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HomeMy WebLinkAbout1st Amendment 11/17/2020 = iay, `I1 l, Kevin Madok, CPA Clerk of the Circuit Court&Comptroller—Monroe County, Florida DATE: November 25, 2020 TO: Beth Leto, Airports Business Manager, KWIA FROM: Pamela G. Hanco . SUBJECT: November 17'BOCC Meeting Attached is an electronic copy of the following item for your handling: IJ2 1st Amendment to Rental Car Concession Agreement with Enterprise Leasing Company of Florida, LLC at the Key West International Airport to remove current ticket counter space #142 (36 SF);add ticket counter/office space#101 (328 SF);add 39 additional ready return parking spaces; and correct the term of die concession fee from calendar year to contract year. The reassigned office and parking spaces will provide the Airport with $160,343.00 in additional revenue per year. Should you have any questions please feel free to contact me at (305) 292-3550. cc: County Attorney Finance File KEY WEST MARATHON PLANTATION KEY PK/ROTH BUILDING 500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway 50 High Point Road Key West,Florida 33040 Marathon,Florida 33050 Plantation Key,Florida 33070 Plantation Key,Florida 33070 305-294-4641 305-289-6027 305-852-7145 305-852-7145 FIRST AMENDMENT TO RENTAL CAR CONCESSION Enterprise Leasing Company of Florida, LLC MONROE COUNTY THIS FIRST AMENDMENT, hereinafter "I" Amendment" is made and entered into this 17th day of November, 2020 by and between MONROE COUNTY, a political subdivision of the State of Florida, whose address in 1100 Simonton Street, Key West, Florida 33040, (hereinafter "County" or "Lessor") and Enterprise Leasing Company of Florida, LLC, a Delaware limited liability company, whose address is 5105 Johnson Road, Coconut Creek, FL 33073, hereinafter ("Concessionaire" or "Lessee"). WHEREAS, on the 16th day of October, 2019, Lessor and Lessee entered into a Rental Car Concession Agreement (hereinafter "Original Agreement") granting Lessee a non-exclusive right to operate an automobile rental concession at and from the Key West International Airport at Key West, Florida hereinafter"Airport";and WHEREAS, Lessor and Concessionaire desire to amend the original agreement to remove current ticket counter space, add one (1) new ticket counter/office space, add thirty-nine (39) additional ready return parking spaces, and correct the term of the concession fee to contract year from calendar year, all as hereinafter more specifically provided; NOW, THEREFORE, in consideration of the premises and of mutual covenants and promises hereinafter contained,the parties hereto hereby agree as follows: Section 1. Article 3 Rental and Fees of the Original Agreement is hereby amended to read as follows: 3. Rental and Fees-Concessionaire,for and during the term hereof, shall pay Lessor for use and occupancy of said Premises and for the rights and privileges herein granted at the following scheduled rates and fees: (a) Counter Space Rental: Rental Car Counter space shall be paid at the rate of$1,684.28 per month, plus tax for rental car counter space 4101 (328 square feet)as shown on Exhibit A— BOCC Nov. 17, 2020, the area immediately outside of rental car counter space #101, and the interior wall of space#101 located in the passenger arrivals area at the Key West International Airport(KWIA). On the anniversary date of this agreement this rate will be adjusted annually by a percentage equal to the percentage increase in the CPI-U for urban consumers for the preceding calendar year. In the event of a deflationary CPI,no adjustment in the rental rates shall be made. (b) Rent shall be paid in equal monthly installments, all of which shall be due and payable on or before the first day of each calendar month during which this Agreement is in effect. Upon the failure of Concessionaire to pay rent or concession fees when due,the County will be entitled to charge and collect, and Concessionaire will be obligated to pay, a late fee equal to the Federal Reserve Bank of New York prime rate in effect on the date of delinquency plus four percent (FRBNY prime + 4%) or twelve percent (12%) per annum, whichever is greater. The acceptance by the County of the overdue rental or fee installment plus applicable late fees shall cure what would otherwise constitute a default by Concessionaire under the terms of this lease. The County,at its option,however,may refuse a proffered overdue rental or fee installment and late fees, declare a default,and proceed according to paragraph 21 of this lease. In the event that any check, draft, or negotiable instrument by which Concessionaire has tendered any rent or fee payment is returned to the County and not