Item C25
,.
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
MEETING DATE: 4/19/00
4/20/00
DIVISION: COUNTY ADMINISTRATOR
BULK ITEM: YES
DEPARTMENT: AIRPORTS
AGENDA ITEM WORDING: Approval of renewal agreement with Avis Rent a Car System for a concession at the
Marathon Airport.
ITEM BACKGROUND: The agreement is for the period of March 1, 2000 through February 28, 2005.
PREVIOUS RELEVANT BOCC ACTION: Approval of concession agreement, 4/17/96.
STAFF RECOMMENDATION: Approval
TOTAL COST: None
BUDGETED: N/A
COST TO AIRPORT: None
REVENUE PRODUCING: Yes
AMOUNT PER YEAR: $125,499,94 - FY 1999
APPROVED BY: County Attorney X
OMB/Purchasing X
Risk Management X
AIRPORT DIRECTOR APPROVAL
atL
DOCUMENTATION: Included X
To Follow
Not Required
AGENDA ITEM #
J-C~
DISPOSITION:
/bev
APB
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
Contract with: Avis Rent A Car System
CONTRACT SUMMARY
Contract #
Effective Date: 2/29/00
Expiration Date: 2/28/05
Contract PurposelDescription: Lease extension agreement for operations at the Florida Keys Marathon Airport.
Contract Manager: Bevette Moore
(name)
for BOCC meeting on: 4/19/00
# 5195
(Ext.)
Airports - Stop # 5
(DepartmenUCourier Stop)
Agenda Deadline: 4/5/00
CONTRACT COSTS
Total Dollar Value of Contract: Revenue Producing
Budgeted? N/A
Grant: N/A
County Match: N/A
Estimated Ongoing Costs: N/A
(not included in dollar value above)
Current Year Portion: N/A
Account Codes: 403-344101
ADDITIONAL COSTS
For:
(eg. maintenance, utilities, janitorial, salaries, etc,)
Date In
Airports Director
A./J:v Q)
Risk ManagJent
(77S1
o"~Pur' \ ' 'ng
County Attorney
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Changes
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Yes No
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LEASE EXTENSION AGREEMENT
THIS LEASE EXTENSION agreement is entered into by and between Monroe County. a
political subdivision of the State of Florida. hereafter Lessor. and AVIS RENT A CAR SYSTEM.
INC.. a Florida corporation. hereafter Lessee or Concessionaire.
WHEREAS, on the 17th day of April, 1996. the parties entered into a car rental lease and
concession at the Marathon Airport. hereafter original lease. A copy of the original lease is
attached to this extension agreement and made a part of it; and
WHEREAS. the original agreement term ends on February 29.2000 but the parties desire
to extend the original agreement term by five years; now. therefore.
IN CONSIDERATION of the mutual promises and covenants set forth below, the parties
agree as follows:
1. Paragraph 2 of the original agreement is amended to read:
2. Term. This Agreement is for a term of five (5) years.
commencing on February 29,2000 and expiring on
February 28. 2005.
2. SUbparagraph 3(d). first sentence. is amended to read:
3(d). The guaranteed minimum annual concession fee is $16.675 per year
unless an additional rental car concession is granted at the Marathon Airport in
which case the parties will renegotiate downward the minimum guaranteed
amount.
3. Except as set forth in paragraphs one and two of this lease extension
agreement in all other respects the terms and conditions of the original agreement remain in
full force and effect.
of
IN WITNESS WHEREOF. the parties hereto have set their hands and seals this
.2000.
day
(SEAL)
ATTEST: DANNY L KOLHAGE. CLERK
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY. FLORIDA
By
Deputy Clerk
By
Mayor/Chairperson
~ .!
~j~~ S~1f::-'
Witnesses
AVIS RENT A CAR SYSTEM. INC.
jainiiextend
By
Title
LEASE AND CONCESSION AGREEMENT
MARATHON AIRPORT
.--4{h<'p
THIS CONTRACT OF lEASE is made and entered into an the I'J day at
, 19926., by and between MONROE COUNTY, a political subdivision of
the State of Florida, hereinafter referred to as lessor. and A VIS RENT A CAR SYSTEM.
INC.. qualified to do business in the State of Florida, hereinafter referred to as lessee or,
Concessionaire;
WHEREAS. Lessor desires to grant to lessee a non-exclusive right to operafe an.
automobile rental concession at and trom the Marathon Airpon at Marathon, Florida.
hereinafter referred to os Airport; and
WHEREAS. Lessor and Lessee desire. in connection with said operations. to
provide for the leasing by lessor to lessee of cenain space in and around the Airline
....
]'"rminal at the Airpon for the establishment of a Rental Car Concession to
accommodate the lessee's customers and provide space for the temporary
placement of rental ready vehicles and for other purposes in connection with said
operations. 011 os hereinafter more specifically provided;
NOW, THEREFORE. in consideration of the premises and of mutual covenants and
promises hereinafter contained. the parties hereto do hereby agree os follows:
1. Premises - Lessor hereby leases to Lessee for its eXClusive use os rental cor
office space # 102 loco fed in the airline terminal of Marathon. Monroe County, Florida.
said space containing 247 square feet. and being designated_ "Auto Rental
Office/Counter," as shown on Exhibit A. attached hereto and made a pan hereof; and
in addition thereto. hereby provides 7124 sq. ft. of cor prep. area and fourteen (14J
rental car ready spaces in the parking lot.
