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Item C42BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY MEETING DATE: 10/15/03 DIVISION: COUNTY ADMINISTRATOR BULK ITEM: YES DEPARTMENT: AIRPORTS AGENDA ITEM WORDING: Approval of an Amendment to the Rental Car Concession Agreement with DTG Operations, Inc. to Allow Thrifty Rent A Car to Establish a Counter at the Key West International Airport. ITEM BACKGROUND: Dollar Rent A Car has been a long tens tenant at the Airport. Dollar has purchased Thrifty Rent A Car and become DTG (Dollar Thrifty Group). As an extension of their existing agreement, they wish to bring their new partner, Thrifty into the airport. PREVIOUS RELEVANT BOCC ACTION: DTG agreement approved 09/07/03. CONTRACT/AGREEMENT CHANGES: We add approximately 100 square feet to the DTG leasehold for Thrifty and provide them with 30 ready car parking spaces. They pay us an additional $38.47 per square foot, a 10% franchise fee on all sales written by Thrifty, and an additional premium of $30,000.00 per year for the ten year term of the agreement (payable monthly) for future capital improvements to the passenger terminal. STAFF RECOMMENDATION: Approval. This is a $300,000.00 start towards the plan to pay back the $5,000,000 (from 304) the County will give us in the future to build the new passenger terminal. TOTAL COST: N/A BUDGETED: N/A COST TO AIRPORT: N/A SOURCE OF FUNDS: N/A COST TO PFC: N/A COST TO COUNTY: N/A REVENUE PRODUCING: Yes APPROVED BY: County Attorney X DIRECTOR OF AIRPORTS APPROVAL DOCUMENTATION DISPOSITION: Included AMOUNT PER MONTH/YEAR: Approx. $84,000 a year. OMB/Purchasing X Risk Management X To Follow . Not Required AGENDA ITEM # /nih MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract # Contract with: DTG Operations, Inc. Effective Date: Approval Expiration Date: 6/30/14 Contract Purpose/Description: Amendment to Concession Agreement to add rental car counter space at Key West International Airport. Contract Manager: Bevette Moore # 5195 Airports - Stop # 5 (name) (Ext.) (Department/Courier Stop) for BOCC meeting on: 10/15/03 Agenda Deadline: 9/30/03 CONTRACT COSTS Total Dollar Value of Contract: Revenue Producing Current Year Portion: N/A Budgeted? N/A Account Codes: N/A Grant: N/A County Match: N/A ADDITIONAL COSTS Estimated Ongoing Costs: N/A For: . (not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.) CONTRACT REVIEW Changes Date In Needed Reviewer Date Out Yes No Airports Director Risk Management /0 /�/ o3 ( ) Vr t ort j O.M.B./Purchasing AIL6 r Grumhaus Wn-T County Attorney / / ( ) ( ) Shei= a-r r �- 3o/ o 3 Rob Wolfe Comments: 5tr-se-es IU:28 FROM:MONROE COUNTY ATTY OFFICE ID=30S2923S16 PAGE AMENDMENT TO RENTAL CAR CONCESSION AGREEMENT THIS AMENDMENT AGREEMENT is entered into on this day of October, 2003 by and between Monroe County, a political subdivision of the State of Florida (County) and DTG Operations, Inc., f/k/a Dollar Rent A Car Systems, Inc., (DTG) WHEREAS, the County is the owner of Key West International Airport (KWIA); WHEREAS, DTG is, and has been, a tenant at KWIA since 1987 providing the traveling public with rental vehicles; WHEREAS, DTG desires to have its wholly owned subsidiary, Thrifty Rent A Car, establish a counter at KWIA terminal building together with ready car parking spaces at the KWIA parking lot; WHEREAS, the County is willing to lease DTG the counter space and parking spaces; now, therefore In consideration of the mutual covenants and promises set forth below, the County and DTG agree as follows: 1. The concession agreement between the parties dated July 7, 1987, as amended on January 3, 1989, September 24, 2000, and July 15, 2003, hereafter original concession agreement, is attached to this amendment agreement as Exhibit A and made a part of it. 2. Paragraph 3(a) of the original concession agreement is hereby amended by the addition of the following: The County leases an additional area of 100 square feet adjacent to DTG's existing counter for use as a Thrifty Rent A Car counter (the Thrifty premises). The Thrifty premises are depicted on Exhibit B which is attached to and made a part of this amendment agreement. The rent for the Thrifty premises is $38.47 per square foot per year, plus sales tax payable by DTG, or $320.58 per month, plus sales tax, payable monthly in advance on the first of each month. The Thrifty premises rent will increase annually by a percentage equal to the percentage increase in the CPI for urban consumers for the preceding calendar year. In the event of a deflationary CPI, no adjustment in the rental rates will be made. DTG is responsible for all construction costs needed to establish the Thrifty counter including telephone removal and the relocation of the Orion Bank ATM. DTG must pay the County a franchise fee of 10% of all gross Thrifty sales, payable by the 30th of each month for the gross sales of the preceding month. DTG also agrees to pay the County $2500 per month, payable in advance by the first of each month, to be used by the County solely for capital improvements to the existing KWIA terminal building or a new terminal building if the County's Board of County Commissioners elects to construct a new terminal building. The County must provide DTG with 30 additional ready car parking spaces for Thrifty rental cars in the KWIA parking lot. This amendment agreement will terminate on June 30, 2014. JL -JW-wa lu=Jtl rKUM:MUNXUh UUUN1Y Ally Urrlult lU=.iIObZ`.i1:3S16 PAGE 1/1 3. Except as set forth in this amendment, all other terms and conditions of the original concession agreement remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year first above written. (SEAL) BOARD OF COUNTY COMMISSIONERS ATTEST: DANNY L. KOLHAGE, CLERK OF MONROE COUNTY, FLORIDA By Deputy Clerk (SEAL) Attest: By Title ]airDTGThrIRy By Mayor/Chairman DTG OPERATIONS, INC. By Title Y AT?ORNEX MONP►0 oC4USTORM� EXHIBIT `A' CONCESSION AGREEMENT AMENDMENT TO RENTAL CAR CONCESSION AGREEMENT THIS AMENDMENT AGREEMENT is entered into this 15th day of July, 2003 y and between Monroe County, a political subdivision of the State of Florida (County) ar DTG Operations, Inc., f/k/a Dollar Rent A Caf, (DTG) l...5 WHEREAS, the County is the owner of Key West International Airport (KWIA)'; WHEREAS, DTG is, and has been, a tenant at KWIA since 1987 providing the traveling public with rental vehicles; WHEREAS, the concession agreement between the parties will expire on June 30, 2004; WHEREAS, the lease between the parties for the service facility dated September 15, 1987, will also expire on June 30, 2004; WHEREAS, in consideration for a 10 year extension of the concession agreement and service facility lease, DTG will undertake certain capital improvements at KWIA that benefit the County, the public using KWIA and DTG; and WHEREAS, the County desires to extend the term of DTG's concession agreement and service facility lease by an additional 10 years; now, therefore In consideration of the mutual covenants and promises set forth below, the County and DTG agree as follows: 1. The concession agreement between the parties dated July 7, 1987, as amended on January 3, 1989 and September 24, 2000, hereafter original concession agreement, is attached to this amendment agreement as Exhibit A and made a part of it. The service facility lease agreement between the parties dated September 15, 1987, as amended on October 16, 2002, hereafter the original service facility lease, is attached to this amendment as Exhibit B and made a part of it. 2. DTG, at its own expense, agrees to construct the following on its leased premises at KWIA: drainage and paving; restroom upgrade; fencing replacement and- auto gate; and landscaping. The improvements are more particularly described on Exhibit C which is attached to and incorporated into this amendment agreement. The improvements described in this paragraph and in Exhibit C must be completed by June 30, 2004, unless the time for completion is extended by the KWIA Director for reasons beyond the control of DTG. 3. The lease terms of the original concession agreement and the original service facility lease are hereby extended until June 30, 2014. 