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02/16/2022 Agreement �Jd OOURtQC 4 . :.;''' °„ Kevin Madok, CPA `"�f. O,p••....••' V Clerk of the Circuit Court&Comptroller_Monroe County, Florida ROE CouN DATE: February 24, 2022 TO: Beth Leto,Airports Business Manager, KWIA FROM: Pamela G. Hanco ►. . SUBJECT: February 16th BOCC Meeting Attached is a copy of the following item for your handling: K7 Rental Car Concession with Enterprise Leasing Company of Florida, LLC d/b/a Enterprise Rent-A-Car at Florida Keys Marathon International Airport. Should you have any questions please feel free to contact me at(305) 292-3550. cc: County Attorney Finance File KEY WEST MARATHON PLANTATION KEY PK/ROTH BUILDING 500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway 50 High Point Road Key West,Florida 33040 Marathon,Florida 33050 Plantation Key,Florida 33070 Plantation Key,Florida 33070 305-294-4641 305-289-6027 305-852-7145 305-852-7145 RENTAL CAR CONCESSION ENTERPRISE RENT-A-CAR MONROE COUNTY THIS AGREEMENT, hereinafter"Agreement"is made and entered into this 16th day of February , 2022 by and between MONROE COUNTY, a political subdivision of the State of Florida, whose address in 1100 Simonton Street, Key West, Florida 33040, hereinafter "County" or"Lessor" and Enterprise Leasing Company of Florida, LLC d/b/a/Enterprise Rent-A- Car, a Delaware limited liability company authorized to transact business in the State of Florida, whose address is 5105 Johnson Road, Coconut Creek, Florida 33073, hereinafter "Concessionaire". WHEREAS, County desires to grant to Concessionaire a non-exclusive right to operate an automobile rental concession at and from Florida Keys Marathon International Airport at Marathon, Florida hereinafter"Airport";and WHEREAS, County and Concessionaire desire, in connection with said operations, to provide for the leasing by Lessor to Concessionaire of certain space in and around the Airline Terminal at the Airport for the establishment of a Rental Car Concession to accommodate the Concessionaire'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. The Agreement - The Agreement consists of this document, the bid documents, exhibits, and all addenda responses, which are hereby incorporated as if fully set forth herein. 2. Premises - Lessor hereby leases to Concessionaire for its use rental car counter space located in the passenger arrivals area at the Airport, designated as "Rental Car Office 106" on Exhibit A, attached hereto; and in accordance with Exhibit B attached hereto: Twenty-one (21) rental car ready/return spaces in the parking lot designated as "Car Ready Area CR 2A and CR 213"; Seven (7) rental car overflow spaces in the parking lot designated as "Rental Overflow RO 2"; Three (3) box truck parking spaces in the parking lot designated as "Box Truck Area BT 1; one (1) vehicle preparation area with 6 spaces designated as "Car Prep Area CP 1"; and one (1) car wash bay designated as "CW V' 3. Term - This Agreement is from February 1, 2022 and terminating on January 31, 2027. 4. Rental and Fees - Concessionaire,for and during the term hereof, shall pay to Lessor for the use and occupancy of said Premises and for the rights and privileges herein granted at the following scheduled rates and fees: (a) Counter Space Rental: Rental Car Counter space shall be paid at the rate of$800.00 per month, plus sale tax, which includes rental car counter space#106 as shown on Exhibit A, the area immediately outside of rental car counter space#106, and the interior wall of space#106. On the anniversary date of this Agreement this rate will be adjusted annually by a percentage equal to the percentage increase in the CPI-U for urban consumers for the preceding calendar year. In the event of a deflationary CPI, no adjustment in the rental rates will be made. (b) Rent shall be paid in equal monthly installments, all of which shall be due and payable on or before the first day of each calendar month during which this Agreement is in effect. Upon the failure of Concessionaire to pay rent or concession fees when due, the County will be entitled to charge and collect, and Concessionaire will be obligated to pay, a late fee equal to the Federal Reserve Bank of New York prime rate in effect on the date of delinquency plus four percent (FRBNY prime + 4%) or twelve percent (12%) per annum, whichever is greater. The acceptance by the County of the overdue rental or fee installment plus applicable late fees shall cure what would otherwise constitute a default by Concessionaire under the terms of this lease. The County, at its option, however, may refuse a proffered overdue rental or fee installment and late fees, declare a default, and proceed according to Sections 20 and 21 of this Agreement. In the event that any check, draft, or negotiable instrument by which Concessionaire has tendered any rent or fee payment is returned to the County and not honored, whether for insufficient funds or other reason, the County will be entitled to charge and collect, in addition to any applicable late payment fees as provided above, a fee of Twenty-five Dollars ($25.00) if the check was under $50.00, if the check was $50.00 but under $300 the fee is Thirty Dollars ($30.00) and for checks $300 and greater the fee is Forty Dollars ($40.00) OR 5% of the check amount whichever is GREATER. Such penalty fee shall also be in addition to the amount of rent or fee due. The acceptance by the County of the rental or fee payment plus any applicable late fee and penalties following the receipt of a dishonored instrument shall cure what would otherwise constitute a default under the terms of this lease. (c) Rental Car Ready paces: Twenty-one (21)Rental Car Ready Spaces at the rate of $2.00 per day per space rent plus sales tax. (d) Rental Car Overflow Spaces: Seven (7)Rental Car Overflow Spaces at the rate of $2.00 per day per space rent plus sales tax. (e) Box Truck Parking Spaces: Three (3) Box Truck Parking Spaces at the rate of $2.00 per day per space rent plus sales tax. (f) Car Preparation Area: One (1) Car Preparation Area at the rate of $500.00 per month plus sales tax. (g) Car Wash Bay: One (1) car wash bay at the rate of$300.00 per month plus sales tax. (h) Utilities Reimbursement: Electric, water and trash removal services at the rate of $500.00 per month. (i) Concession Fee: Minimum annual guaranteed concession fee for each contract year of the Agreement shall be $50,041.00 (Fifty Thousand and Forty-One Dollars). The Concessionaire agrees to pay monthly, on or before the fifteenth day of each calendar month, ten (10) percent of gross revenues for the previous month or one-twelfth (1/12) the minimum annual guarantee, whichever is greater. In the event the County determines that the total amount paid during any contract year (February 1 — January 31) period exceeds ten (10) percent of gross revenues or the minimum annual guarantee, whichever is greater, the excess payment shall be credited against Concessionaire's payments for the next year, except that any excess payment during the final year of this Agreement will be returned to the Concessionaire within thirty(30) days after the end of the Agreement term. 0) Customer Facility Charges: Upon written notice from the County that the Monroe County Board of County Commissioners has authorized the implementation of a Customer Facility Charge at the Airport to pay for future proposed improvements, renovations, upgrades and/or modifications to rental car facilities at the Airport, Concessionaire shall be obligated to collect said charge as of the effective date of the notice. Upon said effective date, Concessionaire shall collect a daily Customer Facility Charge on all vehicle rental transactions with Airport Customers and shall continue to collect and remit said charge until such time as Concessionaire receives written notice form the County to discontinue collection. The Customer Facility Charge shall be identified on a separate line below the sales tax line on the customer's rental contract, in the amount established from time to time by County and shall be described as the"Customer Facility Charge" or"CFC." CFC fees shall be excluded from the definition of gross revenues. Concessionaire must collect the Customer Facility Charge at the time the first payment is made for a qualifying vehicle rental transaction and must remit the full amount of the Customer Facility Charge to County regardless of whether or not the full amount of such Customer Facility Charge is actually collected by Concessionaire from the person who rented the vehicle. If Concessionaire fails to collect the Customer Facility Charge from its customers in the amount established for collection by County, Concessionaire shall nonetheless be liable to County for payment of the Customer Facility Charge proceeds that should have been collected. If Concessionaire fails to remit any Customer Facility Charge proceeds to County, Concessionaire also shall be liable to County for payment of the Customer Facility Charge proceeds that should have been remitted. Concessionaire further acknowledges and agrees that County shall be entitled to the specific enforcement of the provisions of this Section 40) and waives any defense it may have to a lawsuit brought by County or any other party in interest for Concessionaire's specific performance of its obligations hereunder. Concessionaire agrees that(i) Customer Facility Charge proceeds are not income, revenue or any other asset of Concessionaire; (ii) Concessionaire has no ownership or property interest in such Customer Facility Charge proceeds; and (iii) Concessionaire hereby waives any claim to a possessory or ownership interest in Customer Facility Charge proceeds. Concessionaire agrees that it holds such Customer Facility Charge proceeds in trust for the benefit of County, and that County(or a trustee on its behalf)has complete