2. ~ - This agreement is for a term of five (5) years. commencing March
1, 1995. end expiring on February 29. 2000.
3. Rental and Fees - Lessee. for and during the term hereof. shatl pay to
Lessor for the use and OCCupancy of said Basic Premises and for the rights and
privileges herein granted it at the following scheduled rates and fees:
(a) Counter Rental: Office/Counter space rental will be paid
for at the follow rates:
Marathon Airpori - $20.00/sq. ft./per annum + tax.
Counter/office rental space includes that space physicotly enclosed by
the counter. side partitions and bacKwalL This rote includes the operating
and maintenance expense directly r,elated to the airline terminal cost
center plus allocated administrative cost plus return on investment. These
rates. which ore currently equal to the airline rental rote for publicly
exposed space. will be adjusted yearly. The annual adjustment shall be
made in accordance with percentage change in the Consumer Price
Index (CPI) for Wage Earners and Clerical Workers in the Miami. Florida.
area index. and shall be based Upon the annual average CPI
' computation from January 1 through December 21 of the previous year.
(b) Car creDo Area - 7124 sq. H. - .395/sq. H./per annum _ utilities
to be paid by Lessee. Lessor shall obtain any development permits. use
permits and occupational licenses necessary for the washing and other
preparation. other than mechanical repairs. of cars for rental.
(c) Fourieen (14) Car Ready 5Daces _ Exhibit C _ no charge.
(d) Concession Fee: Guaranteed minimum annual
concession fee for each contract year of the five (5) year term of this
concession agreement shall be $25.000.00. The Lessee agrees to pay
monrhly ten (1 0) percent of gross revenues for the previous month or one
twelfth (l /12) the guaranteed annual minimum. whichever is greater. In
the event the total amount paid during anyone year period under this
method exceeds ten percent of gross revenues or the annual minimum
guarantee. whichever is greater. for that one year period. an adjustment
wilt be made to the first months rent for the next subsequent periOd or. at
the end of the fifth year. reimbursement will be made within thiriy days.
2
,
A performance bond in the amount of $25.000 (twenty-five thousand dollars) shall be
provided to the Board of County Commissioners and shall be held in escrow as security
to insure conformance with the contract provisions. It is not the intent of the- County to
call the bond for rental payments unless there is a violation of the contract.
4. Definition of Gross ReceiDts - As used herein, the term "gross receipts"
shall mean the total sum of money. from charges for net time. mileage, and personal
accident insurance. paid or payable. whether by cash or credit, (after any discount
specifically shown on the car rental agreement). by the customer to Concessionaire for
or in connection with the use of vehicle contracted for, delivered or rented to the
customer at the Airport, regardless of where the payment is made or where the vehicle
is returned. The Concessionaire for the purpose of its concession rentals shall report all
income, both cash and credit, in its monthly gross receipts statement.
5. Accountina Procedures - The Concessionaire shall keep records of all
:jales and revenues. whether for cash or credit, whether collected or not from its
operations in a manner generally accepted as standard to the automobile rental
industry located on Airports. lessee agrees to operate its business upon the Airport so
that a duplicate rental agreement invoice. serially pre-numbered. shall be issued for
each sale or transaction whether for cash or credit. lessee further agrees that it will
make available to Monroe County, a full and complete book of accounts and other
records required by the County to provide a true account of all revenues pertaining to
its operations under the provisions hereof. The County. acting through its Finance
Director or other authorized representative. shall have the right to inspec.t and audit the
Concessionaire's books of accounts and other records directly generated at the
3
!v'arathon Airpori office or otherwise periaining directly to this agreement. Knowingly
furnishing the County a false statement of its gross sales under the provision hereof will
constitute a default by the Concessionaire of this agreement and the County may, at
:Is option, declare this contract terminated. The lessee retains the right to have its
controller or a representative assigned by its controller to be present during any
inspection or audit by the County. Ten (10) business day's notice must be given of
intent to audit by the County to aJ/ow lessee's controller sufficient time to schedule. .
said presence.
6. Abatement of Minimum Guarantee - In the event that (1) for any reason
the number of passengers deplaning on scheduled airline flights at the Airport during
any month shall be less than eighty percent (80%) of the number of such deplaning
passengers in the some period of calendar year 1994, or in the event that (2) in the
opinion of the Board of County Commissioners, the operation of lessee's cor rental
,
business at the Airport is affected through no fault of lessee by shortages or other
.
disruption in the supply of automobiles, gasoline. or other goods necessary thereto, and
said shortages or other disruptions results in the material diminution in lessee's gross
receipts hereunder for a periOd of at least thirty (30) days, and said shortages or other
. disruptions ore not caused by a labor dispute with lessee, such diminution to be
satisfactorily demonstrated by lessee to the Boord of County Commissioners, then, in
either event, the ~inimum Guarantee Fee should be abated for the periOd of time
such condition continues to exist. During said periOd of time. lessee shall continue to
pay to the.. lessor ten percent (10%) of gross receipts from the operations- hereunder as
hereinbefore defined.
4
"
7. Investment by the ~esseJZ - ,A.1I leasehold improvements and their titles
shall vest immediately in Monroe County upon their acceptance by the County.
flJrniture. furnishings. fixtures and equipment will remain the personal property of
Concessionaire and may be removed upon the termination of the agreement,
plovided all of its accounts payable to the County are paid at that time, or in the
event the County does not purChase same.
8. Leasehold ImDrovements - Lessee has the right during the term hereof. at.
its own expense. at any time from time to time:
to install. maintain. operate, repair and replace any and all trade fixtures
and other personal property useful from time to time in connection with its
operation on the Airport, all of which shall be and remain the property of
Lessee and may be removed by Lessee prior to or within a reasonable
time after expiration of the term of this agreement; provided, however.
that Lessee shall repair any damage to the premises caused by such
removal. The failure to remove trade fixtures or other personal property
shall not constitute Lessee a hold-over, but all such property not removed
within ten (10) days after Lessee receives a written demand for such
removal shall be deemed abandoned and thereupon shall be the sole
property of the lessor.
Leasehold improvements shall include any installation of walls. partitions, doors and
windows, any electrical wiring, panels, conduits. service connections. receptacles or
lighting fixtures attached to walls, partitions, ceilings or floor, all interior finish to floors,
walls. doors, windows or ceilings; and all floor treatments or coverings. other than
5
.
carpeting. that is affixed to floors; sanitary disposal lines and sinks. commodes. and
garbage disposal units; all heating. air treatment or ventilating distribution systems.
inCluding pipes. ducts. venthoods. air handling units and hot water generators; and all
refrigerator rooms or voults and refrigerated waste rooms inCluding refrigeration or
ventilating equipment included with same.
Any furniture, fixtures, equipment.
carpeting and draperies not classified as leasehold improvements above shall be the
personal property of the Concessionaire.
9. Damaae and IniurY - Lessee Covenants that it and all of its agents.
servants. employees. and independent contractors will use due care and diligence in
all of its activities and operations at the Airport and the Concessionaire hereby agrees
to repay or be responsible fa Monroe County for all damages to the property of the
County which may be caused by an act or omission on the part of the Concessionaire.
ifs agents. servants. or employees and except to the extent that such damage to the
.....
property is covered by insurance required to be provided by the Concessionaire under
any provision hereof. or is provided by Monroe County (except subrogation rights of the
County.s canier). Concessionaire shall pay. on behalf of the County. all sums which the
County shall become obligated to pay by reason of the liability. if any. imposed by law
. upon the County for damages because of bodily injury, inclUding damages for care
and loss of service. inclUding death at any time resulting from bodily injury and
because of injury t%r destruction of property, including the loss or use thereof which
may be caused by or result from any of the activities, omission. or operations of the
Concessionaire, its agents. servants, or employees on the Airport.
6
10. Other Develooment of Airpon - Monroe County reserves the right to
funher develop or improve the londing area af the Airpan as its sees fit. regardless af
the desires ar views of the Concessionaire. and without interference or hindrance;
pravided. hawever. that in no event can the County deprive the Concessionaire of
reasonable and direct routes of ingress and egress to the premises.
II. Terminal Area Planning - Lessee acknowledges that MOnroe County has
Master ptans inclUding terminal area revisians. Lessee hereby agrees to cooperate to.
the fullest with the County. especially in those areas of terminal improvements which
rnay at some time Gause relocation of rental car facilities.
12. Utilities - Electricity. water and trash removal service will be assessed ta
Lessee at a surcharge of $250.00 per month. which monthly fee shall be adjusted for
each contract year commencing November J 5. ) 995. in accordance with the
percentage change in the Consumer Price Index rCPI) for Wage Earners and Clerical
,
Workers in the Miami, Florida. area index. and shall be based upon the annual average
CPI computation from January) through December 3 J of the previous year.
13. Lessee's Obliaations - Lessee covenants and agrees:
(a) to pay the rent and other charges herein reserved at such
times and places os the same are payable:
(b) to make no alterations. additians or improvements to the
demised premises without the prior written consent of lessor. which
consent shaJl be not be unreasonably withheld;
(c) to keep and maintain the demised premises in goad
condition, order and repair during the term of this agreement. and to
surrender the same upon the expiration of the term in the condition in
which they are required to be kept. reasonable wear and' tear and
damage by casualty. not Caused by Lessee's negligence. riot and civil
commotion. excepted:
7
(d) to observe and comply with any and all requirements of the
constituted public authorities and with all federal. state or local statutes,
ordinances. regulations. and standards applicable to Lessee or its use of
the demised premises. including. but not limited to. rules and regula.tions
promulgated from time to time by or at the direction of Lessor for
administration of the Airport;
(e) to pay all taxes assessed or imposed by any governmental
authority upon any building or other improvements erected or installed
on fhe demised premises during the term of this agreement;
(f) to control the conduct. manner and appearance of its
officers, agents. and employees, and any objection from the Director of
Airports concerning the conduct. manner or appearance of such
persons, Concessionaire shall forthwith take steps necessary to remove
the cause of the objection.