4. Paragraph 3(a) of the original concession agreement is amended to read: 3. a) Rental rate for the counter space of 108 square feet is $25.06 per square foot, which is $2,706.48 per year or $225.54 per month for July 1, 2004 - June 30, 2005. Rental rate for office space of 110 square feet is at $17.88 per square foot, which is $1,966.80 per year or $163.90 per month for July 1, 2004 - June 30, 2005. The rental rate for upstairs office space of 140 square feet (Room 209) is $17.88 per square foot, which is $2,503.20 per year or $208.60 per month for July 1, 2004 - June 30, 2005. Thereafter, the counter rental rate and the rental rate for the office spaces will adjust annually, effective July 1 of each year, by a percentage equal to the percentage increase in the CPI for urban consumers for the preceding calendar year. In the event of a deflationary CPI, no adjustment in the rental rates will be made. The rental payments are payable in advance on or before the first business day of each month if paid monthly or on or before the first business day of July if paid annually. DTG shall be responsible for any sales or use taxes assessed on the lease rental payments. S. Paragraph 3 of the original service area lease is amended to read: 3. The monthly rental for the period July 1, 2004 - June 30, 2005 is $4562.94 per month, payable in advance on the first business day of each month. Thereafter, the service area rental rate will adjust annually, effective July 1 of each year, by a percentage equal to the percentage increase in the CPI for urban consumers for the preceding calendar year. In the event of a deflationary CPI, no adjustment in the rental rates will be made. DTG shall be responsible for any sales or use taxes assessed on the lease rental payments. 6. Except as set forth in this amendment, all other terms and conditions of the original concession agreement and the original facility lease remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year first above written. (SEAL) ATTEST: DANNY L. KOLHAGE, CLERK By Deputy Clerk (SEAL) .\ Attest: \ By Title V i f k . via-41 Jairpollar-DTG J BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By Mayor/Chairman DTG OPERATIONS, By— EA#J� Title -T Wn J7 .0J .f,/_ a 3, EXHIBIT `A' THIS AMENDMENT to a rental car concession agreement is entered into by and between Monroe County, Florida (Lessor) and Dollar Rent A Car Systems, Inc. (Lessee). Copies of the original car concession agreement between the parties dated July 7, 1987, as amended by the addenda dated November 3, 1987, and January 3, 1989, (collectively, the original agreement) are attached to this amendment and incorporates into it. In consideration of the mutual covenants and promises set forth below, the Lessor and Lessee agree as follows: - 1. Pursuant to Paragraph 3 of the July 7, 1987 agreement, the rental rate for the Lessee's counter space and office space are established as: a) Counter space - 108 square feet at $4.25 per square foot, which is $2,403.00 per year or $200.25 per month. b) Office space - 110 square feet at $15.88 per square foot, which is. $1,746.80 per year of $145.57 per month. c) Upstairs office space - Room 209 - 140 square feet at $15.88 per square foot, which is $2,223.20 per year or $185.27 per month. The parties acknowledge that occupation of the premises described above began on July 1, 1999. 2. The rates set forth in paragraph one are in effect from January 1, 2000 through December 31, 2001, at which time the rates will again be adjusted as provided for in paragraph 3(a) of the July 7, 1987 agreement. 3. The premises as depicted in the original Exhibit A are hereby modified to that depicted in the new Exhibit A which is attached and incorporated herein. 4. Except as provided in parath graphs one, two, and three of this amendment, in all other respects conditions of the original agreement remain in full force and effect. r'; ESS WHEREOF, the parties hereto have set their hands and seals this == day of I 1 _ 2000. BOARD OF COUNTY COMMISSIONERS L K LHAGE, CLERK OF ONROE COUNTY, FLORIDA B •trrlt �/M_ kQ r � J eputy Clerk Mayor/Chairman (SEAL) Attest: anuman Title 1�. �- +*M"r jdairdallar DOLLAR RENT A CAR SYSTEMS, INC. Title M-Lr-KlanCl AN P D AS^TO FORM ADDENDUM TO RENTAL CAR —� CONCESSION AGREEMENT THIS ADDENDUM is entered into this JA r, kar day c '-1989, by and between MONROE COUNTy, political subdivision of the State of Florida, as LESSOR Sundance Carriage Corp., d/b/i DOLLAR RENT A CAR y an, � OF KE. LESSEE, in order to amend that certain Rental Car Co cess at Agreement. entered into b ssio;. q the parties, and dated September 25, 1987, a copy of which agreement is attached of) this Addendum. to .(and made a part The parties hereby amend the Agreement dated September 1987, by adding to that Agreement the followin 15, i=ediatel g new paragraph IA, y following existing paragraph I and immediately preceding existing Paragraph 2. lA, Additional ,Premises - LESSOR hereby leases toLESSEEarea for use as office apacean P consisting of one hundred sixty (160) square feet, in a location as agreed u the parties. pon and designated by The rent for this space shall be nine dollars and fourteen cents ($9.14) per square foot one thousand Per year, or a lotal of four hundred sixty-two dollars and forty cents ($1,462.40) per year. This rent -for this additional s be paid in equal Pace shall 'monthly installments, _ due anI payable advance, on the first day of each calendar month , in other date as the parties may, � or on such q� in wri.ing, agree. The LESSEE shall be responsible for, and shall pay for, electricit I to 3his additional space. The lease of y supplied ied this additional space shall cm=ence, and become effective notwithstanding -August •1, 1988, the fact , as of that the parties may execute -this addendum on a later date. The lease of this additional space shall continue, from month to month, until the terrination of the Agreement earlier of (1) the 8 ¢sled September 15f � � , 1987, or (2) an agreement parties to in writing, by the this additional space. terminate the lease of ace P To the extent that they are not inconsis- tent with the terms of this paragraph, the terms and conditions Of all other paragraphs in 1987 P the Agreement dated September 25, shall apply to the additional space leased pursuant to this EXHISIT'A' KEY WEST INTERNATIONAL AIRPORT TERMINAL BAGGAGE CLAIM AREA •* i BAGGAGE YARD — — i DEPLANING I I MENS - �_ 105 BAGGAG� ' CLAIM 4alp i w0 tNS , b4 — I� ill JECURIT • I r THIS AGREEMENT, made and entered into this day of 1987, by and between Monroe County,. a J 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 desires to grant 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 space in and around the Airline Terminal at the Airport for the establishment of a Rental Car Concession to accc odate— the Lessee's customers and provide space for the temporary placement of rental ready vehicles and for other purposes in connection with said operations, all as hereinafter more specif- ically provided; NOW, THEREFORE, in consideration of the premises and of mutual covenants and promises hereinafter contained, the parties hereto do hereby agree as follows: 1. Premises - Lessor hereby leases to Lessee foz its • non-exclusive use the rental car counter located in the airline terminal Key West, Monroe County, Florida, said counter contain- ing 70 square feet,, to be replaced by a new 288 square foot counter/back office area as shown on Exhibit A, attached hereto and made a part hereof; and in addition thereto, hereby provides 30 rental car ready spaces as reflected by the attached Exhibit B in area designated "Rental Car Ready Area". 2• Term - This Agreement is for a term of five years, commencing October 15, 1985. �„� �:c FF%;.,.f 4H rA,.