Item C46BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
MEETING DATE: 2/21/01 DIVISION: COUNTY ADMINISTRATOR
2/22/01
BULK ITEM: YES DEPARTMENT: AIRPORTS
AGENDA ITEM WORDING: Approval of lease and concession agreement with Hertz corporation for operations at the key
West International Airport.
ITEM BACKGROUND: Agreement identifies new counter and office space in the remodeled terminal building.
PREVIOUS RELEVANT BOCC ACTION. Approval of previous agreement, 4/94.
STAFF RECOMMENDATION: Approval
TOTAL COST: None BUDGETED: N/A
COST TO AIRPORT: None
COST TO COUNTY: None
REVENUE PRODUCING: Yes AMOUNT PER MONTH/YEAR: $178,741.20 - FY 2000
APPROVED BY: County Attorney X OMB/Purchasing X Risk Management X
KEY WEST AIRPORT DIRECTOR APPROVAL v
Peter J. Horton
DOCUMENTATION: Included X To Follow
DISPOSITION:
/bev
APB
Not Required
AGENDA ITEM # 1-c4
(P
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract #
Contract with: Hertz Corporation Effective Date: 5/21/99
Expiration Date: 5/20/04
Contract Purpose/Description: Lease and Concession Agreement at the Key West International Airport
Contract Manager:
for BOCC meeting on:
Bevette Moore # 5195 Airports - Stop # 5
(name) (Ext.) (Department/Courier Stop)
1 /17/01
CONTRACT COSTS
nda Deadline: 1 /3/00
Total Dollar Value of Contract: revenue producing Current Year Portion: N/A
Budgeted? N/A Account Codes: 404-344101
Grant: N/A
County Match: N/A
ADDITIONAL COSTS
Estimated Ongoing Costs: N/A For: .
(not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.)
CONTRACT REVIEW
Changes
Date In Needed Reviewer Date Out
Yes No
Airport Manager O 1/ m/ o k H 1 /11/ p 1
Risk Manage ent (Z /�/00 ( ) (y/ P ter Hortn
Wa ne�be-O. . Purc g l ZJ / c�
County Attorney e / 3 / / Sh ila Barker
AYIA'FlON
LEASE AND CONCESSION AGREEMENT
KEY WEST INTERNATIONAL AIRPORT
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THIS CONTRACT OF LEASE is made and entered into on the day of 200j
by and between MONROE COUNTY, a political subdivision of the State of Florida, hereinafter referred to
as Lessor, and THE HERTZ CORPORATION, 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 operate an automobile rental
concession at and from the Key West International Airport at Key West, Florida, hereinafter referred to as
Airport; and
WHEREAS. Lessor and Lessee desire, in connection with said operations, to provide for the leasing
by Lessor to Lessee of certain space in and around the Airline Terminal at the Airport 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, all as 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 as follows:
1. Premises - Lessor hereby leases to Lessee for its non-exclusive use the rental car counter
located in the airline terminal at Key West, Monroe County, Florida, said counter containing 116 square
feet and office space containing 116 square feet as shown on Exhibit A, and in addition provides 30
rental car ready spaces, as shown on Exhibit B, both exhibits are attached hereto and made a part
hereof.
2. Term - This agreement is for a term of five (5) years, commencing on April 21, 1999.
3. Rental and Fees - Lessee, for and during the term hereof, shall 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:
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(a) Counter Counter space rental will be paid for at the follow rates: Key
West Airport - $22.25/sq. ft./per annum + tax.
Counter rental space includes that space physically enclosed by the counter, side
partitions and backwall.
(b) Office Office space rental will be paid for at the follow rates: Key West
Airport - $15.88/sq. ft./per annum + tax.
These rates are subject to rates and charges as approved by the BOCC, or with
an increase equal to the CPI percentage increase for the prior year.
(c) Car Ready Spaces Exhibit B - 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 $107,700.00
per year. The Lessee agrees to pay monthly 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 total amount paid during any one 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 will 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 thirty days.
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 ensure 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 Receipts - 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. Accounting Procedures - The Concessionaire shall keep records of all sales 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 inspect and audit the Concessionaire's books of accounts and other records directly
generated at the Airport office or otherwise pertaining 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
Conpessionaire of this agreement and the County may, at its option, declare this contract terminated.