possessory and ownership rights to such Customer Facility Charge proceeds. Consistent with the nature of the Customer Facility Charge proceeds as funds held in trust for County, Concessionaire shall separately account, on its books and records, for the Customer Facility Charge proceeds collected by it. Notwithstanding the foregoing, in the event that either (a) it is determined that Concessionaire must, as a matter of law, establish a separate account into which all Customer Facility Charge proceeds must be deposited, or (b) it is determined, by a court of competent jurisdiction, that the failure to maintain the Customer Facility Charge proceeds in a separate account imperils the trust nature of the relationship created by this Section 40) and potentially subjects any Customer Facility Charge proceeds held by Concessionaire to a claim (or potential claim) by Concessionaire's creditors, whether in bankruptcy or otherwise, then, in that event, County shall have the right to require Concessionaire to establish a separate account into which all collected Customer Facility Charge proceeds shall be deposited and all interest (if any) on the Customer Facility Charge proceeds held by Concessionaire shall inure to the benefit of, and be payable to, County. Concessionaire shall remit the Customer Facility Charge proceeds held by Concessionaire to County on a monthly in arrears basis on or before the first day of each calendar month following the month in which the Customer Facility Charge proceeds were collected; provided, however, in the event it is determined that Concessionaire must, as a matter of law, remit the Customer Facility Charge proceeds more frequently, Concessionaire shall remit such funds with such frequency as required, but Concessionaire shall not otherwise be required to report or reconcile the amounts remitted other than on a monthly in arrears basis on or before the first day of each month. Concessionaire shall remit the Customer Facility Charge proceeds by electronic funds transfer or other means specifically approved by County in writing. When remitting such Customer Facility Charge proceeds, Concessionaire shall report and reconcile the Customer Facility Charge proceeds remitted by it on a form required by County and shall submit such other and further information as may reasonably be necessary for County to determine any matter related to the Customer Facility Charge proceeds. Concessionaire shall maintain records and controls that are sufficient to demonstrate the correctness of the Customer Facility Charge proceeds collected by Concessionaire and the amount of Customer Facility Charge proceeds paid to County. Such records shall be maintained in accordance with, and subject to inspection and audit as set forth in Article 6 of this Agreement. (k) Security Options. To provide security for rents, charges and payments required hereunder, Concessionaire will comply with either of the following two options and maintain such security in effect during the term of this Agreement: i. Concessionaire will post with the County a separate Concession Bond to be maintained throughout the term of this Agreement in an amount approximately equal to the fees and charges payable to the County hereunder for a period of three months, which shall equal $24,468.00. Such bond will be issued by a surety company acceptable to the County and authorized to do business in the State of Florida, and will be in a form and content satisfactory to County; OR ii. Concessionaire will deliver to County a separate irrevocable letter of credit drawn in favor of County upon a bank satisfactory to County and which is authorized to do business in the State of Florida. Said irrevocable letter of credit will be in an amount equal to the estimated fees and charges payable to County hereunder for a period of three months which shall equal $24,468.00. (1) Satisfactory Performance. Any release of liability of the surety bond or irrevocable letter of credit required pursuant to Article 40) above will be conditioned on the satisfactory performance of all terms, conditions, and covenants contained herein throughout the entire term of this Agreement and continue one year thereafter. Notwithstanding the above, these security requirements will at all times be current. Upon termination of this Agreement, the release of liability of the surety bond or irrevocable letter of credit will not occur until the County has successfully conducted an audit in accordance with Article 6 here of and Concessionaire has paid Authority all amounts due and owing in full. 5. Definition of Gross Revenues - As used herein, the term "gross revenues" shall mean the total charges for time, mileage, any and all insurance coverage charged to the renter, any and all fees, plans, charges or surcharges, services or products of any kind whatsoever including but not limited to roadside service fees, road side service plans, drop off fees, fuel fees, received or receivable,whether by cash or credit,before any federal, state or local tax and after any discount specifically shown on the car rental agreement for the rental of all motor vehicles by the Concessionaire to customers picked up at the Airport for and in connection with the rental of a motor vehicle regardless of where the payment is made or where the vehicle is returned. It is the intent of the County that the definition of gross revenues be construed as broadly as permitted by law and that the only exclusions to the definition of gross revenues shall be CFC fees and state, federal and local taxes. The Concessionaire for the purpose of its concession rentals shall report all income,both cash and credit,in a monthly gross revenues statement submitted with its payment. Concession Recovery Fee. County will allow Concessionaire to charge its customers a proportionate share of the concession fee paid by Concessionaire to County based on a percentage (not to exceed 11.11%) of all items that fall within the Definition of Gross Revenues as defined in Section 5, so long as Concessionaire meets ALL of the following conditions: (a) Fee shall be titled "Concession Recovery Fee". (b) Fee shall not be included, associated with, or implied as a tax on the customer invoice, (c) Fee shall not be identified, implied, or referred to as a tax or any County-imposed charge by anyone employed by or associated with Concessionaire, including counter personnel and reservation agents. 6. 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. Concessionaire 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. Concessionaire 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 the Monroe County Clerk of Courts 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 Concessionaire of this Agreement and the County may, at its option, declare this Agreement terminated. The Concessionaire 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 days' notice must be given of intent to audit by the County to allow Concessionaire's controller sufficient time to schedule said presence. 7. Investment by the Concessionaire - 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. Leasehold improvements shall include, but not be limited to, 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, vent hoods, 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. 8. Concessionaire Improvements - Concessionaire 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 Concessionaire and may be removed by Concessionaire prior to or within a reasonable time after expiration of the term of this Agreement; provided, however, that Concessionaire shall repair any damage to the premises caused by such removal. The failure to remove trade fixtures or other personal property shall not constitute Concessionaire a hold-over, but all such property not removed within ten (10) days after Concessionaire receives a written demand for such removal shall be deemed abandoned and thereupon shall be the sole property of the Lessor. 9. Damage and Injury-Concessionaire covenants that it and all of its agents, servants, employees, and independent Concessionaires 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 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. Notwithstanding the above, the County shall have the right to bill Lessee directly for any damaged determined to have been caused by Lessee's employees to the Leased Premises. 10. 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. 11. Terminal Area Planning - Concessionaire acknowledges that Monroe County has Master Plans including terminal area revisions. Concessionaire hereby agrees to cooperate to the fullest with the County, especially in those areas of terminal improvements, which may at some time cause relocation of rental car facilities. 12. Concessionaire's Obligations - Concessionaire 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 not be unreasonably withheld; (c) to keep and maintain the demised premises in good condition, order and repair during the term of this Agreement, to make all repairs to the interior of all of its assigned premises, the fixtures and equipment therein, and appurtenances thereto, 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 Concessionaire'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 Concessionaire 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 (f) to control the conduct, manner and appearance of its officers, agents, and employees, and,in the event of 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. 13. County's Inspection and Maintenance — The County and its authorized officers, employees, agents, Concessionaires, sub Concessionaires 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 Concessionaire 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 Concessionaire, 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, Concessionaire 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. 