-
14. Lessor's Insoection and Maintenance _ Lessor and its authorized officers.
employees, agents. contractors. subcontractors and other representatives shall have
the right to enter upon the demised premises for the following purposes:
(a) to inspect the demised premises at reasonable intervals during
regular business hours (or at any time in case of emergency) to determine
whether Lessee has complied and is complying with the terms and
conditions of this agreement with respect thereto; or
.......
(b) to perform essential maintenance. repair. relocation. or removal of
existing underground and overhead wires, pipes. drains, cables and
conduits now located on or across the demised premises, and to
construct, maintain, repair. relocate and remove such facilities in the
future if necessary to cany out the Master Plan of development of the
Airport; provided, however, that said work shall in no event disrupt or
unduly interfere with the operations of Lessee. and provided further. that
the entire cost of such work. including but not limited to the cost of
rebuilding, removing, relocating, protecting or otherwise modifying any
fixed improvements at any time erected or installed in or upon the
demised premises by Lessor, Lessee or third parties, as a result of the
exercise by Lessor of its rights hereunder, and the repair of all damage to
such fixed improvements caused thereby, shall be borne solely by Lessor.
15. Indemnification - Lessee shall indemnify and hold Lessor forever harmless
from ond"ogainst 011 liability imposed upon lessor by reason of legal liability for injuries
8
fa persons, or wrongful deafh. and aamages to prape"y caused by Lessee's
operations or activities on such premISes or elsewhere at the Airport, provided that
Lessor shall give Lessee prompt and timely notice of any claim made against Lessor
which may result in a jUdgment against Lessor because of such injury or damage and
promptly deliver to Lessee any papers, notices. documents. summonses. or ather legal
process whatsoever served Upon Lessor or its agents. and provided furlher that Lessee
and its insurer. or either of them. shall have the right to investigate. compromise. or.
defend all claims. actions. suits and proceedings to the extent of Lessee's interest
therein: and in connection therewith. the parlies hereto agree to faithfully cooperate
with each other and with Lessee's insurer or agents in any said action.
,
(a) Insurance Lessee shall cony fire and extended Coverage
insurance. jf obtainable. on all fixed improvements erected by Lessee n
the demised premises to the full insurable value hereof. it being
understood and agreed that for purposes hereof the term "full insurable
value" shall be deemed to be that amount for which a prudent owner in
like circumstances would insure similar properly. bul in no event an
amount in excess of Lessee's original cost of constructing said fixed
improvements. .
(b) Coveraae - The Lessee sholl procure and maintain insurance of
the types and to Ihe limits as contained in Exhibit "0". which is hereby
mode 0 part of this Lease.
16. Nan-Di,criminatian - Lessee shall turnish all ,ervice, authorized under thi,
agreement an a fair. equal and non-discriminatory basis to all persons or users thereof.
charging fair. reasonable. and non-diSCriminatory prices for 011 items and services
which it is permitted to sell or render under this ogreemenf shall be construed as
requiring.. the Lessee fa seek approval by Monroe County before' or after Lessee
- I
establishes or alters if, rental car roles, Lessee shall not di,criminote in ils employment
9
,
practices againsT any person on the basis of race, sex, creed. color. notional origin.
age or any other chcrac7eristic or aspect which is not job related.
17. Rules and Reaulations - ~essee agrees to observe and obey. during the
term of this agreement. 011 lows. ordinances. rules and regulations promulgated and
t~nforced by the County and by any other proper authority having jurisdiction over the
conduct of the operations at the Airport. Within thirty (30) days from the date of this
contract. the County shall provide Lessee a written list of all rules and regulations which. .
it has promulgated up until that time and which will effect the Lessee's operations
liereunder. In The.event new rules and regulations are contemplated. writtennotice of
some sholl be furnished to Lessee. and Lessee will be given thirty (30) days to comply.
In the event that Lessee should determine that any contemplafed rule or regulation
unreasonably hinders him in his operation under this agreement. the Lessee shall so
notify the County. and the parties hereto agree that any problem arising incidental
thereto will. as much as possible. be worked out between the parties without the
necessity to resort to further legal remedies.
18. Furnishina of Service - The Lessee further covenants and agrees that he
will. at all times during the continuance of the term hereby demised and any renewal
or extension thereof. conduct. operate. and maintain for the benefit of the public. the
rental cor concession provided for and described herein. and all aspects and parts
and services thereof os hereinabove defined and set forth. and will make all such
facilities and services available to the public and that he will devote his best efforts for
the accomplishment of such purposes.
10
19. United States' Reauirements - This lease shall be subject and subordinate
to the provisions of any existing or future agreement between the Lessor and the United
StaTes relative to the operation or ::ia.lntenance of the Airport. and execution of which
has been or may be required by the provision of the Federal Airport Act of 1946, as
amended, or any future act affecting the operation or maintenance of the Airport,
provided, however. that Lessor shall, to the extent permitted by law, use its best efforts
to cause any' such agreement to include provisions protecting and preserving the rights.
of Lessee in and to the demised premises and improvements thereon, and to
compensation for- the taking thereof. and payment for interference therewith and for
damage thereto. caused by such agreement or by actions of the Lessor or the United
States pursuant thereto.