honored, whether for insufficient funds or other reason,the County will be entitled to charge and collect, in addition to any applicable late I payment fees as provided above, a fee of Twenty-five Dollars ($25.00) if the check was under $50.00, if the check was $50.00 but under $300 the fee is Thirty Dollars ($30.00) and for checks $300 and greater the fee is Forty Dollars ($40.00) OR 5% of the check amount whichever is GREATER. Such penalty fee shall also be in addition to the amount of rent or fee due. The acceptance by the County of the rental or fee payment plus any applicable late fee and penalties following the receipt of a dishonored instrument shall cure what would otherwise constitute a default under the terms of this lease. The County, at its option, however, may refuse any proffered rental or fee installment and applicable late fees and penalties,declare a default, and proceed according to paragraph 20 of this lease. (c) Rental Car Ready Spaces: Fifty three (53) Rental Car Ready Spaces), as shown on Exhibit B—Nov. 17,2020, at the rate of$10.00 per space per day rent plus sales tax($193,450/yr. plus sales tax . (d) Concession Fee: Guaranteed minimum annual concession fee for each contract year of the Concession Agreement shall be 241,304.00.The Concessionaire agrees to pay monthly,on or before the fifteenth day of each calendar month, ten (10) percent of gross revenues for the previous month or one twelfth (1/12) the guaranteed annual minimum, whichever is greater. In the event the County determines that the total amount paid during the contract year (November I —October 3 1) or any pro- rata contract year period under this method exceeds ten (10) percent of gross revenues or the annual minimum guarantee, whichever is greater, for that contract year period, an adjustment will be made to the monthly concession amount due at the first available opportunity following said determination of the subsequent contract year period. (e) Customer Facility Charges: Upon written notice from the County that the Monroe County Board of County Commissioners has authorized the implementation of a Customer Facility Charge at KWIA to pay for future proposed improvements, renovations, upgrades and/or modifications to rental car facilities at KWIA, Concessionaire shall be obligated to collect said charge as of the effective date of the notice. Upon said effective date,Concessionaire shall collect a daily Customer Facility Charge on all vehicle rental transactions with KWIA Airport Customers and shall continue to collect and remit said charge until such time as Concessionaire receives written notice form the County to discontinue collection. The Customer Facility Charge shall be identified on a separate line below the sales tax line on the customer's rental contract, in the amount established from time to time by County and shall be described as the"Customer Facility Charge"or"CFC." CFC fees shall be excluded from the definition of gross revenues.Concessionaire must collect the Customer Facility Charge at the time the first payment is made for a qualifying vehicle rental transaction and must remit the full amount of the Customer Facility Charge to County regardless of whether or not the full amount of such Customer Facility Charge is actually collected by Concessionaire from the person who rented the vehicle. If Concessionaire fails to collect the Customer Facility Charge from its customers in the amount established for collection by County, Concessionaire shall nonetheless be liable to County for payment of the Customer Facility Charge proceeds that should have been collected. If Concessionaire fails to remit any Customer Facility Charge proceeds to County, Concessionaire also shall be liable to County for payment of the Customer Facility Charge proceeds that should have been remitted. Concessionaire further acknowledges and agrees that County shall be entitled to the specific enforcement of the provisions of this Section 3(e)and waives any defense it may have to a lawsuit brought by County or any other party in interest for Concessionaire's specific performance of its obligations hereunder. Concessionaire agrees that(1)Customer Facility Charge proceeds are not income,revenue or any other asset of Concessionaire;(ii)Concessionaire has no ownership or property interest in such Customer Facility Charge proceeds;and(iii)Concessionaire hereby waives any claim to a possessory or ownership interest in Customer Facility Charge proceeds. Concessionaire agrees that it holds such Customer Facility Charge proceeds in trust for the benefit of County, and that County (or a trustee on its behalf) has complete possessory and ownership rights to such Customer