14. Indemnification/Hold Harmless - Notwithstanding any minimum insurance requirements prescribed elsewhere in this Agreement, Concessionaire shall defend, indemnify and hold the County and the County's elected and appointed officers and employees harmless from and against (i) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and (iii) any costs or expenses (including, without limitation, costs of remediation and costs of additional security measures that the Federal Aviation Administration, the Transportation Security Administration or any other governmental agency requires by reason of, or in connection with a violation of any federal law or regulation, attorney's fees and costs, court costs, fines and penalties)that may be asserted against, initiated with respect to, or sustained by, any indemnified party by reason of, or in connection with, (A) any activity of Concessionaire or any of its employees, agents, Concessionaires or other invitees during the term of this Agreement, (B) the negligence or willful misconduct of Concessionaire or any of its employees, agents, Concessionaires or other invitees, or(C) Concessionaire's default in respect of any of the obligations that it undertakes under the terms of this Agreement, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise from the intentional or sole negligent acts or omissions of the County or any of its employees, agents, Concessionaires or invitees (other than Concessionaire). Insofar as the claims, actions, causes of action,litigation,proceedings, costs or expenses relate to events or circumstances that occur during the term of this Agreement, this Section will survive the expiration of the term of this lease or any earlier termination of this Agreement. 15. General Insurance Requirements - Prior to the commencement of work governed by this Agreement, the Concessionaire shall obtain, at his/her own expense, insurance as specified below. The Concessionaire will ensure that the insurance obtained will extend protection to all Concessionaires engaged by the Concessionaire. The Concessionaire will not be permitted to commence work governed by this Agreement (including pre-staging of personnel and material) until satisfactory evidence of the required insurance has been furnished to the County as specified below. The Concessionaire shall maintain the required insurance throughout the entire term of this Agreement 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 Concessionaire and its Concessionaires until the required insurance has been reinstated or replaced. The Concessionaire shall provide, to the County, as satisfactory evidence of the required insurance, either a 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 Agreement. 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. The acceptance and/or approval of the Concessionaire's insurance shall not be construed as relieving the Concessionaire from any liability or obligation assumed under this Agreement 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. a) General Liability Insurance - Coverage shall be maintained throughout the life of this Agreement and include, as a minimum: Premises Operations, Products and Completed Operations, Blanket Contractual Liability, Personal Injury Liability and Expanded Definition of Property Damage. 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. 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 Agreement. 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. b) Workers' Compensation -Prior to the commencement of work governed by this Agreement, the Concessionaire shall obtain Workers' Compensation Insurance with limits sufficient to respond to the applicable state statutes. In addition, the Concessionaire 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, and$1,000,000 Bodily Injury by Disease, each employee. Coverage shall be maintained throughout the entire term of this Agreement and shall be provided by a company or companies authorized to transact business in the state of Florida. If the Concessionaire has been approved by the Florida's Department of Labor, as an authorized self-insurer, the County shall recognize and honor the Concessionaire's status. The Concessionaire may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate of Insurance, providing details on the Concessionaire's Excess Insurance Program. If the Concessionaire participates in a self-insurance fund, a Certificate of Insurance will be required. In addition, the Concessionaire may be required to submit updated financial statements from the fund upon request from the County. c) Vehicle Liability - Recognizing that the work governed by this Agreement requires the use of vehicles, the Concessionaire, prior to the commencement of work, shall obtain Vehicle Liability Insurance. Coverage shall be maintained throughout the life of this Agreement 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. d) 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 be approved by Monroe County Risk Management. e) Concessionaire shall carry fire and extended coverage insurance, if obtainable, on all fixed improvements erected by Concessionaire 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 Concessionaire's original cost of constructing said fixed improvements. 16. Non-Discrimination - Concessionaire and County agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the court order. Concessionaire and County agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination in employment on the basis of race, color, religion, sex, and national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101- 6107)which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended,relating to nondiscrimination on the basis of drug abuse; 6)The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s.3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 12101 Note), as may be amended from time to time, relating to nondiscrimination on the basis of disability; 10)Monroe County Code, Chapter 14, Article II, which prohibits discrimination on the basis of race, color, sex, religion, disability, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; 11) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties hereto, or the subject matter of, this Agreement. 17. Rules and Regulations-Concessionaire agrees to observe and obey, during the term of this Agreement, all laws, ordinances, rules and regulations, as the same may be amended from time to time, promulgated and enforced by the County and by any other proper authority having jurisdiction over the conduct of the operations at the Airport. 18. Furnishing of Service - The Concessionaire 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 herein 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. 19. 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 Concessionaire 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. Right to Amend. In the event that the Federal Aviation Administration or its successor requires modifications or changes in this Agreement, or otherwise, Concessionaire agrees to consent to such amendments, revisions, supplements, or deletions of any of the terms, conditions, or requirements of this Agreement, as may be reasonably required. 21. County's Covenants - The County covenants and agrees that: (a)County is the lawful owner of the property demised hereby,that it has lawful possession thereof, and has good and lawful authority to execute this Agreement; (b) throughout the term hereof Concessionaire may have, hold and enjoy peaceful and uninterrupted possession of the premises and rights herein leased and granted, subject to performance by County of its obligations herein. (c)Concessionaire,upon payment of the fees and charges and all other payments to be paid by Concessionaire under this Agreement, and upon observing and keeping the agreements and covenants of this Agreement on the part of Concessionaire to be observed and kept, shall lawfully and quietly hold, occupy, and enjoy the Premises without undue interference from County. 22. Cancellation by County 22.1 If cancellation is required to accommodate future Airport growth, or Cancellation is required due to F.A.A. requirements. County shall provide Concessionaire 90 days' notice. The County, at County expense, shall relocate Concessionaire to an alternate site in accordance with the Florida Keys Marathon International Airport ALP. If an alternate site at the airport is not available, the County will purchase the Concessionaire's leasehold at fair market appraisal value. 22.2 If any of the following events occur, the Concessionaire shall be deemed to be in default of its obligations under this Agreement,in which case County shall give the Concessionaire 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 Concessionaire 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 or 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 Concessionaire; (b) if any order or decree of a court of competent jurisdiction, Concessionaire 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 Concessionaire 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 Concessionaire diligently and in good faith contests the same, any notice of cancellation shall be and will become null, void and of no effect; (d) if Concessionaire 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 Concessionaire of written demand from County to do so; (e) if Concessionaire 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 Concessionaire of written demand from County 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 Concessionaire of written demand from Lessor to do so, then, if Concessionaire 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 Concessionaire shall desert or abandon the premises for seven (7) consecutive calendar days; (g) if the concession or the estate of the Concessionaire hereunder shall be transferred, subleased, or assigned in any manner except in the manner as herein permitted; (h) if the Concessionaire 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 Concessionaire does not waive his right to protest such tax, assessment, rent, rate or charge); or (i) if the Concessionaire 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 Concessionaire 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 Concessionaire shall not be permitted to cure such default. 