�o a os.0 JJ& A. V ,orein granted it at the following scheduled rates and fees: (a) Counter Rental: Counter space rental will be paid for at the following rates: Key west International Airport - $11:12/sq.ft./annum. Counter rental space includes that space physically enclosed by the counter, side partitions and back - wall -These rates, which are currently equal to the airline rental rate for publicly exposed space, will be adjusted biennially. This rate includes the operating and maintenance expense directly related to the airline terminal cost center plus allocated administrative cost Plus return on investment. In 1984 airline terminal operating, maintenance and allocated administrative costs accounted for $7.09 of the $11.12 rate at Key west. The biennial adjustment will equal the actual percentage increase, not to exceed 10%, in the operat- ing, maintenance and administrative components of the floor rental rates. (b) Readv Spaces: No charge. (c) Concession Fee: Guaranteed minimum annual conces- sion fee for each contract year of the'five (5) year term of this concession agreement shall be in the, following amounts: For the First year of said term $17,748.,00 For the Second �y - _ �� 18,252.00���� For the Third " " 7 ��� 37,500.00 For the Fourth 38 , 4 96.00 - 7 9 c of For the Fifth 39,504.00 7 The Lessee agrees to pay monthly ten (10) percent of gross revenues for the previous month or one twelfth (1112) the guaranteed annual minimum, whichever .is greater. In the event, the total amount paid during any one year period, under this method. exceeds can r 2 to the first months fee for the next subsequent period or, at the end of the fifth year, reimbursement will be made within thirty days. (d) Rebatement Program. The rebatement program, along with the.payment procedures for Counter Rental ar.d. Concession Fees must be reported as indicated on "Exhibit C" attached hereto. A performance bond in the amount of S25,000 (twenty five thou- sand dollars) shall be provided the Board of County Commission- ers and shall be held in escrow as security to ensure confor- mance with the Contract Provisions. It is pot the intent of the County to call the bond for rental payments unless there is a violation of the Contract. 4. Definition of Gross Receipts - As used herein, the term "gross receipts" shall mean the total sum of money, from charges for net time, mileage, and personal accident insurance, paid or payable, whether by cash or credit, (after any discount specifically shown on the car rental agreement), by the customer to concessionaire for or in connection with the use of vehicle contracted for, delivered or rented to the customer at the airport, regardless of where the payment is -made or where the vehicle is returned. The concessionaire for the purpose of its concession rentals shall report all incoale, both cash and credit, in its monthly gross receipts statement. S. Accounting Procedures - The concessionaire -;shall keep records of all sales and revenues, whether for cash or credit, whether collected or not from it operations in a manner.general- ly accepted as standard to.the automobile rental industry _ located on airports. Lessee agrees to operate its business upon the airports so that a duplicate rental agreement invoice, serially pre -numbered, shall be issued for each sale.or trans- action whether for cash or credit. Lessee further agrees that it will make available to Monroe County, a full and complete book of accounts and other records required by the County to 3 Its Finance Director or other authorized representative, shall have the right to inspect and audit the concessionaire's books of accounts and other records in Monroe County, Florida. Know- ingly furnishing the County a false statement of its gross sales under the provisions hereof will constitute a default ,by conces- sionaire of this agreement and the County, may at its option, declare this contract terminated. 6• Abatement of Minimum Guarantee - In the event that (1) for any reason the number of passengers deplaning on scheduled airline flights at the airport during any%period of. thirty (30) consecutive days shall be less than sixty percent (60x) of the number of such deplaning passengers in the same period in the preceding calendar year, or in the event that (2) in the opinion of the Board of County Commissioners, the operation of -Lessee's car rental business at the airports is affected through no fault of Lessee by shortages or other disruption in the supply of automobiles, gasoline, or other goods necessary thereto, and said shortages or other disruption results in the material diminution in Lessee's gross receipts hereunder for a period of at least thirty (30) days, and said shortage or other disruption is not caused by a labor dispute with Lessee, such diminution to be satisfactorily demonstrated by Lessee to the Board of County Commissioners then in either event, the Minimum Guarantee Fee should be abated for the period of time such condition continues to exist. During said period of time, Lessee shall Vcontinue to pay tc,airport ten (101) of gross receipts from the operations hereunder as hereinbefore defined. 7. Rental Reimbursement - in consideration for the concessionaire a - P ying for the demolition of the existing rental counter/office area and the construction of the new counter and back office area which shall mean outside walls, interior counter shell and supporting back office wall, connecting doors and the paving of the rental. car ready area at Key West, which 1. the County acknowledges is its responsibility, the monthly ra contractors for work actually performed on the counter office area at Key West including materials furnished or labor perform- ed in connection therewith. The County will contract for the Paving of the rental car ready area. Minimum annual guarantee, percentage fee and square footage.rental rate will be /fully abated until the concessionaire's prepayment of the construction cost of the ready car area paving and rental counter/back office area are recovered. The concessionaire shall cause the keeping of records that will clearly distinguish between cost associ- ated with the construction of the counter shell and leasehold improvements, ' The cost of construction will be shared by all concessionaires equally. 8. Investment by the Lessee - All leasehold improvements and their titles shall vest immediatelv in Monroe County upon — their acceptance by the County. Furniture, furnishings, fix - cures and equipment will remain the personal property of conces- sionaire and may be removed upon termination of the agreement, provided all its accounts payable to the County are paid aC that time, or in the event the County does not purchase same. 9. Leasehold Improvements - Lessee has the right during the term hereof, at its own expense, at any 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 'opera- = tions on the Airport, all of which hall 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 5 Leasehold improvements shall include any installation of walls, partitions, doors and windows, any electrical wiring, panels, conduits, service connections, receptacles or lighting fixtures attached to walls, partitions, ceilings, *or floor, all interior finish to floors, walls, doors, windows or ceilings; aad all floor treatments or covering, other than carpeting, that is affixed CO floors; sanitary disposal lines and sinks, commodes, and garbage disposal units; all heating, air treatment or ven- tilating distribution systems, including pipes, ducts, vent - hoods, air handling units and hot water generators; and all .' refrigerator rooms or vaults and refrigerated waste rooms includ- ing 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. 10. Damage and Iniury - Lessee covenants, that it and all of its agents, servants, employees, and independent contractors, will use due care and diligence in all of its activities and operations at the airport(s) 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 provisions hereof, or is provided by the = concessionaire under any provisions hereof, or is provided by Monroe County (except subrogation rights of the County's carrier) concessionaire shall 8 � P y, on behalf of the County, all sums which the County shall become obligated to pay by reason of the liabil- ity, 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 6 r —�Jcea cua 64SC Lj6LFUrLX. 11. Other Development of Airport - Monroe County reserves the right CO further develop or improve the landing area of the airports 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. 