaurants Retail Stores, large and small Industrial/Manufacturing companies

Opportunities

Hamilton Township possesses the groundwork for locating a business in thearea. Current establishments shape the feel of the community and futurebusinesses are welcomed to continue to shape the landscape and character ofthe community. Infill development along State Route 48 and U.S. Highway 22 iswhat the township seeks for the future. Businesses accompanied by streetscapeimprovements have the power to create a sense of place to the area. TheHopkins Commons Development Project squarely fits in the most desirablecorridor of the township and meets the exact development envisioned bytownship and county leaders.

Population Projections

2009 population: 17,431 o 79.37% growth since 2000

2010 population: 23,556 o 145% growth since 2000

Average Annual Growth Rate o Hamilton Township: 3.4% o Warren County: 2.5%

27

Current Population

28

Household Income

Household income is an important factor to assist in determining what businessfit the residents of an area. Hamilton Township and the regions householdincome are key indicators of a thriving area. Locating business here will providethe citizens a way to reinvest in the township.

29

Hamilton Townshipo Total number of households: 3,524o Median Household Income: $66,276

Warren Countyo Total number of households: 56,020o Median Household Income: $57,925

30