23. Additional Remedies - In the event of a breach or a threatened breach by Concessionaire 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 Concessionaire after the cancellation or termination hereof shall reinstate, continue or extend the term, or affect any notice previously given to Concessionaire, 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 Concessionaire'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. The prevailing party shall pay any reasonable attorney's fees incurred by the other party in the event of litigation. Concessionaire shall pay any reasonable attorney's fees incurred by the County in the enforcement of the agreement other than through litigation, including but not limited to all costs and attorney's fees in collecting, bankruptcy or reorganization proceedings, or appeal of any such matter. 24. Cancellation by Concessionaire - Concessionaire 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 Concessionaire 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 Concessionaire and which is necessary for Concessionaire'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 Agreement and the failure of Lessor to cure such default within a period of thirty (30) days following receipt of written demand from Concessionaire 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 Concessionaire 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 Concessionaire 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 Concessionaire 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 Concessionaire, 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 Concessionaire 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 Concessionaire shall restore the same with reasonable promptness, 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 Concessionaire; (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 Concessionaire's normal business operations or substantial diminution of Concessionaire'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, Concessionaire's presently existing right to operate an automobile rental concession at the Airport is withdrawn, canceled, terminated, or not renewed by County; (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 anytime 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. (i) If at any time Concessionaire desires to terminate the lease without cause, and provides thirty (30) days prior written notice to the County, and pays two (2) month's rent and 10% of the equivalent of two (2) month's gross revenues; or if Concessionaire desires to terminate the lease without cause and provides no notice or less than thirty (30) day's written notice, and pays three (3) month's rent and 10% of the equivalent of three (3) month's gross revenues. For purposes of this paragraph, gross revenues shall be based on the immediately preceding two months or three months, respectively, depending upon whether thirty days' notice is given. 25. Concessionaire's Reserved Rights-Nothing contained in this Agreement shall limit or restrict in any way such lawful rights as Concessionaire 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 Concessionaire's use and enjoyment of the demised premises for the purposes hereinabove set forth; and Lessor hereby agrees to cooperate with Concessionaire in maintenance of any just claim of said nature, and to refrain from hindering, opposing, or obstructing the maintenance thereby by Concessionaire. 26. Assignment and Subletting - The premises may not be sublet, in whole or in part, and Concessionaire shall not assign this agreement without prior written consent of Lessor, nor permit any transfer by operation of law of Concessionaire's interest created hereby, other than by merger or consolidation. 27. Other Use - Concessionaire 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. 28. Liens - Concessionaire shall cause to be removed any and all liens of any nature arising out of or because of any construction performed by Concessionaire or any of its Concessionaires or sub Concessionaires 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 Concessionaire. 29. Time - In computing Concessionaire'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 Concessionaire's control. 30. 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. 31. 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: For County: For Concessionaire: County Administrator Enterprise Leasing Company of Florida, LLC 1100 Simonton Street Attn: Dave Schmidt Key West, FL 33040 5105 Johnson Road And Coconut Creek, Florida 33073 Senior Director of Airports And 3491 So. Roosevelt Blvd. Enterprise Holdings Key West, FL 33040 Attn: Airport Properties & Relations And 600 Corporate Park Drive Monroe County Attorney's Office St. Louis, MO 63105 1111 12th St., Suite 408 Key West, Fl. 33040 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. 32. Severability - If any term, covenant, condition or provision of this Agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement. The Lessor and Concessionaire agree to reform the Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. 33. Binding Effect - The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of the County and Concessionaire and their respective legal representatives, successors, and assigns 34. Authority - Each party represents and warrants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessary County and corporate action, as required by law. 35. Adjudication of Disputes or Disagreements- County and Concessionaire agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If no resolution can be agreed upon within 30 days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. 36. Cooperation - In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution,performance, or breach of this Agreement, County and Concessionaire agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. County and Concessionaire specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 37. Code of Ethics-County agrees that officers and employees of the County recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. 38. No Solicitation/Payment - The County and Concessionaire warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it,to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for it, any fee, commission,percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of the provision, the Concessionaire agrees that the County shall have the right to terminate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. 39. Public Records Compliance- Concessionaire must comply with Florida public records law, including but not limited to Chapter 119, Florida Statutes and Section 24 of Article I of the Constitution of Florida. The County and Concessionaire shall allow and permit reasonable access to, and inspection of, all documents, records, papers, letters or other "public record" materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and make or received by the County and Concessionaire in conjunction with the Agreement and related Agreement performance. The County shall have the right to unilaterally cancel this Agreement upon violation of this provision by Concessionaire. Failure of the Concessionaire to abide by the terms of this provision shall be deemed a material breach of this Agreement and the County may enforce the terms of this provision in the form of a court proceeding and shall, as a prevailing party, be entitled to reimbursement of all attorney's fees and costs associated with that proceeding. This provision shall survive any termination or expiration of this Agreement. Concessionaires is encouraged to consult with its advisors about Florida Public Records Law in order to comply with this provision. Pursuant to F.S. 119.0701 and the terms and conditions of this Agreement, the Concessionaire is required to: (a) Keep and maintain public records that would be required by the County to perform the service. (b) Upon receipt from the County's custodian of records, provide the County with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this subsection or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public record disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if the Concessionaire does not transfer the records to the County. (d) Upon completion of the Agreement,transfer at no cost,to the County all public records in possession of the Concessionaire or keep and maintain public records that would be required by the County to perform the service. If the Concessionaire transfer all public records to the county upon completion of this Agreement, the Concessionaire shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Concessionaire keeps and maintain public records upon completion of the Agreement, the Concessionaire shall meet all applicable requirement for retaining public records. All records stored electronically must be provided to the County upon requires from the County's custodian of records, in a format that is compatible with the information technology systems of the County. (e) A request to inspect or copy public records relating to a County contact must be made directly to the County, but if the County does not possess the requested records, the County shall immediately notify the Concessionaire of the request, and the Concessionaire Must provide the records to the County or allow the records to be inspected or copied within a reasonable time. If the Concessionaire does not comply with the County's request for records, the County shall enforce the public records contract provisions in accordance with the contract, notwithstanding the County's option and right to unilaterally cancel this contract upon violation of this provision by the Concessionaire. A Concessionaire who fails to provide the public records to the County or pursuant to a valid public records request within a reasonable time may be subject to penalties under Section 119.10, Florida Statutes. Concessionaire shall not transfer custody, release, alter, destroy or otherwise dispose of any public records unless or otherwise provided in this provision or as otherwise provided by law. IF THE CONCESSIONAIRE HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONCESSIONAIRE'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY AT (305) 292-3470, BRADLEY- BRIAN@MONROECOUNTY-FL.GOV, MONROE COUNTY ATTORNEY'S OFFICE, 1111 12th STREET, SUITE 408, KEY WEST, FL 33040. 