12. Terminal Area Planning - Lessee acknowledges that Monroe County has Master Plans including terminal area revisions. Lessee 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. The County will provide space for rental car facilities in any new terminal area. Costs for relocation will be borne by the County. 13. Utilities - Electricity and water will be supplied to the leasehold area by the Lessor. A monthly fee will be charged for the use of a crash dumpster which will shared by all airline terminal cenants. 14. 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 pak'able; (b) to pay all charges for.the trash dumpst�pzr assessed to him; (c) to make no alterations, additions, or.improvements to the demised premises without the prior written consent of Lessor,,which consent hall not be unreasonable 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 the term in the condition in which they are required to be kept, reasonable wear -and tear and damage by casualty, not caused by Lessee's negli- gence, riot. -and civil commotion, excepted; (e) to observe and comply with any and all require- ments of the constituted public authorities and with all federal, 7 ing, bua.aaaa4a- = not limited to, ruleS and regulations promulgated -from time to time by or at the direction of Lessor for administration Of the Airport; M 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; (9) to carry fire and extended coverage insurance, if obtainable, on all fixed improvements erected by Lessee on the demised premises to the full insurable value hereof, it being understood and agreed that for purposes hereof the term "full ' insurable value" shall be deemed to be that amount for which a prudent owner in like circumstances would insure similar proper- ty, but in no event an amount in excess of Lessee's original cost of constructing said fixed improvements; and, ' (h) to control the conduct, manner, and appearance of its officers, agents and employees, and any objection from the Director of Airports concerning the conduct, manner or appearance of such persons, concessionaire shall forthwith take steps necessary to remove the cause of the objection. 15. Lessor's Inspection and Maintenance - Lessor and its authorized officers employees, agents, contractors, sub- contractors 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 therefor or (b) to perform essential maintenance, repair, relo- cation, or removal of existing underground and dverhead wires_ pipes, drains, cables and conduits now located on or across the demised premises, and to construct., maintain, repair, relocate and remove such facilities 8 - •.aa�vt�.+ Y —..-- &AWWCVCr, Chat 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, reiocat- ing, 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. 16. 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 g• prompt and timely notice of any claim made against Lessor which may result in a judgment against lessor because of such injury or damage and promptly deliver to Lessee any papers, notices, documents, summonses, or other legal process whatsoever served upon Lessor or its agents, and provided, further, that Lessee and its insur- er, 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. i 11. Liability Insurance - The Lessee agrees to indemnity and hold the County of Monroe free and harmless from any and all claims, suits, loss or damage, or injury to persons.. or property of whatsoever kind and nature in its operation, construction, and maintenance'of this concession or in the exclusively occupied area of the concessionaire. 9 ana main a- A-4+burance of the- types and to the limits specified in paragraphs (1) through (4) inclu- sive below. The Lessee shall require each of his subcontractors to procure and maintain, until completion of that subcontractor's work, insurance of the t ypes and to the limits specified in para- graphs (1) through (4) inclusive below. It shall be the respon- sibility of the concessionaire to ensure that all his subcontrac- tors comply with all of the insurance -requirements contained herein relating to such subcontractors. B. COVERAGE i Except as otherwise stated, the amounts and types of insur- ance shall conform to the following minimum requirements: (1) Workmen's compensation - Coverage to apply'for all employees for Statutory Limits in compliance with -the — applicable state and federal laws. In addition, the Policy must include Employers' Liability with a limit of $100,000 each accident. (2) Comprehensive General Liability - Coverage must include: a. Minimum limits of $100,000 and $300,000 pper person er occurrence for Bodily Injury Liability and S25,000 for Property Damage Liability. b. Premises and/or Operations. ' C. Independent Contractors. d. Products and/or Completed Operations. e• Additional Insured - Monroe County is to specifically be included as an additional insured (including products). (3) Business Auto Policy - (;average must include:. a• Minimum Limits of $100,000 per person and - $300,000 per occurrence for Bodily Injury Liability and S25,000 for Property Damage Liability. b. Owned Vehicles. ; c• Hired and Non -Owned Vehicles. d. Employer Non -Ownership. 10 -- -- ----- mum the Lessee snail ae Filed with the County. Certificates from the insurance carrier, stating the types of coverage provided, limits of liability, and expiration dates, shall be filed with the County before operations are commenced. The required•certificates of insurance shall not only name the types of policies provided, but shall also refer specifically to this contract and section and the above paragraphs in accordance with which such insurance is being furnished, and shall state that such insurance is as required by such paragraphs of chi; contract. If the initial insurance expires prior to the completion of the ' contract, renewal certificates shall be furnished thirty (30) days prior to the.date of expiration. 18. Non Discrimination - Lessee shall furnish all services - authorized under this agreement on a fair, equal, and non- discriminatory basis to all persons or users thereof, charging fair, reasonable, and non-discriminatory prices for all items and services which it is permitted to sell or render under the provisions hereof. Provided, however, that nothing contained in this paragraph or in any other paragraph of this Agreement shall be construed as requiring the Lessee to seek approval by Monroe County before or after Lessee establishes or alters its rental car rates. 1 • 19. Rules and Regulations - Lessee agrees to observe and obey, during the term of the contract, all laws, ordinances, rules and regulations promulgated and enforced by the County and y any other proper authority having jurisdiction over the conduct of the operations at the airports. Within thirty (30) days from - th date of this contract, the County shall provide the Lessee a written list of all rules and regulations which it has promulgat- ed up until that -time and which will effect the Lessee's opera- tions hereunder. In the event new rules and regulations are contemplated, written notice of same shall be furnished to Lessee, and Lessee will be given thirty (30) days to comply. In 11 -J llliluGt.� ---- --- ••-o Uperacion under this Lease, the Lessee shall so -notify the County, and the parties hereto agree that any problems arising incidental thereto will, as ouch as possible, be worked out between the parties without the necessity to resort to further legal remedies. 20. Furnishing of Service -.The Lessee further covenants and agrees that he will, at all times during the continuance of the term, hereby demised and any renewal or extension thereof, conduct, operate, and maintain for the benefit of the public, the rental car concession provided for and described herein, and all aspects and parts and services thereof as, %hereinabove defined and set forth, and will make all such facilities and services avail- able to the public and that he will devote his best efforts for the accomplishments of such purposes. 21. 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 rela- tive to the operation or maintenance of the Airport, the exe- cution of which has been or may be required by the proviso ns 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 pro-, visions protectingand � • preserving the rights of Lessee in and to the demised premise 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. 22. Lessor's Covenants - The Lessor covenants and agrees that: (a) Lessor is the lawful owner of the property demised hereby, that it has lawful Possession thereof, and has good and lawful authority to execute this Lease; and, (b) throughout the- term hereof Lessee may have, hold and enjoy peaceful and uninter- rupted possession of the premises and right; herein leased and granted, subject to perfor- mance by Lessee of its obligations herein. 12 aCC�Cu ..� -- -••-�`auit of its. -obliga- tions under the agreement, in which case Monroe County shall give the Lessee notice in writing to cure such default within thirty (30) days, or the concession will be automatically cancelled at the end of char time and such cancellation will be 'without forfeiture, waiver, or release of the County's right to any sum of money due pursuant cc this agreement for the full term hereof: (a) if Lessee shall make a general assign- ment for the benefit of creditors, or file a voluntary petition in bankruptcy or a peti- tion 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 he appointment of a receiver, trustee, or liquidator of all or substantially 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 he made approving a petition seeking its reorga- nization, or the readjustment of its indebt- edness under the Federal Bankruptcy Laws or any law or statute of the Untied 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 cancellation given shall be and become void and of no effect; )if by or pursuant to any order or decree ofany court of governmental authority, board, agency, or officer having jurisdic- tion, 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 charges or other money payments required by this instrument and such failure shall not be remedied within thirty (30) days following receipt by Lessee of written demand from Lessor so to do; (e) if Lessee defaults in fulfilling any of the terms, covenants, or conditions required Of it hereunder and .fails cc 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 r remedied within thirty (30) days following r 13 default within - "'C re"""y-•-a "- aucn said thirty (30) days follow- ing such written notice, or having so cam- menced, shall fail thereafter to continue with diligence the curing thereof. (f) If the Lessee shall desert or abandon the premises for seven (7) consecutive Calendar days, or (g). If the concession or the estate of that Lessee hereunder shall be transferred, subleased, or assigned in any manner except in the manner as herein permittedi or (h) If the Lessee shall fail to pay any validly imposed tax; assessments, utility rent, rate, or charge; or other governmental imposition; or any other charge or lien against the premises leased hereunder within any grace period allowed by law, or by the governmental authority imposing'�the same, during which payment is permitted without penalty or interest; in complying with this subparagraph the Lessee does not waive his right to protest such tax, assessment, rent, rate or charge; or (i) If'the Lessee fails to provide service as required by specifications on five days during any thirty day period, unless such failure is caused by an act of Cod, national , emergency or a labor strike of which the Lessee has given the County immediate notice, the concession may be cancelled within thirty days of the giving of notice by the County and the Lessee shall not be permitted to cure such default. 24. Additional Remedies In the event of a breach or a threatened breach by Lessee of any of the agreements, terms, covenants, and conditions hereof, the County shall have the right of injunction to restrain the same and the right to invoke any remedy allowed by law or inequity, 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 No receipt of monies or in equity provided. of Monroe County from Lessee after the cancellation or termination hereof shall reinstate, continue or. extend the term, or affect any notice previously given to Lessee, or operate as a waiver of the right of the County to enforce the payment of -rentals and other charges then due or thereafter falling due, or operate as a waiver of the right of the County to 14 ----&ce or no a GC Lo 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 premi- ses, or at the election of the County on account of Lessee's liability hereunder. The parties agree that any litigation arising out of the agreement shall be.brought in Monroe County, Florida, and determined under the laws of the State of Florida, Lessee will pay any reasonable attorney's ffes incurred'if the County prevails in the enforcement of the agreement, regardless of whether or not a lawsuit is filed, including but not limited to all costs and attorney's fees incurred in collecting, trial, bankruptcy or reorganization proceedings or appeal of any matter hereunder and all cost, charges and expenses incurred herein. 25. 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 ins. force unvacated cr unstayed for a period of at least one hundred twenty (120) days; (b) the default of Lessor in the g*rformance. 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 said thirty (30) days, then Lessee shall have the right to cancel if Lessor shall have failed to commence to remedy such default within -said thirty (30) days following receipt of such written demand, or having so commenced, shall fail'thereafter to continue with diligence the curing thereof; 15 (c) the -inability of xto conduct its as ly the thLessee business at the Airport in substantial same manner and to the same e tofore conducted, for a.periore- d of at least ninety (90) days, because of (1) 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; the demised premeisespareetotall Placed upon or so extensively damaged that itdwould ybe' impracticable or uneconomical to restore the same to their previous condition as to which Lessee is the sole judge. In any such case, the reasonoofesuchds floss shall ,be any, payable by between Lessor and Lesse apportioned e the same proportion of , Lessor receiving then expired portion of the Lease etermsbears to the full term hereby granted, and Lessee results receiving fromthe anainsurable cause an lace thereof. the damage d onl partial and such that the said fixedlimprove- ,ments can be -restored to their' -prior condi- tion within a reasonable time, shall restore the same with reasonaablessee 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 cancelled but shall continue in full force and effect, and in such case any excess thereof shall belong to Lessee; (e) in the event of destruction of all or a material portion of the Airp Airport facilities, or in thereventt ortthat any agency or instrumentality of the united States Government, or any state or local government occupies the Airport or a substan- tial part thereof, or in the event of mili- tary mobilization or public emergency wherein there is a curtailment, either by e decree or legislative action, of noxecutive rmal civilian traffic at the Airport or of use the motor vehicles or airplanes by the he use public, or a limitation of the supple y of enral automobiles or of automotive fuel, supplies, or said eventsarts rresultslin material'iand erfereof nc with Lessee's normal business operations ore 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, Les- see's presently existing right to operate a 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 op Airport; or, erates form the (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. 26. Lessee's Reserved:Riehts - Nothing contained in thin Agreement shall limit or restrict in any way such lawful right as Lessee may have now or in the future to maintain claims againsr 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 exert- ing governmental powers, for damages or compensation by reason the taking or occupation, by condemnation or otherwise, of all a substantial part of the 'demised - premises, including fixed improvements thereon, or of all or a material part of the Airpc: with adverse effects s upon Lessee use and enjoyment, P � 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. 