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Item I11
III BOARD OF COUNTY COMMISSIONERS COUNTY of MONROE �� i Mayor Holly Merrill Raschein,District 5 The Florida Keys Mayor Pro Tern James K.Scholl,District 3 Craig Cates,District 1 Michelle Lincoln,District 2 ' David Rice,District 4 Board of County Commissioners Meeting October 16, 2024 Agenda Item Number: It 2023-3141 BULK ITEM: No DEPARTMENT: Airports TIME APPROXIMATE: STAFF CONTACT: Richard Strickland N/A AGENDA ITEM WORDING: Approval to award bid and execute a Management Agreement with SP Plus Corporation for Parking Lot Management Services at the Key West International Airport AND approval of SP Plus Year 1 Operating Budget. All costs, including the operating budget, management fee, start up expenses, parking access revenue control system (PARCS) equipment and quarterly bonuses will be paid from Airport Operating Fund 404. ITEM BACKGROUND: On June 13, 2024, the County Purchasing Department received and opened three (3)proposals for EYW Parking Lot Management Services. SP Plus Corporation, Republic Parking, and LAZ Florida Parking LLC. On August 22, 2024, the selection committee met in a publicly notice meeting to announce each selection committee member's scores, and the final scores and rankings. SP Plus received the most points and is being recommended by the selection committee for award of bid and contract. PREVIOUS RELEVANT BOCC ACTION: On December 13, 2024, the BOCC granted approval to advertise the RFP for EYW Parking Lot Management Services. INSURANCE REQUIRED: Yes CONTRACT/AGREEMENT CHANGES: New five-year agreement. STAFF RECOMMENDATION: Approval. 3166 DOCUMENTATION: RFP EYW Parking Managment.pdf Bid Addenda#I.pdf Bid Addenda#2.pdf Bid Addenda#3.pdf Bid Tabulation.pdf EYW Parking Mgmt. Selection Committee Scoring.pdf EYW-SP Plus Parking Management Agreement.pdf SP Year I.pdf SP Plus C0l.pdf FINANCIAL IMPACT: Approximately $399,000.00 for Year 1: $322,298.00 annual operating budget, $15,000.00 for Year I startup expenses, approx. $41,268.00 for Year I of 5 for new PARCs equipment, and approximately $20,000.00 for four(4) quarterly bonuses. 3167 REQUEST FOR PROPOSALS FOR Parking Lot Management Services AT KEY WEST INTERNATIONAL AIRPORT MONROE COUNTY, FLORIDA BOARD OF COUNTY COMMISSIONERS Mayor Holly Merrill Raschein, District 5 Mayor Pro Tem James K Scholl, District 3 Commissioner Craig Cates, District I Commissioner Michelle Lincoln, District 2 Commissioner David Rice, District 4 COUNTY ADMINISTRATOR KEVIN WILSON DIRECTOR OF AIRPORTS RICHARD STRICKLAND CLERK OF THE CIRCUIT COURT KEVIN MADOK June 2024 1 3168 TABLE OF CONTENTS Page NOTICE 2 SECTION ONE 3 Instruction to Respondents SECTION TWO 13 Proposal Specifications SECTION THREE 15 Process for Scoring Proposals SECTION FOUR 16 Scope of Work SECTION FIVE 21 Contract Attachment A—Annual Budget/Management Fees 39 Attachment B—Layout Map of EYW Parking Lots 40 Attachment C -EYW CY 2023 Enplanement/Deplanement and Revenue History 41 Attachment D—Flight Schedule 42 BID PROPOSAL/FORMS 43 2 3169 NOTICE OF REQUEST FOR COMPETITIVE SOLICITATIONS NOTICE IS HEREBY GIVEN that on Tuesday, July 30, 2024, at 3:00 P.M., the Monroe County Purchasing Office will receive and open sealed responses for the following: Parking Lot Management Services at Key West International Airport Monroe County,Florida Pursuant to F.S. § 50.021 1(3)(a), all published competitive solicitation notices can be viewed at: www.floridapublicnotices.com, a searchable Statewide repository for all published legal notices. Requirements for submission and the selection criteria may be requested from the County's electronic bidding platform at https://monroecounty-fl.bonfirchub.com OR www.monroecount®v-fl.gov/BonfireBids. The Public Record is available upon request. Monroe County Purchasing Department receives bids via the Bonfire electronic bidding platform. Please do not email, mail or attempt to deliver in person any sealed bids. Emailed/mailed/physically delivered bids/proposals/responses WILL NOT be accepted. The Monroe County Purchasing Department hereby directs that bids be submitted via the Bonfire electronic bidding platform at hltps://monfoecounly-fl.bonfirchub.com, no later than 3:OOP.M. on Tuesday, July 30, 2024. There is no cost to the bidder to use the Bonfire platform. Please do not submit your confidential financial information as part of your proposal. There are separate uploads for each set of documents, including confidential financial information. All proposals will be made public on the platform after an intended decision or 30 days, whichever is earlier,unless the bids/proposals are rejected in accordance with F.S. 119.071. If your proposal document includes financial information, that information will not be considered confidential and will be available and viewable to the public in accordance with public records law. The bid opening for this solicitation will be held virtually, via the internet, at 3:00 P.M., on Tuesday, July 30, 2024.You may call in by phone or internet using the following: Join Zoom Meeting https://mcbocc.zoom.us/j/4509326156 Meeting ID: 4509326156 One tap mobile: +16465189805„4509326156#US(New York) +16699006833„4509326156#US(San Jose) Dial by your location: +1 646 518 9805 US(New York) +1 669 900 6833 US(San Jose) MANDATORY IN-PERSON, ON-SITE PRE-BID MEETING: (Prospective bidders failing to attend the Mandatory Pre-Bid Meeting shall forfeit their opportunity to respond to the solicitation.) Date: July 9,2024 Time: 2:00 P.M. Location: 3491 S. Roosevelt Blvd., (2"d Floor Airport Administration Conference Room, above Baggage Claim),Key West,Florida Publication Dates Keys Citizen: Thur., 06/13/2024 Keys Weekly: Thur.,06/13/2024 Barometer: Fri.,06/14/2024 3 3170 SECTION ONE INSTRUCTION TO RESPONDENTS 1.01 INTRODUCTION DESCRIPTION The Key West International Airport is a federal grant funded facility. The federal grants impose certain conditions on the grant recipient. Among those conditions is a requirement that the Airport maintain a fee and rental structure for the facilities which will allow the Airport to be as self- sustaining as possible. The Airport currently has three parking areas. One parking area consisting of approximately 95 parking spaces is non-revenue producing and is access limited to vehicles with parking passes and serves as the Airport staff and employees parking area. The second parking area consisting of approximately 58 parking spaces is currently a revenue producing, one-hour lot for members of the general public dropping off or picking up airline passengers at the airport and is a revenue-producing parking area for members of the general public after the first 60 minutes. The third parking area is a revenue-producing lot consisting of approximately 142 parking spaces open to the general public and, pursuant to the goal of making the Airport as self-sustaining as possible, employs a parking fee rate structure determined and recommended by Parking Operator and Airport Director, but approved by the Monroe County Board of County Commissioners. The respondent awarded the contract shall provide 24-hour, 7 day a week, 365 day a year parking lot management services for both the long-term and short-term public parking lots. 1.02 DEFINED TERMS Terms used in the Instructions to Respondents are defined and have the meanings assigned to them in the General Conditions. The terms Bidder, Contractor, Proposer, and Respondent are synonymous. 1.03 COPIES OF BIDDING DOCUMENTS A. Only complete sets of Bidding Documents will be issued and shall be used in preparing bids. The OWNER does not assume any responsibility for errors or misinterpretations resulting from the use of incomplete sets. B. Complete sets of Bidding Documents may be obtained in the manner and at the location stated in the Notice of Requesting for Proposals. 1.04 QUALIFICATIONS OF RESPONDENTS (TO BE SUBMITTED WITH PROPOSAL) ■ For a proposal to be considered for evaluation, each proposal must contain evidence that the Respondent is registered to do business in the State of Florida, must provide all mandatory material requested in this RFP, is Payment Card Industry-Data Security Standard (PCI- DDS) compliant, has qualifications to do business in an airport environment, and must list 5 to 10 Commercial Airports that the Respondent has provided similar service for a minimum of five (5) years. ■ Technical Proposal Content: To demonstrate qualifications to provide the goods and services, each respondent shall submit written evidence as to previous successful contractual experience in similar work including references, description and volume of present 4 3171 commitments. To maintain comparability and enhance the review process, it is requested that proposals be organized in the manner specified below. Title Page: Showing Request for Proposal Number, Firm's name and address, RFP closing date and time, telephone number and Respondent's contact person. • Table of Contents: including page numbers Introductory Letter: Please include the following in the Introductory Letter: $ Statement of Interest in which the firm agrees to be bound by the requirements of the Airport's Request and the firm's response. This must be signed by a person authorized to bind the Respondent; s A narrative that profiles the background, experience, and qualifications of the Respondent. Description of Respondent Company: Describe Respondent company structure, locations of offices, persons responsible for contracting services, locations where supervisory personnel assigned to the resulting contract will be located and evidence of their performance in the management of staff for similar airports for a minimum of five (5) years. Respondent shall also provide the following; (1) A list of the person's or entity's shareholders with five percent or more of the stock or, if a general partnership, a list of the general partners; or, if a limited liability company, a list of its members; or, if a solely owned proprietorship, names(s) of owner(s); (2) A list of the officers and directors of the entity; (3) The number of years the person or entity has been operating and, if different, the number of years it has been providing the services, goods, or construction services called for in the bid specifications (include a list of similar projects); (4) The number of years the person or entity has operated under its present name and any prior names; (5) Answers to the following questions regarding claims and suits: a. Has the person, principals, entity, or any entity previously owned, operated or directed by any of its officers, major shareholders or directors, ever failed to complete work or provide the goods for which it has contracted? If yes, provide details; b. Are there any judgments, claims, arbitration proceeding or suits pending or outstanding against the person, principal of the entity, or entity, or any entity previously owned, operated or directed by any of its officers, directors, or general partners'? If yes, provide details; c. Has the person, principal of the entity, entity, or any entity previously owned, operated or directed by any of its officers, major shareholders or directors, within the last five years, been a party to any lawsuit, arbitration, or mediation with regard to a contract for services, goods or construction services similar to those requested in the specifications with private or public entities? If yes, provide details; 5 3172 d. Has the person, principal of the entity, or any entity previously owned, operated or directed by any of its officers, owners, partners, major shareholders or directors, ever initiated litigation against the county or been sued by the county in connection with a contract to provide services, goods or construction services? If yes, provide details; e. Whether, within the last five years, the owner, an officer, general partner, principal, controlling shareholder or major creditor of the person or entity was an officer, director, general partner, principal, controlling shareholder or major creditor of any other entity that failed to perform services or furnish goods similar to those sought in the request for competitive solicitation; f. Customer references (minimum of three), including name, current address and current telephone number; g. Credit references (minimum of three), including name, current address and current telephone number; h. Financial statements for the prior three years for the responding entity or for any entity that is a subsidiary to the responding entity; and i. Any financial information requested by the county department involved in the competitive solicitation, related to the financial qualifications, technical competence, the ability to satisfactorily perform within the contract time constraints, or other information the department deems necessary to enable the department and board of county commissioners to determine if the person responding is responsible. Qualifications and Experience of Staff: Identify the project team that will be responsible for providing the required services and provide a detailed resume for each proposed team member. Also indicate the specific individual who will serve as the day-to-day contact and will be responsible for the work product of the Respondent. The individual must be available to attend meetings and respond to specific inquiries and calls with a 24-hour notice. ■ Experience: A listing for the past five (5) years of like/similar airport projects performed under contract. Provide number of airport parking facilities managed, and for each facility, identify its location, contract term, number of parking spaces, annual gross revenue for each location, and type of revenue control reporting equipment. ■ Workload: List the current number of accounts/facilities assigned and/or under contract and length of each contract. ■ Approach to the Project: Clearly describe the new parking system equipment and the approach that will be used in providing the scope of work and the description of your procedures for ensuring quality control. Provide a detailed proposed staffing plan, cash handling methods, account reconciliation samples and PCI-DSS compliance procedures that will be utilized in the performance of services and confidentiality of information in the resulting contract. 6 3173 ■ Transition and mobilization Schedule: Submit a tentative mobilization schedule and plan displaying an estimated time and how the transition will be performed. Describe the approach to transition the equipment. ■ Each respondent shall be required to provide evidence, such as an insurance Agents Statement, that the required insurance limits are met or are able to be obtained. ■ Additional Data: Since data not specifically requested must not be included in the foregoing proposal sections, give any additional information considered essential to the proposal in this section. If there is no additional information to present, state in this section"There is no additional information that we wish to present." C. Price Proposal Each Respondent must submit a proposed budget plan in the format provided in Attachment A. Proposals should include complete cost estimate sheets and any other necessary cost information in a separate, sealed file marked "Attachment A." The Airport plans to evaluate the qualifications of all Respondents submitting proposals before considering Attachment A, Management Fees. Please provide a narrative for the proposed annual budget. D. Passenger Enhancement: Respondents shall propose any services that would be an enhancement to the Passenger experience. 1.05 DISQUALIFICATION OF RESPONDENTS A. A mandatory in-person pre-bid meeting will be held on Tuesday, July 9, 2024 at 2:00 P.M. at the Key West International Airport, 3491 South Roosevelt Blvd., Key West, Florida, 2"1 Floor Airport Conference room above Baggage Claim. Prospective bidders failinu to attend the Mandatory Pre-Bid Meeting shall forfeit their opportunity to respond to the solicitation. B. One Proposal: Only one proposal from an individual, firm, partnership or corporation under the same or under different names will be considered. In the event evidence is discovered which indicates a respondent has interest in more than one proposal for the work involved, all proposals in which such a respondent is interested may be rejected. B. Mandatory Forms Requirements: The following forms MUST be completed by the Respondent and submitted with the bid. Failure to submit these forms may become cause for the Bidder to be deemed non-responsive. However, the County reserves the right to waive minor irregularities if it is the best interest of the County to do so. C. ETHICS CLAUSE: Any entity submitting a bid or proposal in response to this RFP must execute the enclosed ETHICS CLAUSE. If it is discovered that the entity employed, retained or otherwise had act on his/her behalf any former County officer or employee in violation of Section 2 of Ordinance No. 010-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 010-1990, the County may, in its discretion, terminate this Agreement without liability and may also, in its discretion, deduct from the Agreement or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee. 7 3174 D. NON-COLLUSION AFFIDAVIT: Any person submitting a bid or proposal in response to this invitation must execute the enclosed NON-COLLUSION AFFIDAVIT. If it is discovered that collusion exists among the respondents, the bid or proposals of all participants in such collusion shall be rejected, and no participants in such collusion will be considered in future bids for the same work. E. PUBLIC ENTITY CRIME: A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. F. DRUG-FREE WORKPLACE FORM: Any person submitting a bid or proposal in response to this invitation must execute the enclosed DRUG-FREE WORKPLACE FORM and submit it with his bid or proposal. Failure to complete this form in every detail and submit it with your bid or proposal may result in immediate disqualification of your bid or proposal. G. VENDOR CERTIFICIATION REGARDING SCRUTINIZED COMPANIES: Section 287.135, Florida Statutes prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of any amount if, at the time of contracting or renewal, the company is on the Scrutinized Companies that Boycott Israel List, created pursuant to Section 215.4725, Florida Statutes, or is engaged in a Boycott of Israel. Section 287.135, Florida Statutes, also prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of$1,000,000 or more, that are on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector Lists which were created pursuant to s. 215.473, Florida Statutes, or is engaged in business operations in Cuba or Syria. 1.06 EXAMINATION OF CONTRACT DOCUMENTS A. Each respondent shall carefully examine the contract documents, and inform himself thoroughly regarding any and all conditions and requirements that may in any manner affect the cost or the goods or the services to be provided under the contract. Ignorance on the part of the respondent will in no way relieve him/her of the obligations and responsibilities assumed under the contract. B. Should a respondent find discrepancies or ambiguities in, or omissions from, the bid documents, or should he be in doubt as to their meaning, he shall at once notify the OWNER. 1.07 INTERPRETATIONS, CLARIFICATIONS, AND ADDENDA No oral interpretations will be made to any Bidder/Respondent as to the meaning of the contract documents. Any inquiry or request for interpretation received seven (7) or more days (excluding Saturdays, Sundays, and holidays) prior to the date fixed for opening of responses will be given 8 3175 consideration. Questions should be directed, in writing, to Ms. Beth Leto, 3491 S. Roosevelt Blvd., Key West, FL 33040 or by email leto-beth@monroecounty-fl.gov. A summary of questions received and answers provided will be made in writing in the form of an addendum and, if issued, shall be posted on Bonfire and a notification will be furnished by Bonfire to all known prospective Respondents listed as plan holders prior to the established Response opening date. It shall be the Respondents sole responsibility thereafter to download the addendum. Each respondent shall acknowledge receipt of such addenda in the space provided therefore in the proposal form. In case any respondent fails to acknowledge receipt of such addenda or addendum, his proposal will nevertheless be construed as though it had been received and acknowledged and the submission of his/her proposal will constitute acknowledgment of the receipt of same. All addenda are a part of the bid documents and each respondent will be bound by such addenda, whether or not received by him/her. It is the responsibility of each respondent to verify that he/she has received all addenda issued before proposals are opened. 1.08 GOVERNING LAWS AND REGULATIONS A. The respondent is required to be familiar with and shall be responsible for complying with all federal, state, and local laws, ordinances, rules, and regulations that in any manner affect the work including but not limited to applicable TSA regulations and policies. B. Respondent shall be required to obtain Monroe County and City of Key West Occupational License before beginning operations if required. 