40. Non-Waiver of Immunity -Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the County and the Concessionaire in this Agreement and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract entered into by the County be required to contain any provision for waiver. 41. Privileges and Immunities - All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the County, when performing their respective functions under this Agreement within the territorial limits of the County shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the County. 42. Legal Obligations and Responsibilities: Non-Delegation of Constitutional or Statutory Duties. This Agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the County, except to the extent permitted by the Florida constitution, state statute, and case law. 43. Non-Reliance by Non-Parties - No person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any third-party claim or entitlement to or benefit of any service or program contemplated hereunder, and the County and the Concessionaire agree that neither the County nor the Concessionaire or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Agreement. 44. No Personal Liability-No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. 45. Execution in Counterparts - This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreement by singing any such counterpart. 46. Mutual Review - This Agreement has been carefully reviewed by the Concessionaire and the County,therefore this Agreement is not to be construed against either party on the basis of authorship. 47. County's Reserved Rights - Notwithstanding anything herein contained that may be, or appear to be, to the contrary, it is expressly understood and agreed that the rights granted under this Agreement are nonexclusive and the County herein reserves the right to grant similar privileges to another Concessionaire or other Concessionaires at, or on other parts of the Airport. 48. Airport Security a) General. The federal Transportation Security Administration is the federal agency primarily responsible for overseeing the security measures utilized by the airport owner pursuant to the relevant provisions of Chapter 49, United States Code, and regulations adopted under the authority of the Code, including but not limited to 49 CFR 1540, et seq. Violations of the statutes or regulations may result in severe civil monetary penalties being assessed against the airport operator. It is the intent of the airport operator that the burdens and consequences of any security violations imposed upon the airport operator as a result of actions by an airport tenant or the airport tenant's employees, agents, invitees, or licensees shall be borne by the airport tenant. b) Airport Tenant Defined. An airport tenant means any person, entity, organization, partnership, corporation, or other legal association that has an agreement with the airport operator to conduct business on airport property. The term also includes an airport tenant as defined in 49 CFR 1540.5. Each signatory to this Agreement, other than the airport operator, is an airport tenant. c) Airport Operator Defined. As used in this Agreement, airport operator means Monroe County, Florida, its elected and appointed officers, and its employees. d) Airport Property Defined. Airport property shall mean the property owned or leased by, or being lawfully used by, the airport operator for civil aviation and airport-related purposes. For purposes of this Agreement, airport property is the property generally referred to as the Florida Keys Marathon International Airport. e) Inspection Authority. The airport tenant agrees to allow Transportation Security Administration(TSA)authorized personnel, at any time or any place, to make inspections or tests, including copying records, to determine compliance of the airport operator or airport tenant with the applicable security requirements of Chapter 49, United States Code, and 49 CFR 1540, et seq. f) Airport Security Program. The airport tenant agrees to become familiar, to the extent permitted by the airport operator, with the Airport Security Program promulgated by the airport operator and approved by TSA, and also agrees to conform its' operations and business activities to the requirements of the Airport Security Program. g) Tenant Security Program. If permitted under TSA regulations, the airport tenant may voluntarily undertake to maintain an Airport Tenant Security Program as referred to in 49 CFR 1542.113. If the airport tenant voluntarily promulgates an Airport Tenant Security Program that is approved by TSA, such program, as may be amended and approved from time to time, shall be automatically incorporated into this Agreement. h) Breach of Agreement. Should TSA determine that the airport tenant or one or more of the airport tenant's employees, agents,invitees, or licensees has committed an act or omitted to act as required, and such act or omission is a violation which results in TSA imposing a civil penalty against the airport operator in accordance with TSA's Enforcement Sanction Guidance Policy, such determination and imposition of a civil penalty by TSA shall be considered a significant breach of this Agreement. (1). Minimum Violation. If the violation is the first or second violation attributed to the airport tenant and is a civil penalty "minimum violation" as provided for in TSA's Enforcement Sanction Guidance Policy, the airport tenant may cure the breach by paying to the airport operator the total costs incurred by the airport operator, including any fines or penalties imposed, in investigating, defending, mitigating, compromising, or taking of remedial measures as may be agreed to by TSA, to include but not be limited to reasonable attorney's fees and costs incurred in the investigation, defense, compromising, mitigation, or taking of remedial action measures. If the violation is a third violation, or there are multiple violations in excess of two violations, that is or are a civil penalty "minimum violation", the airport tenant shall pay to the airport operator the total costs incurred by the airport operator, including any fines or penalties imposed, in investigating, defending, compromising, mitigating, or taking of remedial measures as may be agreed to by TSA, to include but not be limited to reasonable attorney's fees and costs incurred in the investigation, defense, compromising, mitigation, or taking of remedial action measures; and, further, the airport operator shall have the right to unilaterally cancel this Agreement, such cancellation to be effective thirty calendar days after receipt by the airport tenant of written notice of cancellation of this Agreement by the airport operator. (2). Moderate Violation. If the violation is the first or second violation attributed to the airport tenant and is a civil penalty"moderate violation" as provided for in TSA's Enforcement Sanction Guidance Policy, the airport tenant may cure the breach by paying to the airport operator the total costs incurred by the airport operator, including any fines or penalties imposed, in investigating, defending, compromising, mitigating, or taking of remedial measures as may be agreed to by TSA, to include but not be limited to reasonable attorney's fees and costs incurred in the investigation, defense, compromising, mitigation, or taking of remedial action measures; and, further, the airport tenant may cause all of airport tenant's employees involved in the airport tenant's business operations on the airport property to undergo such security training as may be required by the airport operator. The total cost of the training shall be paid for by the airport tenant. If the violation is a third violation, or there are multiple violations in excess of two violations, that is or are a civil penalty"moderate violation", the airport tenant shall pay to the airport operator the total costs incurred by the airport operator, including any fines or penalties imposed, in investigating, defending, compromising, mitigating, or taking of remedial measures as may be agreed to by TSA, to include but not be limited to reasonable attorney's fees and costs incurred in the investigation, defense, compromising, mitigation, or taking of remedial action measures; and, further, the airport operator shall have the right to unilaterally cancel this Agreement, such cancellation to be effective thirty calendar days after receipt by the airport tenant of written notice of cancellation of this Agreement by the airport operator. (3). Maximum Violation. If the violation is the first violation attributed to the airport tenant and is a civil penalty "maximum violation" as provided for in TSA's Enforcement Sanction Guidance Policy, the airport tenant may cure the breach by paying to the airport operator the total costs incurred by the airport operator, including any fines and penalties imposed, in investigating, defending, compromising, mitigating, or taking