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 period of thirty (30)
consecutive days shall be less than sixty percent (60%) of the number of such deplaning passengers in
the same period of preceding calendar year, or in the event that (2) in the opinion of the Board of
County Commissioners, the operation of Lessee's car 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
are not caused by a labor dispute with Lessee, such diminution to be satisfactorily demonstrated by
Lessee to the Board of County Commissioners, then, in either event, the Minimum 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.
7. Investment by the Lessee - All leasehold improvements and their titles shall vest
immediately in Monroe County upon their acceptance by the County. Furniture, furnishings, fixtures
and equipment will remain the personal property of Concessionaire and may be removed upon the
termination of the agreement, provided all of its accounts payable to the County are paid at that time,
or in the event the County does not purchase same.
B. Leasehold Improvements - 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
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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 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 vaults 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. Damage and Injury - 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 to 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, its 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 carrier),
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 to/or destruction of property, including the loss or use thereof which
maybe caused by or result from any of the activities, omission, or operations of the Concessionaire, its
agents, servants, or employees on the Airport.
10. Utilities - Electricity and water will be supplied to the leasehold area by the Lessor.
11. Lessee's Obligations - Lessee covenants and agrees:
(a) to pay the rent and other charges herein reserved at such times and places as
the same are payable:
(b) to make no alterations, additions or improvements to the demised premises
without the prior written consent of Lessor, which consent shall be not be unreasonably
withheld;
(c) to keep and maintain the demised premises in good 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;
(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 regulations 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 the demised premises during the
term of this agreement and to remit to Lessor for payment to the State any sales or use
tax imposed on the rental charge or concession fee;
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(f) to carry fire and extended coverage insurance, if obtainable, on all fixed
improvements erected by Lessee on 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 property, but in no event an amount in excess of
Lessee's original cost of constructing said fixed improvements; and
(g) 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.
12. Lessor's Inspection 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 carry 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.
13. Indemnification - Lessee shall indemnify and hold Lessor forever harmless from and
against all liability imposed upon Lessor by reason of legal liability for injuries to persons, or wrongful
death, and damages to property 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 other legal process
whatsoever served upon Lessor or its agents, and provided further 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 parties hereto
agree to faithfully cooperate with each other and with Lessee's insurer or agents in any said action.
14. Liability Insurance - Prior to the commencement of work governed by this lease
agreement (including the pre -staging of personnel and material), the Lessee shall obtain, at his
own expense, insurance as specified in the attached schedules, marked as Exhibit "C," which
are made part of this lease agreement. The Lessee will ensure that the insurance obtained will
extend protection to all Contractors engaged by the Lessee.
Lessee will not be permitted to commence work governed by this lease agreement
(including the pre -staging of personnel and material), until satisfactory evidence of the required
insurance has been furnished to the Lessor as specified below.
Lessee shall maintain the required insurance, throughout the entire term of this lease
agreement, and any extensions, as specified in the attached schedules. Failure to comply with
this provision may result in the immediate suspension of all activities conducted by the Lessee
and its Contractors until the required insurance has been reinstated or replaced.
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Lessee shall provide, to the Lessor, as satisfactory evidence of the required insurance,
either a certificate of insurance or a certified copy of the actual insurance policy.
The Lessor, at its sole option, has the right to request a certified copy of any or all
insurance policies required by this contract.
All insurance policies must specify that they are not subject to cancellation, non -renewal,
material change or reduction in coverage unless a minimum of thirty (30) days prior notification
is given to the Lessor by the insurer.
The acceptance and/or approval of Lessee's insurance shall not be construed as
relieving Lessee from any liability or obligation assumed under this contract or imposed by law.
The Monroe County Board of County Commissioners, its employees and officials will be
included as "Additional Insured" on all policies, except for Workers Compensation.
Any deviations from these General Insurance Requirements must be requested in writing
on the County prepared form entitled "Request for Waiver of Insurance Requirements" and
approved by Monroe County Risk Management.
15. Non -Discrimination - (a) Lessee shall furnish all services authorized under this
agreement on a fair, equal and non-discriminatory basis to all persons or users thereof, charging
fair, reasonable, and non-discriminatory prices for all items and services which it is permitted to
sell or render under the provisions hereof. Providing, however, that nothing contained in this
paragraph or in any other paragraph of this Agreement shall be construed as requiring the
Lessee to seek approval by Monroe County before or after Lessee establishes or alters its rental
car rates.