1.09 PREPARATION OF PROPOSALS A. Signature of the respondent: The respondent must sign the Proposal forms in the space provided for the signature. If the respondent is an individual, the words "doing business as ", or "Sole Owner" must appear beneath such signature. In the case of a partnership, the signature of at least one of the partners must follow the firm name and the words "Member of the Firm" should be written beneath such signature. If the respondent is a corporation, the title of the officer signing the proposal on behalf of the corporation must be stated along with the Corporation Seal Stamp and evidence of his authority to sign the proposal must be submitted. The respondent shall state in the proposal the name and address of each person interested therein. 1.10 SUBMISSION OF PROPOSALS A. The Monroe County Purchasing Department hereby directs that bids be submitted via https://monroecounty-fl.bonfirehub.com. no later than 3:00 P.M., July 30, 2024. Please submit your confidential financial information in a SEPARATE EMAIL from your bid and required documents. The bid opening for this solicitation will be held virtually, via the internet, at 3:00 P.M., on July 30, 2024. You may appear by phone or internet using the following: 9 3176 Join Zoom Meeting https://mcbocc.zoom.us/j/4509326156 Meeting ID: 4509326156 One tap mobile: +16465189805„4509326156#US (New York) +16699006833„4509326156#US (San Jose) Dial by your location: +1 646 518 9805 US (New York) +1 669 900 6833 US (San Jose) B. Proposals will be received until the date and hour stated in the Notice of Requesting for Proposals. C. Each respondent shall submit with their proposal the required evidence of his qualifications and experience, as outlined in Article 1.04. 1.11 WITHDRAWAL OF PROPOSAL Any proposal may be withdrawn prior to the time scheduled in the Notice of Requesting for Proposals for the opening thereof. All other proposals received must remain valid for a period of ninety (90) days. 1.12 MODIFICATION OF PROPOSALS Written proposal modification will be accepted from respondents if addressed to the entity and address indicated in the Notice of Requesting for Proposals and received prior to proposal due date and time and marked on the outside: Proposal for Parking Lot Management Services at Key West International Airport. 1.13 RECEIPT AND OPENING OF PROPOSALS Proposals will be received until the designated time and will be publicly opened and read aloud at the appointed time and place stated in the Notice of Requesting for Proposals. Monroe County's representative authorized to open the proposals will decide when the specified time has arrived and no proposals received thereafter will be considered. No responsibility will be attached to anyone for the premature opening of a proposal not properly addressed and identified. Respondents or their authorized agents are invited to participate. 1.14 DETERMINATION OF SUCCESSFUL RESPONDENT The OWNER reserves the right to reject any and all proposals and to waive technical errors and irregularities as may be deemed best for the interests of the OWNER. Proposals which contain modifications, are incomplete, unbalanced, conditional, obscure, or which contain additions not requested or irregularities of any kind, or which do not comply in every respect with the Instruction to Respondents, and the bid documents, may be rejected at the option of the OWNER. 1.15 AWARD OF CONTRACT 10 3177 A. The OWNER reserves the right to reject any or all proposals, or any part of any proposal, to waive any informality in any proposal, or to re-advertise for all or part of the services contemplated. If proposals are found to be acceptable by the OWNER, written notice will be given to the selected respondent of the acceptance of his proposal and of the award of the contract to him/her. B. If the award of the contract is annulled, the OWNER may award the contract to another respondent or the service may be re-advertised or may be awarded to other qualified personnel as the OWNER decides. C. The contract will be awarded to the highest responsive conforming respondent complying with the applicable conditions of the bid documents. D. The OWNER also reserves the right to reject the proposal of a respondent who has previously failed to perform properly. E. The most responsive proposal(s), along with the recommendation of the Bid Committee and the requesting Department Head, will be presented to the Board of County Commissioners of Monroe County, Florida, for final awarding or otherwise. F. Any Bidder/Respondent/Proposer who claims to be adversely affected by the decision or intended decision to award a contract shall submit in writing a notice of protest which must be received by the County within seventy-two (72) hours or three (3) business days, whichever is greater, after the posting of the notice of decision or intended decision on Bonfire or posting of the Notice of Decision or Intended Decision on the Monroe County Board of County Commissioner' agenda, whichever occurs first. Additionally, a formal written protest must be submitted in writing and must be received by the County Attorney's Office seventy-two (72) hours or three (3) business days prior to the Board of County Commissioner's meeting date in which the award of contract by the Board of County Commissioners will be heard. The only opportunity to address protest claims is before the BOCC at the designated public meeting in which the agenda item awarding the contract is heard. In accordance with the Rules of Debate as set forth in the Monroe County Board of County Commissioners Administrative Procedures, the Bidder/Respondent/Proposer that filed the protest is responsible for providing the Clerk with his/her name and residence prior to the agenda item to award the contract being called in order to preserve their opportunity to be heard on this matter. An individual has three (3) minutes to address the Commission and a person representing an organization has five (5) minutes to address the Commission. The BOCC decision to award the contract is final and at their sole discretion. Failure to timely protest within the times prescribed herein shall constitute a waiver of the ability to protest the award of contract, unless it is determined that it is in the best interest of the County to do so. 1.16 EXECUTION OF CONTRACT The respondent to whom a contract is awarded will be required to return to the OWNER one (1) executed copy of the prescribed contract together with the required certificates of insurance within fifteen (15) days from the date of notice of acceptance of the respondent's bid. 11 3178 1.17 CERTIFICATE OF INSURANCE A. The Contractor will be responsible for all necessary insurance coverage which includes, at a minimum: Worker's Compensation- $100,000 Bodily Injury by Accident; $500,000 Bodily Injury by Disease, policy limits; $100,000 Bodily Injury by Disease, each employee Vehicle Liability- $100,000 combined single limit General Liability- $300,000 combined single limit Employee Dishonesty - $100,000 Certificates of Insurance must be provided to Monroe County within fifteen days after award of proposal, with Monroe County BOCC listed as additionally insured on all except Workers Compensation. If the proper insurance forms are not received within the fifteen days, proposal may be awarded to the next selected respondent. B. All forms of insurance required above shall be from insurers acceptable to the County. All insurance policies must specify that they are not subject to cancellation, non- renewal, material change, or reduction in coverage unless a minimum of thirty days prior notification is given to the County by the insurer. 12 3179 SECTION TWO PROPOSAL SPECIFICIATIONS PARKING LOT MANAGEMENT SERVICES—KEY WEST INTERNATIONAL AIRPORT Parking lot management services are to be provided at the Key West International Airport, located at 3491 South Roosevelt Boulevard, Key West, Florida 33040 24 hour's a day, 7 days a week, 365 days a year as follows: a) The term of the agreement shall be for a period of 5 years plus one (1) two-year renewal option. b) The proposal shall include provisions for both manned and automated collection of parking revenue at the parking lot payment booth. c) Minimum manned service hours of operation shall be from 5 a.m. to 10 p.m. From 10 p.m. to 5 a.m., and at any other time the parking lot payment booth is unmanned, respondent shall provide for fully automated service capable of accepting cash, credit and debit card payments. d) Respondent must install new automated pay station equipment and fully maintain the equipment. The proposed automated pay station equipment must be compatible with Fisery banking software, and includes SnapPay for the pay station at the premium covered parking lot and a Clover mobile device for the surface parking lot. e) The respondent awarded the contract shall be responsible for collecting all monies from the metered parking area. f) The proposal shall include a sample schedule indicating the hours the payment booth is manned, the hours the payment booth is automated and the schedule of daily meter money collection. g) The proposal shall include provisions for the use of credit and debit cards as well payments in cash. h) The respondent awarded the contract shall be required to deposit all gross revenues collected and/or received in a 24-hour period ending at 5 p.m. on a given day no later than the following banking day. i) The proposal shall include an overall annual operating budget listing all anticipated reimbursable cost, including the management fee for the contract year. j) All employees or subcontractors of the Contractor who are not citizens of the United States must have and posses documented authorization to work in the United States, issued by the government of the United States. Failure of such person to have and possess such documentation is a material breach of the contract and will entitle Monroe County to terminate the contract for cause. The arrest, detention or taking into custody of any of the Contractor's employees or subcontractors by the Bureau of Customs and Border Protection 13 3180 constitutes sufficient evidence under this contract that the contractor has committed a material breach and entitles Monroe County to terminate this contract for cause. k) The Airport shall pay the contractor for the performance of services on a monthly arrears basis. 1) The contractor shall maintain the minimum insurance coverages set forth in Section 1, paragraph 1.17 of this request for proposals m) Forms Attached forms must be completed and attached to the bids: Non-collusion Affidavit, Sworn Statement — Ordinance No. 10-1990, Public Entity Crime Statement, Drug Free Workplace and Vendor Certification Regarding Scrutinized Companies Lists. 14 3181 SECTION THREE Process for Scoring Proposals A. Selection Criteria All Responses will be reviewed to certify that the mandatory elements as described in this RFP are met. All technical elements of the proposal will be scored by the Evaluation Committee, which shall consist of members of the airport and county staff as selected by the Executive Director of Airports, utilizing the scoring criteria as provided below. Each member will score each Proposal independently and the scores will then be tabulated. The Evaluation Committee will hold a public meeting to discuss the proposals and scoring. During the meeting, the Evaluation Committee members may, in their discretion, amend their scores. The Respondent with the highest cumulative score will be recommended for the resulting contract to the Board of County Commissioners for approval. B. Proposal Scoring Criteria Proposals can receive a maximum of 100 points per the criteria listed below. Technical Response (Represents 60% of the score): • Introductory Letter, Description of Company, Workload&DBE (Max 5 Points) • Qualifications and Experience (Max 25 Points) • Approach and Mobilization (Max 20 Points) • Structure of Management Fees (Max 5 Points) • Passenger Enhancements (Max 5 Points) Cost of Services (Represents 40% of score The Respondent submitting the lowest total Management Fee, will receive the maximum points. The other Respondent's will be scored on a relative percentage of the dollar amount higher than the lowest price. The price points will be determined in accordance with the following formula: Lowest Price-A Proposer's Price-B Total Possible Points for Price-C Points Earned by Proposer-A/B x C=D Presentations (Will not be scored) All Respondents will present key aspects of their qualifications and will be expected to answer questions from the Evaluation committee, if applicable. Respondents will have 30 minutes to present to the Evaluation Committee. The dates for the presentations are included in the Timeline of Events but the exact times will be determined at a later date and an addendum will be issued with the presentation schedule. ***End of Process for Scoring Proposal *** 15 3182 SECTION FOUR Scope of Work A. Intent of RFP The Airport desires to secure a company to provide the highest level of service to Airport passengers, to maximize the revenues associated with Airport parking operations, and to prudently manage the personnel and other operating expenses associated with operating the parking lots at the Airport. The Airport is seeking proposals for the award of services that includes, without limitation, the management and operation of all parking facilities and at the Airport. The RFP seeks to identify a qualified and competent operator that can proficiently and professionally manage and operate the parking lots, revenue control systems and equipment at the Airport. The successful Respondent(s) will always be fully responsible and accountable for all areas of personnel management while maintaining exemplary professional and public relations and exercising prudent revenue control procedures. The successful Respondent(s) will provide all labor and materials required for the efficient and uninterrupted performance of the parking facilities and must demonstrate the financial resources required to pay all monthly operating expenses as they become due, and prior to receiving any reimbursement by the Airport. A critical part of the RFP is the development of a projected annual budget for Parking Services for each year during the term of the contract. The annual budget should be included with each Respondents' proposal using Attachment A and should include, but is not limited to, the following: • Projected staffing requirements and wage rate ranges for Cashiers and Manager; • Payroll and related expenses for salaries and wages, vacation pay, payroll taxes, employee insurance, and workers compensation; and • Other Operating Expenses such as postage, insurance, ticket expenses, general supplies, uniforms, and employee crime/drug check. B. Parking Area Information Attachment B, Parking Map, attached hereto, contains details in regard to the parking layout, number of parking spaces, and type of parking area. The current rates for each parking area are as follows: Short-Term Surface Lot: • 0 to 60 minutes Free • 1 to 2 hours $6.00 • 2 to 3 hours $9.00 • 3 to 4 hours $12.00 • Greater than 4 hours & Daily Maximum $19.00 per day • $114.00 weekly maximum rate • Lost ticket minimum $19.00 Lone-Term Premium Covered Parking Lot: • 0 to 60 minutes $3.00 • 1 to 2 hours $6.00 • 2 to 3 hours $9.00 • 3 to 4 hours $12.00 • Greater than 4 hours & Daily Maximum $23.00 per day • $138.00 weekly maximum rate • Lost ticket minimum $23.00 C. Current Parking Equipment/Services 16 3183 The HUB (Data Park) equipment is currently being used for the management of revenue. The awarded parking management company will manage all equipment related to the revenue systems. The Airport owns all equipment. New equipment or facilities shall be proposed for purchase by the Respondent throughout the term of the contract, and the new equipment will become Airport property. D. Statistical Information For Respondents to gain a complete understanding of the current parking management operation, the Airport is providing the data and statistics in Attachment C of this RFP. • Total Enplaned and Deplaned Passenger Data for 2023; • Last 3 fiscal year's gross Revenue; and E. Provisions for Selected Respondent The Airport will provide at no cost to the selected Respondent the following: • Employee Parking Spaces (to be determined on Parking Management staffing needs); and • Toll Booth. F. Operational Responsibilities. Below are the expectations of the selected Respondent: 1) Parking management staff shall be responsible for all day-to-day maintenance and cleaning of the Airport toll booth and parking equipment should be kept clean and tidy and all equipment free of damage. In the event damage is caused by the parking management staff to the equipment or facilities, the cost of repairs for the damage and a 15% administrative fee shall be deducted from the monthly reimbursement of expenses. 2) Maintain and have Monroe County BOCC named as an additional insured for the general liability, auto liability and employee dishonesty coverages. 3) The awarded Respondent will be responsible for verifying daily flight schedules and adjusting the number and hours of staffing as needed. 4) Must inventory all vehicles in all managed lots daily. The inventory shall document, the parking lot, state of vehicle licensure, and vehicle license plate number. 5) Any suspicious vehicle must be reported to the Airport, specifically to the on-site Monroe County Sheriff's Office law enforcement officers (MCSO) and the Airport Operations Department, within two hours of discovery. 6) Conduct scheduled parking lot inspections to ensure all safety standards outlined in the Airport Safety Management Manual (if applicable) are met or exceeded. All hazardous conditions found must be barricaded to prevent access by the public, and must be immediately reported to the Airport Operations Department. 7) Maintain and provide a list of vehicles that have been parked for a period of 30 days or longer. 8) Must coordinate with Airport Maintenance, MSCO and Operations Departments in the removal and towing of vehicles that are in violation of Airport Public Parking Policy, if applicable. 17 3184 9) Every morning, parking management staff shall be responsible for assessing all parking equipment, this includes all equipment, gate arms, and the operations of the toll booth. Must report any issues to the Airport immediately. 10) Provide periodic reports, including but not limited to, monthly profit/loss statement, revenue/expense per space per lot, budget performance and variance report, transactional summary by lot, utilization reports by lot, exception transaction trend report by lot, daily lot counts, safety reports, and other data if requested by the Airport. 11) Immediately notifying the Airport when parking lots are full/closed due to capacity. 12) Operating budget: The operating budget must be on a form approved by the Airport and shall include all expenses expected to be incurred by the awarded Respondent during the applicable fiscal year, each on separate line item, and the fixed fee for such fiscal year in a lump sum, all separated by the type of service. Budget must include all any requests for salary increases and the justification for such increases. Any such increases must be consistent with industry standards based on staff performance and are at the sole discretion of the Airport. Changes are not allowed after the operating plan has been approved by the Airport unless the changes are requested in writing and approved by the Airport. The proposed annual operating budget shall be presented to the Airport no later than each year. 13) Provide professional and friendly service to all passengers. The Airport's highest priority is for passengers to have a pleasant and memorable experience at the Key West International Airport. The Airport will not tolerate parking management staff providing anything less than stellar customer service and violations will be addressed with possible fees assessed. (See L,below) G. Corporate or Regional Management Duties & Requirements Corporate or Regional Management shall be responsible for problem resolution as requested by Airport Management. H. Manager Duties and Requirements The Manager identified in the resulting contract shall be in complete control of the services provided in this procurement. 1) The Manager must work full time at the Airport. 2) The Manager must be a highly qualified and experienced manager, with at least three (3) years of experience in managing a parking facility at a U.S. airport, unless the Airport allows otherwise. 3) The Manager must have full power and authority to take all necessary actions where a prompt response is required to maintain or restore services. 4) The Manager must respond in writing to customer complaints regarding services and report such complaints and their resolution to the Airport. 5) The Manager must be available during the regular business hours. If the Manager is absent, an equally authorized and qualified staff member must be in charge and available. 6) Manager must report to the Airport any accidents, including passengers' accidents, and any non- routine events within fifteen (15) minutes after their occurrence. 18 3185 7) Manager shall schedule the appropriate amount of staff for the operations and submit to the Airport a staffing report monthly, at a minimum, five (5) days prior to the next month. If the Airport and Manager do not agree on staffing, the Airport's decision shall control. 