21. Assignment and Sub]or*in_ - It is expressly agreed and understood that any and all obligations of Lessee hereunder may be fulfilled or discharged either by Lessee or b y a ee member of Sundance Carriage Corp. d/b/a Dollar Rent AiC r of West, and chat ,any and all.,privileges Car of Key privileges of ever kind granted _Lessee hereunder extends to any Licensee a ppointedl 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 of this .Lease. conditions Except as hereinabove set out, the premises emises 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. 28. Other Use - Lessee shall not use or Permit the use of the demised premises or any part thereof for any purpose or use r other than as authorized by this Agreement. ----- ----« snail :Cause to be removed any and . liens of any nature arising out of or because of any cons performed by Lessee or any of ittr s•contractors or sub -contra Upon the demised premises or arising out of or because o performance of any work or labor u or f t! on materials for use at said Premises, Lesseeby or at the direction c . 30. Time - In computing Lessee's time within which to commence construction of any fixed improvements or to cure default as required b y this Lar. Lease, there shall be excluded al delays due to strikes, lockouts, Acts of Goand th t d e public enemy, or by order or direction or other interference by an municipal] State, Fedeilal or other Gover y mental department, be or commission having jurisdiction, or other causes beyond Les- see's control. 31. Para¢raeh Headings - paragraph headings ' intended only to assist in read identification and herein are limitation or enlargement of the content of an re not in 32. Not—_ - Any notice — Y paragraph. or other communication frog eith party to the other pursuant to this Agreement is sufficiently given or communicated if sent by registered mail, with pro er Postage and registration fees prepaid, p whom intended, at the following address addressed to the party fc For Lessor: Monroe County Board of County Commiss' P. 0. Box 1680 loners Key West, Florida 33040 For Lessee: Sundance Carriage Corporation 5012WaDollar Rent A Car ,Tampa, Florida Streeton ida33609 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. • ---- r—.-#-Cs nave caused these prese Co be executed by their respective officer or representat. thereunzo duly authorized, the day and year first above writ BOARD OF COUNTY COMMISSIO; OF MONROE COUNTY, FLORIDA By TY (SEAL) Attest : y L KOI.HAGE, Clerk ax (SEAL) Attest: SUNDANCE CARRIAGE CORPORATION d/� DOLLAR RENT A CAR OF KEY WEST L By J Cf�L�• � � 7 (d6v► + . . •''•'{...'' � •/'.. �',��� +1 `� 1,1 � i ` v1 ~ ; `i •y i 1 � ih� 1 y) i r�• ..•1`� 1 �NA I_ .tom .� jZtl fl "� ,� �� -• ' 1 — Pik � � '�� f !. � • //j t •��.�y►'', ��`..�Lr. `fir• • I • : '•.r /-Mrs• .i • _^�1+'. �• �,/ � +r ...�'� • •'. `f t j 1• 1:'' jar. • • . •''•• . • ' �• •4 :. ,�•. . , its • . Ez n Monroe County. Florida . Monthly Invoice and-Rebatement Statement For: To: ' Date: Invoice f: Rental Car Counter I. Construction Program Information A. Current Month's Construction Cost- j Note 1 $ P8. Prior Months Construction Cast Rental Car Total R, dy Area S C. Total to date --Construction Costs S •• IJ. Contract Billing Information p. Counter Rental /.1. Current Month-- ' Po'f sq. ft. times rate • f7. Plus prior months rent 03. Total to date --Counter rental 8. Concession Fees: I. 1/12th of Guaranteed annual minimum ?. 10' of previous.month's gross revenue 3. Greater of lines 1 or 2 above 4: Plus prior months concession j fees �. Total to date -concession fees f j III. Mo_ nth Invoice Statement' �A. Counter Rental Line II.A.31 8. Concession Fees (Line II.B.5) S C. less construction costs(Line I.C.) 'D. Amount Due or (Amount of Rebate < > Credit) , Motes and Instructions Note l.: Lessee must attach copies of paid with invoices which agree copies of cancelled checks which when totalled agree with Line I.A. Instructions: A. Lessor --the tlirport Director is to complete all lines with the symbol •/• and forward invoices to Lessee within seven 17) days after receiving Prior months Invoice and Rebatement Statement from the Lessee. B. lessee --will complete all lines not coded with the symbol "f., and forward along with payment no la — than the last date of the month preceding the current month's invoice. THIS ADDENDUM TO AGREEMENT is into this day of 1987, by and between Monroe County, party of the first part and Sundance Carriage Corp. d/b/a Dollar Rent a Car of Key West, party of the second part, in order to amend that certain Rental Car Concession Agreement entered into by the parties dated July 7, 1987, and the parties do hereby agree and stipulate as follows: 1• That the commencement date -of October 15, 1985, as shown in paragraph 2 of the said Rental Car Concession Agreement, is hereby extended to such time as the party of ,second part occupies new, improved space as provided for by the Airport Manager. 2• In all other respects, said Rental Car Concession Agreement dated July 7, 19879 shall govern and remains in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this Addendum to Agreement to be executed as of the day and year first above written. (SEAL) A t t e s t: DANNY I� KpI�i4GE, Clerk eric MONROE COUNTY, FLORIDA By � .�,�y� ayor a' n os t e oar of County Commissicz=.L of Monroe County, Florida 41 i SUNDANCE CARRIAGE CORP., d/b/a DOLLAR RENT A CAR OF KEY WEST By rpsiaenz' (SEAL) Attest: cretary AP. O1'LD AS TO f0 a• c Motu sum, , cr •� EXHIBITS' DOLLAR RENT A CAR THIS LEASE EXTENSION agreement is enteredQ&j9=eWSefJ} oe County, a politicai subdivision of the State of Florida, hereafter Lessor and "Lesse e or Concessionaire. Copies of the original agreement between the parties dated September I5, 1987, (the original agreement) is attached to this amendment and incorporated WHEREAS, the parties desire to extend the original agreement: now, therefore, follows: DV CONSIDERATION of the mutual promises and covenants set forth below, the parties agree as i. Paragraph 2 of the original agreement is amended to read: 2. Term. This Agreement is for a term commencing on September 30, 2002 and expiring on June 30, 2004. 2. Paragraph 3, is amended to read: 3. Rental. The monthly rental is $4,456.00, Pius tax of $334.20 to be paid in advance on or before the first business day of each calendar month of the term. 3. Except as set forth in paragraphs one and two of this lease extension agreement in all other respects the terms and conditions of the original agreement remain in full force and effect. IN WLTNES5 WHEREOF, the parties hereto have set their hands and seals this_ day of 2002. (SEAL) ATTEST. DANNY L KOLHAGE, CLERK Deputy Clerk (SEAL) Attest: Secretary'] Vicki J. Vaniman Secretary Jdair$X BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By Mayor;hairperson Vice President Dean W. Strickland V.P., Properties & Concessions AIRPORT SERVICE FACILITY, LEASE THIS AGREEMENT, made and entered into this f�_ day of A.D. 1987, by and between Monroe County, a poi tical 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"), 2. 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 i 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 Zontaineg, the parties hereto do agree as follows: I. Premises - Lessor hereby leaseai 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 "All in area designated "Easement for Ingress and Egress." TO HAVE AND called the TO ZOLD the said'premises (hereinafter sometimes i'pr emises or demised premises!') with the appurte- nances thereuuto belonging, together with! all structures and improvements ' - ' if any, thereon, upon the terms and conditions hereinafter contained. 3• Rental - Lessee; for and during the term hereof, shall i 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: 1 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 . Third Five Years 29.4 cents per'sq. ft. of the leased area per year. Total annual rental $6,885.77 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 oroneyear from the cc=encement of this agreement, whichever shill be first. 