(b) The Lessee for himself, his personal representatives, successors in interest, and
assigns, as a part of the consideration hereof, does hereby covenant and agree that:
(1) no person on the grounds of race, sex, creed, color, national origin or age
shall be excluded form participation in, denied the benefits of, or be otherwise subjected
to discrimination in the use of said facilities;
(2) that in the construction of any improvements on, over or under such land
and the furnishing of services thereon, no person on the grounds of race, sex, creed,
color, national origin or age shall be excluded form participation in, denied the benefits
of, or be otherwise subjected to discrimination in the use of said facilities;
(3) that the. Lessee shall use the premises in compliance with all other
requirements imposed- by or pursuant to Title 49, Code of Federal Regulations,
Department of Transportation, Subtitle A, Office of the Secretary, Part 21,
Nondiscrimination in Federally -assisted programs of the Department of Transportation -
Effectuation of Title 'VI of the Civil Rights Act of 1964, and as said Regulations may be
amended.
That in the event of breach of any of the above nondiscrimination covenants, Lessee shall have
the right to terminate the lease and to re-enter and as if said lease had never been made or issued.
The provision shall not be effective until the procedures of Title 49, Code of Federal Regulations, Part 21,
are followed and completed including exercise or expiration of appeal rights.
16. Rules and Regulations - Lessee agrees to observe and obey, during the term of this
agreement, all laws, ordinances, rules and regulations promulgated and enforced 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 hereunder. In the event new rules and regulations are contemplated, written notice of
same shall be furnished to Lessee, and Lessee will be given thirty (30) days to comply. In the event that
Lessee should determine that any contemplated 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.
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17. Furnishing 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 car concession provided for and
described herein, and all aspects and parts and services thereof as 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.
18. United States' Requirements - 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 maintenance 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.
19. 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.
20. 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:
(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 States 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, territory, or possession thereof
or under the law of any other state, nation, or government, provided, that if such
judgment or order be stayed or vacated within ninety (90) days after the entry thereof,
any notice of cancellation given shall 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, a receiver, trustee or liquidator shall take
possession or control of all 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 same, any notice of cancellation shall be and will become null,
void and of no effect;
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(d) if Lessee fails to pay the rental charges or other money payments required by this
instrument and such failure shall 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 fails 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 shall have failed to commence
the remedying of such default within thirty (30) days following such written notice, or
having so commenced, shall fail thereafter to continue with diligence the curing thereof;
(f) if the Lessee shall abandon the premises for seven (7) consecutive calendar days;
(g) if the concession of the Lessee hereunder shall be transferred, subleased, or
assigned in any manner except in the manner as herein permitted;
(h) if the Lessee shall fail to pay any validly imposed 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 without
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 an act of God, national
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.
21. 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 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 market value
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.
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22. Cancellation by Lessee - Lessee shall have 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 part thereof which may be used by Lessee and
which is 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 Lessee 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 of (i) any law, (ii) 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 to 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 receivingthe 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 promp#ness, and shall be entitled to receive and apply the
proceeds of 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 agency or instrumentality of the United States
Government, or any state or local government occupies the Airport or a substantial part
thereof, or in the event of military mobilization or public emergency wherein there is a
curtailment, either by executive decree or legislative action, of normal civilian traffic at
the Airport or the use of motor vehicles or 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 a 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,
8
�: -
(g) the taking of the whole or any part 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 a 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 a place more than three (3) road miles in distance from
its present location.
23. Lessee's Reserved Rights - Nothing contained in this Agreement shall 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
damages 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 thereon, or of all or a
material part 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 to refrain from hindering, opposing, or obstructing
the maintenance thereby by Lessee.
24. Assignment and Subletting - It is expressly agreed and understood that any and all
obligations of Lessee hereunder may be fulfilled or discharged either by Lessee or by a Licensed
member of The Hertz Corporation duly appointed thereto by The Hertz Corporation, and that any and
all privileges of every kind granted Lessee hereunder extends to any Licensee so appointed; provided,
however, that notwithstanding the method of operation employed by Lessee hereunder any appointed
Lessee always 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's interest created hereby, other than by merger or consolidation.
25. Other Use - Lessee shallnot 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.
26. 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 subcontractors upon the
demised premises or arising out of or because of the performance of any work or labor upon or the
furnishing of any materials for use at said premises, by or at the direction of Lessee.