20.
Lessor's Covenants - The Lessor covenants and agrees that:
,
(a) Lessor is the lawful Owner of the property demised
hereby, that it has lawful possession thereof, and has good
and lawful authority to execute this Lease: and
(b) throughout the term hereof Lessee may have, hold and
enjoy peaceful and uninterrupted possession of the
premises and rights herein leased and granted, subject to
performance by Lessor of its obligations herein.
21. Cancellation by Lessor - If any of the following events occur, the lessee
shall be deemed to be in default of its obligations under the agreement, in which case
Monroe County shall give the Lessee notice in writing to cure such default within thirty
(30) days, or the concession will be automatically canceled at the end of that time
and such cancellation will be without forfeiture, waiver, or release of the County's right
to any such of money due pursuant to this agreement for the full term hereof:
11
(a) if Lessee shall make a general assignment for the
benefit of creditors. or file a volunTary petition in bankruptcy
or a petition or answer seeking its reorganization or the
readjustment of its indebtedness under the Federal
Bankruptcy laws of any other similar law or statute of the
United Simes or any state.. or government. or consent to the
appointment of a receiver. trustee or liquidator of all or
substantially all of the property of Lessee:
(b) if any order or decree of a court of competent
jurisdiction Lessee shall be adjudged bankrupt or an order
shall be made approving a petition seeking its
reorganization. or the readjustment of its indebtedness
under the Federal Bankruptcy Laws of any law or statute of
the United States or any state. tenitory, or possession thereof
or under the law of any other state. nation. or government.
prov.ided. that if such jUdgment or order be stayed or
vacated within ninety (90) days after the entry thereof, any
notice of cancellation given sholl be and become void and
of no effect:
,
(c) if by or pursuant to any order or decree of any court
or governmental authority. board. agency or officer having
jurisdiction. 0 receiver. trustee or liquidator sholl toke
possession or control of 011 or substantially all of the property
of Lessee for the benefit of creditors. provided, that if such
order or decree be stayed or vacated within sixty (60) days
after the entry thereof or during such longer period in which
Lessee diligently and in good faith contests the some, any
notice of cancellation sholl be and will become null, void
and of no effect:
(d) if Lessee foils to pay the rental charges or other
money payments required by this instrument and such
failure sholl not be remedied within thirty (30) days following
receipt by Lessee of written demand from Lessor to do so:
(e) if Lessee defaults- in fulfilling any of the terms,
covenants. or conditions required of it hereunder and foils to
remedy said default within thirty (30) days following receipt
by Lessee of written demand from Lessor to do so, or if, by
reason of the nature of such default. the same cannot be
remedied within thirty (30) days following receipt by Lessee
of written demand from Lessor to do so, then. if Lessee sholl
hove foiled to commence the remedying of such default
within thirty (30) days fallowing such written notice. or having
12
so commenced, shall fail thereafter to continue with
diligence ihe curing thereof;
(f) if the Lessee shall desert or abandon the premises for
seven (7) consecutive calendar days;
(g) if the concession or the estate of the Lessee
hereunder shaJl be transferred. subleased. or assigned in
any manner except in the manner as herein permitted;
(h) if the Lessee shall fail to pay any validlv imoosed tax;
assessments; utility rent. rate or charge; or other
governmental imposition: or any other charge or lien
against the premises leased hereunder within any grace
period allowed by law, or by the governmental authority
imposing the same, during which payment is permitted
witho,uJ penalty or interest; in complying with this
subparagraph the Lessee does not waive his right to protest
such tax, assessment, rent. rate or charge; or
,
(i) if the Lessee fails to provide service as required by
specifications for five days during any thirty day period.
unless such failure is caused by on oct of God. notional
emergency or a labor strike of which the Lessee has given
the County immediate notice, the concession may be
canceled within thirty (30) days of the giving of notice by
the County and the Lessee shall not be permitted to cure
such default.
22.
Additional Remedies - In the event of a breach or a threatened breach
by Lessee of any of the agreements. terms, covenants and conditions hereof. the
County shall have the right of injunction to restrain said breach and to invoke any
remedy allowed by law or equity, as if specific remedies. indemnity or reimbursement
were not herein provided. The rights- and remedies given to Monroe County are
distinct. separate and cumulative. and no one of them, whether or not exercised by
the County, shall be deemed to be in exclusion of any of the others herein or by law or
in equity- provided. No receipt of monies by Monroe County from Lessee after the
13
cancellation or termination hereof shall reinstate. continue or extend the term, or
affect any notice previously given to Lessee, or operate as a waiver of the right of the
County to enforce the payment of rentals and other charges then due or thereafter
falling due. or operate as a waiver of the right of the County to recover possession of
the premises by suit or otherwise. It is agreed that. after the service of notice to cancel
or terminate as herein provided. or after the commencement of any proceeding. or
after a final order for possession of the premises. the County may demand and collect.
any monies due. or thereafter falling due. without in any manner affecting such notice.
proceeding. or order. and any and all such monies and occupation of the premises. or
at the election of the County on account of lessee's liability hereunder. The parties
agree that any litigation arising out of the agreement shall be brought in Monroe
County. Florida. and determined under the laws of the State of Florida. Lessee will pay
....
any reasonable attorney's fees incurred if the County prevails in the enforcement of
the agreement. regardless of whether or not a lawsuit is filed. including but not limited
to all costs and attorney's fees incurred in collecting, trial. bankruptcy or reorganization
proceedings or appeal of any matter hereunder and all costs. charges and expenses
incurred herein.
23. Cancellation bv Lessee - lessee sholl hove the right upon written notice to
Lessor, to cancel this agreement in its entirety upon or after the happening of one or
more of the following events. if said event or events is then continuing:
(a) the issuance by any court of apparent competent
juriSdiction of an injunction. order. or decree preventing or
restraining the use by lessee of all or any substantial part-of
the demised premises or preventing or restraining the use of
the Airport for usual airport purposes in its entirety. or the use
of any pari thereof which may be used by Lessee and
14
which ;s necessary for lessee's operations on the Airport.
which remains in force unvacated or unstayed for a periOd
of at least one hundred twenty (120) days:
(b) the default of lessor in the performance of any of the
terms, COvenants or Conditions required of it under this
instrument and the failure of lessor to Cure such default
within a period of thirty (30) days fOlloWing receipt of written
demand from lessee to do so. except that if by reason of
the nature of such default. the same cannot be cured
within said thirty (30) days. then lessee shall have the right to
cancel if lessor shall have failed to commence to remedy
such default within said thirty (30) days fOllOWing receipt of
- such written demand. or having so commenced. shall fail
thereafter to continue with diligence the curing thereof:
(c) the inability of ~essee to conduct its business at the
Airport in SUbstantially the same manner and to the same
extent as theretofore conducted. for a period of at least
ninety (90) days. because at (i) any Jaw. (n) any rule. order.
judgment. decree. regulation. or other action or non-action
of any Governmental authority. board. agency or officer
having jurisdiction thereof;
,
(d) if the fixed improvements placed upon the demised
premises are totally destroyed or so extensively damaged
that it would be impracticable or uneconomical to restore
the same 10 their previous condition as to which Lessee is
the sole judge. In any such case, the proceeds of
insurance. if any, payable by reason of such loss shall be
apportioned between Lessor and Lessee, Lessor receiving
the same proportion of such prOceeds as the then expired
portion of the lease term bears to the full term hereby
granted, and Lessee receiving the balance thereof. If the
damage results from an insurable cause and is only partial
and such that the said fixed improvements can be restored
to their prior condition within a reasonable time, then lessee
shall restore the same with reasonable promptness, and
sholl be entitled to receive and appty the proceeds at any
insurance covering such loss to said restoration, in which
event this agreement shall not be canceled but shall
continue in full force and effect, and in such case any
excess thereof shall belong to Lessee;
(e) in the event of destruction of all or a material portion
of the Airport or the Airport facilities. or in the event that any
15
agency or instrumentality of the United States Government.
or any state or local government occupies the Airport or a
substantial port thereof. or in the event of military
mobilization or public emergency wherein there ;s a
curtailment, either by executive decree or legislative action,
of norma: civilian traffic' at the Airport or the use of motor
vehicles or airplanes by the general public. or a limitation of
the supply of automobiles or of automobile fuel. supplies. or
parts for general public use. and any of said events results in
material interference with lessee's normal business
operations or substantial diminution of lessee's gross
revenue from its automobile rental concession at the
Airport. continuing for 0 periOd in excess of fifteen (15) days;
(f) in the event that at any time prior to or during the
term of this agreement, lessee's presently existing right to
operate an automobile rental concession at the Airport is
withdrawn, canceled. terminated. or not renewed by lessor:
(g) the taking of the whole or any port of the demised
premises by the exercise of any right of condemnation or
eminent domain;
.....
(h) if at any time during the basic term or option term of
this lease 0 majority of the scheduled air transportation
serving the local area no longer operates from the Airport;
or
(i) if at any time during' the basic term hereof or the
option periods, the Airport or terminal building is removed to
o place more than three (3) rood miles in distance from its
present location.
24. Lessee's Reserved Rights - Nothing contoined in this Agreement sholl limit
or restrict in any way such lawful rights as Lessee may have now or in the future to
maintain claims against the federal, state, or municipal government, or any
department or agency thereof, or against any interstate body, commission or authority,
or other public or private body exercising governmental powers, for damoges or
compensation by reason of the taking or occupation, by condemnation or otherwise,
of all or a substantial part of the demised premises, including fixed Improvements
16
,
thereon. or of 011 or 0 material port of the Airport with adverse effects upon Lessee's use
and enjoyment of the demised premises for the purposes hereinabove set forth: and
Lessor hereby agrees to cooperate with Lessee in maintenance of any just claim of said
nature. and 10 retrain from hindering. opposing. or obstructing the maintenance
thereby by Lessee.