4. Lessee's lmorovements - Lessee shall have the right I during the term hereof, at its own expense, It 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 I 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 Commissioners for approval, which approval shall not be unreasonably.' withhold. The term "fixed "improvements" whenever used in this lease shall be construe¢ to. include all buildings and other structures erected upon the premisea, all fencing. grading and surfacing with stone and/or hardtop, all underground and overhead wires, cables, pipes, conduits, tanks and drains, and* - t 2 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 is 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 ersona! p property shall." not constitute Lessee a hold -over, but ill 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 er prop ty of Lessor. It is understood that, for purposes of this Article the ' + phrase "trade fixtures" shall include, but shall dot be limited to, any signs, electrical or other wise, used to advertise Lessee'' business in and about the demised premisesi all machinery and equipment used in connection with the servicing -of automotive 3 attached to said premises= any lift hoistt compressor or other mechanical device used to service said M automotive vehicles= and all other miscellaneous equip- ment, including, but not by way of limitation, air I 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 Oblieations - Lessee covenants and agreess (a) to pay the rent and other- charges herein reserved at such times and places as the same are payable; i (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 aie requited to be kept, reasonable wear and tear and damage by casualty, not caused by Lessee's negligence, riot and civil commotion, eScepteds r. with all federal, state or local atatutea, 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 I by or at the direction of Lessor for admini- aeration of the Airport= _ (f) to pay all taxes assessed or imposed by any governmental authority upon any, building or other improvements erected or installed an the demised _ premises during the term of this Agreement; and (9) 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 her if being understood and agreed — that for Purposes hereof the term "full insurable value" shall be deemed to be that amount for which a E 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 Leases has complied and is complging with the terms and conditions Of this a e P •.I Sr gment with respect theretosloi (b) to perform essential maialnaace J repair, p relocation or removal of existing dergrc=d* and overhead wires, pipes, drains, cables dad conduita now located on or across the demised premises, and., to construct, Maintain, repair, relocate and remove such, 5 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 t+ork, 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 y 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 whatsoev�er � � `• served upon Lessor or its agents, and provided,•further, that Lessee and its insurer, or either of them, shall have the light to investigate, compromise, or defend all claims, actions,�iuita 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 in#urer or (agents in any said action. 9. Liability Insurance - Lessee shall carry public liability insurance with responsible insurance v licensed and regiunderwriters, stered 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 b q Lessee s activities and operations on aaid premises, t 6 person, and not less than $300 000.00 for any accident iavolviag injury or wrongful death to more than oneiperaoa, and not less than $25,000.00 for property damage resulting from Zany one 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' Reouirements - This Lease shall be subject 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 o;'by actipns 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 thfireof, and has _ good and lawful authority =,to execute this lease= I (b) 'throughout the term hereof, (Lessee my 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. Caneft"Ati m hV Lessor I - Lessor .shall have the right upon written notice to Lessee to cancel this Agreemen= in its entirety, upon or after the happening of on f or mora of the 7 (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 indefitedneaa 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 oar sub- stantially all of the property of Lessees (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 Lava 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 nQ 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 central of all or substantially all of the property of Lessee for the benefit of creditors, provided that such order or decree be It s yayed or vacated within izty (60) days after the entry thereof or during such -longer period is which Lessee diligently and in good faith contents the sue• any notice of cancellation shall be and will become null, void and of no effect, (d) if Lessee fa other money pils to pay the rental charge or ayments required*by this instrument and- , 8 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 thel 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 :Ofa hal have failed to commence the remedying of such ult within said i% thirty (30) days following such written notice, or have so commenced, shall fail thereafter to continua with diligence the curing thereof. i . 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 lone or more of the following eventa. 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 plemiaes dr preventing or restraining the use of. the Airport for usual airport , rP purposes in its entirety, or the use of any part thereof which may be used by Losses and which is necessary for Lessee's operationsion the AirpUtrt, which remains in force unvacated or. unstayed for a i period o£ at least one hundred twenty (120) dayst (b) the default *of Lessor in le 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 p ° rscei t of written demand from Lanese so to do, except that if by reason of the nature of such default, the same cannot be cured within . thirty (30)'- 9 - I �asor shall have failed to CCMMMCe to reeedy such default within said thirty (30) days f I1 owing receipt Of such written demand, or having so cad, 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 �p portion of the lease term bears to the fall term hereby granted, and Lessee receiving the balance thereof.! If the damage -results from an insurable cause and isonlypartiat_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 race i a and i aPP y the proceeds of any insurance covering ch"loss to said restoration, in which event this Agreement ,ball iiot be cancelled, but shall continue in full area and affect, and in such case any excess thereof, shall belong to Lessee= to Fort -ton Of the the Airport facilities 1 . or is the event that ioy as or instrumentality of the United " States Covesameat, or any state or local government occupies the Airport of 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 automobileaior. Of automotive fuel, supplies, or pazts� for 11 1 general public use, and any of said events resuIIts in material interference with Lessee's normal bus, ess 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, (f3 in the event that at any time prior to or during the term of this agreement Lessee's presently existing right 8 to operate an automobile rental concession at the Airport is withdrawn, cancelled, terminated, or not renewed by Lessor; (g) the taking of the whole* oany pat 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 j ty '• a ma on of the scheduled air 'transportation serving the local area no longer operates fiom 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) j road miles distant atom its present location. 14. tease of gixed Assets cancellation or to In �� event of any termination of this Agreement Lessee prior to n by the Lessor or the esPiration for any causeiother than 11 hereunder, Lessor shall promptly-.