8) Manager is responsible for the reconciliation of funds and shall report all funding information to the Airport on a monthly basis. The guidelines for reconciliation are as follows: Revenue deposits and receivables shall be processed in accordance with standard industry accounting methodology. The awarded Respondent shall provide a month end aged trial balance of accounts receivable by the 15th of each month for the prior month. The awarded Respondent shall be obligated to actively pursue collection of all accounts receivables and shall be and remain responsible for the amount of same until the Airport has provided an approve a write-off of said receivables. Annual Audit: As soon as practical, but no later than January 1 of each year of this Agreement, Parking Management Company shall provide the Airport with financial statements for the operations of the Facilities under this Agreement reflecting full disclosure for the annual period ending September 30th of each year and any partial years, and the management letter resulting from a review and results of the operations, internal controls and other observations. Said financial statements shall be audited and the management letter prepared by the external, third party auditors of qualified independent Certified Public Accountants designated by the awarded Respondent, but approved by the Airport. Following their completion, the Airport shall be provided with copies of the audited financial statements and the management letter. Gross Revenue. The awarded Respondent shall deposit Gross Revenues in a revenue depository account, to the credit of the Airport, in such banks and other depositories as the Airport shall designate no less than weekly. Gross Revenues shall be comprised of daily collections and other collections. Daily collections shall be composed of daily Gross Revenues received in cash, check or traveler's check, credit and debit card vouchers with direct credit to the Airport's depository account, and any other Airport approved media plus any payments due the Airport from the awarded Respondent from net cashier shortages and undercharges. Airport's weekly deposits shall be made as soon as practical, but not later than 24 hours following week ending. Other deposits shall be composed of: Gross Revenues received in the form of receivables, such as vouchers when same day or next day "electronic funds transfer" is not available; credit and debit card vouchers not under direct credit to the Airport depository account; and other forms of receivables as shall be approved by the Airport. The awarded Respondent shall remit to the Airport Gross Revenues, including in Other Deposits as soon as possible, but in no event later than the 24 hours following week ending. The awarded Respondent shall provide the Airport supporting documentation indicating the composition of the deposit and a validated deposit slip, and/or proof of wire transfer to the credit to the Airport's revenue depository account. The awarded Respondent will fully reconcile monthly Gross Revenue collected to funds transferred to the Airport, the reconciliation shall tie the financial statements to funds deposited in the Airport bank account, clearly denoting outstanding items, to include but not limited to items in transit, adjustments, credits, etc. Daily and Monthly Sales Summary. The awarded Respondent's Management shall prepare a Daily and Monthly Sales Summary, summarizing revenues received or accrued in each revenue classification, sales tax, total revenues, cash overage and shortage, credit card and other receivables net of credit card commissions, net cash deposited amounts charged on credit cards generated during the previous day's operations, plus other statistical data required by the airport. The Daily and 19 3186 Monthly Sales Summary shall reflect cumulative totals for each revenue classification accumulated during the course of each seven-day period for each operating unit beginning each Sunday and ending each Saturday. The awarded Respondent shall deliver each Monthly Sales Summary to the airport as soon as practical, but no later than 15th of the following month. The Daily Sales Summary shall be held in the event the airport requires additional data or reports. I. Dress Code and Standards for Selected Respondents Personnel. All employees for the selected Respondent shall ensure personnel are dressed appropriately. The Airport has the right to approve or deny the uniform choice. Staff shall adhere to the following: • Must wear a shirt identifying the name of the company of the selected Respondent. Respondent shall provide enough shirts to employees to ensure the shirts are clean and presentable at all times. • Attire shall not be revealing or offensive. • Shorts and/or pants are acceptable. Shorts must be an appropriate length no shorter than mid-thigh or length of fngertips. • Must be able to communicate orally and in writing in the English language. • Must maintain the highest of standards of service. • Must comply with all Airport rules. • Must not eat, drink, or smoke while on duty. Employees must use designated smoking areas if on lunch or break. No smoking allowed at toll booths or in parking facilities. • Must be courteous and polite, and non-offensive in their conduct and demeanor. J. Schedule Currently, the parking management company start operations at 5:00 AM, Eastern Standard Time (EST) and end approximately at 10:00 PM, or one hour after the last flight, whichever is later, 7 days a week, 365 days a year. The last flight arrival status should be monitored each day to ensure coverage. (See Attachment D Airport Flight Schedule) K. Performance Meetings The Respondent will be required to attend periodic performance meetings that will be held at a time and place to be designated by the Airport. The intention of these meetings is to provide a forum for the Airport and Respondent to identify areas of concern so they can be resolved in a timely manner. L. Additions/Deletions During the term of the contract, the Airport reserves the right to add or delete the number of commodities or services when determined to be in the best interest of the Airport. Pricing shall be comparable to the awarded cost in this solicitation. If additions are required during the term of the contract, the Airport and the Parking Management Company will determine who is responsible for the additions, or for what portion each party will be responsible. These changes will be authorized by the Airport and an amendment to the original contract will be executed. ***End of Scope of Work*** 20 3187 SECTION FIVE MANAGEMENT AGREEMENT FOR PARKING LOT MANAGEMENT SERVICES KEY WEST INTERNATIONAL AIRPORT THIS AGREEMENT (hereafter "Contract" or "Agreement") is made and entered into this day of , 2024, by and between Monroe County, a political subdivision of the State of Florida, (hereafter "County"), whose address is 1100 Simonton Street, Key West, Florida, 33040 and a Florida Corporation (hereafter Contractor), whose address is WITNESSETH WHEREAS, Owner owns and operates the Key West International Airport (hereinafter referred to as the "Airport"); and WHEREAS, Operator is engaged in the business of operating public parking facilities; and WHEREAS, Operator was selected to operate certain parking facilities at the Airport; and WHEREAS, Operator has indicated a willingness and demonstrated the ability to properly operate and manage said Airport parking facilities in accordance with the terms of this Agreement. NOW, THEREFORE, in consideration of the premises and of the mutual covenants herein contained, and for such other good and valuable consideration, the receipt of which the parties hereby expressly acknowledge, the parties hereto covenant and agree to the following terms and conditions. ARTICLE I TERM OF AGREEMENT 1.01. Term. The initial term of this Agreement shall be five (5) years commencing on the day of , 2024 (Commencement Date) and terminating at Midnight on the day of , 2029. 1.02 Renewal. Provided Operator has fulfilled all conditions of this Agreement, Operator may request this Agreement be renewed for a single two (2) year option period beginning at the end of the initial term. In the event Operator submits a request to renew, it shall do so by providing written notice to Owner not less than one hundred eighty (180) days prior to the scheduled termination date of the initial term. Such notice shall include any Operator requested modifications to terms and conditions, if any, of this Management Agreement. The Owner shall have sixty (60) days to review the renewal request and the proposed modifications and respond. Failure of the owner to respond at the end of the 60 day period shall be deemed to be a denial of the operators request to renew the agreement. 21 3188 ARTICLE II FACILITIES AND OPERATIONS 2.01 Description of Privileges, Uses and Rights. Owner hereby makes available to the Operator for management and operation: All paid public vehicle parking facilities serving Key West International Airport, located within the terminal building area, upon terms and conditions hereinafter set forth. Except as expressly set forth, nothing herein contained shall be construed to grant to Operator the right to use any space or area improved or unimproved which is exclusively leased to a third party, or which Owner has not granted herein. 2.02 Description of Facilities. The Facilities shall encompass both vehicle parking areas serving the main terminal, exit booths, control devices, entrances, exits, and other improvements, including the Long Term and Short Term Parking Lots as more particularly described on Exhibit "A" dated June 3, 2024 attached hereto and made a part hereof. The employee parking area is hereby excluded from this agreement. Contractor shall install two (2) fully automated parking lot payment booths, one of which is manned, and associated software within 30 days of the effective date of this Agreement. Contractor shall be solely responsible for the maintenance of the automated systems during the term of this Agreement and any subsequent renewals. The automated pay station equipment must be compatible with Elevon banking software. In the event Owner, prior to termination of the Agreement or any renewal thereof, shall vacate, move, re-establish, or materially alter the entrance to the Terminal Building or Airport grounds, or take any other action resulting in the necessity of a new parking lot and the relocation of parking equipment and cashier booths, or should the Airport Terminal Building or airport runways be relocated to an area other than immediately adjacent to the now-existing Terminal Building resulting in the necessity of a new parking lot area, then in such event, Owner shall provide Operator a comparable parking facility with all parking equipment and cashier booths relocated at no cost to Operator. ARTICLE III GROSS REVENUES AND REPORTS 3.01 General. Monies payable by Operator to Owner shall include all parking fees inclusive of sales tax, if any and all parking meter revenues. Dishonored checks, uncollectible or uncollected fees and other bad debts shall not be included in Gross Revenues, provided that such transactions were processed utilizing procedures accepted and approved by the Owner. Monies which might be otherwise due from stolen vehicles or vehicles abandoned in the Facilities shall not be included in Gross Revenues, except to the extent monies are actually collected. Operator may accept personal checks or credit cards for payment under such terms and conditions as may be approved by Owner for handling such payments. 3.02 Deposits. As soon as practical, but no later than the next banking day following receipt of any Gross Revenues hereunder, the Operator shall cause to have deposited said Gross Revenues in an account of and to the credit of the Owner. It shall be considered that the Owner has come into possession of the Gross Revenue only when the Owner has received the duplicate deposit slip, properly certified by a cashier or officer of the depository bank. 22 3189 3.03 Reports. Operator shall provide Owner, in a form and detail satisfactory to Owner, the following reports including but not necessarily limited to: A. Daily report of Gross Revenues and the duplicate deposit slip. B. Monthly Activity and Gross Revenue summary. 3.04 Accounting Records. Operator shall, during the term of this agreement and any renewals thereof, maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Each party to this Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement (and any renewals thereof) and for four years following the termination of this Agreement. Knowingly furnishing the Owner a false daily Gross Revenue report or a false Monthly Activity and Gross Revenue summary under the provision hereof will constitute a default by Operator of this agreement and the Owner may, at its option, immediately terminate this agreement. 3.05 Budget. Operator shall prepare and submit to the Owner for review and approval an overall annual operating budget, listing all anticipated reimbursable costs required for the first year. Thereafter, annually, no later than 30 days prior to the anniversary of the Agreement, Operator shall submit a new annual operating budget for review and approval by the Owner. The approved annual operating budget may be increased or decreased by the Owner from time to time, but only if and to the extent that the Owner, in its reasonable discretion, deems such revisions necessary and appropriate under this Agreement. Upon approval form the Owner individual line items within the approved annual budget may be increased or decreased from time to time so long as any increase does not exceed the approved annual budget. The costs of bonds and insurance, specifically required pursuant to this Agreement, and any expense for deductible loss sustained by the Operator where such insurance policy includes a deductible limit approved by the Owner are reimbursable. The Owner shall approve all of the expenses contained in the budget. Only expenses approved by the Owner as set forth in the budget approved by the Owner, may be reimbursed to the Operator by the Owner. Notwithstanding the foregoing, unless Operator is notified in writing by the Owner that the operating expense associated with the purchase or performance of certain goods or services will be incurred by the Owner, all operating expenses shall be reimbursed by Owner to Operator at Operator's cost, plus sales tax, if any, in accordance with Article 4.02 herein below. ARTICLE IV REIMBURSEMENT AND COMPENSATION TO OPERATOR 4.01 Management Fee. The Owner shall pay the Operator a Management Fee of $ _ per month, payable on the 1 st day of the month in advance. The Management Fee amount agreed to herein may be adjusted annually, based upon an increase is gross revenues to the Airport, up to a max of 15%. The annual percentage increase to the operator shall be negotiated by the Director of Airports and the Operator and approved by the Board of County Commissioners. 23 3190 In addition to the Management Fee, beginning 20 , an incentive bonus shall become effective based on the evaluation of the operation by the Airport Director and payable on a quarterly basis. Such evaluation shall use 2.5% (two and one-half percent) of the gross as a basis to determine the amount of bonus to be paid to the Operator. The Bonus Evaluation Form to be used is attached as Exhibit "B". 4.02 Operating Expenses. All operating budgeted expenses incurred by Operator in the operation of the Facilities, which are specifically approved by the Owner, plus start-up expenses, shall be reimbursed by Owner to Operator at the Operator's cost within ten (10) days from receipt by the Owner of a monthly "Expense Invoice(s)" from the Operator, certified by an officer of the Operator. Expense invoices for payroll and payroll related costs may be submitted every two weeks. Expense invoices for other than payroll and payroll related expenses must be accompanied and supported by copies of vendor invoices. If any item of expense is disputed or contested, a statement in writing setting forth the items being disputed and the specific reasons therefore shall be submitted to the Operator. Owner shall advance to Operator one-twelfth (1/12) of the operating budget to cover cost of the operation. Owner shall advance the above sum within thirty (30) days following the commencement of this Agreement. The Owner shall not withhold reimbursement for non-disputed items of expense. Both parties shall in good faith diligently pursue clarification and resolution of any disputed items within thirty (30) days of receipt of written notice sent by Owner. 4.03 Other Facilities. The Owner shall have the right to require the Operator to manage any additional parking facilities not contemplated at the time of execution of this Agreement, in which event all costs of operation for such service, including transportation services, shall be made part of the budget, and all revenues therefrom shall be included in Gross Revenue. ARTICLE V CHARGES AND CONSULTATION 5.01 Charges. Except as may otherwise be specifically authorized by the Owner in writing, Operator shall charge all users of the Facilities the fees or rates for such use established by the Owner. Owner shall have the right to amend or otherwise change the rate schedule at any time during the term of this Agreement. 5.02 Consultation. The Owner reserves the right to call upon the Operator for parking facility consulting services and advice with regard to the operation of the Facilities. In such event the travel expenses and costs incurred, subject to the limits of the existing Owner travel expense policy, shall be considered a reimbursable item of expense. ARTICLE VI OBLIGATIONS OF OWNER 6.01 Maintenance Responsibility. Owner shall maintain all of the Facilities used by the Operator in good and adequate condition for their intended use to the extent required by law, including the roofs & exteriors of all buildings, such as exit booth(s) & offices, and connecting structures, fencing, concrete, asphalt and macadam paving, sidewalks and walkways, signs interior and exterior lighting, landscaping, and air conditioning. 24 3191 6.02 Utilities. The Owner shall provide and pay for all Owner approved utilities. ARTICLE VII OBLIGATIONS OF OPERATOR 7.01 Maintenance and Repair. Operator shall, be responsible for the proper maintenance and repair of the Revenue Control System, and of the interiors of the exit booth. The Operator shall be responsible for keeping the Facilities, including the parking areas, the entrance and exit areas, and exit toll booth in a neat and clean condition at all times, except those areas specifically maintained and cleaned by the Owner. The Operator shall notify the Owner of any areas requiring immediate maintenance and/or repair upon discovery of such items. The cost of such repairs and maintenance shall be reimbursable to Operator. 7.02 Personnel. A. The management, maintenance, and operation of the Facilities shall at all times be under the supervision and direction of a full-time, qualified, competent resident Facilities Manager who shall be subject to the direction and control of the Operator. B. Operator agrees that its employees shall be of adequate number and competently trained so as to properly conduct the operation of Facilities; sufficient staff shall be provided to operate the toll booth in a first-class manner, to meet all reasonable demands of the public and to prevent customers from waiting in line for a period in excess of eight (8) minutes, unless otherwise specified by the Owner. The Operator shall make every reasonable effort to schedule employees so as to minimize or avoid the payment of overtime, recognizing, however, that the intent of this Agreement is to provide a high level of service to the user of the Facilities. C. All employees shall be required to wear the appropriate uniform at all times when on duty. Operator agrees to ensure that the employees and uniforms are clean and neat, and that the employees present a professional appearance at all times. Operator shall cause all of its employees to conduct themselves at all times in a courteous manner toward the public and dispense with the services of any employee deemed by the Owner to be detrimental to the Airport. D. Operator, its agents, employees, or suppliers shall not block any areas used for ingress and egress by Airport traffic unless required in an emergency, and further, shall not interfere with the activities of Owner, its agents or employees, or any Airport tenant. 7.03 Cleanliness of Premises. The Facilities and all equipment and materials used by Operator shall at all times be clean, sanitary, and free from rubbish, and other refuse. 7.04 Operations. A. The hours of operation shall be from 5:00 a.m. to 10 p.m., seven (7) days per week, 365 days per year. Additional coverage will be as needed and approved by the Director of Airports. These hours are subject to change as airline schedules change to provide coverage of airline flights. B. The Operator shall be responsible for the collection of all monies from the Metered Parking area, the collection of which will be made at a prearranged time to be agreed on by the Operator and the Owner. The monies from which will be included in the Gross Revenues as outlined above. 25 3192 C. The Operator shall have provisions for accepting payment for parking fees in the form of cash, check, and credit and debit cards. 7.05 Airport Procedures. Operator agrees to observe and abide by all procedures, rules and regulations, ordinances, statutes and laws promulgated from time to time by the Federal Government, the State of Florida, Owner or Airport staff or any other authority having jurisdiction concerning security matters, parking, ingress and egress, and any other operational matters related to the operation of the Key West International Airport ARTICLE VIII INDEMNITY/INSURANCE 8.01 Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, Operator shall defend, indemnify and hold the County and the County's elected and appointed officers and employees harmless from and against (i) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and (iii) any costs or expenses (including, without limitation, costs of remediation and costs of additional security measures that the Federal Aviation Administration, the Transportation Security Administration or any other governmental agency requires by reason of, or in connection with a violation of any federal law or regulation, attorneys' fees and costs, court costs, fines and penalties) that may be asserted against, initiated with respect to, or sustained by, any indemnified parry by reason of, or in connection with, (A) any activity of Operator or any of its employees, agents, contractors or other invitees on the Airport during the term of this Agreement, (B) the negligence or willful misconduct of Operator or any of its employees, agents, contractors or other invitees, or (C) Operator's default in respect of any of the obligations that it undertakes under the terms of this lease, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise from the intentional or sole negligent acts or omissions of the County or any of its employees, agents, contractors or invitees (other than Operator). Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during the term of this Agreement, this section will survive the expiration of the term of this Agreement or any earlier termination of this Agreement. 8.02 Operator will provide and maintain in effect throughout the term of this Agreement current general liability insurance in the amount of$1,000,000 combined single limit, personal injury, and $100,000 property damage. 8.03 Operator also will provide and maintain in effect throughout the term of this Agreement, current statutory requirements of worker's compensation. 8.04 Certificates of Insurance must be provided to Monroe County prior to execution of this Agreement and within fifteen days after award of proposal, with Monroe County BOCC listed as additionally insured on all except Workers Compensation. Thereafter, the Operator must keep in full force and effect all of the insurance coverages listed above during the term of this Agreement. If the insurance policies originally purchased that meet the requirements are canceled, terminated or reduced in coverage, then the Operator must immediately substitute complying policies so that no gap in coverage occurs. 8.05 All forms of insurance required above shall be from insurers acceptable to the County. 26 3193 8.06 All insurance policies must specify that they are not subject to cancellation, non- renewal, material change, or reduction in coverage unless a minimum of thirty days prior notification is given to the County by the insurer. 8.07 The insurance required of the Operator by the terms of this Agreement is for the protection of the County, its property and employees, and the general public. The insurance requirement is not, however, for the protection of any specific member of the general public who might be injured because of an act or omission of the Operator. The insurance requirements do not make any specific injured member of the general public a third party beneficiary under this Agreement. Therefore, any failure by the County to enforce these insurance requirements, or terminate this Agreement if the Operator becomes uninsured or underinsured, is not a breach of any duty or obligation owed to any specific member of the general public and cannot form the basis of any County liability to a specific member of the general public or his/her dependents, or estate or heirs. A) Notwithstanding the provisions of Article X, the County may immediately treat the Operator in default if the Operator fails to maintain the insurance required by this Article VIII. Before terminating the agreement in this situation, the County need only provide the Operator 24- hour notice by FAX or overnight courier. The County may, but need not, provide the Operator with an opportunity to cure the default. ARTICLE IX RELATIONSHIP OF THE PARTIES 9.01 Operator is and shall be deemed to be an independent contractor and operator responsible to all parties for its respective acts or omissions, and Owner shall in no way be responsible therefore. Neither the Operator nor any of the officers, agents, or employees of the Operator shall be deemed to be employees of the Owner for any purposes whatsoever ARTICLE X TERMINATION OF AGREEMENT, CANCELLATION, ASSIGNMENT & TRANSFER 10.01 Termination. This Agreement shall automatically terminate and expire at the end of the term, as set forth in Article I hereof. Upon the termination of this Agreement, through passage of time or otherwise, the Operator shall aid the Owner in all ways possible in continuing the business of operating the Airport public parking facilities uninterruptedly. 10.02 Owner's Right of Cancellation. Owner may cancel this Agreement by giving Operator thirty (30) days advance written notice, to be served as hereinafter provided, upon the happening of any one of the following events: (1) The filing by Operator of a voluntary petition for bankruptcy. (2) The institution of proceedings in bankruptcy against Operator and adjudication of Operator as a bankrupt pursuant to said proceeding. (3) The taking by a Court of jurisdiction of Operator's assets pursuant to proceedings brought under the provision of any federal re-organizational 27 3194 acts and said proceeding is not dismissed, discontinued or vacated within thirty (30) days. (4) The appointment of a receiver of Operator's assets and the receivership shall not be set aside within thirty (30) days after such appointment. (5) The divestiture of Operator's estate herein by operation of law. (6) The abandonment by Operator of the Facilities, or of its business operations thereon. (7) The conduct of any business or performance of any acts not specifically authorized herein and said business or acts do not cease within thirty (30) days of receipt of written notice by Owner to cease said business or acts. (8) The default in the performance of any of the covenants and conditions required herein to be kept and performed by Operator and said default is not cured within thirty (30) days of receipt of written notice by Owner to do so, or if by reason of the nature of such default, the same cannot be remedied within thirty (30) days following receipt by Operator of written demand from Owner to do so, Operator fails to commence and diligently execute the remedying of such default within said thirty (30) days following such written notice. 10.03 Termination for Convenience. Either party may terminate this agreement upon 90 days written notice. 10.04 Assignment, Transfer, and Subcontracting. Operator shall not, in any manner, assign, transfer, mortgage, pledge, encumber or otherwise convey an interest in this Agreement, nor contract the services permitted herein or any part thereof, without the prior written consent of Owner. Such consent can be withheld for any reason or for no reason at all. Any such attempted assignment, transfer, or subcontract without Owner approval shall be null and void. In the event Owner consents in writing as aforesaid, Operator shall have the right to the extent permitted by Owner's consent to subcontract or assign all or any portion of the permitted services, provided that any such subcontract or assignment shall be limited to only the same purposes as are permitted under this Agreement. Any such subcontract or assignment shall be subject to the same conditions, obligations and terms as set forth herein and Operator shall be fully responsible for the observance by its subcontractors of the terms and covenants contained in this Agreement. Notwithstanding anything herein to the contrary, in the event of an approved subcontract, Operator shall remain primarily liable to Owner for fulfilling all obligations, terms and conditions of this Agreement, throughout its entire term. ARTICLE XI ALTERATIONS OR ADDITIONS AND SIGNS 11.01 Alterations or Additions. Operator shall make no alterations or additions to the Facilities constructed thereon, without the prior written consent of the Owner. 11.02 Signs. No signs, posters, or similar devices shall be erected, displayed, or maintained by Operator in the view of the general public in, on, or about the Facilities or 28 3195 elsewhere on the Airport without the written approval of Owner, which consent shall not be unreasonably withheld. Any such signs not approved shall be immediately removed at the sole cost and expense of Operator, upon written notification thereof by Owner. ARTICLE XII LAWS, REGULATIONS, PERMITS, GOVERNING LAW AND VENUE 12.01 General. Operator expressly covenants, warrants, guarantees and agrees that throughout the term of this Agreement, Operator shall at all times be and shall remain in full and complete compliance with all applicable statutes, regulations, rules, rulings, orders, ordinances, or directives of any kind or nature without limitation, as same may be amended from time to time, of any and all Federal, State, Municipal or local governmental bodies now or hereafter having jurisdiction over Operator, Operator's operations conducted under this Agreement on the Facilities, and over those persons and entities performing any work or services on behalf of Operator or at Operator's actual or constructive request. Operator further covenants, warrants, guarantees, and agrees that it shall comply with all ordinances of Owner, including but not limited to the "Rules and Regulations", all operational orders issued thereunder, and any and all other laws, ordinances, regulations, rules, and orders of any governmental entity which may be applicable to Operator or in any way to Operator's business operations under this Agreement, as said laws, ordinances, regulations, rules, and orders now exist, or are hereinafter amended, promulgated, or otherwise imposed on Operator by laws. 12.02 Permits and Licenses General. Operator expressly covenants, warrants, and agrees that it shall, at its sole cost and expense, be strictly liable and responsible for obtaining, paying for, maintaining current, and fully complying with, any and all permits, licenses and other governmental authorizations, however designated, as may be required at any time throughout the entire term of this Agreement or any extension thereof by any Federal, State, or local governmental entity or any court of law having jurisdiction over Operator or Operator's operations and activities; however, such costs and expense shall be reimbursed in accordance with Paragraph 4.02 "Operating Expenses". 12.03 Governing Law, Venue, Interpretation. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement, the County and Operator agree that venue will lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. The County and Operator agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by or between any of them the issue shall be submitted to mediation prior to the institution of any other administrative or legal proceeding. ARTICLE XIII GOVERNMENTAL RESTRICTIONS 13.01 Right of Flight. Owner reserves unto itself, its successors and assigns, for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the real property previously described together with the right to cause in said airspace such noise as may be inherent in the operation of aircraft now known or hereafter used, for navigation of or flight in the said airspace for landing on, taking off from, or operating on the Airport. 29 3196 13.03 Operation of Airport. Operator expressly agrees for itself, its sub-lessee, successors and assigns, to prevent any use of the Airport Facilities which would interfere with or adversely affect the operation, maintenance, or development of the Airport. ARTICLE XIV NON DISCRIMINATION 14.01 Non-discrimination. Operator for itself, its employees, agents, successors in interest and assigns, as a part of the consideration hereof, does hereby covenant and agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 88-352), which prohibit discrimination in employment on the basis of race, color, religion, sex, and national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC §§ 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC § 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC §§ 6101-6107), which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91 616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, §§ 523 and 527 (42 USC §§ 690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC §§ 3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC §§ 12101), as amended from time to time, relating to nondiscrimination in employment on the basis of disability; 10) Monroe County Code Chapter 14, Article II, which prohibits discrimination on the basis of race, color, sex, religion, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; and 11) any other nondiscrimination provisions in any federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. 14.02 Disadvantaged Business Enterprise/Affirmative Action. Operator acknowledges that the provisions of 49 CFR, Part 23, Disadvantaged Business Enterprises (DBE), and 14 CFR Part 152, Affirmative Action Employment Programs are applicable to the activities of Operator under the terms of this Agreement, unless exempted by said regulations, and hereby agrees to comply with all requirements of Owner, the Federal Aviation Administration and the U. S. Department of Transportation, in reference thereto. ARTICLE XV NOTICE 15.01 Any notice given under the provisions of this Agreement shall be in writing and shall be delivered personally or sent by certified or registered mail, postage prepaid to: Owner: Richard Strickland, CM Executive Director of Airports Key West International Airport 3491 South Roosevelt Boulevard Key West, Florida 33040 30 3197 Operator: or such other respective addresses as the parties may designate to each other in writing from time to time. Notice by certified or registered mail shall be deemed given on the date that such notice is deposited in a United States Post Office. ARTICLE XVI PARAGRAPH HEADINGS 16.01 The headings of the various article and sections of this Agreement, and its Table of Contents, are for convenience and ease of reference only, and shall not be construed to define, limit, augment or describe the scope, context, or intent of this Agreement or any part or parts of this Agreement. ARTICLE XVII GENERAL PROVISIONS 17.01 Severability. If any term, covenant, condition or provision of this agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this agreement would prevent the accomplishment of the original intent of this agreement. The Owner and Operator agree to reform the agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. 17.02 Attorney's Fees and Costs. The Owner and Operator agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this agreement, the prevailing party shall be entitled to reasonable attorney's fees, court costs, investigative and out-of-pocket expenses, as an award against the non- prevailing party, and shall include attorney's fees, court costs, investigative, and out-of-pocket expenses in appellate proceedings. Mediation proceedings initiated and conducted pursuant to this agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the Circuit Court of Monroe County. 17.03 Binding Effect. The terms, covenants, conditions, and provisions of this agreement shall bind and inure to the benefit of the Owner and Operator and their respective legal representatives, successors, and assigns. 17.04 Authority. Each party represents and warrants to the other that the execution, delivery and performance of this agreement have been duly authorized by all necessary COUNTY and corporate action, as required by law. 31 3198 17.05 Adjudication of Disputes or Disagreements. The Owner and Operator agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If no resolution can be agreed upon within thirty (30) days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Monroe County Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this agreement by Florida law. 17.06 Cooperation. In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this agreement, the Owner and Operator agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this agreement or provision of the services under this agreement. The Owner and Operator specifically agree that no party to this agreement shall be required to enter into any arbitration proceedings related to this agreement. A party who requests the other's party's participation in accordance with the terms of this section shall pay all reasonable expenses incurred by the other party by reason of such participation. 17.07 Covenant of No Interest. The Owner and Operator covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with its performance under this agreement, and the only interest of each is to perform and receive benefits as recited in this agreement. 17.08 Code of Ethics. The Owner agrees that officers and employees of the Owner recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. 17.09 Public Access. Contractor must comply with Florida public records laws, including but not limited to Chapter 119, Florida Statutes and Section 24 of article I of the Constitution of Florida. The County and Contractor shall allow and permit reasonable access to, and inspection of, all documents, records, papers, letters or other"public record"materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the County and Contractor in conjunction with this contract and related to contract performance. The County shall have the right to unilaterally cancel this contract upon violation of this provision by the Contractor. Failure of the Contractor to abide by the terms of this provision shall be deemed a material breach of this contract and the County may enforce the terms of this provision in the form of a court proceeding and shall, as a prevailing party, be entitled to reimbursement of all attorney's fees and costs associated with that proceeding. This provision shall survive any termination or expiration of the contract. The Contractor is encouraged to consult with its advisors about Florida Public Records Law in order to comply with this provision. Pursuant to F.S. 119.0701 and the terms and conditions of this contract, the Contractor is required to: (1) Keep and maintain public records that would be required by the County to perform the service. (2) Upon receipt from the County's custodian of records, provide the County with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 32 3199 (3) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the County. (4) Upon completion of the contract, transfer, at no cost, to the County all public records in possession of the Contractor or keep and maintain public records that would be required by the County to perform the service. If the Contractor transfers all public records to the County upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the County, upon request from the County's custodian of records, in a format that is compatible with the information technology systems of the County. (5) A request to inspect or copy public records relating to a County contract must be made directly to the County, but if the County does not possess the requested records, the County shall immediately notify the Contractor of the request, and the Contractor must provide the records to the County or allow the records to be inspected or copied within a reasonable time. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY, AT (305) 292- 3470, BRADLEY-RRjAN(& EC Y-FL, V, MONROE COUNTY ATTORNEY'S OFFICE, 1111 12th STREET, SUITE 408, KEY WEST, FL 33040. 17.10 Privileges and Immunities. All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the Owner, when performing their respective functions under this agreement within the territorial limits of the County shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the County. 17.11 Legal Obligations and Responsibilities. Non-Delegation of Constitutional or Statutory Duties. This agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the Owner, except to the extent permitted by the Florida Constitution, State Statute, and case law. 17.12 Non-Reliance by Non-Parties. No person or entity shall be entitled to rely upon the terms, or any of them, of this agreement to enforce or attempt to enforce any third-party claim or entitlement to or benefit of any service or program contemplated hereunder, and the Owner and Operator agree that neither the Owner nor Operator or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this agreement separate and apart, 33 3200 inferior to, or superior to the community in general or for the purposes contemplated in this agreement. 17.13 Attestations. Operator agrees to execute such documents as the Owner may reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, a Drug-Free Workplace Statement and a Vendor Certification Regarding Scrutinized Companies Lists. 17.14 No Personal Liability. NO covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Owner in his or her individual capacity, and no member, officer, agent or employee of Owner shall be liable personally on this agreement or be subject to any personal liability or accountability by reason of the execution of this agreement. 17.15 Execution in Counterparts. This agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this agreement by signing any such counterpart. 17.16 Section Heading. Section headings have been inserted in this agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this agreement and will not be used in the interpretation of any provision of this agreement. 17.17. Rights Reserved. Rights not specifically granted to Operator by this Agreement are reserved to the Owner. 17.18 Mutual Review. This agreement has been carefully reviewed by Operator and the Owner, therefore this agreement is not to be construed against either party on the basis of authorship. Remainder of page blank 34 3201 ARTICLE XVIII ENTIRETY OF AGREEMENT 18.01 The parties agree that this Agreement sets forth the entire agreement between the parties, and there are no promises or understanding other than those stated herein. None of the provisions, terms and conditions contained in this Agreement may be added to, modified, superseded or otherwise altered except by written instrument executed by the parties hereto. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed this day of , 2024. (SEAL) ATTEST: KEVIN MADOK, CLERK BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By: By: Deputy Clerk Mayor OPERATOR By: Witnesses Title 35 3202 Jw,«r to � a& i, u✓�i� «« :/�,. �ir� , � �r�' ,w�, ���/ %r�iiii%�% %r^ �"; a ll r ml n ' 1 r i I � / j w� n % Will f � / qgff � O �r *m�rq �' I / ✓/i I I I- v �' Y� � Witr r N C All/ ilia /lrrrr/ }� %� , a Jf / �j/ rd ,ufl tr 11YG �IIIIIIffII^^IIlIffrrpry��,�� o IVY,N""JUlP7�i'I� � ✓` a� �"� �y /ro �%�f�, ,( :. / if n 011 " w 0 r 1 / b✓rcwY rr�� ��1 r / � � y f// 4i f rU' Y ,�", I � o W f 203 v c +, a w 4 v +, r L Q) L Q) V) Q m c t6 O L O � L Q1 m O Q) Q) Q) C v� z rU6 (z r�6 Q) 4- N U N L Q) L 0 0 0LA O M m Q O E U (L6 Q) c-I +, L J in Q) L `� c6 (D +' ~ Q aJ m O O c ON U E Q) C3D W O � O r6 0 _ E NQ OX � E N Q Q W D O O t C to +, +, 3 Q O > mQ U U i r6 4- — p 4- � Q) ra p C O C +, ro � � Q) L ca m +' r6 O O C Q) U Q) E }' Q) C Vn +, +, r6 m +, C +, Q O to cn O Q) O N to Q U N L � O C O Ln Q) C +, (n O v� .p O Q) O Q1 U C CD LnQ � 3 — Q) Ln co Qc) hA '� O Q O O O O +, >' U M O co Q. �i� Q Q 'V O C Q m D 'L `� Q) ru a � � Ou U U w w L L m e cn > ci O t O +, O to E r6 � ci ra - r6 -6 r6 -6 r6 -6 r6 -6 r6 -6 � � J O o a Li. O iy N O LU O U 4 W a W M _U � > Q u W W a c� v c LU V a z z Z 41 Q) W a a L v g > z o O O w C7 J H a iy U Y p U Q in U ou w O Q H m n i r4 N of v ui to I� 3204 0 u W I Z W W N LA o 0 O N H z II a o 0 J W r'I to Q Z a H = Co 0 W O (6 t N 00 V O M Q) N (6 L I_ ai U C E N O E U 41 O O L ra E C to a ai Z E U O ELn LA i 41 H LUof LU J d M O (6 cJ 0 LU z I= Y LA OG � a O a a LL O o~c a z a 0 zLn LU a H W W LU U W Z J OC U LU Q a LLI LL > U 6L J LU O z of < LU O LU N z LU > H _ LUQ O z o O 00 G1 3205 ATTACHMENT A Annual Budget/Management Fees Having become familiar with the scope of work, examination of the premises, circumstances affecting the proper execution of the work, and a review of Airport conditions throughout this RFP, the undersigned proposes to complete execution of service as follows: A.Annual Budizet Provide an annual budget for the first year of the proposed operation. If your company does not have cost associated with an item below insert"NA" or if items are not listed for the proposed cost of operations please provide on a separate sheet of paper in the same format as follows: Payroll—Manager $ Payroll—Cashiers $ Overtime $ Holiday Pay $ PTO Pay $ Payroll Taxes $ Workers Comp $ Health Care Benefits $ Employee Drug Screening $ Insurance—Liability $ Insurance- Garage Keepers/Legal Liab. $ Uniforms $ General Supplies $ Ticket Expense $ Stationary& Office Supplies $ R&M Equipment $ License& Taxes $ Data Processing $ Cell Phone Allowance(Manager) $ Postage $ Management Fee $ TOTAL ESTIMATED COST: $ B.Annual Management Fee Specify the total annual management fee for each and every year of the initial five-year term as follows: Year 1: $ Year 2: $ Year 3: $ Year 4: $ Year 5: $ Management fee shall be paid in equal monthly installments over the course of the contract year. Specify any proposed adjustment to the management fee for renewal years 6 and 7 should an extension to the initial term be granted. Company Name: Authorized Representative: SIGNATURE: DATE: 39 3206 I 1 %„�k Mal ll JN ✓I" w r// on/ //i� n„, j1 '/F� /i/ ��%% r r1� I u I �" N+" / "ion Fr � 1✓r�iii� /ii / r ",u„ uupp R//m r' ow A/l �, /,1� >"r� I �O j" //mil fill, yylr / 7 r r w � I 01 ii r 4« obw a r, // / f I / >j it %/ /���/ //p ��/ //✓ p? "Y / 'ii % 7 / l / r / 207 ATTACHMENT C EYW Statistical Information CY 2023 ENPLANED PASSENGERS: 6629269 CY 2023 DENPLANED PASSENGERS: 659,425 CY 2023 TOTAL PAX: 193219694 GROSS PARKING REVENUE: FY 2021 -$420,034 FY 2022-$632,160 FY 2023-$683,133 41 3208 nnm ipuuuuuuuum ed S 8 1 S � 8 III IVUIII 8�d e� t� 4j Co 6n ®q I,All eq 1 1 8 co k e r t� _ o v ��u e x, a"I bn rz ID Q� 3209 BID PROPOSAL The Bid Proposal shall be submitted on the forms included in this section of the Bidding Documents as previously instructed therein. Item Description 1. Bid Proposal Form 2. Non-Collusion Affidavit 3. Lobbying and Conflict of Interest Clause (Ethics Clause) 4. Drug Free Workplace 5. Vendor Certification Regarding Scrutinized Companies Lists. 6. Monroe County Occupational License (Current copy to be submitted with bid) 43 3210 PROPOSAL FORM TO: MONROE COUNTY PURCHASING DEPARTMENT https-.//monroecountv-f.i.bonfirehub.com PROPOSAL FROM: The undersigned, having carefully examined the work, specifications, proposal, and addenda thereto and other Contract Documents for the services of: PARKING LOT MANANGEMENT SERVICES AT KEY WEST INTERNATIONAL AIRPORT The Contractor agrees to comply with all contract specification documents. I acknowledge receipt of Addenda No. (s) (Check mark(�) items below, as a reminder that they are included.) I have included the Bid Proposal which entails: • Lobbying and Conflict of Interest Clause • Non-Collusion Affidavit • Drug Free Workplace Form • Public Entity Crime Statement • Vendor Certification Regarding Scrutinized Companies Lists. • Insurance Requirements In addition, I have included a current copy of Monroe County Occupational License ; Insurance Agents Statement ; and all requirements as stated in Section One, Article 1.04 Paragraphs A through C. Print Name: Title: Mailing Address: Telephone: Fax: Date: Signed: Witness: (Seal) 44 3211 NON-COLLUSION AFFIDAVIT I, of the city of according to law on my oath,and under penalty of perjury,depose and say that: 1. T am of the firm of the bidder making the Proposal for the project described in the Notice for Calling for bids for: and that T executed the said proposal with full authority to do so: 2. the prices in this bid have been arrived at independently without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor; 3. unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to bid opening, directly or indirectly,to any other bidder or to any competitor; and 4. no attempt has been made or will be made by the bidder to induce any other person,partnership or corporation to submit,or not to submit, a bid for the purpose of restricting competition; 5. the statements contained in this affidavit are true and correct, and made with full knowledge that Monroe County relies upon the truth of the statements contained in this affidavit in awarding contracts for said project. (Signature of Bidder) (Date) STATE OF: COUNTY OF: Subscribed and sworn to (or affirmed) before me, by means of ❑ physical presence or ❑ online notarization, on (date) by (name of affiant). He/She is personally known to me or has produced (type of identification) as identification. NOTARY PUBLTC My Commission Expires: 45 3212 SWORN STATEMENT UNDER ORDINANCE NO. 10-1990 MONROE COUNTY, FLORIDA ETHICS CLAUSE warrants that he/it has not employed, retained or otherwise had act on his/its behalf any former County officer or employee in violation of Section 2 of Ordinance No. 10-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 10-1990. For breach or violation of this provision the County may, in its discretion, terminate this contract without liability and may also, in its discretion, deduct from the contract or purchase price, or otherwise recover, the full amount of any fee, commission,percentage, gift, or consideration paid to the former County officer or employee. (signature) Date: STATE OF COUNTY OF Subscribed and sworn to (or affirmed) before me, by means of ❑ physical presence or ❑ online notarization, on (date) by (name of affiant). He/She is personally known to me or has produced (type of identification) as identification. NOTARY PUBLIC My commission expires: OMB -MCP FORM 44 46 3213 DRUG-FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that: (Name of Business) 1. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace,the business's policy of maintaining a drug-tree workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection(1). 4. In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid,the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five(5)days after such conviction. 5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community,or any employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. STATE OF (Signature of Respondent) COUNTY OF Date Subscribed and sworn to (or affirmed) before me, by means of❑ physical presence or ❑ online notarization, on (date) by (name of affiant). He/She is personally known to me or has produced (type of identification) as identification. NOTARY PUBLIC My commission expires: 47 3214 PUBLIC ENTITY CRIME STATEMENT "A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list." By executing below,proposer states that he/she/it is in compliance. STATE OF (Signature of Respondent) COUNTY OF DATE Subscribed and sworn to (or affirmed) before me, by means of❑ physical presence or ❑ online notarization, on (date) by (name of affrant). He/She is personally known to me or has produced (type of identification) as identification. NOTARY PUBLIC My commission expires: 48 3215 VENDOR CERTIFICATION REGARDING SCRUTINIZED COMPANIES LISTS Project Description(s): Respondent Vendor Name: Vendor FEIN: Vendor's Authorized Representative Name and Title: Address: City: State: Zip: Phone Number: Email Address: Section 287.135, Florida Statutes prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of any amount if, at the time of contracting or renewal, the company is on the Scrutinized Companies that Boycott Israel List, created pursuant to Section 215.4725, Florida Statutes, or is engaged in a Boycott of Israel. Section 287.135, Florida Statutes, also prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of$1,000,000 or more, that are on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector Lists which were created pursuant to s. 215.473, Florida Statutes, or is engaged in business operations in Cuba or Syria. As the person authorized to sign on behalf of Respondent, I hereby certify that the company identified above in the Section entitled "Respondent Vendor Name" is not listed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel and for Projects of$1,000,000 or more is not listed on either the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged in business operations in Cuba or Syria. I understand that pursuant to Section 287.135, Florida Statutes, the submission of a false certification may subject company to civil penalties, attorney's fees, and/or costs. I further understand that any contract with the County may be terminated, at the option of the County, if the company is found to have submitted a false certification or has been placed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel or placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List or been engaged in business operations in Cuba or Syria. Certified By: , who is authorized to sign on behalf of the above referenced company. Authorized Signature: Print Name: Title: Note: The List are available at the following Department of Management Services Site: http://www.dms.m,vflorida.com/business operations/state®purchasing/vendor information/convicted suspended®discriminatory complaints®vendor lists 49 3216 INSURANCE CHECKLIST FOR VENDORS SUBMITTING PROPOSALS FOR WORK To assist in the development of your proposal, the insurance coverage's marked with an"X"will be required in the event an award is made to your firm. Please review this form with your insurance agent and have him/her sign it in the place provided. It is also required that the respondent sign the form and submit it with each proposal. WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY Workers' Compensation Statutory Limits WC1 X Employers Liability $100,000/$500,000/$100,000 WC2 Employers Liability $500,000/$500,000/$500,000 WC3 Employers Liability $1,000,000/$1,000,000/$1,000,000 WCUSLH US Longshoremen& Same as Employers' Harbor Workers Act Liability WCJA Federal Jones Act Same As Employers' Liability 50 3217 GENERAL LIABILITY As a minimum, the required general liability coverage will include: • Premises Operations Products and Completed Operations • Blanket Contractual • Personal Injury • Expanded Definition Of Property Damage Required Limits: GL1 X $100,000 per Person; $300,000 per Occurrence $50,000 Property Damage or $300,000 Combined Single Limit GL2 $250,000 per Person; $500,000 per Occurrence $50,000 Property Damage or $500,000 Combined Single Limit GL3 $500,000 per Person; $1,000,000 per Occurrence $100,000 Property Damage or $1,000,000 Combined Single Limit GL4 $5,000,000 Combined Single Limit Required Endorsement: GLXCU Underground, Explosion and collapse (XCU) GLLIQ Liquor Liability GLS Security Services All endorsements are required to have the same limits as the basic policy 51 3218 VEHICLE LIABILITY As a minimum, coverage should extend to liability for: Owned; Non-owned; and hired Vehicles Required Limits: VL1 X $50,000 per Person; $100,000 per Occurrence $25,000 Property Damage or $100,000 Combined Single Limit VL2 $100,000 per Person; $300,000 per Occurrence $ 50,000 Property Damage or $300,000 Combined Single Limit VL3 $500,000 per Person; $1,000,000 per Occurrence $100,000 Property Damage or $1,000,000 Combined Single Limit VL4 $5,000,000 Combined Single Limit MISCELLANEOUS COVERAGES BR1 Builders' Limits equal to the Risk completed project MVC Motor Truck Limits equal to the maximum Cargo value of any one shipment PRO1 Professional $ 250,000 per Occurrence/$ 500,000 Agg. PR02 Liability $ 500,000 per Occurrence/$1,000,000 Agg. PR03 $1,000,000 per Occurrence/$2,000,000 Agg. POL1 Pollution $ 500,000 per Occurrence/$ 1,000,000 Agg. POL2 Liability $1,000,000 per Occurrence/$ 2,000,000 Agg. POL3 $5,000,000 per Occurrence/$10,000,000 Agg. ED 1 Employee $ 10,000 ED2 X Dishonesty $100,000 GK1 Garage $ 300,000 ($ 25,000 per Veh) GK2 Keepers $ 500,000 ($100,000 per Veh) GK3 $1,000,000 ($250,000 per Veh) 52 3219 MED1 Medical $ 250,000/$ 750,000 Agg. MED2 Professional $ 500,000/$ 1,000,000 Agg. MED3 $1,000,000/$3,000,000 Agg. MED4 $5,000,000/$10,000,000 Agg. IF Installation Maximum value of Equipment Floater Installed VLP1 Hazardous $ 300,000 (Requires MCS-90) VLP2 Cargo $ 500,000 (Requires MCS-90) VLP3 Transporter $1,000,000 (Requires MCS-90) BLL Bailee Liability Maximum Value of Property HKL1 Hangarkeepers $ 300,000 HKL2 Liability $ 500,000 HKL3 $1,000,000 AIR1 Aircraft $ 1,000,000 AIR2 Liability $ 5,000,000 AIR3 $50,000,000 AEO1 Architects Errors $ 250,000 per Occurrence/$ 500,000 Agg. AEO2 & Omissions $ 500,000 per Occurrence/$1,000,000 Agg. AEO3 $1,000,000 per Occurrence/$3,000,000 Agg. EO1 Engineers Errors $ 250,000 per Occurrence/$ 500,000 Agg. EO2 & Omissions $ 500,000 per Occurrence/$1,000,000 Agg. EO3 $1,000,000 per Occurrence/$3,000,000 Agg. 53 3220 INSURANCE AGENT'S STATEMENT I have reviewed the above requirements with the respondent named below. The following deductibles apply to the corresponding policy. POLICY DEDUCTIBLES Liability policies are Occurrence Claims Made Insurance Agency Signature RESPONDENTS STATEMENT I understand the insurance that will be mandatory if awarded the contract and will comply in full with all the requirements. Respondent Signature 54 3221 ADDENDA NO. 1 July 26, 2024 NOTICE OF REQUEST FOR COMPETITIVE SOLICTATIONS KEY WEST INTERNATIONAL AIRPORT Parking Lot Management Services KEY WEST, MONROE COUNTY, FLORIDA RFP-565 0 E.......... Prepared for: THE MONROE COUNTY BOARD OF COUNTY COMMISSIONERS HOLLY MERRILL RASCHEIN,DISTRICT 5 MAYOR JIM SCHOLL,DISTRICT 3 MAYOR PRO TEM CRAIG CATES,DISTRICT 1 COMMISSIONER MICHELLE LINCOLN,DISTRICT 2 COMMISSIONER DAVID RICE,DISTRICT 4 COMMISSIONER 3222 ADDENDA NO. 1 July 26, 2024 NOTICE OF REQUEST FOR COMPETITIVE SOLICTATIONS KEY WEST INTERNATIONAL AIRPORT Parking Lot Management Services KEY WEST, MONROE COUNTY, FLORIDA RFP-565 Pursuant to the terms of the Request For Competitive Solicitations for the Key West International Airport Parking Lot Management Services, the County is issuing Addendum #1 to change the bid opening date to August 14, 2024. The Monroe County Purchasing Department hereby directs that bids be submitted via the Bonfire electronic bidding platform at https:// onroecounty®11.bonfrehub.co , no later than 3:00 P.M. on Wednesday,August 14, 2024. There is no cost to the bidder to use the Bonfire platform. End of Addendum #1. 3223 ADDENDA NO. 2 July 31 , 2024 NOTICE OF REQUEST FOR COMPETITIVE SOLICTATIONS KEY WEST INTERNATIONAL AIRPORT Parking Lot Management Services KEY WEST, MONROE COUNTY, FLORIDA RFP-565 ✓ 18 24 2os r� T � C rF_ LN rY N Prepared for: THE MONROE COUNTY BOARD OF COUNTY COMMISSIONERS HOLLY MERRILL RASCHEIN, DISTRICT 5 MAYOR JIM SCHOLL,DISTRICT 3 MAYOR PRO TEM CRAIG CATES,DISTRICT 1 COMMISSIONER MICHELLE LINCOLN,DISTRICT 2 COMMISSIONER DAVID RICE,DISTRICT 4 COMMISSIONER 3224 ADDENDA NO. 2 July 31, 2024 NOTICE OF REQUEST FOR COMPETITIVE SOLICTATIONS KEY WEST INTERNATIONAL AIRPORT Parking Lot Management Services KEY WEST, MONROE COUNTY, FLORIDA RFP-565 Pursuant to the terms of the Request For Competitive Solicitations for the Key West International Airport Parking Lot Management Services, the County is issuing Addendum #2 in response to requests for information received. The requests will be restated verbatim followed by the County's response. Questions received 07/09/2024: Q 1: Per section 1.10A, are the technical proposals and financial proposals to be uploaded onto the Bonfire site or emailed? Al: The Monroe County Purchasing Department directs that bids be submitted via the Bonfire electronic bidding platform at ttps://monroecounty-f .bonfirehub.com, no later than 3:00 P.M. on Wednesday, August 14, 2024. There is no cost to the bidder to use the Bonfire platform. Q2: Per section 2d, page 13 of the RFP and the first paragraph of page 17, how does the airport plan on reimbursing the Operator for the new Parking Access and Revenue Control System? Will it be direct reimbursement, spread over the term of the agreement, or included in the management fee? A2: The airport will reimburse the contractor for the cost of the new parking access and revenue control system in equal monthly payments over the term of the contract. Q3: Per section 2e,page 13 of the RFP, where does the airport have parking meters? Are there new meters the airport is expecting to install or wanting the operator to install? A3: Disregard; there are no parking meters currently at the airport nor contemplated at this time. Q4: Per the section regarding DBE in section 3B on page 15, what is the ACDBE spending requirement percentage? A4: Disregard, DBE has been removed from the scoring sheet. Q5: Please clarify the timing of revenue deposits. The section on page 18 indicates weekly while section 2h on page 13 indicates daily. A5: Per County policy, cash must be deposited at the County's bank within 24 hours of receipt. Q6: Who will be the merchant of record for credit cards—the operator or the Airport? A6: The County Clerk is the merchant of record for credit cards. Q7: When is the start date of the contract? 3225 A7: It is anticipated that the effective date of the contract shall be 1/l/2025. Q8: Is a proposal bond required? A8: No. Q9: Are there any types of performance or fidelity bonds required? A9: Per the insurance checklist attached to the RFP package, a dishonesty bond or policy is required in the amount of$100,000.00. Q 10: Is the CPA audit as described on page 19, a reimbursable expense? A10: Yes, please include the cost of the annual audit as part of the contractor's annual budget. Q 11: Please provide a two-year history of all employee work hours and wages that have been reimbursed to the operator by the Authority. All: Please see attached. Q 12: Please provide the past two years of the parking and staffing budgets. Al2: Please see attached. Questions received 07/10/2024: Q 13: RFP Page 4, Section 1.01: What will the operator's responsibilities be with the employee lot? A13: Contractor is not responsible for the employee lot. Q 14: General: Is there a proposal and/or performance bond required for this opportunity? A14: No. Q 15: General: What is the estimated start date of the Agreement? A15: See Answer A7 above. Q 16: RFP Page 5, Section 1.04 "Title Page": Is there an RFP number for this opportunity? A16: The RFP number is RFP-565. Q 17: General: Is there an ACDBE goal established for this opportunity? A17: See Answer A4 above. Q 18: General: Is the operator responsible for providing credit card processing services or will the Airport/County be merchant of record? If it is the operator, should estimated processing and gateway fees be included on the budget? 3226 Al 8: See Answer A6 above. Q 19: Contract, page 22, Section2.02: Is the Airport looking for a total replacement of the PARCs system or just two automated exit pay stations? Can the Airport provide the location of these stations? A19: The Airport is looking for a total replacement of the PARCs system including the two automated exit pay stations. The stations are located at the entrance/exit of the long-term covered premium parking lot and the entrance/exit of short-term parking surface lot. Q20: Contract,page 22, Section2.02: Should the capital expense from the equipment be included as a monthly reimbursement on the budget, in the operator's management fee or will it be reimbursed by Airport? A20: See Answer A2 above. Q21: Contract, page 27, Article X: Will the Airport/County add language if the agreement is terminated for any reason the County/Airport will reimburse the operator for any unamortized capital expenses (i.e. PARCs equipment)? A21: Yes, language will be added to the contract that if the contract is terminated prior to the full payment of the new PARCs equipment,the County/Airport will reimburse the operator for the remaining PARCs equipment balance. Questions received 07/16/2024: Q22: Will the Airport consider a cashless 100% digital PARCS solution with no paper tickets? A22: No. Q23: Will the Airport consider remote management -meaning no staff on the lot and a phone number to call for assistance, questions, and payment? A23: No. Q24: Can the Airport please provide a current roster, without employee names, detailing the following: Date of Hire Pay Rate or Annual Salary Job Title Description of Benefits: Pension, Health Insurance (Cost of Health Insurance and type of coverage, for example, EE only, EE+l, family) A24: Date of hire and benefits information is held by the current management service provider. For Pay Rate and Job Title, please see Answer A 11 and A 12. Q25: Can the Airport provide the last two years' actuals by line item, including management fees and the current year's budget? A25: Please see attached. Q26: Page 13, Section Two (D) states that the respondent must install new automated pay station equipment and fully maintain it. Can the Airport confirm that all costs of this equipment are reimbursable? 3227 A26: See Answer A2 above. Q27: Page 19 of the RFP states that an external Annual Audit is required. Can the Airport confirm if these Annual Audit costs are reimbursed or included in our management fee? A27: See Answer A10 above Q28: Can the Airport provide the last three years' incentive bonus paid to the current operator? A28: The incentive bonus language and percentage is included in Sec. 4.01 of the proposed contract and the evaluation form is attached to the RFP package. Q29: Page 9, Section 1.10 (A) states the confidential financial information is to be submitted in a separate email from your bid and required documents. There is a separate file upload via the Bonfire platform as well. Can you please clarify if the confidential financial information along with Attachment A should be uploaded and/or submitted via email to the RFP contact in addition to being uploaded via the separate upload on the Bonfire platform? Is there a required file format for these files (PDF or Excel)? A29: Submit all documents in the Bonfire platform in pdf format. Q30: Can you please provide a copy of the pre-bid meeting sign-in sheet? A30: The pre-bid meeting sign-in sheet is attached. Q31: Can you please provide a copy of the current parking agreement, including management fees? A31: The original agreement and month-to-month renewal agreement are attached to this addendum. The management fee is state in the agreement. Q32: Can you confirm if the County or the contractor is the merchant of record(MOR) for credit card processing'? Who will be responsible for PCI compliance, and will expenses related to PCI compliance be reimbursed? A32: See Answer A6 above. The County IT Department is responsible for PCI compliance. Q33: Page 7, Section 1.04 of the RFP references letters "C" and "D"but is not preceded by letters "A" and"B." Can you please confirm if this is a typo or if A and B need to be added'? A33: This was a typo. "Note: Please be advised that the process for scoring the proposals is being revised as follows: REVISED SECTION THREE Process for Scoring Proposals A. Selection Criteria All Responses will be reviewed to certify that the mandatory elements as described in this RFP are met. All technical elements of the proposal will be scored by the Evaluation Committee, which shall consist of members of the airport and county staff as selected by the Executive Director of Airports, utilizing the scoring criteria as provided below. Each member will score each Proposal independently and scores will then be tabulated. The Evaluation Committee will hold a public meeting to discuss the proposals and scoring. During the meeting, the Evaluation Committee members may, in their discretion, amend their scores. The Respondent with the 3228 highest cumulative score will be recommended for the resulting contract to the Board of County Commissioners for approval. B. Proposal Scoring Criteria Proposals can receive a maximum of 100 points per the criteria listed below. Technical Response (Represents 60% of the score): • Introductory Letter, Description of Company, & Workload& DBE (Max 5 Points) • Qualifications and Experience (Max 24 20 Points) • Approach and Mobilization (Max 24 15 Points) • Structure of Management Fees (Max 5 Points) • Passenger Enhancements (Max 5 Points) Cost of Services (Represents 40% of score) The Respondent submitting the lowest total Management Fee, will receive the maximum points. The other Respondent's will be scored on a relative percentage of the dollar amount higher than the lowest price. The price points will be determined in accordance with the following formula: Lowest Price-A Proposer's Price-B Total Possible Points for Price -C Points Earned by Proposer-A/B x C =D Presentations (Will not be scored—Max 10 points) All Respondents will present key aspects of their qualifications and will be expected to answer questions from the Evaluation committee, if applicable. Respondents will have 30 minutes to present to the Evaluation Committee. The dates for the presentations are included in the Timeline of Events but the exact times will be determined at a later date and an addendum will be issued with the presentation schedule. ***End of Process for Scoring Proposal *** The proposed Timeline of events is as follows: 1) August 14, 2024 at 3:00 p.m. EST - Open RFP responses. 2) August 21, 2024 at 3:00 p.m. EST - Public Meeting to announce RFP Selection/Evaluation Committee's individual scoring and total scoring tabulation. 3) Respondent's in-person presentations—beginning at 1:30 p.m. EST on August 22, 2024. End of Addendum #2. 3229 ATTACHMENTS FOR ANSWER Al Labour Distribution-June 2022 Project Code Project emp�,. Name Earnings Code Hours Amount ... RC53L1 Key West Alrport Comack,Patrick OVT 2 40.50 RC53L1 Key West Airport Comack,Patrick REG 80 1,200.00 ROM Key West Airport Grotowski,John 0VT 72 3,183.63 11031.1 Key West Airport Grotowski,John REG 80 2,352.90 RC53L51 11 Key West Airport Comack,Patrick HOL 8 12 0.00 RC531-51 Key West Airport Comack,Patrick REG 142 2,137.25 RC531.51 Key West Airport Grotowski,John HDW 16 70S.84 RC531.51 Key West Airport Grotowski,John IMGTC - 1.50 RC53L51 Key West Airport Grotowski,John OVT 163 7,195.91 RC53L51 Xey West Airport ._... Grotowski,John REG„ 144m® 4,235„05 Grand Total 709 2 27i 48 3230 q w r, r14 co 0 49t 6 tti 6 06 q A4 r1s, rq N co m N 4 4D (Ts "i r-q Ln N �4 M, TT H H r4 tn it Lu Ce uj x 0 w cc x 0 cc ol 0 0 0 0 m m m CL 0 0 41 41 E E E 0 0 0 u u u GI o 0 0 0 0 010 0 CL CL CL CL ck. 0. CL CL ix ce! Ix ix cc ac CC cc lo- rm t; t; t; W, w ui ww w w m 0 4-J 3231 Labour Distribution-August 2022 00 Project Code Project Empfavea Name Earnings Code Routs Amount,-,, - KEY WEST AIRPORT ....... 6.47 145.50 R63LI 6oins'c'k-,Patrick overtime RC53LI KEY WEST AIRPORT Comack,Patrick Regular Pay 136.52 2,047.50 RC53LI KEY WEST AIRPORT Grotowski,john Floating Holiday 9.00 235.28 )0 RC53LI KEY WEST AIRPORT Grotowski,John Overtime 156.79 6,917.22 RC53LI KEY WEST AIRPORT Grotowski,John Regular Pay 159.99 4:70S.60 kC-53LSI-- KEY WEST AIRPORT Grotowskip,John BP Group Term L - GrandTotall 467.77 14,052,10 3232 Labour Distribution-September 2022 ProJectCpde project__.. _ la°y ._._..._ Code Hours Amount RC53L1 KEY WEST AIRPORT CamrnaCk,e Name EHDW arn �6 . 16.23 RC531.1 KEY WEST AIRPORT Comack,Patrick OVT 9.05 1 .20362 RC53L1 KEYWESTAIRPORT Comack,Patrick REG 121.7 75 RC531.1 KEYWESTAIRPORT Grotowskl,John HOL 7.20 211.75 RC53L1 KEYWESTAIRPORT Grotowski,John HDW 0.80 35.29 RC53L1 KEY W EST AIRPORT Grotowski,John OVT 169.78 7,489.28 RC53LI KEYWESTAIRPORT Grotowski,John PTO 16.00 470.56 RC531.1 KEY WEST AIRPORT Grotowski,John REG 159.19 4,682.05 ®. ..... .. GTC � 100 �< RC53L51 KEYWESTAIRPORT Grotoaaski,John IM 3233 Labour Distribution-October 2022 �+ RC53L1 p6e�t EnwuPI a e rnin8s Coe a Ha gs mo nt 3-1 1100 SIMONTON ST Comack,Patrick REG 32.88 493.25 RC53Li RS3-1_1100 SIMONTON ST Grotowski,John OVT 72.17 3,183.65 RC53L1 RS3-1_1100 SIMONTON ST Grotowski,John REG 80.00 2,352.80 - R[53L51 R53-51 1100 SIMONTON ST Comack,Patrick REG 34.29 514.25 RC53LS1 R53-51 1100 SIMONTON ST Grotowski,John OVT 64.00 2,823.36 RC53LSI R53-Sl_1100 SIMONTON ST Grotowski,John REG 80.00 2,352,80, f Grand Total 33. 11,720.11 ,P 3234 Labaur Distribution-November 2022 Project Code jProject Ernpiffee Name iEamlrw Code Hours Amount RC531.51 1153-511100 SIMONTON ST CoMack,Patrick OVT 2.88, 64.87 icsirsl IR53-511100 SIMONTON ST Comack,Patrick REG 151.01 2,265.25 RC53L5I JR53-51 2100 SIMONTON ST Grotowski,John OVT 138.38 6,626.02 j"C-53L51 1153-51 1100 51MONTON ST Grotowski,John REG 160.00 5,044.80 RCS31.51 IR53-511100 SIMONTON ST Grotowski,John RT 530.0 Grand Total 452.271 14,520-94 3235 Labour Distribution-December 2022 V Project Code I Project Em is ee Name !arnings Cade Hours Amount RC53LSi R53- k 1100 SIMONTON ST Cornack,Patrick HOL 5.00 120.00 RC53LS1 R53-51 110051MONTON ST Comack,Patrick OWRT 2.03 45.75 RC53151 R53-51 1100 SIMONTON ST Coma k,Patrick REG 201.67 3,024.75 RC53LS3 RS3-51�1100 SIMONTON ST Comack,Patrick HOW 16.07 361.50 RC531.51 RS3-51 1100 SIMONTON ST Grotows,kl,John HOL 8.W 269.20 RCS L5 I R53-51_1100 SIMONTON ST Grotowskl,John OVT 234„;39 11,831,32 RC53L51 RS3-S1�1100 SIMONTON ST Grotowskl,John PTO 32.00 1,076.60 RC53L51 R53-51�1100 SIMONTON ST Grotowski,John REG 240.00 6,076.JDi Grand Total 742.16 24 JJ05,33 1/ 3236 Labour Distribution-January 2023 Project Code Pro ect Em o e Name Earnings Code Hours Amount 117.88 1.76815 RC53L51 R53 S1 1100 SIMONTON ST Comack,Patrick HOW 16.17 363.750 RC53L51 R53.51 1100 SIMONTON ST Grotowski,John HOL a.00 RC53L51 R53-S1 1100 SIMONTON ST Grotowski,John OVT 158.35 7,991.89 RC531.51 R53-SI 1100 SIMONTON ST Grotowsm,John REG 160.00 5,384w00 RC53151 R53.5'1 '1100 51MONTON 57 Grotrrwskl',John FHL 8.00 269.20 Grand Total A58.40 16,046.19 3237 Labour Distribution-February 2023 Project Code -7 Project Code Hours Amount Employee Name Earnings RCS3L51 R53.51_1100 SIMONTON ST Comack,Patrick Overtime 4.63 104.25 RC53L51 R53-51_1100 SIMONTON ST Comack,Patrick Regular Pay 1S4.77 _2,320S RCS3L51 1153-511100 SIMONTON ST_Gro_awskl,John Overtime 153.54 RC53LSI R53-51 U00 SIMONTON ST Grotowski,John Paid Time Off 8.00 264.20 RC531.51 1100 SIMONTON ST Grotowski,John Regular Pay I59.99 5,384.00 Grand Total 480.93 3238 Labour Distribution-March 2073 Project Cade Project Employee Name Earnings Code Hours Amount 724.12 RC53L51 R53-51_1100 SIMONTON ST Comack,Patrick Regular Pay 140 42 , .237725 RC53L51 R53-511100 SIMONTON ST Grotowski,John RC531.51 R53-51„1100 SIMONTON ST Grotowski,John Paid Time Off 8.00 269.20 RC53L51 R53-51_1100 SIMONTON ST Grotowski,John Regular Pay 159.99 5,384.00 Grand Total 499.58 15,868.18 3239 Labour Distribution-April 2023 Project Code Project, Employee Name Earnings Code— "n Amount RCSUSI 11,53-51 1100SIMONTONST Gralowski,John overtime — 2,75.56 13,909-22 jiE5-3LS1 R53-51.1100 SIMONTON ST Grolowski,John Regular Pay 159.99 S,394.01 4,/ ;rand Total 435-55 _19,293.23 3240 Labour Distribution-May 2023 �"Y Project Code Project Employee Name Earnings Code Hours Amount RC531.51 R53-51_1100 SIMONTON ST Grotowski,John Overtime 272.31 13,745.16 RC53L51 R53-51 1200 SIMONTON ST Grotowskl,John Regular Pay 160.00 5,383.99 RC531.51 R53-51_1200 SIMONTON ST Grotowski,John Minimum Wage Grand Total 432.31 i9, 130.17 �/ 3241 Labour Distribution-June 2023 ....... .... . Project ok Project Employee Name — Earnings Code Hours Amount RCS3LS1 053-S1 1100 SIMONTON ST drotowiW,John Overtime 317.70 16,035m RC53LSI M-511200 SIMONTON ST (irotowski,John Regular pay 223.30 7,514A3 I RC53LSI R53.51 1100 SIMONTON ST ar owskil,John Min Wage Mall _(1.00) 807.60 RC53LS1 RS3,-51_1100 SIMONTON ST 6rotowski,John Paid Time Off 24.00 RCS31.51 R53-51 '1100 SIMONTON ST 'Grotowski,John Holiday Workail 16.70 842.93 -5' 69S.57 "5' 31.62 TC53L51 R53-51_1100 SIMONTON ST Jones,Kevin Res — 314.60 t _ Regular Pay 14.30 '53-51 1100 SIMONTON ST f6emoran,Angela RC53LSI 51 �brand Total 3242 Labour Distribution-July 2023 Project Code Project 'Employee Name Earnings Code Hours Amount RC531.51 R53-51 1100 SIMONTON ST Grotowski,John Overtime 190.61 9,621.36 RC531.51 R53-51 1100 SIMONTON ST Grotowski,John Regular pay 145.32 4,889.91 RCS3LS1 R53--51 1100 SIMONTON ST Grotowskl,John Holiday Worked 14.68 741.14 RC531.51 R53-51 1100 SIMONTON ST Demoran,Angela Re ular Pay 54.15 1,191.30 RCS31.51 R53-51_1100 SIMONTON ST Huffman,Mark Regular Pay 25.36 557.71 / Grand Total 1 430.121 17,001.42 J 3243 / / Grand TOW �=S.76 v Labour Distribution-Oct 2023 e Hours Amount Project Code Project Emptoyee Name RCS31-51 R53-5 1.1100 SIMONTON ST Grotowski..John Overtime 114.73 RC531-51 AS3-511100 SIMONTON IT Grotowski,Joh!l_le_gular P�Y— 15%99 5,383.99 RCS31-51 R53-5111DO SIMONTON ST Demoran,Angela �egular_Fay ___105-77 2,326.97 RC531.51 R53-511100 SIMONTON ST Huffman,,-Mark �Regular Pay 64.85 1,425.70 G.I raadTotal ...... _:nL.34j—14,92841 3246 Labour Distribution-Nov 2023 CarnIngs Code Hours Amount Project code Project T;Proyee G - Overtime 116.75 S RC53L51 Grotowsli,John 89 112 RC53LS1 Grotowski,John .1egular_Pay 11 SqS9 L383-91 32.00 RCS3LS1 R53-Sl1100 SIMONTON ST Grotowki-John Paid Time Off — 1,076.110 RCS31S1 R53-51 1100 SIMONTON ST B Regular r PaYe-cran Angpli 87.44 RC531.51 R53.51_1100 SIMONTON ST Huffman,Mark Regular Pay- 7657 168447 Grand Total 472is 3247 Labour Distribution-Dec 2023 Project Code Project EmptoVee Name Earnings Code Hours Amount Overtime 149.96 RC53L51 R53-5 1_1100 SIMONTO N ST Grotowskii,John M 7,567,89 KC53b"I RS3.51_1100 SWONTON ST G 2gg!�� 239rotowski,John L075-99 Re RC53LSI R53-51-11005WONITONST ,m,,,n,Angel, Lg u tar-Pay 109.24 186,79 RC.5301 R53-51 1100SIMONTONST HuffMan Mark ;Regular Pay 85.75 1,886.15 RC53L51 IR53-51_1100 SIMONTON ST Huffman,Mark Holiday Worked 5.83 192.50 Grand Total 668.31 21,831.7'7 3248 Labour Distribution-Jan 2024 projer-tCDde Project im—ployeeName EamingsCode ._ i7ours Amount RCS3L51 RS 3-5 1_1 10051 M 0 N TO NST GrotowskiJohn awrtime 106.00 4,26, RC53L5I RS3•Sj._jj0()SjMONTONST GrotowskiJohn RegularPay 127.6� S.51 0. 84 RC53L51 R53-5i.1100SIMONTONST Gwtowskidchn HolidayWorked 32.00 1.,654.75 RC53L51 R53,51-1100SWONTONST Demoran,Angcta ReRularPaY 99.00 2,200.74 RC53L51 R53--Sl-110051MONTONST Demoran.Ange la HolidayWorked 17.00 554.40 RC53M RS3- l_ I=I'MONTONST Huffrnan,,Mark RegularPay 53.00 1,167.10 GrandTotal 434.0015,223-34 3249 Labour Distribution-Feb 2024 Project Ear.ning$Code Hours Amount Project Code Employee Name RC53LSI Gro�owskijohn overtime 102.70 S,�183.79 R53-51 1100SIMONTONST TotowskiJohn lRe_gulalaV L59M98 RC53LSI —�E, li,,ohn Paid T�me Off 16.OD 538.40 RCS3LS1 R53-Sl- MONTONST_Grotows 122.33 —2,691.33 RC53L51 A53-51 1100MMONTONST oemoran,Angelz Regularpay 5769 1,268-69 RCS361 JR53-51_1100SJMONTONST Zffman,Mark egularPaV 458.63 1SMS-20 7- (irandTotal 3250 Labour Distribution-Mar 2024 J Project Code Project Em Earnings Code RC531.51 Groploveetows_kiJohnName Hours Overtime 123.94 Amount RC53L51 —R53-51_1 IODSIMONTONST GrotowskiJohn Le ularPa 160.00 5,384,00 RC53L51 —R53-51-110OSIMONTONST Grotowskljohn fio�!fng Holiday 8.00 269.20 Dernoran,Anixela IIS 37.95 RC53L5I R53-51 1100SIMONTONST Overtime RC53L51 MONTONST 2,652.46 IDemcran.Angela p!ula erPaV 120S6 u,,.a RC53LSI R53-5I-11 OSIMONTONST Huffrnan,Mark egularPay 27.561 606.46 Grand Total 1S,205.59 3251 d d ch LO LD Ln ''m CO 4 00 �4 4 Ln c 1 °° m n `° 0000 O Ln Ln N Lr C � 3 O E a r-I d d r. 00 Ln rl 1* O O L70 a7 N CO O O LD -I O Ln ` r q LD e-i M N q' O x V m'0 m m c E E a a `—° F- �. m E .0 W O OC 0- O OG d N O N cL Q y m M E L L Y a+ Z O O O C C m Q <( cu in N cn- 3 � � C 3 3 m m (A 0 O O o OO .y E E CL Y 10 4- 3 E Nd U 0 0 C1 0 _ O f0 V C L F- F- '.Ln LP) Ln Ln V) Ln Z Z ''Z Z Z Z O O 010 0 O F- F- F- F- F- F- Z Z ''Z Z Z Z 0 0 0 0 0 0 Ln Ln (,- Ln N Ln O O O O O d O O O O O d ,I c-I 1-1 r-i c-I rl c-i c-I c-I u `-Jl -� rH �+ '' y Ln Ln Ln Ln Ln 'L.n Ln Ln Ln Ln Ln 'Ln a ac a LY w LY a� V 0 ++ in Ln Ln Ln Ln Ln V J J J J _L J ''... M fn M M M M Ln Ln Ln Ln Ln Ln ''.....•� U U U U U U 3252 Labour Distribution-May 2024 Projert Code Project Employee Name Earnings Code Hours Amount RC53L51 R53-51_11.00SIMON'TONST Grotowskl,lohn Overtime 157.60, 7,954X0 RC53L51 AS3-51„11005NMONTONST Crotowsk1john RegularPey 240.00 1075.98 IRCS3LS1 RS3-51 1100SIMONTONST Demoran„Angela RegularPay 181.22 3„986.42 Grand Total 578.92 20,016.40 3253 ATTACHMENTS FOR ANSWER Al2 ® a a � . July 1, 2022 through June 30, 2023 (Effective 5.1.2023) a EXPENSES: Wages $ 189,924 Vacation & Holiday $ 8,993 401 k* $ 2,100 Payroll Taxes $ 17,517 Worker's Compensation $ 13,924 Health &Welfare* $ 7,236 Total Personnel Expense $ 239,693 Insurance-Liability GL $ 4,668 Telephone-Internet $ 5,000 Telephone-Cellular $ 1,150 Postage $ 500 Data Processing $ 5,100 Repairs & Maintenance- Equipment $ 5,000 Uniforms $ 1,200 Personnel Selection - Employee Background $ 750 Professional Services-Consulting (mystery shop) $ 580 Office Supplies $ 1,500 Licenses $ 300 Tickets $ 1,800 General Supplies $ 3,500 Storage- Lease/Rental $ 3,450 Training $ 1,000 Total Operations Expenses $ 35,498 Management Fee-Operations $ 36,000 Management Fee- PARCS $ 58,599 Total all Expenses $ 369,790 Republic Year 4 Annual Revised Budget 3254 4, F 3255 MENEENEREE=9 ENEENEEM July 1, 2023 through June 30, 2024 RPS Budget Year Five EXPENSES: Wages $ 198,016 Vacation & Holiday 9,992 401 K 4,160 Payroll Taxes 17,586 Worker's Compensation 14,561 Health &Welfare 5,436 Total Personnel Expense $ 249,751 Insurance-Liability GL 4,668 Telephone- Internet 5,000 Telephone-Cellular 1,150 Postage 600 Data Processing 5,100 Repairs&Maintenance- Equipment 12,000 Uniforms 2,000 Personnel Selection - Employee Background 1,000 Professional Services-Consulting (mystery shop) 700 Office Supplies 2,000 Licenses 500 Tickets 3,000 General Supplies 3,500 Storage- Lease/Rental 4,000 Training 1,000 Total Operations Expenses $ 46,218 Management Fee-Operations 36,000 Management Fee- PARCS 58,599 Total all Expenses $ 390,568 Key West Airport Annual Budget YR 5 2023- 2024 3256 3257 0 ® • 0 Jul 1, 2024 through December 31, 2024 RPS Budget Y 9 Year Six EXPENSES: Wages $ 102,856 Vacation & Holiday 5,186 401 K 2,161 Payroll Taxes 9,139 Worker's Compensation 7,563 Health &Welfare 2,718 Total Personnel Expense $ 129,623 Insurance- Liability GL 2,400 Telephone- Internet 2,500 Telephone-Cellular 500 Postage 200 Data Processing 2,500 Repairs & Maintenance- Equipment 12,000 Uniforms 1,000 Personnel Selection - Employee Background 500 Office Supplies 1,500 Licenses 500 Tickets 2,000 General Supplies 1,800 Storage- Lease/Rental 2,000 Total Operations Expenses $ 29,400 Management Fee-Operations 18,000 Total all Expenses $ 177,023 Key West Airport Annual Budget YR 6 Jul-Dec 2024 3258 IMR 14 0 JA 3259 ATTACHMENTS FOR ANSWER A25 REPUBLIC PARKING ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450.4231265.4418•FAX 4231756.2508 INVOICE#063022 6/30/2022 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 374SO Key West International Airport Statement Operating Expenses Payroll Expenses / 48 Salaries&Wages 21, . Payroll Taxes 1,59191.34 Total Payroll Expenses 22,763.82 Insurance Expense 1,319.32 Insurance-Work.Comp. 389.29 ✓ Insurance-Liability Insurance-Employee Health 761.10 ^� Total Insurance Expenses 2,469.71 General Operating Expenses 4,883.32 ✓ Management Fee PARCs Management Fee 3,000.00./ 416.67✓ Data Processing Internet-Setup&Monthly Costs 235.40✓/ Repairs Equipment 170 -t av0 f A00,f,.200 870.00 V Office Supplies 25.96 General Supplies 19.50 � Equipment Maintenance o700 500.00✓/ Rental/Misc 282.35 Total General Operating Expenses 10,233.20 TOTAL EXPENSE DUE 35 466.73 I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: Ki*nb&hr t)w4o z ,j �S dG at�t+o ufNan, '/ Kim Dillson Ishara Sandaiuwan Accounting Supervisor Staff Accountant 3260 F 'ING REP ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450.423/265r4418•FAX 423/756.2508 INVOICE#073122 7/31/2022 BI LL TO: REM IT TO: Key West International Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West, FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses Salaries&Wages 14,681.42 Payroll Taxes 1,104.23 Total Payroll Expenses 15,785.65 Insurance Expense Insurance-Work.Comp. 914.84 Insurance-Liability 389.29 Insurance-Employee Health 507.40 Total Insurance Expenses 1,811.53 General Operating Expenses Management Fee PARCs 4,883.32 Telephone-Cellular 69.50 Management Fee 3,000.00 Data Processing 416.67 Internet-Setup&Monthly Costs Repairs Equipment 347.48 Office Supplies - General Supplies 137.69 Equipment Maintenance _ Rental/Misc 282.35 Total General Operating Expenses 9,137.01 TOTAL EXPENSE DUE $26,734.19 1 certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: fCiov &ref DWsolty .19wo,��tINAIv Kim Dillson Ishara Sandaruwan Accounting Supervisor Staff Accountant 3261 1�1�7ofJ"131I..I+� 'PARKING ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA-TENNESSEE•37450.4231265-4418•FAX 4231756.250E INVOICE#083122 8/31/2022 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses Salaries&Wages 14,052.10 1 Payroll Taxes ,056.09 Total Payroll Expenses 15,308.19 Insurance Expense J 875.63 Insurance-Work.Comp. / 29 Insurance-Liability 507. Insurance-Employee Health 07.40 Total Insurance Expenses 1,772.32 General Operating Expenses Management Fee PARCs 3,445. 