27. Time - In computing Lessee's term within which to commence construction of any fixed
improvements or to cure any default as required by this Lease, there shall be excluded all delays 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.
28. Other Development of Airport - Monroe County reserves the right to further develop or
improve the landing area of the Airport as its sees fit, regardless of the desires or views of the
Concessionaire, and without interference or hindrance; provided, however, that in no event can the
County deprive the Concessionaire of reasonable and direct routes of ingress and egress to the
premises.
29. Paragraph Headings - Paragraph headings herein are intended only to assist in reading
identification and are not in limitation or enlargement of the content of any paragraph.
9
30. Notices - Any notice of other communication from either party to the other pursuant to
this agreement is sufficiently given or communicated if sent by registered mail, with proper postage and
registration fees prepaid, addressed to the party for whom intended, at the following addresses:
Lessor Lessee
Board of County Commissioners The Hertz Corporation
Key West International Airport At VP, Properties and Concessions
3491 S Roosevelt Blvd. tat10x-Z&:2Rx 225 Brae Boulevard
Key West, FL 33040 �16�5?GX(#ct4f Park Ridge, NJ 07656
or 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 parties have caused these presents to be executed by their respective
officer or representative thereunto duly authorized, the day and year first above written.
(SEAL)
ATTEST: DANNY L. KOLHAGE, CLERK
By,
Deputy Clerk
Witness
Witness
;cirinertz
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
By
Mayor/Chairperson
THE7TZCOATIONByTitleent
Properties and Concessions
APPROVED AS TO FORM
AN
B
ROBERT h.
DATE
�' e
owf-V
W
EXHIBIT 'A'
KEY WEST INTERNATIONAL AIRPORT
x
I
BAGGAGE YARD _ -DEPLANING -
I -------- -r-- - - - --
�
_ r�
f Of a� -
MENS
105
BAGGAG� I
CLAIM
}iert.TZ ECURITY' i
j
EXHIBITS'
EXHIBIT 'C'
1996 Edition
7 MONROE COUNTY, FLORIDA
RISK MANAGEMENT
POLICY AND PROCEDURES
CONTRACT ADMINISTRATION
MANUAL
General Insurance Requirements
for
Airport/Aircraft Activities
Prior to the commencement of work governed by this contract (including the pre
personnel and material), the Vendor shall obtain -staging of
, at his/her own expense, insurance as specified
in the attached schedules, which are made part of this contract. The Vendor will ensure that the
insurance obtained will extend protection to all Contractors engaged by the Vendor.
The Vendor will not be permitted to commence work governed by this contract (including pre -
staging of personnel and material) until satisfactory evidence of the required insurance has been
furnished to the County as specified below.
The Vendor shall maintain the required insurance throughout the entire term of this contract and
any extensions specified in any attached schedules. Failure to comply with this provision may
result in the immediate suspension of all activities conducted by the Vendor and its Contractors
until the required insurance has been reinstated or replaced.
The Vendor shall provide, to the County, as satisfactory evidence of the required insurance,
either:
• Certificate of Insurance
or
A Certified copy of the actual insurance policy.
The County, at its sole option, has the right to request a certified copy of any or all insurance
policies required by this contract.
All insurance policies must specify that they are not subject to cancellation, non -renewal,
material change, or reduction in coverage unless a minimum of thirty (30) days prior notification
is given to the County by the insurer.
Vendor from any liability or obligation assumed under this
The acceptance and/or approval of the Vendor's insurance shall not be construed as relieving the
contract or imposed by law.
The Monroe County Board of County Commissioners, its employees and officials will be
included as "Additional Insured" on all policies, except for Workers' Compensation.
Any deviations from these General Insurance Requirements must be requested in writing on the
County prepared form entitled "Request for Waiver of Insurance Requirements" and
approved by Monroe County Risk Management.
Administration Instruction
447t19
24
1996Edition-
GENERAL LIABILITY
INSURANCE REQUIREMENTS
FOR
CONTRACT
BETWEEN
MONROE COUNTY, FLORIDA
• AND
Prior to the commencement of work governed by this contract, the Contractor shall obtain
General Liability Insurance. Coverage shall be maintained throughout the life of the contract and
include as a minimum:
• Premises Operations
• Products and Completed Operations
• Blanket Contractual Liability
• Personal Injury Liability
• Expanded Definition of Property Damage
The minimum limits acceptable shall be:
$1,000;000 Combined Single Limit (CSL).