Facility Charge proceeds. Consistent 2 with the nature of the Customer Facility Charge proceeds as funds held in trust for County, Concessionaire shall separately account, on its books and records, for the Customer Facility Charge proceeds collected by it. Notwithstanding the foregoing, in the event that either(a) it is determined that Concessionaire must, as a matter of law, establish a separate account into which all Customer Facility Charge proceeds must be deposited,or(b) it is determined,by a court of competent jurisdiction,that the failure to maintain the Customer Facility Charge proceeds in a separate account imperils the trust nature of the relationship created by this Section 3(e) and potentially subjects any Customer Facility Charge proceeds held by Concessionaire to a claim (or potential claim) by Concessionaire's creditors, whether in bankruptcy or otherwise,then, in that event, County shall have the right to require Concessionaire to establish a separate account into which all collected Customer Facility Charge proceeds shall be deposited and all interest(if any)on the Customer Facility Charge proceeds held by Concessionaire shall inure to the benefit of, and be payable to, County. Concessionaire shall remit the Customer Facility Charge proceeds held by Concessionaire to County on a monthly in arrears basis on or before the first day of each calendar month following the month in which the Customer Facility Charge proceeds were collected; provided, however, in the event it is determined that Concessionaire must, as a matter of law, remit the Customer Facility Charge proceeds more frequently, Concessionaire shall remit such funds with such frequency as required, but Concessionaire shall not otherwise be required to report or reconcile the amounts remitted other than on a monthly in arrears basis on or before the first day of each month. Concessionaire shall remit the Customer Facility Charge proceeds by electronic funds transfer or other means specifically approved by County in writing. When remitting such Customer Facility Charge proceeds,Concessionaire shall report and reconcile the Customer Facility Charge proceeds remitted by it on a form required by County and shall submit such other and further information as may reasonably be necessary for County to determine any matter related to the Customer Facility Charge proceeds. Concessionaire shall maintain records and controls that are sufficient to demonstrate the correctness of the Customer Facility Charge proceeds collected by Concessionaire and the amount of Customer Facility Charge proceeds paid to County. Such records shall be maintained in accordance with,and subject to inspection and audit as set forth in,Article 5 of the Original Agreement. (f). Security.-Options. To provide security for rents, charges and payments required hereunder, Concessionaire will comply with either of the following two options and maintain such security in effect during the term of this Agreement: i. Concessionaire will post with the County a separate Concession Bond to be maintained throughout the term of this Agreement in an amount approximately equal to the fees and charges payable to the County hereunder fora period of three months,which shall equal$100,000.00. Such bond will be issued by a surety company acceptable to County and authorized to do business in the State of Florida,and will be in a form and content satisfactory to County; OR ii. Concessionaire will deliver to County a separate irrevocable letter of credit drawn in favor of County upon a bank which satisfactory to County and which is authorized to do business in the State of Florida. Said irrevocable letter of credit will be in an amount equal to the estimated fees and charges payable to County hereunder for a period of three months which shall equal $100,000.00, (g). Satisfactory Performance. Any release of liability of the surety bond or irrevocable letter of credit required pursuant to Article 3.(f)above will be conditioned on the satisfactory performance of all terms, conditions, and covenants contained herein throughout the entire term of this Agreement and continue one year thereafter. Notwithstanding the above,these security requirements will at all times be current. Upon termination of this Agreement, the release of liability of the surety bond or Irrevocable Letter of Credit will not occur until the County has successfully conducted an audit in accordance with Article 5 hereof and Concessionaire has paid Authority all amounts due and owing in full." 3 Section 2. All other provisions of the original Rental Car Concession Agreement dated October 16, 2019 not inconsistent herewith shall remain in full force and effect. bit \ i ti WITNESS WHEREOF,each party has caused this agreement to be executed by a duly c presentative. ppIPP .