25. Assionment and Subletting. II is expressly agreed and understood that
any and all.obligotions of Lessee hereunder may be fulfilled or discharged either by.
Lessee or by a Licensed member of Avis Rent A Car System. Inc.. duly appointed
thereto by Avis Rent A Car System, inc.. and that any and 011 Privileges of every kind
granted Lessee hereunder extends 10 any Licensee so appointed: provided, however.
that notwithstanding the method of operation employed by Lessee hereunder any
appointed Lessee oiways shall continue to remain directly liable to Lessor for the
performance of all terms and conditions of this lease. Except hereinabove set out. the
premises may not be sublet. in whole or in part. and Lessee shall not assign this
agreement without prior written consent of Lessor, nor permit any transfer by operation
of law of Lessee '5 interest created hereby, other than by merger or consolidation.
26. Qther Use. Lessee shall not use or permit the use of the demised premises
or any part thereof for any purpose or use other than an authorized by this agreement.
27. Liens . Lessee shall cause to be removed any and all liens of any nature
arising out of or because of any construction performed by Lessee or any of its
contractors or subconlractors upon the demised premises or arising out of or because
of the performance of any work or lobar upon or the furnishing of any materials for use
at said premises, by or at the direction of Lessee.
17
"
28. Time - In computing Lessee's term within which to commence
construction of any fixed improvements or 10. cure any default as required by this
Lease. there shall be excluded all deiays due to strikes. lockouts. acts of God and the
public enemy, or by order or direction or other interference by any municipal. State.
Federal or other governmental department board. or commission having jurisdiction,
or other causes beyond Lessee's control.
29. The County hereby agrees not to enter into any automobile rental.
concession agreement with any per;on, partnership, or corporation other than the
Concessionaire u,!less the same shall be upon terms no more favorable than those
herein granted 10 the Concessionaire. and shall require automobile rental services
substanfially equivalent to those available trom automobile rental concessionaires
<Jpon airports of comparable size throughout the United States. Nothing herein
contained shall limited the County from making such reasonable distinctions between
Ihe automobile rental concessionaires with respect to the assignment or allocation of
rental counter space and parking areas as may appear to it to be justified by the
differing operational requirements of the respecfive rental car concessionaires by
reason ot the differing amounts of Airport automobile rental business done by each at
. the respective concessionaires.
30. Paraaraoh Headings - Paragraph headings herein are intended only fa
assist in reading identification and are not in limitation or enlargement of the content at
any paragraph.
31. Notices - Any notice of other communication from either party to the
other pur;uant to this agreement is sUfficienfly given or communicated if sent by
18
registered mail. with praper POslage and registratian lees prepaid. addressed ta Ihe
party for whom intended, at the fOl/owing addresses:
Far Lessar: Manrae Caunty B.aard af Caunty Cammissianers
P. O. Box J 680
Key West, Florida 33040
For lessee: Avis Rent A Car System, Inc.
900 Old Country Road
Garden City, New York J 1530
ar to such other address as the party being given such notice shall from time to time'
designate to the other by notice given in accordance herewith.
IN WITNESS WHEREOF. the pariies have caused these presents t,o be executed by
their respective officer or representative thereunto duly authorized. the doy and year
first above written.
(SEAL)
ATTEST: DANNY l. KOLHAGE. CLERK
By ~d-l!~-;;:::f-7jtw
Dep Cler
By
MONROE COUNTY BOARD OF COUNTY
COMMISSIONERS
~~f~
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Witness
U~ M<-< ~A.-
Witness
A VIS RENT A CAR SYSTEM, INC.
b/A/R/cviS.dOC
By ~~h
Title: Robert P. Rrlllt-rl
Staff Vice President
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1\10NROft COUNTY, FLOHIDA
INSURANCE GUIDE
TO
CONTRACT ADMINISTRATION
,'" l'n..,,'I,;
GCllCl":11 Insulduce Ucquiremcnts
for
Airport/Aircraft Activities
Prior to the commenccment of work governed by this Contmct (including the pre-staging of
~.rsonnel and material). Ihe Vendor shal/ Obtain. nt his/her OWn ""pense. insurance as specified in
i he alta ch ed sch ed ul "S. which arc mad e Part of I his CO nrmcL 11.e Vend or wi II ensure tbal I he
j,'surance Obtained will exLend proLeclion La al/ Conlmctors engaged by the Vendor.
.
The Vendor will nOL be pennilled to commence work lloverned bv Lhis COnlract (inclUding pre-
"a ging of personnel and mat erial) until Sat i Sfaclory evidence of tile required insumnce has b"....."
lurnishcd to the County as specified below.
'n,e Vendor shall maintain Ihe required insurance IhrougIlout the emire lenn oflhis conlmCI and
''''y cxlensions spcciJicd in any altached schedules. Fai/"re to comply with Ihis provisio" may
result in the immediate suspeasion of all aClivities Conducled by tbe Vendor and itsCommctor.;
until the required insUldnce has been reinSlated pr replaced.
The Vendor shall provide, 10 the COunly, as satisfactory evidence oflhe required insurance,
either:
· Cenificate of Insurance
./
or
....
· A Certilied copy of Ihe aelual insu'4nee policy.