of remedial measures as may be agreed to by TSA, to include but not be limited to reasonable attorney's fees and costs incurred in the investigation, defense, compromising, mitigation, or taking of remedial action measures; and, further, the airport tenant may cause all of airport tenant's employees involved in the airport tenant's business operations on the airport property to undergo such security training as may be required by the airport operator.The total cost of the training shall be paid for by the airport tenant. If the violation is a second violation,or there are multiple violations, that is or arc a civil. penalty "maximum violation", the airport tenant shall pay to the airport operator the total costs incurred by the airport operator, including any fines or.'penalties imposed, in investigating, defending, compromising,mitigating,or Inking of remedial measures as may be agreed to by.TSA,to include but not be limited to reasonable attomey's'fees and costs incurred in the investigation, defense, compromising,mitigation,or taking of remedial action measures;and,further,the airport operator shall have the right to unilaterally cancel this Agreement,such cancellation to be effective thirty calendar days after receipt by the airport tenant of written notice of cancellation of this Agreement by the airport operator. • (4).Mitigation of Preach.TSA has a policy of'forgoing civil penalty actions when the airport operator detects violations,promptly discloses the violations to TSA;and takes prompt corrective action to ensure that the same or similar violations.do not recur. This policy is known as the TSA Voluntary Disclosure Program Policy,and is designed to encourage compliance with TSA regulations, foster secure Practices, and encourage the development of internal evaluation programs. The airport tenant agrees that upon detecting a violation the airport tenant will immediately report it to the airport operator: Should the TSA Ultimately determine that the violation was committed by the airport tenant, or an employee,agent,invitee, or licensee'of the airpon tenant, but the violation;should result in''the issuance of a letter of correction in lieu of a civil penalty,then the airport tenant shall reimburse the airport operator the total costs incurred by the airport operator in investigating,defending,mitigating,or:taking of remedial measures as may be agreed to by TSA,to include.but not be limited to reasonable attomey's fees and costs incurred in the investigation, defense, mitigation, or taking of remedial action measures. A violation resulting in the issuance of a letter of correction shall not be considered to be a breach. of this Agreement by the airport tenant, (5). Survival of Sub-Section, This sub-section 48,h)shall survive the cancellation wj a nation of this Agreement and shall be_in full force and effect. ra z ITNESS WHEREOF,each party has caused this Agreement to be executed by a duly au !iA . resentative. �' Wat 6 BOARD OF COUNTY COMMISSIONERS ' a. j " 7 ',� EVfN M DOK,CLERK OF MONROI:C UNTY �(,ORID H'�i.�� .F:.f" t; ,.. n As Deputy Clerk .Mayor Day' ice A NROE COU ATTORNEY RM PED ATTEST: CONCESSIONAIRE: A SIST 1/26/2 ATTORNEY ENTERPRISE LEASING COMPANY OF ' FLORIDA, C. By: AaronToombs I y: 1 r _-, Grimy N�tfaelrltiestnaper Dave Schmidt,Vice President/GMRLr•.. - Title: -.. CD - -14 / . :7):::•'f, c, n '•-) ) e 'v .'..- EXHIBIT A MARATHON TgRHIKAL FBI F�Cr ETA d.€ ! M R*�_. �yy T � L LffiNTAL A R Legend —77 -77-77 MTH Rental Car Areas 777 ExMbit B 3 xwJA CP 3A — 0 KWIA CP 3B �)eox f�)BqX EHI AB G ABGCRIB .� .� truck Trutk ABG RO 1 '� EHI RO 2 Car(P6p t1ar{P,6)p ABC CRIA :., �w shy ,°'.'" Ret Overflow c carrzeaey�Is�M "' 1P � 4 fil{n 44 KW7A CR 3 JA RO 3 R^ k s F� 4,4A�4} IA)BB IKG \N D CONH HI OF ]\ I ISI I ( L\1 S I, S'A(= 41 %11 AILN I I A III R("UHN %NCE W OHN090 NH)" MIJ CIA N11,101 ORIDA Enterprise Leasing Company of FQTQ, LLB,,, Awnpany� �\,araws Om he he it has not en#qvT Nuwwd or whawko hui at on hN ho- il" hchAt iny Avivici (Wroy olhoor or enWlqvc in WAK of Sca"m 2 of Wnarwe Nm (00- 104) or an; Gumiy offAvr or enqkyec in vWwori of Section � oi'Ordinal wC No, 0 fit -IQ 90 Por hnwk w %Wwri or In" proWon the ('ouni, nifty, m its Iscromm, tan"nare this 'Agreenwrlt v%nhout habihl� =Ind niny '11so, in il� dkcretron, (WLICA frorn the. Agreement Or I)LIT'ChLI�,C price, orothetvive wcmvb We IWI arnomm of any Be, commisdon, percomage, gia, or emnQuathm pwd to the f6morr(`Immy tAfiver or emphyce". atUrC) Diave Schmidt,Vice Presider)UGeneral Manager Iartea ............ `?"I ATf OF Florida I SS: C()L'N1'Y OF S UhSeri tied and svvom to (or )FI-irriied) before my by nricans of CO physical pmsmwe or E3 online notaHzadow Uri �)--�;i�)us> Wale)'tv _._PAyg qhmidt_ (mme o f a UWAY HeAhe I v known,� to me or has rvodmed (type ofidentificalron) ris identification. %vrFNESS my hand and WWI set.d in the County an,c] State last af6resard this day o1jPVppM4y,,2021,. NOTARY lU'13LIC,STATE. OF -es:Nly Convubskir Expit t. z 71,Ali mu Commission,No. WN-CMATSION kFUJIDAVA I 1 Dave Schmidt of I Coconut Crt?(,,,k,,FL. ,Wk Oki I rw to I'm oll III,, tattle,�rlld ondel of 11(�ljlll dcfwsc gllkls,ryth'ir i 1 r ra Vice Pre,sident aid GerferalManager olthehrmol Eliterprise Leasing C ornpany.pfflo,rida,LLf, the hiddcr ii-tAim, Ole 1�e,polise I-o r the project dc5k:r1hed lit (lie Request for OUZIIIII-IC,111011S Star,:Non-Exclusive On-Airport Rental Car Concession at the Florida Keys Marathon I"International Airport ,and I 0XCCIItCd the serer) RC-SpOnSe VVIth 11-111 MithOrily tca do No. 2. The prices In this birl have been arrived .at jll(1ej10udCIIt1V WithoUt COULIS1011, C011SLI11211011, C011111111oiCMion, or aorccnicril for the purpose ol'i-cs11,10111, Competition, as to am, wKitter rolatillul to SLICII 111-1cos wall any other bidder or with any colilpetltol% I ["111CsS OtAIMVISC I-CLILlired b'y law, the prices which have been Hurled in this hid havo not been kriowirnflv discloscd by the bidder and will not knowinuly be disclosed by the bidder prior to bid opemno, directly or indirectly. to any other bidder or to any competitor- 4, No lauciupi has been made or will be made by the bidder to induce ally other person, partnership or coil-toralion to submit, or not to submit, it bid for the purpose of restrictoh" corripctjtion, and The statements contained in this affidavit are true and correct, and made %yith full knoMedge that Monroe County relies upon the truth of the statements contained in this affidavitin-awgr-ding C( 11" is If S ld project. I -)�- U I I r � A (Signature of Respondent) Dave Schmidt (Date) Vice President/General Manager SIA-ri,m Florida ........... I SS: COUN Broward Stribscnbed and sworn to (gr J affitillied) bofore rne, by means of [,,'j physical presence or El onli'lle noullw"a - qAtion, oil (date) by-Pave Schmidt Olanle of, L/1L— affiant). I le/slic is -R—c 1-solially k1lowli, to tile 01" has produced ersona y_K_ (type of* Iderl[it]cal loll) as WITNESS jriy hand and official seal In the County and State last aforesaid this C day of December 2021 C:)L NOTARY PUBLIC, STATE OF (LV)d61,, N110AF1 if RBOY My ollinlission Expires: 6 L 6�j ('011111lission No. CV f frlj 19 2M 3��,91d P lo�All NO I W'J�No lay A w', DRJ (11-11,1UT �%()RKIT, W11, 110101 I h; WeiyrnniN only inmomdarwe"ith Widi num I,,, ,)c,, '1�7 f) -1 i C I Entupidise Leaynq Company of Florida, LLB tNaincol lol"au"'o"i I 101hPics a Nuain"t nmomq mnphqu% it" the unia"Old imin"Awntic. thyWai,qt, [It pen 01 lye of a onlrolkd s0nmul: n pfohihad in the" arklaluc W vreclotrig Ow wu= 111,AL %v d! he taken aganiq wwpkqTeN for%Alanons of such IN ohibinun, hd'onn, oniploaee% ANN," dw dangerw (4 dnq slaw in the anApkice, the harp, nvq pi1w, of jjjajT'jtajj*aljy a djrlj,_fiw "olf-due,vil mabb1c Wig cotinsdiny rdlandifauon.and enlid(jec ASISUMCC propoins, W We pen:05s RIM may be rnnixmM upm enyhy"s in dnq We Y whff= 1. Ghes each crnployQu engaged in provAng the coirnrnoduiCs (A CoMMOUJI sen ices that, are rrndcr hid it I Opy or the staternent "pecl tied in 'ribsection(1) A In dw amoncla We"od in subscolon(I k mWiTin the ernMoyms IMA, a conlfinn ohwildw oil the corrinioditics or Antrammi! %avrees tat are under bid, Me anphy" W Aide by Me Wnn, of Me sun ruse and wOl nou" to wriNoyer or any cotavictum of, or plea od'guilty or nolo coniendere to, my violation of Chapter 891 (Horida Stanaw or of my connoHed substance kn%, of the United `'tate', or any s,uue, fora %roLn ron occurrilly, ill the aNrorkplacc no latex than five(5)days after such con%ictiorl. 5. Imposes as sanction on or requim the poicipation in a drug abuse assistance or whabluawnt pmgmu if such is avadable in the empkqec's community, for any cniplo ec vv,no is so Uzi\Wted. 6 Wes a goml Nah cHY to continue to mainuak a drugWe workplace thrusigh imMernernathun of this section As to pawn authowal to sQn Me swalnerin I emay that this Vinn corrWhes ROO with to We (Signatme of ReTon&nt) Dave Schmidt,Vice President) (Dare) Geneiral Manager S I A f F of: Florida - —--------- )SS, ('01ATY01' Broward Subwnbod and swuni to (or Whnwd) beftwe mv by memis of Ed QUM pesence or El unhne nomrizaiiwL oil 0 x, (date) by _PAyt§chmidt (name of afilant), Ile She is laea kno%vn-io inc oir has produced .............. itype of I&moEloti)',i—idontificatioll yp,wri-NIAS mv hand and Waal sul in C Ow ounty arld Stan lw hm ayAd this QjQjf 2021 k Jr Y P TAI 12 W- "t Hr I I r R 40? N M R Conunn,�aon No, Nufal A M� 1111H AC E NJ IM CRIMERFATENIFNI -Apa.M (q dnihme mho ho been pLwed (m the �,Cndm' 11"t IM PUNQ 0M ks, CnIne may IUM Mont 0 ho on a amn w 0 PkxAV MI gawk 0"ev we% 0) as PLOW Moy, ma; not nVano to bid on as ounal "wh a pWAW emay Star dw cmwinw4m or iepmr of a Qhc huddrng or Imbib %Nort. nmy im; mlrno bAs on Wwn MAW pnTol to I)nNic entil,y, aia� nol he awmied or palhnn "cad aN as contractor, wMAw YO urn auhn ol I I 1-1V,fOR im&r to cmrryo wah any pubhc erwity. and may mA Awbut hmmns "Ah wiy poMic entity in excchs of the Wresludd aimn-rnt pro%ided irr Soenon 287 01 A Honda SMIurc, for CATHRMY MY for a pawd of 36 numON Own the date of being placed on the con"cod \vnAw WC I hmv VM to An c and mare that neither .Enterprise Leasing Company Qf Florida, LLQ T"pondeim's namo nor my Mhliwe has been phreed on the cmnAinad vcn&w At Min the —Jasl thirty-six ;0)months. The ondersigned unifies that Te Apolant NN nm bun cmn Ow d of' 3 17UT01" em.0, it 36 nwitAls, as set AM ni Won 2871 A HOW Statmes (Sig,riatul-C) VicP PipsWeR pj)q.rajI_ lanag. r........... Print Name Dave Schmidt AnTany Name: Enl;erp rise Leashjg_Company of Florida, LLC Date: STATE Oh Florida ) SS: (-0t,',NTY of-' Broward Snh:-,,crihed and sworn to (Or affirmed) before tire, by means of El physrc.d pre,'cnce or E onhnc noriari/',Ilion, On by Dave S hmidt Wale Of dffiant). I IC the is jr—ersona I I y to me 017 has Pruduced personally_Anowp (type of idClitillcat ioll)as ident ificad oil, %VII'NT-.SS my hmW wd offi6al seal ray the CmWy ard SWW last afamsaid Tis ......day of Deqemlaer_,001 %N jl[a I PW M i, tea! 1�,d wlji ,or jfy Aw -DATE(MM/DD/YYYY) A - CERTIFICATE OF LIABILITY INSURANCE 08/20/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Marsh USA Inc. NAME: FAX 701 Market Street,Suite 1100 A/CNNo Ext: A/C NO): St.Louis,MO 63101 E-MAIL Attn:StLouis.CertRequest@Marsh.com,Phone:866-966-4664 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# CN101321765-$5M-GAWU-21-22 INSURERA:The Travelers Indemnity Company of Connecticut 25682 INSURED Enterprise Holdings,Inc. INSURER B:American Guarantee and Liability Insurance Company 26247 and its subsidiaries INSURERC:Travelers Property Casualty Company of America 25674 600 Corporate Park Drive INSURER D: St.Louis,MO 63105 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: CHI-009281754-08 REVISION NUMBER: 4 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY A X COMMERCIAL GENERAL LIABILITY HC2E-GLSA-474M7351-TCT-21 09/01/2021 09/01/2022 EACH OCCURRENCE $ 5,000,000 CLAIMS-MADE 1XI OCCUR PREM SES Ea occurrence $ 1,000,000 X Fire Damage An One Fire 10,000 g (Any ) APPROVED BY R15K II,'IANAGEMEN MED EXP(Any one person) $ BY ^' PERSONAL&ADV INJURY $ 5,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: DATE01/31/22 GENERAL AGGREGATE $ 15,000,000 X POLICY❑ JECT WAIVER NFAX YES_PRO ❑ LOC PRODUCTS-COMP/OP AGG $ 5,000,000 OTHER: $ A AUTOMOBILE LIABILITY HEEAP-474M7302-TCT-21 09/01/2021 09/01/2022 COMBINEDINGLELIMIT Ea accidentS $ 3,000,000 X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident X SIR 2,000,000 $ X UMBRELLA LIAB X OCCUR AUC 3781903-21 09/01/2021 09/01/2022 EACH OCCURRENCE $ 5,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ 5,000,000 DED RETENTION$ $ C WORKERS COMPENSATION UB-8P765351-21-NC-R(WI) 09 01 2021 09/01/2022 X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER G YIN HWXJUB-474M7074-21(OH) 09/01/2021 09/01/2022 ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 5,000,000 G OFFICER/MEMBER EXCLUDED? ❑N NIA (Mandatory in NH) UB-8P137346-21-NC-T(AOS) 09/01/2021 09/01/2022 E.L.DISEASE-EA EMPLOYEE $ 5,000,000 If yes,describe under 'SEE ATTACHED' 5,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) GPBR:4186,Location:9400 Oversas Hwy,Mararthon,FL 33050 Monroe County Board of County Commissioners is/are added as an additional insured(except Workers Compensation)where required by written contract. Auto coverage insures any Auto owned or leased by the named insured while operated by employees of the named insured. No coverage provided to renters under this policy. CERTIFICATE HOLDER CANCELLATION Monroe County SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Board of County Commissioners THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn:April Pearson ACCORDANCE WITH THE POLICY PROVISIONS. 1111 12th Street,Suite 408 Key West,FL 33040 AUTHORIZED REPRESENTATIVE ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: CN101321765 LOC#: St. Louis A ■" ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED Marsh USA Inc. Enterprise Holdings,Inc. and its subsidiaries POLICY NUMBER 600 Corporate Park Drive St.Louis,MO 63105 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Workers'Compensation Continued: Carrier:The Standard Fire Ins.Co. Policy#:UB-35878596-21-NC-F(Excess MN) Effective Date:09/01/2021 Expiration Date:09/01/2022 Workers Compensation coverage for employees in Puerto Rico and in the States of North Dakota,Washington and Wyoming is provided through the Monopolistic State programs.Workers Compensation coverage for employees in Ohio is self-insured.Workers Compensation policy#UB-8P137346-21-NCT provides Employers Liability for all States with the exception of Wisconsin.Policy#UB-8P765351-21-NCR provides Employers Liability for Wisconsin. Umbrella Retained Limits U.S.Automobile Liability$20,000,000 Combined Single Limit. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 71MMIDD"YYI EVIDENCE OF COMMERCIAL PROPERTY INSURANCE /31/2022 THIS EVIDENCE OF COMMERCIAL PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW.THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE ADDITIONAL INTEREST. PRODUCER NAME, I PHONE 314 432-0500 COMPANY NAME AND ADDRESS NAIC NO: CONTACT PERSON AND ADDRESS A/C No Ext: Lockton Companies Three City Place Drive,Suite 900 ***See Attached*** St.Louis MO 63141-7081 FAX E AIC No): (314)812-3299 pD RIESS: IF MULTIPLE COMPANIES,COMPLETE SEPARATE FORM FOR EACH CODE: SUB CODE: POLICY TYPE AGENCY Property CUSTOMER ID#: NAMED INSURED AND ADDRESS Enterprise Holdings,Inc. LOAN NUMBER POLICY NUMBER 1 1 14655 and its subsidiaries See Attached 600 Corporate Park Dr. EFFECTIVE DATE EXPIRATION DATE St.Louis MO 63105 APPROVED BY t�95%i.MAWAGEMEN.T CONTINUED UNTIL By— ax,,,,_//.. !� ,� 'i p,^,;,,:- 3/1/2021 3/1/2022 TERMINATED IF CHECKED ADDITIONAL NAMED INSURED(S) DATE, THIS REPLACES PRIOR EVIDENCE DATED: WAVER WA YES PROPERTY INFORMATION ACORD 101 may be attached if mores ace is required) ❑ BUILDING OR ® BUSINESS PERSONAL PROPERTY LOCATION/DESCRIPTION 4186 9400 Overseas Hwy Marathon FL 33056 THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EVIDENCE OF PROPERTY INSURANCE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. COVERAGE INFORMATION PERILS INSURED BASIC I BROAD I X I SPECIAL COMMERCIAL PROPERTY COVERAGE AMOUNT OF INSURANCE: $ 25,000,000 DED: 5,000,000 YES NO NIA ® BUSINESS INCOME ® RENTAL VALUE X If YES,LIMIT: Included Actual Loss Sustained;#of months: BLANKET COVERAGE X If YES,indicate value(s)reported on property identified above:$ TERRORISM COVERAGE X Attach Disclosure Notice/DEC IS THERE A TERRORISM-SPECIFIC EXCLUSION? X IS DOMESTIC TERRORISM EXCLUDED? X LIMITED FUNGUS COVERAGE X If YES,LIMIT: DED: FUNGUS EXCLUSION(If"YES",specify organization's form used) X REPLACEMENT COST X AGREED VALUE X COINSURANCE X If YES, EQUIPMENT BREAKDOWN(If Applicable) X If YES,LIMIT: Included DED: See Attached ORDINANCE OR LAW -Coverage for loss to undamaged portion of bldg X If YES,LIMIT: Included DED: See Attached Demolition Casts X If YES,LIMIT: Included DED: See Attached Incr.Cost of Construction X If YES,LIMIT: Included DED: See Attached EARTH MOVEMENT(If Applicable) X If YES,LIMIT: 25,000,000 DED: See Attached FLOOD(If Applicable) X If YES,LIMIT: 25,000,000 DED: See Attached WIND/HAIL INCL x❑YES ❑ No Subject to Different Provisions: X If YES,LIMIT: 25,000,000 DED: See Attached NAMED STORM INCL x❑YES ❑ No Subject to Different Provisions: X If YES,LIMIT: 25,000,000 DED: See Attached PERMISSION TO WAIVE SUBROGATION IN FAVOR OF MORTGAGE X HOLDER PRIOR TO LOSS CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ADDITIONAL INTEREST 24722 [M5148311[n5607631 CONTRACT OF SALE LENDER'S LOSS PAYABLE X LOSS PAYEE LENDER SERVICING AGENT NAME AND ADDRESS MORTGAGEE NAME AND ADDRESS 769010 Monroe County Board of County Commissioners 1100 Simonton Street Key West FL 33040 AUTHORIZED SE ATIVE 5 +00 04ZII 2003-2015 7ZC05RD RPORATION. All rights reserved. ACORD 28(2016/03) The ACORD name and logo are registered marks of ACORD EVIDENCE OF COMMERCIAL PROPERTY INSURANCE-Including Special Conditions(Use only if more space is required) RE:GPBR:418E-Florida Keys Marathon international Airport.9400 Overseas Highway,Marathon,FL 33050.The Monroe County Board of County Commissioners,its employees and officials are included as Loss Payee if required by written contract per the terms and conditions of the Property policy.Coverage required per Concessionaire Lease Agreement. ACORD 28(2016/03) Certificate Holder ID:769010 Miscellaneous Attachment:M514831 Master ID: 1114655,Certificate ID:769010 ADDENDUM Policy Deductibles $5,000,000 per occurrence except: Earthquake: • California, Alaska or Hawaii: 5% actual value per unit, minimum of $5,000,000 per occurrence. • Pacific Northwest Counties: 2% actual value per unit, minimum of$5,000,000 per occurrence. • New Madrid Counties: 2% actual value per unit, minimum of$5,000,000 per occurrence. Flood: • SFHA: 5% actual value per unit, minimum of $5,000,000 per occurrence. Wind: • $5,000,000 per occurrence Hail: • $5,000,000 per occurrence Carrier Participation Policy Number AIG Specialty Insurance Company 20% p/o$25M 033313534 Allied World Assurance Company 4% p/o$25M P043649-004 Lloyds of London 63.50% p/o$25M PRPNA2102340 Lloyds of London 5% p/o$25M PRPNA2102949 Oil Casualty Insurance Ltd. 7.5% p/o$25M P-101766-0321 Attachment Code:D560763 Master ID: 1114655,Certificate ID:769010 Named Insured:Enterprise Holdings, Inc. LOCKTM Monroe County Board of County Commissioners 1100 Simonton Street Key West, FL 33040 In our continuing effort to provide timely certificate delivery, Lockton Companies offers paperless delivery of Certificates of Insurance. To ensure electronic delivery for future renewals of this certificate, we need your email address. Please contact us via one of the methods below, referencing Certificate ID 769010. ♦ Email: PCertificate@lockton.com ♦ Phone: (866) 728-5657 (toll-free) If you received this certificate through an email containing an internet link to where the current certificate can be viewed, we already have your email on file and no further action needs to be taken. If you wish to continue receiving this certificate via U.S. Mail and decline the benefits of electronic delivery, no further action needs to be taken. In the event your mailing address has changed, future certificates need to be provided to a different or additional email addresses, or you no longer require this certificate, please let us know using the methods above. If you have questions about coverage, please reach out to your contact with the Named Insured. Thank you for your patience and willingness to help lessen our environmental footprint. Sincerely, Lockton Companies Lockton Companies 1 i fo( 1k'Fla t, Of 514-432-0500 1 Iockton.com Bond Number 107572968 CONCESSIONAIRE'S BOND KNOW ALL MEN BY THESE PRESENTS,That we, Enterprise Leasing Company of Florida, LLC 3900 NW 25th St#400, Miami, FL 33142 as Principal, and Travelers Casualty and Surety Company of America One Tower Square, Hartford, CT 06183 as Surety, are hereby held and firmly bound unto Monroe County, Florida in the penal sum of Twenty-Four Thousand Four Hundred Sixty-Eight and NO/100 Dollars----------------------------------------- ($ 24,468.00------------- for the payment of which well and truly to be made, we hereby jointly and severally bind ourselves, our heirs executors, administrators, successors, and assigns. WHEREAS, the above named Principal did enter into a rental car concession agreement at The Florida Keys Marathon International Airport with said Obligee to render the services required thereby and mentioned therein, and which agreement is by reference made part a hereof and is hereinafter referred to as the Agreement. NOW, THEREFORE, the condition of this obligation is such that if the above named Principal shall well and truly execute all and singular the stipulations by the Principal to be executed, and shall fully perform all and singular the terms, conditions and requirements of the Agreement and shall indemnify and save harmless said Monroe County, Florida from all liens, charges, claims demands, loss, costs, and damages of every kind of nature whatsoever, then this obligation to be null and void, otherwise to remain in full force and effect, it being understood that the liability of the Surety for any and all claims hereunder shall in no event exceed the penal amount of this obligation as hereunder stated. IT BEING FURTHER UNDERSTOOD that this bond may be cancelled by the Surety by its mailing written notice of such cancellation to the obligee at 1100 Simonton Street, Key West, FL 33040 stating when, not less than thirty (30) days thereafter, such cancellation shall be effective. In no event shall Surety be liable for any payment due and payable after the effective date of cancellation. Neither nonrenewal nor cancellation by the Surety, nor failure, nor inability of the Principal to file a replacement bond shall constitute loss to the Obligee recoverable under this bond. The Surety's liability under this bond shall not be cumulative and shall in no event exceed the amount as set forth in this bond or in any additions, riders or endorsements properly issued by the Surety as supplement thereto. THIS BOND SHALL BE EFFECTIVE February 1, 2022 WITNESS OUR HANDS AND SEALS THIS 1st day of February 2022 Enterprise Leasing Company of Florida, LLC Principal By: Travelers Casualty and Surety Company of America Surety By: `Heidi A. Notheisen Attorney-in-Fact FL License#P040504 Travelers Casualty and Surety Company of America Travelers Casualty and Surety Company TRAVELERS J St. Paul Fire and Marine Insurance Company POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS:That Travelers Casualty and Surety Company of America,Travelers Casualty and Surety Company, and St. Paul Fire and Marine Insurance Company are corporations duly organized under the laws of the State of Connecticut (herein collectively called the "Companies"), and that the Companies do hereby make, constitute and appoint Heidi A. Notheisen of St.Louis Missouri , their true and lawful Attorney(s)-in-Fact to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. IN WITNESS WHEREOF,the Companies have caused this instrument to be signed, and their corporate seals to be hereto affixed,this 21st day of April, 2021. SUflElyC F00, gNn .y HARTFOHU i 10,11rFJl0 twWaL GONN o CONN n N, r;nuuu State of Connecticut By: City of Hartford ss. Robert Raney, Senior Vice President On this the 21st day of April,2021,before me personally appeared Robert L.Raney,who acknowledged himself to be the Senior Vice President of each of the Companies, and that he, as such, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing on behalf of said Companies by himself as a duly authorized officer. IN WITNESS WHEREOF, I hereunto set my hand and official seal. �.�� t�i'"GG My Commission expires the 30th day of June, 2026 {; „arAev h; r, ¢� Anna P. Nowik, Notary Public �S npM4FcW V+r,-•� This Power of Attorney is granted under and by the authority of the following resolutions adopted by the Boards of Directors of each of the Companies, which resolutions are now in full force and effect,reading as follows: RESOLVED,that the Chairman, the President, any Vice Chairman, any Executive Vice President,any Senior Vice President, any Vice President, any Second Vice President,the Treasurer,any Assistant Treasurer,the Corporate Secretary or any Assistant Secretary may appoint Attorneys-in-Fact and Agents to act for and on behalf of the Company and may give such appointee such authority as his or her certificate of authority may prescribe to sign with the Company's name and seal with the Company's seal bonds,recognizances,contracts of indemnity,and other writings obligatory in the nature of a bond, recognizance, or conditional undertaking, and any of said officers or the Board of Directors at any time may remove any such appointee and revoke the power given him or her;and it is FURTHER RESOLVED, that the Chairman,the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President may delegate all or any part of the foregoing authority to one or more officers or employees of this Company,provided that each such delegation is in writing and a copy thereof is filed in the office of the Secretary;and it is FURTHER RESOLVED,that any bond,recognizance,contract of indemnity, or writing obligatory in the nature of a bond,recognizance, or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary; or(b) duly executed (under seal, if required)by one or more Attorneys-in-Fact and Agents pursuant to the power prescribed in his or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority;and it is FURTHER RESOLVED,that the signature of each of the following officers: President, any Executive Vice President, any Senior Vice President, any Vice President, any Assistant Vice President, any Secretary,any Assistant Secretary, and the seal of the Company may be affixed by facsimile to any Power of Attorney or to any certificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys-in-Fact for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof,and any such Power of Attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile seal shall be valid and binding on the Company in the future with respect to any bond or understanding to which it is attached. I, Kevin E. Hughes,the undersigned,Assistant Secretary of each of the Companies,do hereby certify that the above and foregoing is a true and correct copy of the Power of Attorney executed by said Companies,which remains in full force and effect. Dated this 1st day of February 2022 `��A�C S_UHFTyc� P�p4TV qNr�g HART,FORD o !Sil rf UC{�y i t CONN GfyPoN t� Kevin E.Hughes,Assistant Secretary To verify the authenticity of this Power of Attorney,please call us at 1-800-421-3880. Please refer to the above-named Attorneys)-in-Fact and the details of the bond to which this Power of Attorney is attached. TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA HARTFORD,CONNECTICUT 06183 FINANCIAL STATEMENT AS OF DECEMBER 31,2020 CAPITAL STOCK$6,480,000 CASH AND INVESTED CASH $ 239,403,348 UNEARNED PREMIUMS $ 1,121,070.380 BONDS 3,831,156,861 LOSSES 1,003,200,666 STOCKS 109,074,035 LOSS ADJUSTMENT EXPENSES 163,346,678 INVESTMENT INCOME DUE AND ACCRUED 36,856,709 COMMISSIONS 48,806,693 OTHER INVESTED ASSETS 4,970,512 TAXES,LICENSES AND FEES 13,561,421 PREMIUM BALANCES 277,653,788 OTHER EXPENSES 42,606,558 NET DEFERRED TAX ASSET 55,188,715 CURRENT FEDERAL.AND FOREIGN INCOME TAXES 4,865,484 REINSURANCE RECOVERABLE 32.563,518 REMITTANCES AND ITEMS NOT ALLOCATED 8,646,391 RECEIVABLES FROM PARENT,SUBSIDIARIES AND AFFILIATES 34,876,347 AMOUNTS WITHHELD/RETAINED BY COMPANY FOR OTHERS 42,228,250 OTHER ASSETS 4,155,794 POLICYHOLDER DIVIDENDS 12,363,304 PROVISION FOR REINSURANCE 7,930,280 ADVANCE PREMIUM 1,867,512 CEDED REINSURANCE NET PREMIUMS PAYABLE 63,102,972 RETROACTIVE REINSURANCE RESERVE ASSUMED 800,763 OTHER ACCRUED EXPENSES AND LIABILITIES 568,668 TOTAL LIABILITIES 27534,85572 CAPITAL STOCK $6,480,000 PAID IN SURPLUS 433,803,760 OTHER SURPLUS 1,650,750,847 TOTAL SURPLUS TO POLICYHOLDERS 2,091,034,607 TOTAL ASSETS �p��25567 TOTAL LIABILITIES&SURPLUS STATE OF CONNECTICUT ) COUNTY OF HARTFORD )SS. CITY OF HARTFORD ) MICHAEL J.DOODY,BEING DULY SWORN,SAYS THAT HE IS VICE PRESIDENT-FINANCE,OF TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA, AND THAT TO THE BEST OF HIS KNOWLEDGE AND BELIEF,THE FOREGOING IS A TRUE AND CORRECT STATEMENT OF THE FINANCIAL CONDITION OF SAID COMPANY AS OF THE 31 ST DAY OF DECEMBER,2020. ors, VICE PR S E -1-INANCIPS K, SUBSCRIBED AND SWORN TO BEFORE ME THIS 26TH DAY OF MARCH,2021 SUSAN M.WEI5SLLDLR Notary Public h9yConuurssionL%�piresNarentber.30,207.2 p µ r fiJ1 i f �