� BOARD OF COUNTY COMMISSIONERS l s . -. V IN MADOK,CLERK OF MONROE CO n • : I . By: Deputy Clerk Mayor/Chairman ATTEST: ENTERPRISE LEASING COMPANY OF ///]�� FL LLC By: 1,8 By: 1 ) Title: 0102 4647 OfiniA4 I. reship) Title: G OV( I' ve 4t // pW FEY ASSI N1Y ATTORNEY Date 11/6/20 a 0 N i 3373 F ) [i c O M Imm CIO cj V, 4-j U i ui CIO ui F ELM F9 LLI :5 w L) LLI < C-) ui F9 I F� F1 Ale, cn Cr Ol 0000 000 U, c, Cl Y u LLJ rr "e -W— U", n— 4j 6P U) ye U) m x u-) (Idl 1 9'0 1 R)i 0 , (1)(1) S]OVaS Z ILA LLJ LLJ sl�vcj c\j co U) rA 9) 0 cn (.n — LLJ LLJ cn x U) r c4,01 Loi 7,M� ,r "u)` LLJ LLJ 'ILLJ tea 0 _Q1 cn s2 LLJ u rn 12E� ta Asao cn t,Ao cn cni cn LLJ 1c, Ld "Lj ,,j N La r Jaa u a N ■ —cn-- Ul It Q (.n r) ",rn II 11 LLJ u cn 1� , LLJ W Lu Ld ------ W cn cn < 12 W W (n cn j Ln --kn- 44, NO "t ........... -r _ _ __ _ � - - - - - mil � � LLJ u c.\j IF vo f'' •,t to t> a '� � s�� t t� cn " +s t t �` tit�stttr t Ssr r m �it4yu _ t) tr i r t l s, r 01 f" lit 03 1-4 + a >F tw n, t ti cd i. 9 11� H r T cn *1 ` fit, till l�t i` it '` ,t UP, t t: tt lk P Ir tt� pp,, 41 ti t �� DATE(MM1DD/YYYY) - AC CERTIFICATE OF LIABILITY INSURANCE 09/1112020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS - CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND„ EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER,. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the policy(les)must have ADDITIONAL INSURED provisions or be endorsed., If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy, certain policies may require an endorsement, A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER. -_— - CONTACT_ ----__—.. Marsh USA Inc. NAME: PHONE ]FAX 701 Market Street Suite 1100 A1C No; St.Louis,MO 63101 E-MAIL Attu:stlouis.certrequest@,marsh.com ADDRESS;_— IN SURE R-S AFFORDING COVERAGE NAIL d' CN'I01321765-STND•GAW20.21 41 KY EHI NoC INSURER A The Tr velers Indemnity Company of Conn ec4cut 25682 INSURED Enterprise Holdings,Inc. INSURERS;Travelers Property Casual Company of Amenca 25674 _and its subsidiaries INSURER C 600 Corporate Park Drive St.Lours,Mill 63105 INSURER D INSURER E INSURER F COVERAGES CERTIFICATE NUMBER: CH-009348490-04 REVISION NUMBER: 4 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO'WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE A OL SUBR POLICY EFF POLICY EXP LIMITS LTI POLICY NUMBER MMIDDJYYYY HMIDDIYYYY' A X COMMERCIAL GENERAL LIABILITY HC2E-GLSAA74M7'351 TCT-20 0910112020 0910112021 EACH OCCURRENCE $ 5,000,000 — — CLA;M&MADE ' X I OCCUR '.....PREMISES ' aNccurrenca $,_--. 1 000,00D.. X Fire Damage(Any One Fire) MED EXP(An one person) S_ 10,0100 PERSONAL B ADV INJURY S 5,000.000 GEN1 AGGREGATE Li MIT APPLIES PER:: GENERAL AGGREGATE s 153000,000 PRO- X POLICY f J CT I�LOC PRODUCTS-COMPrOP AGG ( 5 000,000 OTHER: s' A AUTOMOBILE LIABILITY HEEAPA74MI7302-TCT-24 09101/2020 0910112021 COMBINED SINGLE LIMIT 3 Q00,01M EA aeeldeM X ANY AUTO 'ISK BODILY INJURY(Per person) S OWNED SCHEDULED BODILY INJURY(Per eCcectlenty S AUTOS ONLY AUTOS HIRED NON•OWNE© PROPERTY DAMAGE $ AUTOS ONLY '.,AUTOS ONLY By X SIR20000)0 9/14/2020 $ UMBRELLALIAB OCCUR EACHOCCURRENCE. S EXCESS UAB CLAMS-MADE WAhW, WA AGGREGATE § DIED RETENTIONS s 6 WORKERS COMPENSATION LIB-BP765351-20-NCR(WQ 9 01 20 0910112021, X PER DTH• AND EMPLOYERS`LIABILITY STATUTE £R 6 YIN HXIUB 474M7074.20(OH) 0910112020 0910112021 1 000000 ANYPROPRIETORfPARTNEPIE7CECUTIL'E E L.EACH ACC PDENT B OFFICER1MEMBEREXCLIDED? N/A US-6P137346-20-NCT(AOS) 0910112020 09)0112021 (Mandatovy in NH) E L DISEASE.EA EMPLOYEE $_ 1000 000 If yes,describe under 'SEE ATTACHED" 1,000,000 DESCRIPTION OF OPERATIONS below E L DISEASE,POLICY LIMIT I S l DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES(ACORD ID1,Additional Remarks schedule,may be attached If more space is required) Re:GPBR 41 KY,Address,3491 S Roosevelt Blvd,Key West,FL 33040. Monroe County and 6OCC Ware added as an additonal Insured(except Workers Compensation)where required by vrritlen contract.Auto coverage insures any Auto owned or leased by the warned insured wilds operated by employees of the named insured. No coverage piNded to renters under this policy waiver of Subrogation is applicable where required by written contract.See Attached CERTIFICATE HOLDER CANCELLATION Monroe County BOCC SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 1100 Simonton Street THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Key West FL 33040 ACCORDANCE WITH THE POLICY PROVISIONS.. AUTHORIZED REPRESENTATIVE of Marsh USA Inc. Manashi Mukherjee _.•} 1988-2 16 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD