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09/15/1987 Agreement 1Dannp l.. If{olbagt BRANCH OFFICE 3117 OVERSEAS HIGHWAY MARATHON. FLORIDA 33050 TEL. (305) 743-9036 CLERK OF THE CIRCUIT COURT MONROE COUNTY 500 WHITEHEAD STREET KEY WEST. FLORIDA 33040 TEL. (305) 294.4641 BRANCH OFFICE P.O. BOX 379 PLANTATION KEY. FLORIDA 33070 TEL. (305) 852-9253 M E M 0 RAN DUM --------- To: Art Skelly, Airport Director From: Rosalie L. Connolly, Deputy Clerk Subject: Resolution No. 349-1987 Date: September 23, 1987 On September 15, 1987, the Board of County Commissioners adopted Resolution No. 349-1987 authorizing the Mayor/ Chairman of the Board to execute an Airport Service Facility Lease by and between Monroe County and Sundance Carriage Corp. d/b/a Dollar Rent A Car of Key West con- cerning premises located at the Key West International Airport. Attached hereto are two certified copies of the subject Resolution and two fully-executed copies of the Lease. One set of documents should be retained for your records and the other set should go to your Lessee. ~.L~ Rosalie L. Connolly Deputy Clerk Attachments cc: Commissioner E. Lytton County Attorney F~nance Department vF'ile Art Skelly Director of Airports RESOLUTION NO. 349 -1987 A RESOLUTION OF THE BOARD OF COUNTY COMMIS- SIONERS OF MONROE COUNTY, FLORIDA, AUTHORIZING THE MAYOR/CHAIRMAN OF THE BOARD TO EXECUTE AN AIRPORT SERVICE FACILITY LEASE BY AND BETWEEN MONROE COUNTY AND SUNDANCE CARRIAGE CORP. D/B/A DOLLAR RENT A CAR OF KEY WEST CONCERNING PREMISES LOCATED AT THE KEY WEST INTERNATIONAL AIRPORT. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, as follows: That the Mayor/Chairman of the Board of County Commis- sioners of Monroe County, Florida, is hereby authorized to execute an Airport Service Facility Lease by and between Monroe County and Sundance Carriage Corp. d/b/a Dollar Rent a Car of Key West, a copy of same being attached hereto and made a part hereof, concerning premises located at the Key West International Airport. PASSED AND ADOPTED by the Board of County Commissioners of Monroe County, Florida, at a regular meeting of said Board held on the 15th day of September, A.D. 1987. BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA /~ (Seal) Attest: DMNY L. KOT T.J'A . - .1..U.U'1.GE, Clerk 4L~~~ ERK 8 APPROVED AS TO FORM GAL SUFFICIENCY. , AIRPORT SERVICE FACILITY LEASE THIS AGREEMENT, made and entered into this ~ day of ~, A.D. 1987, by and between Monroe County, a political subdivision of the State of Florida (hereinafter called "Lessor"), and Sundance Carriage Corp. d/b/a Dollar Rent A Car of Key West, qualified to do business in the State of Florida (hereinafter called "Lessee"); WHEREAS, Lessor has granted to Lessee a non-exclusive right to operate an automobile rental concession at and from Key West International Airport at Key West, Florida (hereinafter called the "Airport"); and WHEREAS, Lessor and Lessee desire, in connection with said operations, to provide for the leasing by Lessor to Lessee of certain real estate on the Airport for the establishment of facilities for the maintenance, servicing, storage, sale and disposal of Lessee's used rental 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 the mutual covenants and promises hereinafter contained, the parties hereto do agree as follows: 1. Premises Lessor hereby leases to Lessee for its exclusive use the real estate located in Monroe County, Florida, said tract containing 23,421 square feet, and being designated "Service Area" as shown on Exhibit "A" attached hereto and made a part hereof; and in. addition thereto, hereby grants a non-exclusive easement for ingress and egress to said tract as reflected by the attached Exhibit "A" in area designated "Easement for Ingress and Egress." TO HAVE AND TO HOLD the said premises (hereinafter sometimes called the "premises" or "demised premises") with the appurte- nances thereunto belonging, together with all structures and improvements, if any, thereon upon the terms and conditions hereinafter contained. 2. Term This Lease is for a term of fifteen years comm.encing ()t:.~l.)be.r L, 1 98.!/..-. 3. Rental - Lessee, for and during the term hereof, shall pay to Lessor for the use and occupancy of said Basic Premises and for the rights and privileges herein granted it at the following scheduled rates: First Five Years 15 cents per sq. ft. of the leased area per year. Total annual rental $3,513.15 Second Five Years 21 cents per sq. ft. of the leased area per year. Total annual rental $4,918.41 29.4 cents per sq. ft. of the leased area per year. Total annual rental $6,885.77 Third Five Years The annual rental shall be payable in equal monthly install- ments in advance on or before the first business day of each calendar month of the term. Rental shall not be due until beneficial occupancy of the premises or one year from the comm.encement of this agreement, whichever shall be first. 4. Lessee's Improvements Lessee shall have the right during the term hereof, at its own expense, at any time from time to time: (a) to construct and install in and upon the premises hereby leased, a building or buildings and such other structures and facilities as it may deem necessary or desirable for the storage, maintaining and servicing of its vehicles hereunder and for such other purposes as may be necessary or desirable in connection with its operation at the Airport, provided, however, that Lessee first shall submit plans and specifications for all fixed improvements to the Board of County Comm.issioners for approval, which approval shall not be unreasonably withheld. The term "fixed improvements" whenever used in this lease shall be construed to include all buildings and other structures erected upon the premises, all fencing, grading and surfacing with stone and/or hardtop, all underground and overhead wires, cables, pipes, conduits, tanks and drains, and 2 all property of every kind and nature, excluding trade fixtures, which is so attached to any building or structure on the premises that same may not be removed without material injury to said property or to the building or structure to which same shall be attached. Upon expiration of this Agreement, title to all fixed improvements erected or installed by Lessee in or upon the demised premises shall vest in Lessor, excluding, however, Lessee's trade fixtures and personal property, as hereinafter provided. Lessee shall commence construction of any fixed improvements to be erected or installed by Lessee hereunder within a period of four (4) months from and after the approval of the plans and specifications therefor by or on behalf of Lessor, and shall prosecute the work to completion with all due diligence; and (b) to install, maintain, operate, repair and re- place any and all trade fixtures and other personal property useful from time to time in connection with its operations on the Airport, all of which shall be and remain the property of Lessee and may be removed by Lessee prior to or within a reasonable time after expiration of the term of this Agreement, provided, however, that Lessee shall repair any damage to the premises caused by such removal. The failure to remove trade fixtures or other personal property shall not constitute Lessee a hold-over, but all such property not removed within ten (10) days after Lessee receives a written demand for such removal shall be deemed abandoned and thereupon shall be the sole property of Lessor. It is understood that, for purposes of this Article, the phrase "trade fixtures" shall include, but shall not be limited to, any signs, electrical or otherwise, used to advertise Lessee's business in and about the demised premises; all machinery and equipment used in connection with the servicing of automotive 3 vehicles in or about the demised premises, whether or not such machinery or equipment is bolted or otherwise attached to said premises; any lift hoist, compressor or other mechanical device used to service said automotive vehicles; and all other miscellaneous equip- ment, including, but not by way of limitation, air conditioning equipment installed in or placed on or about the demised premises and used in connection with Lessee's business therein. 5. Utilities - All utilities will be separately metered and billed directly to Lessee. Lessor grants to the Lessee the right of easement necessary to construct, install and maintain, at the sole expense of Lessee, all necessary tap lines and facilities to connect said tap lines to the supply lines of the Lessor and to receive all said utilities and service as hereinabove provided. 6. Lessee's Obligations - Lessee covenants and agrees: (a) to pay the rent and other charges herein reserved at such times and places as the same are payable; (b) to pay all charges for water, gas, electric power and sewage service consumed on the demised premises during the term of this agreement, at regularly established rates; (c) 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; (d) to keep and maintain the demised premises in good condition, order and repair during the term of this Agreement, and to surrender the same upon the expiration of this term in the condition in which they are required to be kept, reasonable wear and tear and damage by casualty, not caused by Lessee's negligence, riot and civil commotion, excepted; 4 (e) to observe and comply with any and all requirements of the constituted public authorities and with all federal, state or local statutes, ordinances, regulations and standards applicable to Lessee for 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 admini- stration of the Airport; (f) 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 (g) to carry fire and extended coverage insurance, if obtainable, on all fixed improvements erected by Lessee on the demised premises to the full insurable value hereof, if being understood and agreed that for purposes hereof the term "full insurable value" shall be deemed to be that amount for which a prudent owner in like circumstances would insure similar property, but in no event an amount in excess of Lessee's original cost of constructing said fixed improvements. 7. Lessor's Inspection and Maintenance - Lessor and its authorized officers, employees, agents, contractors, sub-con- tractors and other representatives shall have the right to enter upon the demised premises for the following purposes: (a) to inspect the demised premises at reasonable intervals during regular business hours (or at any time in case of emergency) to determine whether Lessee has complied and is complying with the terms and conditions of this agreement with respect thereto; or (b) to perform essential maintenance, repair, relocation or removal of existing underground and overhead wires, pipes, drains, cables and conduits now located on or across the demised premises, and to construct, maintain, repair, relocate and remove such 5 facilities in the future if necessary to carry out the master plan of development of the Airport, provided, however, that said work shall in no event disrupt or unduly interfere with the operations of Lessee, and provided further, that the entire cost of such work, including but not limited to the cost of rebuilding, removing, relocating, protecting or otherwise modifying any fixed improvements at any time erected or installed in or upon the demised premises by Lessor, Lessee or third parties, as a result of the exercise by Lessor of its rights hereunder, and the repair of all damage to such fixed improvements caused thereby, shall be borne solely by Lessor. 8. Indemnification Lessee shall indemnify and hold Lessor forever harmless from and against all liability imposed upon Lessor by reason of legal liability for injuries to persons, or wrongful death, and damages to property caused by Lessee's operations or activities on such premises or elsewhere at the Airport, provided that Lessor shall give Lessee prompt and timely notice of any claims made against Lessor which may result in a judgment against Lessor because of such injury or damage and promptly deliver to Lessee any papers, notices, documents, summonses, or other legal process whatsoever served upon Lessor or its agents, and provided, further, that Lessee and its insurer, or either of them, shall have the right to investigate, compromise, or defend all claims, actions, suits and proceedings to the extent of Lessee's interest therein; and in connection therewith the parties hereto agree to faithfully cooperate with each other and with Lessee's insurer or agents in any said action. 9. Liability Insurance Lessee shall carry public liability insurance with responsible insurance underwriters, licensed and registered to do business in the State of Florida, insuring Lessee and Lessor against all legal liability for in- juries to persons, or wrongful death, and damages to property caused by Lessee's activities and operations on said premises, 6 wi th liability limits of not less than $100,000.00 for anyone person, and not less than $300,000.00 for any accident involving injury or wrongful death to more than one person, and not less than $25,000.00 for property damage resulting from anyone accident. Lessee shall furnish Lessor with a copy of such in- surance policy which shall provide that Lessor is an insured under said policy, and that said policy cannot be cancelled or materially modified except upon ten (10) days' advance written notice to Lessor. 10. United States' Requirements This Lease shall be subj ect and subordinate to the provisions of any existing or future agreement between the Lessor and the United States rela- tive to the operation or maintenance of the Airport, the execu- tion of which has been or may be required by the provisions 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 provi- sions protecting and preserving the rights of Lessee in and to the demised premises and improvements thereon, and to compensate 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. 11. Lessor's Covenants - Lessor covenants and agrees that: (a) Lessor is the lawful owner of the property demised hereby, that it has lawful possession thereof, and has good and lawful authority to execute this lease; (b) throughout the term hereof, Lessee may have, hold and enjoy peaceful and uninterrupted possession of the premises and rights herein leased and granted, subject to performance by Lessee of its obligations herein. 12. Cancellation by Lessor - Lessor shall have the right upon written notice to Lessee to cancel this Agreement in its entirety, upon or after the happening of one or more of the 7 following events, if said event or events shall then be continuing: (a) if Lessee shall make a general assignment for the benefit of creditors, or file a voluntary petition in bankruptcy or a petition or answer seeking its reorganization or the readjustment of its indebtedness under the Federal Bankruptcy Laws 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 sub- stantially all of the property of Lessee; (b) if by order or decree of a court of competent jurisdiction Lessee shall be adjudged bankrupt or an order shall be made approving a petition seeking its reorganization, or the readjustment of its indebted- ness 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 any such judgment or order be stayed or vacated within ninety (90) days after the entry thereof, any notice of can- cellation given shall be and will become void and of no effect; (c) if by or pursuant to any order or decree of any court of governmental authority, board, agency or officer having jurisdiction, a receiver, trustee or liquidator shall take possession or control of all or substantially all of the property of Lessee for the benefit of creditors, provided that if such order or decree be stayed or vacated within sixty (60) days