8 / Telephone-Cellular 00.0 v4 0 416 Management Fee 3, . Data Processing 416.67 Internet-Setup&Monthly Costs - Repairs Equipment Office Supplies General Supplies Equipment Maintenance Rental/Misc 282.35 Total General Operating Expenses AE-- G TOTAL EXPENSE DUE ,�.�4�" 1 certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: K44"&ri 1 +DIL4om 1SC46G'OG�Uto(�fYuWa►v Kim Dillson Ishara Sandaruwan Accounting Supervisor Staff Accountant 3262 RIIR"la UBLIt C' PARKING s...�. ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450.4231265-4416•FAX 423/756.2508 INVOICE#093022 9/30/2022 BILL TO: - REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 1 Salaries&Wages 1, . Payroll Taxes ,15050.37 Total Payroll Expenses 16,434.92 Insurance Expense Insurance-Work.Comp. 9S2`42 29 Insurance-Liability 389.507, 0 4 Insurance-Employee Health Total Insurance Expenses 1,849.11 General Operating Expenses Management Fee PARCs 3,,445.0 8 Telephone-Cellular 00. 8 00 Management Fee ,41&67 228.6 Data Processing Internet-Setup&Monthly Costs 28.68 96"75 Repairs Equipment Office Supplies General Supplies 124.54 J Equipment Maintenance Rental/Misc 28235 / Total General Operating Expenses 7,636.05 J TOTAL EXPENSE DUE 25 920.08 e I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners, Certified Correct: //-_-_ Respectfully Submitted: EC(,�r�,herG� b(.fA� IS'/' o,ca'-�� Kim Dillson Ishara Sandaruwan Accounting Supervisor Staff Accountant 3263 REPUBLIC PARKING SYST*M ACCOUNTING OFFICE-633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE-37460•4231265-4418-FAX 4231756.2608 INVOICE#103122 10/31/2022 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn: Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 11 Salaries&Wages 11,877. Payroll Taxes S77.69 Total Payroll Expenses 12,597.$0 Insurance Expense Insurance-Work.Comp. 730.31 Insurance-Liability 389.29 Insurance-Employee Health 495.96 Total Insurance Expenses 1,61S.S6 General Operating Expenses 1/Management Fee PARCs 3,44 Telephone-Cellular 46..06 Management Fee 3,416.67 62 Data Processing . ✓ Postage .90 Internet-Setup&Monthly Costs Repairs Equipment 4,486.61 ✓ Office Supplies General Supplies 177.26 Equipment Maintenance . Rental/Mist 2$235 I� Total General Operating Expenses 11,913'$3 TOTAL EXPENSE DUE 26 127.19 I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: L4 K "& �� Lham 5"4 r"WE#V Kim Dillson Ishara Sandaruwan Accounting Supervisor Staff Accountant I 3264 REPUBLIC PARKING Nl'G V ACCOUNTING OFFICE-633 CHESTNUT STREET-SUITE 2000-CHATTANOOGA-TENNESSEE-37460.4231265-4418-FAX 423R56.2508 INVOICE#113022 11/30/2022 BILL TO: REMIT TO: Key West international Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses Salaries&Wages 1 1, .9 Payroll Taxes ,09191.96 Total Payroll Expenses 15,612.90 Insurance Expense 84 Insurance-Work.Comp. 904.29 Insurance-Liability 495.96 ✓ Insurance-Employee Health 95. Total Insurance Expenses 1,790.09 General Operating Expenses ✓ 32 Management Fee PARCs 4,(27.59 Telephone-Cellular . Management Fee 3,000.00 ✓ Data Processing 4'ffa''r7 Office Equipment Repairs (Itiq t �i�,ar�) bd' rl� /— 97.99 6D ID"SD Internet-Setup&Month)Y Costs IGD,5-0 T �s 0 Repairs Equipment 1, 94.12 94.12 ✓ _, Office Supplies W/ 'i' r 7.33 992.44✓ General Supplies. �,�� °'�� 3 g} Office Equipment ��°i,y'- -°,� 314.99 ✓ 282.35 Rental/Misc i _. Total General Operating Expenses I l l TOTAL EXPENSE DUE 29289 �` I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: Kiwh&r!y 'DW4VYV gk"k"tv Kim Dillson Bhagu Kasturi Accounting Supervisor Staff Accountant 3265 rpIISM dlf ifl'iKING viral ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450.4231265-4418•FAX 423/756.2508 INVOICE#123122 12/31/2022 J BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses / Salaries&Wages 24,805.33 V Payroll Taxes 1546.83 Total Payroll Expenses 26:352.16 Insurance Expense Insurance-Work.Comp. 1,545.69 Insurance-Liability 389.29 Insurance-Employee Health Total Insurance Expenses 2,678.92 General Operating Expenses Management Fee PARCs 4883.32 f Management Fee 3:000.00 f Data Processing 416.67 f Repairs Equipment 53.74 Rental/Misc 282.35 Total General Operating Expenses 9,636.09 TOTAL EXPENSE DUE $37,667.16 , +` I certify that the attached expenses are correct and in compliance with this organi2ation's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: ICiayr./ier(f Kim Dillson Bhagu Kasturi Accounting Supervisor Staff Accountant r a i 3266 F P BLI CRKING SY8 U ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450.423/266.4418•FAX 423r756.2508 INVOICE#013123 1/31/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 29 Salaries&Wages 1 1, . Payroll Taxes ,26767.14 43 Total Payroll Expenses 17,999.89 Insurance-Work.Comp. 38 .2 Insurance-Liability 960.36 V/ Insurance-Employee Health 60. Total Insurance Expenses 2,349.54 General Operating Expenses Management Fee PARCs 3,441.98 Management Fee 3,000.00 Data Processing 416.67 v Internet-Setup&Monthly Costs /..i. "T 465.7 ✓ Repairs Equipment "P11 am�0"C„I� d i` 2, 5.74 ✓ Office Supplies i r f 47.30,/ Employee incentive ��' /�` 50.00 General Supplies °r,r.r°�, 96.74 Rental/Muse d 9 ° ^a o 282.35 Total General Operating Expenses 10,02&50 TOTAL EXPENSE DUE 689'47 1 certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: m Bh Kim Dillson —" "" " agu Kasturi Senior Accountant Staff Accountant i 3267 R,1"PUBLIC PARKING ACCOUNTING OFFICE-633 CHESTNUT STREET-SUITE 2000-CHATTANOOGA•TENNESSEE-37450.423/265-"18-FAX 423f756.2508 INVOICE#022823 2/29/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses Salaries&Wages 15,828,77• Payroll Taxes 1,192.18 95 Total Payroll Expenses 17,986..33 "��� Insurance-Work.Comp. 986 Insurance-Liability 960.36 Insurance-Employee Health 960.36 Total Insurance Expenses 2,335.98 General Operating Expenses 98 Management Fee PARCs 3,000. 3 00 416 Management Fee , . Data Processing 416.67 Internet-Setup&Monthly Costs -✓$228.54 Postage (r4195) 43.10 Rental/Misc (M1.6t5µ,q k 303.75 Total General Operating Expenses 7,444.03 TOTAL EXPENSE DUE m: 9E„v . $26,790.97 1 certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: FCuw br,( tU., Sr tAcoair ohwr,6- $hoc�+vk Kim Dillson Bhagu Kagturi Accounting Supervisor Staff Accountant a APPROVED [!Y_N/cola Rhodes at 12 16 Pm,Mar 23,2Q23 ..... ...._.... ,.. 3268 REPUBLIC PARKING SYSTiM ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450•423126 5-441 8•FAX 4231756.2508 INVOICE#033123 3/31/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland, Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West, FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses Salaries&Wages 15,868.18 Payroll Taxes , . ✓ Total Payroll Expenses 17,06969.24 Insurance-Work.Comp. 3 98609.29 Insurance-Liability . Insurance-Employee Health 60.36 r Total Insurance Expenses 2,338.44 General Operating Expenses Management Fee PARCs 3,000. .98 GO Management Fee 3,41667 248 Data processing . Internet-Setup&Monthly Costs �T1 48.52 Repairs Equipment 1--b" c bye/ 21.45 Storage (279.12) General Supplies q 1) q41, 0 99.97 Rental/Misc 303.75 Total General Operating Expenses 7,253.22 / TOTAL EXPENSE DUE 26 660.90 V I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: Kirrw bW4orc y Sr �hao�wkc�s�iCl'v Kim Dillson Bhagu Kasturi Accounting Supervisor Staff Accountant 3269 7741,11�e4i41�5IMREPUBILIC ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA TENNESSEE 37450 423/265-4418•FAX 4231756.2508 INVOICE#043023 4/30/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn: Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses Salaries&Wages 19,293.23 Payroll Taxes 1,456.81 Total Payroll Expenses 20,750.04 J Insurance-Work.Comp. 1,202.21 Insurance-Liability 389.29 Insurance-Employee Health 480.18 ✓ Total Insurance Expenses 2,071.68 General Operating Expenses Management Fee PARCs 3,441.98 Management Fee 3,000.00 Data Processing 416.67 Internet-Setup&Monthly Costs Repairs Equipment Storage General Supplies m' / Rental/Misc 303.75 v/ Total General Operating Expenses 7,162.40 TOTAL EXPENSE DUE $29,984.12 1 certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: lCfffv DWWm> Sr r44&Nsri#ar, t-'- 6ho"hutueu Kim Dillson Bhagu Kasturi Accounting Supervisor Staff Accountant 3270 REPUBLIC PARKING SYSTEM ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450•423/265-4418•FAX 4231756.2508 INVOICE#053123 5/31/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 17 Salaries&Wages 1 1, . Payroll Taxes ,44444.34 � Total Payroll Expenses 2 1, Insurance-Work.Comp. ,19205 92.05 / Insurance-Liability 489.80.18 Insurance-Employee Health Total Insurance Expenses 2,061.52 General Operating Expenses Management Fee PARCs 3,000. 3 00 416 Management Fee , . Data Processing 416.67 ,� Internet-Setup&Monthly Costs Repairs Equipment 13,813.14 Storage General Supplies , Rental/Misc 303.75 Total General Operating Expenses ilk IC° ` 20,975.S4 43 611.57 TOTAL EXPENSE DUE ®. I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: ( • t) • 84K"41wil Kim Dillson Bhagu Kasturi Accounting Supervisor Staff Accountant 3271 REPUBLIC PARKING SYSTEM ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450.423/265.4418•FAX 4231756.2508 INVOICE#063023 6/30/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland, Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 82 Salaries&Wages 2 1, . Payroll Taxes ,98585.29 Total Payroll Expenses 21,633..14 Insurance-Work.Comp. ,38929 20 Insurance-Liability . Insurance-Employee Health 720.27 ,/ Total Insurance Expenses 2,742.70 General Operating Expenses 441.98 Management Fee PARCs 3,3000.00 Management Fee ,416,67 Data Processing 416.67 ✓ Internet-Setup&Monthly Costs a SS C> �1 Repairs Equipment �58� 4' A5_5 -t a S8 - / 1,032.00 Storage General Supplies Q m Rental/Misc � . Total General Operating Expenses 8,19494.40 TOTAL EXPENSE DUE 39131.21 1 certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: Kim Dillson l3hagu Kasturi Accounting Supervisor Staff Accountant 13 3272 REPUBLIC PARKINd SYSTEM I ACCOUNTING OFFICE•633 CHESTNUT STREET SUITE 2000•CHATTANOOGA-TENNESSEE•37450.42 3126 5-441 8•FAX 4231756.2508 INVOICE#073123 J 7/31/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland, Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West, FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses Salaries&Wages 17,001.42 Payroll Taxes 1,296.90 Total Payroll Expenses 4- 19,298.32 10 f Insurance-Work.Comp. 1,059'41 Insurance-Liability 389.29 Insurance-Employee Health 480.18 Total Insurance Expenses 4F 1,928.88 `/ (,P,o, 2 a 7, �Lo General Operating Expenses 98 Management Fee PARCs 3,000.00 ✓ Management Fee 3,416.67 227 ✓ Data Processing . Internet-Setup&Monthly Costs 27.24 ✓ Repairs Equipment Storage General Supplies Rental/Misc 303.75 V Total General Operating Expenses 4-7,399.64 / TOTAL EXPENSE DUE 27 616.94 I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: y r .5 r.1.0 �/ 8�t�4GS Wii Kim Dill son Bhagu Kasturi Accounting Supervisor Staff Accountant rf c.c 3273 REPUBLIC PARKING ersrrw ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450.423/265-4418•FAX 4231756.2508 INVOICE#093123 8/31/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses Salaries&Wages 16,215.02 Payroll Taxes 1,253.17 Total Payroll Expenses 17,469.19 Insurance-Work.Comp. 1,010.40 Insurance-Liability 265.50 Insurance-Employee Health 482.95 ✓ Total Insurance Expenses 1,758.95 General Operating Expenses Management Fee PARCs 3,441.98 ✓ Management Fee 3,000.00 ✓ Data Processing 416.67 ✓ Internet-Setup&Monthly Costs 237.32 Hurricane Equipment Damage 2,465.74 Office Supplies O fb7& Uf°f 145.90 ' Rental/Mist -SAY°` ` 303.75 v/ 10,011.36 Total General Operating Expenses TOTAL EXPENSE DUE 29 23 "40 certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: Kim Dillson l3hagu Kasturi Accounting Supervisor Staff Accountant 1 3274 REPf.BLtC PARKING SYSTEM ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450.423/265-4418•FAX 4231756.2506 INVOICE#093023 9/30/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn: Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 1 Salaries&Wages 1, . Payroll Taxes ,15959.73 81 Total Payroll Expenses 16,930.33 Insurance-Work.Comp. 399.29 Insurance-Liability 489.29 18 Insurance-Employee Health 799.80 J Total Insurance Expenses 1,799.80 General Operating Expenses 441-98 Management Fee PARCs 3, Management Fee 3,000.00 00.00 Data Processing 227. ✓ / Internet-Setup&Monthly Costs 27.33 ✓ General Supplies 1,358.75. ✓ Rental/Mist 358 4145.02 Total General Operating Expenses 8" TOTAL EXPENSE DUE 26 334.6,"3 I certify thatthe attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: K(c w.bW41xn pow-Pasew Kim Dillson Ravi Dasar Accounting Supervisor - - Staff Accountant h 3275 REI AGN ED. PARKING A whole lot different. ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000-CHATTANOOGA•TENNESSEE•37460•4 2 312 6 5-441 8•FAX 4231756.2508 INVOICE#103123 10/31/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn: Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 1 Salaries&Wages 1, . Payroll Taxes ,13939.89 16,068.60 Total Payroll Expenses 930.2530 � Insurance-Work.Comp. ✓ 389.29 Insurance-Liability 480.18 Insurance-Employee Health 1,799.72 Total Insurance Expenses General Operating Expenses 441.98 Management Fee PARCs 3,000.00 416.67 Management Fee 3, 16 ✓ Data Processing Internet-Setup&Monthly Costs 371.. ✓47 Uniforms/Name Tage/Badges 3 5 9 5� i i I' �i 7 303.75 ✓ � Rental/Misc Total General Operating Expenses 7,761.20 TOTAL EXPENSE DUE 25 629.52 1 certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: 14r � l e"ff 1L P01KZ)"PW Grayson Holsinger Ravi Dasar Accounting Supervisor Staff Accountant 3276 REI A43INEO PARKING A whole Fort different. ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450•423/265-4413-FAX 4231756.2503 INVOICE#113023 11/30/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland, Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 1 Salaries&Wages 1, .9 Payroll Taxes ,04444.48 17,005.90 Total Payroll Expenses 994.57 994.57 V Insurance-Work.Comp. 8 Insurance-Liability 4 Insurance-Employee Health 80..18 Total Insurance Expenses 1,864.04 General Operating Expenses Management Fee PARCs l-O&98 X PCI Compliance /000,135 t d e"-3 �- I 0 - V Management Fee 3,416.61 ry 41 ,trr7 Data Processing 229.20 Internet-Setup&Monthly Costs Office Supplies 77b' F3 7,2 791.55, X General Supplies ( nl e'J °' 303.7 Rental/Mist Total General Operating Expenses 11,071.85 TOTAL EXPENSE DUE I certify that the attached expenses are correct and in compliance with this organization's contract th the Monroe ' County Board of County Commissioners. Certified Correct: Respectfully Submitted: Kim Dillson Ravi Dasar Accounting Supervisor Staff Accountant 3277 E NYSTEM ACCOUNTING OFFICE-633 CHESTNUT STREET•SUITE 2000-CHATTANOOGA•TENNESSEE•37450-4231265-4418•FAX 423/756.2508 INVOICE#123123 12/31/2023 BILL TO: REMIT TO: Key West International Airport Republic Parking System Attn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses ✓ 21,831.77 Salaries&Wages Payroll Taxes 699.49 Total Payroll Expenses 22,531.26 Insurance-Work.Comp. 1,360.40 38929 ✓ Insurance-Liability . ,/ Insurance-Employee Health 720.27 Total Insurance Expenses 2 ,469.96 General Operating Expenses 98 Management Fee PARCs 3,188..89 X PCI Compliance 188 Management Fee 3,416..67 416 �v Data Processing Internet-Setup&Monthly Costs 218..20 ✓ 47 Office Supplies Rental/Misc 303.75 ✓ Total General Operating Expenses 7,599.96 TOTAL EXPENSE DUE I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: Cys;aV" g0ed&9" Pas" Grayson Holsinger Ravi Dasar Accounting Supervisor Staff Accountant 3278 Ewf 1 ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450.423/265-4418•FAX 4231756.2508 INVOICE#1312024 1/31/2024 BILL TO: REMIT TO: Key West International Airport Republic Parking System %ttn:Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 15,223.34 Salaries&Wages ,240..4 1 Payroll Taxes � ,24 Total Payroll Expenses 16, . 13 1,377.91 Insurance-Work.Comp. 89.29 Insurance-Liability 546. 6 Insurance-Employee Health 313.46 ✓ Total Insurance Expenses 2, 13 General Operating Expenses Management Fee PARCs 3, .98 000. ✓ Management Fee q 6� 3,416 0 416.67 Data Processing 33 Internet-Setup&Monthly Costs (Adjustment of$1.87 will be reflected on the Feb P&L) 303..75 Rental/Misc 303 7,389.73 Total General Operating Expenses TOTAL EXPENSE DUE 26 166.97 I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted; Grayson Holsinger Ravi Dasar Accounting Supervisor Staff Accountant RECa MAR, 0 1 2024 3279 SYSTEM ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000+CHATTANOOGA•TENNESSEE•37450.423/2654418•FAX 4231756.2508 INVOICE#2292024 2/29/2024 BILL TO: REMIT TO: Key West International Airport Republic Parking System %ttn: Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 1 Salaries&Wages 1, 6 Payroll Taxes ,167..15 Total Payroll Expenses 16,938.62 389.29 Insurance-Work.Comp. .89 Insurance-Liability Insurance-Employee Health 546.26 Total Insurance Expenses 1,874.17 General Operating Expenses 98 Management Fee PARCs 3:000..300 416.67 ✓ Management Fee 416 � Data Processing 281.11 Internet-Setup&Monthly Costs 87) October'23 Statement AT&T Adjustment 8..68 2 ✓ Postage 6,578.13 Equipment �5oaq.g6 t /o3a,00 f a5 3010 301.00 ✓ Rental/Misc Total General Operating Expenses 14,045.70 TOTAL EXPENSE DUE 32153.22, I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: Grayson Holsinger Ravi Dasar Accounting Supervisor Staff Accountant p " 3280 SYSTEM ACCOUNTING OFFICE•633 CHESTNUT STREET•SUITE 2000•CHATTANOOGA•TENNESSEE•37450.42312654413•FAX 4231756.2508 INVOICE#03312024 J 3/31/2024 BILL TO: REMIT TO: Key West International Airport Republic Parking System %ttn:Richard Strickland, Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 633 Chestnut Street,Ste.2000 Key West, FL 33040 Chattanooga TN 37450 Key West International Airport Statement Operating Expenses Payroll Expenses 15,205,59 Salaries&Wages 1,141.53 ✓ ,14141.53 Payroll Taxes 16,347.12 Total Payroll Expenses 947.3131 Insurance-Work.Comp. 389.29 Insurance-Liability Insurance-Employee Health 546.26 1,882.96 Total Insurance Expenses General Operating Expenses 3,441.98 3,000.00 Management Fee PARCs 00.00 ✓ Management Fee 416.67 ✓ Data Processing 260.36 Internet-Setup&Monthly Costs ✓ 1,406.28,/ Repairs Equipment 51(0 °D t ��� 1� � f k 519.57 Equipment 301.00 Rental/Misc 9,345.86 Total General Operating Expenses TOTAL EXPENSE DUE 27 575.84 I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners, Certified Correct: Respectfully Submitted: Grayson Holsinger Ravi Dasar Accounting Supervisor ri Staff Accountant P 2024, 3281 E N 0 ACCOUNTING OFFICE•611 CHESTNUT STREET•SUITE 150•CHATTANOOGA•TENNESSEE•37450•423/265-4418•FAX 423/756.2508 INVOICE#04302024 4/30/2024 BILL TO: REMIT TO: Key West International Airport Republic Parking System %ttn: Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 611 Chestnut Street,Ste.150 Key West, FL 33040 Chattanooga TN 37450 Key West International Airport Statement Payroll Expenses Salaries&Wages 15,009.56 Payroll Taxes 1,132.21 Prior Month Adjustment(8.13 hours @$22/hr) (178.86) Total Payroll Expenses 15,962.91 Insurance-Work.Comp. 935.10 Insurance-Liability 389.29 Insurance-Employee Health 546.26 Total Insurance Expenses 1,870.65 General Operating Expenses Management Fee PARCs 3,441.98 Office Furniture 610.60 Management Fee 3,000.00 Data Processing 416.67 Internet-Setup&Monthly Costs 260.36 Hurricane Equipment Damage 2,502.50 Office Supplies 512.98 General Supplies 2,248.62 Rental/Misc 301.00 Total General Operating Expenses 13,294.71 TOTAL EXPENSE DUE $31,128.27 1 certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted:/ Grayson Holsinger Ravi Dasar Accounting Supervisor Staff Accountant 3282 ACCOUNTING OFFICE•611 CHESTNUT STREET•SUITE 150•CHATTANOOGA•TENNESSEE•37450•4231265-4418•FAX 4231756.2508 INVOICE#05312024 5/31/2024 v/ BILL TO: REMIT TO: Key West International Airport Republic Parking System %ttn: Richard Strickland,Director of Airports Attn: Kim Dillson 3491 South Roosevelt Boulevard 611 Chestnut Street,Ste.150 Key West,FL 33040 Chattanooga TN 37450 Key West International Airport Statement Payroll Expenses 2 Salaries&Wages 1, . Payroll Taxes ,50000.85 21,517.25 Total Payroll Expenses Insurance-Work.Comp. 1,247.02 ✓ 389.29 Insurance-Liability 819.39 Insurance-Employee Health Total Insurance Expenses 2,455.70 General Operating Expenses Management Fee PARCs 3 25998 59.44 � Telephone 3, . 00 Management Fee 41616.67 � Data Processing 516.00 Repairs Equipment General Supplies , . ✓ Equipment 19sg� 7p 3!� �l 3 2,278.13 ✓ , 301.00 Rental/Misc Total General Operating Expenses 10,280.28' TOTAL EXPENSE DUE 34.253.23 I certify that the attached expenses are correct and in compliance with this organization's contract with the Monroe County Board of County Commissioners. Certified Correct: Respectfully Submitted: Grayson Holsinger Ravi Dasar Accounting Supervisor JR- E Staff Accountant . 3283 ATTACHMENT FOR ANSWER A30 Key West International Airport KEY WEST INTERNATIONAL AIRPORT Parking Lot Management Services Sign-In Sheet July 09, 2024 -- 2:00 p.m. Last First Company Cell # E-mail 1. Strickland Richard EYW 305-393-7742 Strickland-Richard@MonroeCounty- FL.Gov 2. d to . ................. ._. .... - 13,kL.M4+a a l�1-1 A(4-6 ................. JT 4. 