- purchas or causeto be , purchased from Lessee all of said fixed =depreciation atj a cash price equal to the Lessee's actual cost, las set forth below. In the event that the Lessee .is bed replaced by a new rental car concessionaire the County shall re - , ty � quire the re- placement concessionaire to purchase from Lessee, all of the _ fixed improvements constructed in accordance with Sectioa 2 hereof at a cash price equal to Lessee's actual cost computed as provided below, less straight-line depreciation over the term of a, this Lease, to the nearest complete month of the term then elapsed under this Agreement. i 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 ih accordance with Section 2 i 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. L The Lessee's investment in the premises shall.be determined s in accordance with generally acceptable accounting practices and principles, provided that such investment shall not in any event exceed 1002 of the amount paid by the Lessee to independent contrbctors for work actually performed to the premjsea and materials furnished or labor performed in Ionaection therewith. _I Payments made by the Lessee to independent contractors for engineering, architectural professional sal consulting services in connection therewith may be included inithe amount paid for work actually performed on the premisea,lprovided that such payments shall not in any, event exceed 16S of thej construction cost. I 15. tesseeis Reserved Richts - Hot! Agreement shall limit or restrict is any as Lessee may have now or in the future to contained in this such lawful rights Ltain claims r department or agency thereof or against lsiterstata body tommisaion Or - authority',v or other pnbI or private body exercising governmental powers, for damn a or g i compensation by - reason of the taking or occupation, by condemnation or otherwise, Of all or a substantial part of the demised � premiaai, including fixed improvements thereon, or of all' or a material part of the Airport with adverse effects upon Lessee's �se and enjoyment of the demised premises for the i Purposes herein above net forth= and Lessor hereby agrees to cooperate with Less11 ee is the maintenance of any just claim of said nature, and to refrain from hindering, Opposing or obstructing the maintenance thereby by Leases. 16. Assignment and Subletting - It is expressly agreed and understood that any and all obligations of Lessee hereunde r may be fulfilled or discharged either by Lessie or by a Licensee member of the Sundance Carriage Corp. duly appointed thereto by the Sundance Carriage Corp., and that any d 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, -iLessee always shall continue to remain directly liable to Lessor for the performance Of all terms and conditions of this Lease. Leapt as hereinabove set out, the premises may not be sublet, in 6cie or in part, and Lessee shall not assign this agreement without prior written consent of Lessor, nor permit any transfer Lessee's interest created hereby, other consolidation. I' 17. Other Uses - Lessee shall not use the demised gr'bmisea or any gars thereof fi other than authorized by this A e ' as authg� ement. 18. Liens - Le operation of law of than by merger or or, -permit the use of any purpose or use ssee shall cause to bq removed any and all liens of any nature arising out of or because of r any conatrac- ticn peiformed by Lessee or any, of its contractors or subcon- tractors upon the dew;aad premiees or aria g out of or because of the performance of any work o. labor upon or the furnishing of • lessee. 19. Time _ Ia computing Lessee's tine 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 l•public enemy, or by order or direction or other .interference by my municipal, State, Federal or other Governmental department, board or commission having jurisdiction, or ophar causes beyond Lessee's control. 20. Para ¢ranh.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 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 addresss For Lessor: Monroe County Board of County Commissioners 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, n 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. .Y 1 I I I I I Oacu ed by their respective officers or =preseatatives thereunto duly authorized, the day and year first above written. M ' • HONROE COUNT « BYw . . F CO CM2=SIDNERS 01+ MONROE COUN-", PLORIDA (SEAL) Attest:DAMY I`, Clerk SUNDANCE CARRIAGE CORP..d/b/a DOLLAR RENT A CAR I B1 Zx. � I AP MASIVMM Lam SLOFXZF l;Or � ' f j A � r � I 1S To Z I v r r r � w �1. f m z i AI Al . Z r' ,P �z �t o- z s rp D_ a EXHIBIT `C' i dG job. BO1L 78WCK BUlLDQ�S,INC. 1 Ar+chitectural, Engineering Design 2 ,Site Drainage, paving 3 Ft estroom Upgrade 5 Fencing repairs & auto gate 6 Landscaping allowance 7 Septic System repair & Renovation 8 Testing Allowance 9 Permit and Inivact Fee Allowance Preliminary Budget $67,451.69 $214,410.71 $89,935.59 $52,67.i0 _ $12,740.88 $52,462.43 $5,000.00 212-013n_ nn 11 Subtotal for all cations s506 089 00 12 Owner Contlnoencv $50 000 00 13 Tnfai w�fh n.....s---L___-- - _--- _-- -- elez 77:MWP02-OO Oe6f l OMW Rent A Car • Flame MM AM CMCM v ("�'V G�',����• .4M MiVS&MIh RIftrDeM Care.tYw�r • Wiwi. ii 3314L- 303-W4=P ems. sozi _ I tas 30s•i,�M60it . • M r IwIN R1MIw \ [ w * • • C • R ' dd`r.Ow a !i .In Q196 cc i SDI i no U Y � • 1 December 23. 2002 Mr. PeW J Horton Key West Donal Airport 3491 S. Roosevelt Blvd. Key West, Florida 37040 Re -Key Wen Airport Lease and Concision Ag m==t Dear W. Horton: As I discussed with you, Dollar Rent A Car is seeking to extend its lease and concession agreement fora period of at least 10 years. Dollar is in the pteiiminny stages of pianaing for capital ' to our QTA site, to incinde new Iandsm#ng and fencing, paving and Armnage and rebmiding of the cn:rent stzucture on the site. Fstimated cost would be approximately S500,000. Of r n M 4 R to commit to this CTMW=r, we will need to obtain full corporate approval within Dollar, which we are amemly P In order to make this �investment we would need at feast 10 Yeats to amortize it To move forward in the I would need to Imow that the extensions ar P>g p� and to seek the aocessa:y corporate approval, in Place e seeking for the lease sad concession a If you need to disayss this further, please feel free to contact me. Dollar Rem A(v, M.Limi.. �4 r , Dollar Root A CawFI.,. Worldwide Reaw"tlom 3670 NW Sexth Rwar D; SM406-4000 Miami. FL 33142 dollar.com 305.887.t;0p0 KEY WEST INTERNATIONAL AIRPORT 3491 S. Roosevelt Blvd. do Key West, FI.33040 (305) 292-351S Fax (305) 292=3578 06105/03 Michael Conlon, General Manager Dollar Rent A Car — Florida 3670 NW South River Drive Miami, FL 33142 Dear Mr. Conlon: My apologies for not getting back to you sooner concerning the renovation project for the Dollar facility here at KWIA, however upgrades to the terminal to accommodate TSA requirements have kept me busy in recent months. ' I've reviewed your submittal concerning the project and I agree with it in concept. As we discussed, some modifications or clarifications need to be made. My suggestions are as follows: Item #5. Fencing repairs and Auto Gate: please match your new fencing to the type and color we have recently installed on the adjacent roadway - Item #6. Landscaping Allowance: This seems a We low. Please remember that your facility is our " fmnt door" to the airport as one drives in from Faraldo Circle. We would really like to make this area a show place. Item #7. Septic System Repair and Renovation: This item is not needed. You are no • system. All airport facilities have been connected to the City of Key longer on a septic West central sewer system. Item #9. permit and Impact Fee Allowance Just a note here. There will be some permit fees levied by outside agencies but because your facilitY is on County airport property, Monroe Cower (who is the prime permitting agency, not the city of Key West) will not charge us any permitting or inspection fees. I'll have your lease addendum to you in two weer for your mew- We'd like to put it on the July 15* BOCC meeting for approval. EXHIBITS' a COUNTER O � c O N c+ I P cf O i W M c') 0 P c+ r0 n W r� V I zk —i M rD rD 3- 0 r0 :5 U r0 t P O �n P CA 3 `Thrift Rent A y Car y Key West Airport F 1AK, Yp `� F