after the entry thereof or during such longer period in which Lessee diligently and in good faith contests the same, any notice of cancellation shall be and will become null, void and of no effect; (d) if Lessee fails to pay the rental charge or other money payments required by this instrument and 8 such failure shall not be remedied within thirty (30) days following receipt by Lessee of written demand from Lessor so to do; (e) if Lessee defaults in fulfilling any of the terms, covenants or conditions required of it hereunder and fails to remedy said default within thirty (30) days following receipt by Lessee of written demand from Lessor so to do, or if, by reason of the nature of such default the same cannot be remedied within thirty (30) days following receipt by Lessee of written demand from Lessor so to do, then, if Lessee shall have failed to commence the remedying of such default within said thirty (30) days following such written notice, or have so commenced, shall fail thereafter to continue with diligence the curing thereof. 13. Cancellation by Lessee - Lessee shall have the right, upon written notice to Lessor, to cancel this Agreement in its entirety upon or after the happening of one or more of the following events, if said event or events is then continuing: (a) the issuance by any court of apparent competent jurisdiction of an injunction, order or decree preventing or restraining the use by Lessee of all or any substantial part of the demised premises or preventing or restraining the use of the Airport for usual airport purposes in its entirety, or the use of any part thereof which may be used by Lessee and which is necessary for Lessee's operations on the Airport, which remains in force unvacated or unstayed for a period of at least one hundred twenty (120) days; (b) the default of Lessor in the performance of any of the terms, covenants or conditions required of it under this instrument and the failure of Lessor to cure such default within a period of thirty (30) days following receipt of written demand from Lessee so to do, except that if by reason of the nature of such default, the same cannot be cured within thirty (30) 9 days, then Lessee shall have the right to cancel if Lessor shall have failed to commence to remedy such default within said thirty (30) days following receipt of such written demand, or having so commenced, shall fail thereafter to continue with diligence the curing thereof; (c) the inability of Lessee to conduct its business at the Airport in substantially the same manner and to the same extent as theretofore conducted, for a period of at least ninety (90) days, because of (i) any law, (ii) any rule, order, judgment, decree, regulation or other action or non-action of any Governmental authority, board, agency or officer having jurisdiction thereof; (d) if the fixed improvements placed upon the demised premises are totally destroyed, or so extensively damaged that it would be impracticable or uneconomical to restore the same to their previous condition as to which Lessee is the sole judge. In any such case, the proceeds of insurance, if any, payable by reason of such loss shall be apportioned between Lessor and Lessee, Lessor receiving the same proportion of such proceeds as the then expired portion of the lease term bears to the full term hereby granted, and Lessee receiving the balance thereof. If the damage results from an insurable cause and is only partial and such that the said fixed improvements can be restored to their prior condition within a reasonable time, then Lessee shall restore the same with reasonable prompt- ness, and shall be entitled to receive and apply the proceeds of any insurance covering such loss to said restoration, in which event this Agreement shall not be cancelled, but shall continue in full force and effect, and in such case any excess thereof shall belong to Lessee; 10 (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 automotive fuel, supplies, or parts for general public use, and any of said events results in material interference with Lessee's normal business operations or substantial diminution of Lessee's gross revenue from its automobile rental concession at the Airport, continuing for a period in excess of fifteen (15) days; (f) in the event that at any time prior to or during the term of this agreement Lessee's presently existing right to operate an automobile rental concession at the Airport is withdrawn, cancelled, terminated, or not renewed by Lessor; (g) the taking of the whole or any part of the demised premises by the exercise of any right of condemnation or eminent domain; (h) if at any time during the basic term or option term of this Lease a majority of the scheduled air transportation serving the local area no longer operates from the Airport; or (i) if at any time during the basic term hereof or the option periods the Airport or terminal building is removed to a place more than three (3) road miles distant from its present location. 