The County, al ils sole oPlion, has the right to requesI a eenilied copy of any or all insurance
',olicios required by this COnlrac!. ,
All insurance policies. mUSI specify that lhey are nOI subject to can cella I iO,n., non;rene:"aI, ll1~tcriaJ
change, Or reducllon 'n Coverage unlcss a minimum oftbiny (30) days poor nOhlicnuon 'S Slven
'f' Ibe COumy by the insurer. , ,
- ',,'. '.' , ':.::>
TI'e aceeptanee and!or approval of the Yendor's insurance shall nOI be conslrued as relieving Ihe _
Yendor from any liability or Obligation assUlOed under Ihis COOlmcI or imposed by law. . ~
The Monroe COUnly Board OfCouoly Commissione"". ils elOployees and officials wi/1 be iocluded
as · Addiliooal Insured. On all policies, excepl for Workers' Compensalion.
Any deviations from Ihese General Insurance Requirements mllst be requesled in wriling on Ihe
County prepared fonn emilled "Requcst for Wniver of Insuntncc Ilequircmcnts" and approved
by Monroe CoUnty Risk Management.
i\d",i"i.~li,'c J~,io..
tt<4709_J
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GENERAL LIAnlLIn'
INSURANCE REQUIHEl\1ENTS
Fon
.'
...
CONTIVLcr
OET\YEEN
MONROE COUNTY~ FLORIDA
AND
Prior to the commencement of work governed by this contmct, the Contractor shall Obl.in
General Li.bilily Insurance. Cover.ge shall be maintained throughout the lile of the COntract and
incJude, as a minimum;
· Premises Operations
· Products and C;omplctcd Operations
· Blanket Contractual Li~bility
· Personalln.iury Liability
· Expanded Definition of Property Dam<lge
The minimum limits acceptable shail be:
SJ ,000,000 Combined Single Limit (CSL)
If split limits are provided, the minimum limits acceptable shall be:
or
,
S 500,000 per Person
S 1,000,000 per Occurrence
S 100,000 Property Damage
An Occurrence Fonn policy is preferred. If'coverage is provided on a Claims Made policy, its
provisions should include COverage for claims med on or aner the effective date of this COntract.
In addilion, ,he periOd for which claims may be reponed should extend for a minimum oftwe!ve
( 12) months fOllowmg the .CCCpt.nce of work by the Couoty. .
The Monroe County Goard of County Commissiooers shall be named .s Addition./lnsured on all
policie., issued 10 satisty the above requirements. .
.
.....
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MInio.;""I;~ Jrwc.n>C'1",,"
V"?O? I
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, VEl1ICLE LIABILITY
INSURANCE REQUIHEMENTS
- FOR
CONTfiAcr
BEnYEEN
MONHOE COUNTI'~ JiLORIDA
AND
-
Reeogni7ing that the work governed by this contract requires the use ofvehides, the Conlrnctor.
prior to the eommcnccment of work. sholl obtoin Vchiclc Liabiiity Insurance. Covernse shall be
maintained throughoullhe life of the contracl and include, as a minimum. liability COverage :9r.
· Owned. Non-Owned, and f Jired .Vehicles
The minimum limits acceptable shall be:
,
SI.OOO,OOO Combined Single Limit (CSL)
If spIilllmilS are provided, Ihe minimum Jimifs acceptable shall be:
$ 500.000 per Person
SI,ooO,ooO per Occurrence
S 100,000 Property Damage
The Monroe Counly Board of County Commissioners shall be named as Additiona/lnsured on all
polici." issued 10 satisfy the above requircmcn13. .
~'
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WORKfi:ns' COMPENSATION
INSURANCE HEQUIREMENTS
FOR
..
CONTRACT
OETWEEN
MONROE COUNTY, FLORIDA
AND
..
Prior to the commencement of work governed by this .contract, tl,e Cuntmctor shall obtain
Workc,.,.- Compensation lnsumnce wi'h limits sufficient to respond to the applicable state statuto,.
In ad dit ion, tile Contmctor shall obtain Em plnyer.;' Liability 1 nsurance wi Ih limits of not 1= Illan:
S1.000.000 Bodily Injury by Accident
S J .000.000 Bodily Injury by Disease. policy limits
S I ,000,000 Bodily Injury by Disease. each employee
COVet<lge shall be maintained throughout Ihe entire term of tile conlntct.
Coverage shaU be provided by a company or comp:UuC3 authorized 10 lransact business in the
stat e of Florida and I he company or COmpanies must maintain.a minimum mting of A- VI, as
assigned by the A.M. Best Company.
Iflhe Conrmctor has been approved by the Florida's Department of Labor, as an llUlhori7.ed self.
insurer, the County shaU recognize :1Od honor the COOlmctor's status. TIle Conlmctor may be
required 10 submi, a Leuer of Authorization issued by lhe Department of Labor and a Certificale
of Insurance, providing detail. On the COOlmctor's Excess Insurance Program. .
If the Contractor Participates in a self.insurance fund, a Certificate oflnsurance will be required.
In addition, the COOlmClor may be required to submit updated financial statements from the fund
upon request from the County.
,
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