If split Iimits are provided, the minimum limits acceptable shall be:
$ 500,000 per Person
$ 1,000,000 per Occurrence
$ 100,000 Property Damage
An Occurrence Form policy. is preferred. If coverage is provided on a Claims Made policy, its
provisions should include coverage for claims filed on or after the effective date of this contract.
In addition, the period for which claims may be reported should extend for a minimum of twelve
(12) months following the acceptance of work by the County.
The Monroe County Board of County Commissioners shall be named as Additional Insured on
all policies issued to satisfy the above requirements.
GW
Administration Instruction
1/4709.2
56
1996 Edition
VEHICLE LIABILITY
INSURANCE ROER E,
UIRMENTS
CONTRACT
BETWEEN
MONROE COUNTY, FLORIDA
AND
Recognizing that the work governed by this contract requires the use of vehicles, the Contractor,
prior to the commencement of work, shall obtain Vehicle Liability Insurance. Coverage shall be
maintained throughout the life of the contract and include, as a minimum, liability coverage for:
Owned, Non -Owned, and Hired Vehicles
The minimum limits acceptable shall be:
$1,000,000 Combined Single Limit (CSL)
If split limits are provided, the minimum limits acceptable shall be:
$ 500,000 per Person
$1,000,000 per Occurrence
$ 100,000 Property Damage
The Monroe County Board of County Commissioners shall be named as Additional Insured on
all policies issued to satisfy the above requirements.
VL3
Administration Instruction
#4709.2
83
1996 Edition
r
WORKERS, COMPENSATION
INSURANCE REQUIREMENTS
CONTRACT FOR
BETWEEN
MONROE COUNTY, FLORIDA
AND
Prior to the commencement of work governed by this contract, the Contractor shall obtain
Workers' Compensation Insurance with limits sufficient to respond to the applicable state
statutes.
In addition, the Contractor shall obtain Employers' Liability Insurance with limits of not less
than:
$1,000,000 Bodily Injury by Accident
$1,000,000 Bodily Injury by Disease, policy limits
$1,000,000 Bodily Injury by Disease, each employee
Coverage shall be maintained throughout the entire term of the contract.
Coverage shall be provided by a company or companies authorized to transact business in the
state of Florida.
If the Contractor has been approved by the Florida's Department of Labor, as an authorized self --
insurer, the County shall recognize and honor the Contractor's status. The Contractor may be
required to submit a Letter of Authorization issued by the Department of Labor and a Certificate
of Insurance, providing details orrthe Contractor's Excess Insurance Program.
If the Contractor participates in a self-insurance fund, a Certificate of Insurance will be required.
In addition, the Contractor may be -'required to submit updated financial statements from the fund
upon request from the County.
Administration Instruction
#4709.2
WC3
90
,X it 22. 1'M1 - - -
Iw hiiumg
MONROE COUNTY, FLORIDA
Request For Waiver
of
Insurance Requirements
It is requested that the insurance requirements: as specified in the County's Schedule of Insurance
Rcquirmuctits• be waived or modified on the following contract.
Contractor: The Hertz Corporation
Contract for: Car Rental Concession — Key West Intl Airport
Address of Contractor: 4751 Best Raod, Suite 400
Atlanta, GA 30337
Phone: (404) 766-2688
Scopc of Work: Car Rental Agency
Reason for Wsiivcr: Hertz Corporation is self —insured ;c, the State of
Florida for Vehicle Insurance. Has provided Certificate,
,of Self —Insurance
Signature of Contractor:
Approved Not Approved
Risk Managcment
Datc 3 JL
de/ y
County Administrator appeal:
Approvcd: Not Approvcd:
Date:
Board of County Commissioncrs appeal:
Approved: Not Approved:
Meeting Datc:
WAIVER
To:
Jan, County Attorneys
From:
Bevette, Airports
Date:
12/29/00
Re:
Hertz Agreement
177 •�;
M1�
JAN 0 2
Per note from Purchasing, again, we need to add Ethics Clause and Public Entity
Statement to this agreement.
It only took me 10 months to get this agreement back from Hertz signed. Their
agreement will probably expire before I get an amended one from them.
Thanks much.
/bev
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