14. Purchase of Fixed Assets In the event of any cancellation or termination of this Agreement by the Lessor or Lessee prior to the expiration for any cause other than 11 destruction of the fixed improvements or default by the Lessee hereunder, Lessor shall promptly purchase or cause to be purchased from Lessee all of said fixed improvements at a cash price equal to the Lessee's actual cost, less depreciation as set forth below. In the event that the Lessee is being replaced by a new rental car concessionaire, the County shall require the re- placement concessionaire to purchase from Lessee, all of the fixed improvements constructed in accordance with Section 2 hereof at a cash price equal to Lessee's actual cost computed as provided below, less straight-line depreciation over the term of this Lease, to the nearest complete month of the term then elapsed under this Agreement. In the event that no rental car concessionaire replaces the Lessee within three months (90 days) of the termination of this agreement, the County will purchase from the Lessee all of the fixed improvements constructed in accordance with Section 2 hereof at a cash price equal to Lessee's actual cost computed as provided below, less straight-line depreciation over the term of this lease, to the nearest complete month of the term then elapsed under this Agreement. The Lessee's investment in the premises shall be determined in accordance with generally acceptable accounting practices and principles, provided that such investment shall not in any event exceed 100% of the amount paid by the Lessee to independent contractors for work actually performed on the premises and materials furnished or labor performed in connection therewith. Payments made by the Lessee to independent contractors for engineering, architectural, professional and consulting services in connection therewith may be included in the amount paid for work actually performed on the premises, provided that such payments shall not in any event exceed 10% of the construction cost. 15. Lessee's Reserved Rights Nothing contained in this Agreement shall limit or restrict in any way such lawful rights as Lessee may have now or in the future to maintain claims 12 against the federal, state or municipal government, or any department or agency thereof, or against any interstate body, commission or authority, or other public or private body exercising governmental powers, for damages or compensation by reason of the taking or occupation, by condemnation or otherwise, of all or a substantial part of the demised premises, including fixed improvements thereon, or of all or a material part of the Airport with adverse effects upon Lessee's use and enjoyment of the demised premises for the purposes hereinabove set forth; and Lessor hereby agrees to cooperate with Lessee in the maintenance of any just claim of said nature, and to refrain from hindering, opposing or obstructing the maintenance thereby by Lessee. 16. Assignment and Subletting - It is expressly agreed and understood that any and all obligations of Lessee hereunder may be fulfilled or discharged either by Lessee or by a Licensee member of the Sundance Carriage Corp. duly appointed thereto by the Sundance Carriage Corp., and that any and all privileges of every kind granted Lessee hereunder extends to any Licensee appointed, provided, however, that notwithstanding the method of operation employed by Lessee hereunder, Lessee always shall continue to remain directly liable to Lessor for the performance of all terms and conditions of this Lease. Except as hereinabove set out, the premises may not be sublet, in whole or in part, and Lessee shall not assign this agreement without prior written consent of Lessor, nor permit any transfer by operation of law of Lessee's interest created hereby, other than by merger or consolidation. 17. Other Uses - Lessee shall not use or permit the use of the demised premises or any part thereof for any purpose or use other than as authorized by this Agreement. 18. Liens - Lessee shall cause to be removed any and all liens of any nature arising out of or because of any construc- tion performed by Lessee or any of its contractors or sub-con- tractors upon the demised premises or arising out of or because of the performance of any work or labor upon or the furnishing of 13 any materials for use at said premises, by or at the direction of Lessee. 19. Time In computing Lessee's time within which to connnence 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 connnission having jurisdiction, or other causes beyond Lessee's control. 20. Paragraph Headings Paragraph headings herein are intended only to assist in ready identification and are not in limitation or enlargement of the content of any paragraph. 21. Notices - Any notice or other connnunication from either party to the other pursuant to this Agreement is sufficiently given or connnunicated if sent by registered mail, with proper postage and registration fees prepaid, addressed to the party for whom intended, at the following address: For Lessor: Monroe County Board of County Connnissioners P.O. Box 1680 Key West, FL 33040 For Lessee: Sundance Carriage Corp. d/b/a Dollar Rent A Car 5012 W. Lemon Street Tampa, FL 33609 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. 14 IN WITNESS WHEREOF, the parties have caused these presents to be executed by their respective officers or representatives thereunto duly authorized, the day and year first above written. 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