5sv - & ........ ..__.. ,fir 5. .r �A,�„ �A tt K 3 C7? �t _ J/¢f)* ARK n1c /Vk 1 I Y y 6 . �A 611 r `'�.P /�s�Y Y V.4 i y✓ GJY��U� gy „� �r�4YLhT c:.j`j �,? 4YZ a 1L F �a�3� V�4P "4✓ .... ......................_. 7. _. .. _.__ , ......._. ...._.... I r" C i 8. �WOA& ?A94/v4 .____ ....... 6 C cc Q 9. 07�0 10. 11. 12. 13. .........._._.. ....... ..._..... ..............� 14. 3284 DocuSign Envelope ID:2A62CD16-1 F74-417F-A2D3-FOOD9C39A6FE ATTACHMENTS FOR ANSWER A31 MONTH TO MONTH RENEWAL AGREEMENT PARKING LOT MANAGEMENT SERVICES KEY WEST INTERNATIONAL AIRPORT THIS MONTH-TO-MONTH RENEWAL agreement is entered into this 15fl' day of May 2024, by and between Monroe County, a political subdivision of the State of Florida, (hereafter `'County"), whose address is I100 Simonton Street, Key West, Florida, 33040 and Republic Parking System, LLC., a Tennessee Limited Liability Company registered in Florida (hereafter Contractor),whose address is 633 Chestnut St., Suite 2000, Chattanooga, TN. 37450. WITNI SSET11. WHEREAS, on the 22"a of May 2019, the parties entered into a Parking Lot Management Services Agreement for services at Key West International Airport, hereafter original agreement; and WHEREAS, under the terms of the original agreement the Contractor could submit a request to renew the original agreement by submitting a written request not less than 180 prior to the scheduled termination date of the initial term of the original agreement; and WHEREAS, the County received no such request within the time frame required by the original agreement; and WHEREAS, the county is moving forward with its competitive solicitation procedures and will be issuing a Request For Proposals in accordance with the county's purchasing and procurement policy; and WHEREAS, the county will not have enough time to select, award and execute a new agreement prior to the expiration of the current agreement; and WHEREAS, the Contractor is willing to, and has agreed to, continue providing parking lot management services while the County completes the services procurement process; now, therefore. IN CONSIDERATION of the mutual promises and covenants set forth below,the parties agree as follows: SECTION 1. Paragraph 1.01 of the original agreement is amended to read: 1.01. Term. The term of this agreement shall be on a month-to-month basis commencing 3285 DocuSign Envelope ID:2A62CD16-1 F74-417F-A2D3-FOOD9C39A6FE on the 111 day of July 2024. The County may terminate. this agreement upon 30 days written notice. SECTION 2. Except as set forth in Section 1 of this Month-to-Month Renewal Agreement,in all other respects,the terms and conditions of the original 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. ,j (SEAL)'a t BOARD OF COUNTY COMMISSIONERS ATTE-ST .'iKEVIN MADOK OF MONROE COUNTY, FLORIDA y: ` f<As Deputy Clerk Mayor Holly Merrill Raschein REPUBLIC PARKING SYSTEM, LLC. DocuSigned.by: ROE COUNTY AT OnNEv A PPIOVE ! FORM By. A5S4 PEO U J. Tarek Moussa - thief Revenue officer UNITY ATTORNEI( Dabt 5/8/24 Print Name/Title D "D C-) . CD CD y t ZD 3286 REEF Confidential. BudgetParking July 1, 2024 through December 31, 2024 RPS Budget Year Six EXPENSES: Wages $ 102,856 Vacation & Holiday 5,186 401 K 2,161 Payroll Taxes 9,139 Worker's Compensation 7,563 Health &Welfare 2,718 Total Personnel Expense $ 129,623 Insurance - Liability GL 2,400 Telephone - Internet 2,500 Telephone - Cellular 500 Postage 200 Data Processing 2,500 Repairs & Maintenance - Equipment 12,000 Uniforms 1,000 Personnel Selection - Employee Background 500 Office Supplies 1,500 Licenses 500 Tickets 2,000 General Supplies 1,800 Storage- Lease/Rental 2,000 Total Operations Expenses $ 29,400 Management Fee -Operations 18,000 Total all Expenses $ 177,023 4/19/2024 Key West Airport Annual Budget YR 6 Jul-Dec 2024 3287 (MMID A�® CERTIFICATE OF LIABILITY INSURANCE D05/115/2024D ) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT MARSH USA,LLC. NAME' PHONE FAX 3031 N.Rocky Point Drive West,Suite 700 A/C Na Ext: A/C,No Tampa,FL 33607 E-MAIL ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# CN142743557-..-GAWUC-23-25 INSURER A:Everest National Insurance Company 10120 INSURED Republic Parking System,LLC INSURER B:ACE Property&Casualty Insurance Company 20699 633 Chestnut Street Suite 2000 INSURER C:Everest Premier Insurance Company 16045 Chattanooga,TN 37450 INSURER D:Beazle I-y-nsurance ComP any'Inc 37540 ------------- -- ------------------------------------------ INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: ATL-005655185-05 REVISION NUMBER: 2 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR IN SD WVD POLICYNUMBER MM1DD MM1DD1YYYY A X COMMERCIAL GENERAL LIABILITY RM3GL00010-231 10/01/2023 10/01/2024 EACH OCCURRENCE $ 2,000,000 DAMAGE TO RENTE CLAIMS-MADE 1XI OCCUR PR" SES Ea occurrDence $ 1,000,000 X SIR$250,000 MED EXP(Any one person) $ N/A PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 X...... POLICY PRO- l LOC PRODUCTS COMP/OP AGG $ PROJECT 4,000,000 OTHER: GEN AGG PER LOC $ 20,000,000 A AUTOMOBILE LIABILITY RM3CA00012-231(AOS) 10/01/2023 10/01/2024 COMBINED SINGLE LIMIT $ 2,000,000 Ea accident A X ANY AUTO RM3CA00011-231(MA) 10/01/2023 10/01/2024 BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident L 1 1 $ X UMBRELLALIAB X OCCUR XEUG72543117003 10/01/2023 10/01/2024 EACH OCCURRENCE $ 10,000,000 EXCESS LAB CLAIMS-MADE AGGREGATE $ 10,000,000 DED RETENTION$ $ C WORKERS COMPENSATION RM3WC00009-231(AOS) 10/01/2023 10/01/2024 X PER orH- AND EMPLOYERS'LIABILITY STATUTE ER A YIN RM3WC�008231(FL,ME,NJ) 1010112023 10/01/2024 1,000,000 ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ A OFFICER/MEMBER EXCLUDED? NIA RM3WC00007-231{MA,WI) 10/01/2023 10/01/2024 1,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ D Crime VIFFC1240701 05119/2024 05/19/2025 Limit 5,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) Re:Ref#: FXOOOOOI 12 Monroe County BOCC is included as Additional Insured where required by written contract with respect to General Liability and Auto Liability. 471 I7117! T Y _ 51624 A _X �,-_. CERTIFICATE HOLDER CANCELLATION Monroe County BOCC SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Insurance Compliance THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN PO Box 100085-FX ACCORDANCE WITH THE POLICY PROVISIONS. Duluth,GA 30096 AUTHORIZED REPRESENTATIVE O 1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 3288 AGENCY CUSTOMER ID: CN142743557 LOC#: Tampa ACTOR" ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED MARSH USA,LLC. Republic Parking System,LLC 633 Chestnut Street Suite 2000 POLICY NUMBER Chattanooga,TN 37450 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Auto Physical Damage and Garagekeepers(ADS)- Everest Indemnity Insurance Company 10/01/2023-10/01/2024 APD#-RM3CA00010-231 GKLL#-RM3CA00022-231 GKLL Limit-$1,000,000 per location on an excess basis APD-$50,000 deductible per unit GKLL-$150,000 SIR per unit Auto Physical Damage and Garagekeepers(MA)- Everest Indemnity Insurance Company 10/01/2023-10/01/2024 APD#-RM3CA00009-231 GKLL#-RM3CA00023-231 GKLL Limit-$1,000,000 per location on an excess basis APD-$50,000 deductible per unit GKLL-$150,000 SIR per unit ACORD 101 (2008/01) 02008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 3289 MANAGEMENT AGREEMENT FOR PARKING LOT MANAGEMENT SERVICES KEY WEST INTERNATIONAL AIRPORT THIS AGREEMENT (hereafter "Contract" or "Agreement") is made and entered into this 22nd day of May, 2019, by and between Monroe County, a political subdivision of the State of Florida, (hereafter "County"), whose address is 1100 Simonton Street, Key West, Florida, 33040 and Republic Parking System, LLC, a Tennessee Florida Corporation (hereafter Contractor), whose address is 633 Chestnut St., Ste 2000, Chattanooga, TN 37450. WITNESSETH WHEREAS, Owner owns and operates the Key West International Airport (hereinafter referred to as the "Airport"); and WHEREAS, Operator is engaged in the business of operating public parking facilities; and Z WHEREAS, Operator was selected to operate certain parking facilities at the Airport; and WHEREAS, Operator has indicated a willingness and demonstrated the ability to properly operate and manage said Airport parking facilities in accordance with the terms of this Agreement. NOW, THEREFORE, in consideration of the premises and of the mutual covenants herein contained, and for such other good and valuable consideration, the receipt of which the parties hereby expressly acknowledge, the parties hereto covenant and agree to the following terms and conditions. ARTICLE I TERM OF AGREEMENT 1.01. Term. The initial term of this Agreement shall be five(5)years commencing on the lst day of July, 2019 (Commencement Date) and terminating at Midnight on the 30th day of June, 2024. 1.02 Renewal. Provided Operator has fulfilled all conditions of this Agreement, Operator may request this Agreement be renewed for a single two (2) year option period beginning at the end of the initial term. In the event Operator submits a request to renew, it shall do so by providing written notice to Owner not less than one hundred eighty (180) days prior to the scheduled termination date of the initial term. Such notice shall include any Operator requested modifications to terms and conditions, if any, of this Management Agreement. The Owner shall have sixty (60) days to review the renewal request and the proposed modifications and respond. Failure of the owner to respond at the end of the 60-day period shall be deemed to be a denial of the operators request to renew the agreement. 1 3290 ARTICLE II FACILITIES AND OPERATIONS 2.01 Description of Privileges, Uses and Rights. Owner hereby makes available to the Operator for management and operation: All paid public vehicle parking facilities serving Key West International Airport, located within the terminal building area, upon terms and conditions hereinafter set forth. Except as expressly set forth, nothing herein contained shall be construed to grant to Operator the right to use any space or area improved or unimproved which is exclusively leased to a third party, or which Owner has not granted herein. 2.02 Description of Facilities. The Facilities shall encompass both vehicle parking areas serving the main terminal, exit booths, control devices, entrances, exits, and other improvements,including the Long-Term and Short-Term Parking Lots as more particularly described on Exhibit "A" dated 05/22/2019 attached hereto and made a part hereof. The employee parking area is hereby excluded from this agreement. Contractor shall refurbish the existing parking lot booth or install one (1) fully automated parking lot payment booth in the long-term parking lot,which is manned, and the Contractor shall install one (1) fully automated gate system and parking pay station in the short-term parking lot, and all associated software within 120 days of the effective date of this Agreement. Contractor shall be solely responsible for the maintenance of the automated systems during the term of this Agreement and any subsequent renewals. The automated pay station equipment must be compatible with Elevon banking software. In the event Owner, prior to termination of the Agreement or any renewal thereof, shall vacate, move, re-establish, or materially alter the entrance to the Terminal Building or Airport grounds, or take any other action resulting in the necessity of a new parking lot and the relocation of parking equipment and cashier booths, or should the Airport Terminal Building or airport runways be relocated to an area other than immediately adjacent to the now-existing Terminal Building resulting in the necessity of a new parking lot area, then in such event, Owner shall provide Operator a comparable parking facility with all parking equipment and cashier booths relocated at no cost to Operator. ARTICLE III GROSS REVENUES AND REPORTS 3.01 General. Monies payable by Operator to Owner shall include all parking fees inclusive of sales tax, if any and all parking meter revenues. Dishonored checks, uncollectible or uncollected fees and other bad debts and credit card fees shall not be included in Gross Revenues, provided that such transactions were processed utilizing procedures accepted and approved by the Owner. Monies which might be otherwise be due from stolen vehicles or vehicles abandoned in the Facilities shall not be included in Gross Revenues, except to the extent monies are actually collected. Operator may accept cash, personal checks or credit cards for payment under such terms and conditions as may be approved by Owner for handling such payments. 2 3291 3.02 Deposits. Operator will collect, hold in trust for Owner, account for, and deposit all Gross Revenues derived from the operation of the Parking Facilities under this Agreement. Cash deposits will be prepared and deposited into Owner's bank each week day. Weekend and holiday cash deposits will be held at the parking operation until the next banking day. Credit card funds will be deposited in Operator's bank account via Operator's merchant identification numbers and then transferred electronically to the Owner's bank at the conclusion of each month. 3.03 Reports. Operator shall provide Owner, in a form and detail satisfactory to Owner, the following reports including but not necessarily limited to: A. Daily report of Gross Revenues and the duplicate deposit slip. B. Monthly Activity and Gross Revenue summary. 3.04 Accounting Records. Operator shall, during the term of this agreement and any renewals thereof, maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Each party to this Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement (and any renewals thereof) and for four years following the termination of this Agreement. Knowingly furnishing the Owner a false daily Gross Revenue report or a false Monthly Activity and Gross Revenue summary under the provision hereof will constitute a default by Operator of this agreement and the Owner may, at its option, immediately terminate this agreement. 3.05 Budget. Operator shall prepare and submit to the Owner for review and approval an overall annual operating budget, listing all anticipated reimbursable costs required for the first year. Thereafter, annually, no later than 30 days prior to the anniversary of the Agreement, Operator shall submit a new annual operating budget for review and approval by the Owner. The approved annual operating budget may be increased or decreased by the Owner from time to time, but only if and to the extent that the Owner, in its reasonable discretion, deems such revisions necessary and appropriate under this Agreement. Upon approval form the Owner individual line items within the approved annual budget may be increased or decreased from time to time so long as any increase does not exceed the approved annual budget. The costs of bonds and insurance, specifically required pursuant to this Agreement, and any expense for deductible loss sustained by the Operator where such insurance policy includes a deductible limit approved by the Owner are reimbursable. The Owner shall approve all of the expenses contained in the budget. Only expenses approved by the Owner as set forth in the budget approved by the Owner, may be reimbursed to the Operator by the Owner. Notwithstanding the foregoing, unless Operator is notified in writing by the Owner that the operating expense associated with the purchase or performance of certain goods or services will be incurred by the Owner, all operating expenses shall be reimbursed by Owner to Operator at Operator's cost, plus sales tax, if any, in accordance with Article 4.02 herein below. 3 3292 ARTICLE IV REIMBURSEMENT AND COMPENSATION TO OPERATOR 4.01 Management Fee. The Owner shall pay the Operator a Management Fee of $3,000 per month, payable on the 1st day of the month in advance. The Management Fee amount agreed to herein may be adjusted annually, based upon an increase is gross revenues to the Airport, up to a max of 15%. The annual percentage increase to the operator shall be negotiated by the Director of Airports and the Operator and approved by the Board of County Commissioners. The Owner shall also pay the Operator a PARCS Management Fee of $5,735.92 per month payable on the 1st day of the month in advance, for a period of 60 months to reimburse the Operator for all equipment costs related to the parking booth, automated parking systems, automated gate, shipping, installation and associated software. In addition to the Management Fee,beginning October 1", 2019, an incentive bonus shall become effective based on the evaluation of the operation by the Airport Director and payable on a quarterly basis. Such evaluation shall use 2.5% (two and one-half percent) of the gross as a basis to determine the amount of bonus to be paid to the Operator. The Bonus Evaluation Form to be used is attached as Exhibit "B". 4.02 Operating Expenses. All operating budgeted expenses incurred by Operator in the operation of the Facilities, which are specifically approved by the Owner, plus start-up expenses, shall be reimbursed by Owner to Operator at the Operator's cost within ten (10) days from receipt by the Owner of a monthly "Expense Invoice(s)" from the Operator, certified by an officer of the Operator. Expense invoices for payroll and payroll related costs may be submitted every two weeks. Expense invoices for other than payroll and payroll related expenses must be accompanied and supported by copies of vendor invoices. If any item of expense is disputed or contested, a statement in writing setting forth the items being disputed and the specific reasons therefore shall be submitted to the Operator. Owner shall advance to Operator one-twelfth (1/12) of the operating budget to cover cost of the operation. Owner shall advance the above sum within thirty(30) days following the commencement of this Agreement. The Owner shall not withhold reimbursement for non-disputed items of expense. Both parties shall in good faith diligently pursue clarification and resolution of any disputed items within thirty (30) days of receipt of written notice sent by Owner. 4.03 Other Facilities. The Owner shall have the right to require the Operator to manage any additional parking facilities not contemplated at the time of execution of this Agreement, in which event all costs of operation for such service, including transportation services, shall be made part of the budget, and all revenues therefrom shall be included in Gross Revenue. 4 3293 ARTICLE V CHARGES AND CONSULTATION 5.01 Charges. Except as may otherwise be specifically authorized by the Owner in writing, Operator shall charge all users of the Facilities the fees or rates for such use established by the Owner. Owner shall have the right to amend or otherwise change the rate schedule at any time during the term of this Agreement. 5.02 Consultation. The Owner reserves the right to call upon the Operator for parking facility consulting services and advice with regard to the operation of the Facilities. In such event the travel expenses and costs incurred, subject to the limits of the existing Owner travel expense policy, shall be considered a reimbursable item of expense. ARTICLE VI OBLIGATIONS OF OWNER 6.01 Maintenance Responsibility. Owner shall maintain all of the Facilities used by the Operator in good and adequate condition for their intended use to the extent required by law, including the roofs & exteriors of all buildings, such as exit booth(s) & offices, and connecting structures, fencing, concrete, asphalt and macadam paving, sidewalks and walkways, signs interior and exterior lighting, landscaping, and air conditioning. 6.02 Utilities. The Owner shall provide and pay for all Owner approved utilities. ARTICLE VII OBLIGATIONS OF OPERATOR 7.01 Maintenance and Repair. Operator shall, be responsible for the proper maintenance and repair of the Revenue Control System, and of the interiors of the exit booth. The Operator shall be responsible for keeping the Facilities, including the parking areas, the entrance and exit areas, and exit toll booth in a neat and clean condition at all times, except those areas specifically maintained and cleaned by the Owner. The Operator shall notify the Owner of any areas requiring immediate maintenance and/or repair upon discovery of such items. The cost of such repairs and maintenance shall be reimbursable to Operator. 7.02 Personnel. A. The management, maintenance, and operation of the Facilities shall at all times be under the supervision and direction of a full-time, qualified, competent resident Facilities Manager who shall be subject to the direction and control of the Operator. B. Operator agrees that its employees shall be of adequate number and competently trained so as to properly conduct the operation of Facilities; sufficient staff shall be provided to operate the toll booth in a first-class manner, to meet all reasonable demands of the public and to prevent customers from waiting in line for a period in excess of eight(8)minutes,unless otherwise specified by the Owner. The Operator shall make every reasonable effort to schedule employees so as to minimize or avoid the payment of overtime, recognizing, 5 3294 however, that the intent of this Agreement is to provide a high level of service to the users of the Facilities. C. All employees shall be required to wear the appropriate uniform at all times when on duty. Operator agrees to ensure that the employees and uniforms are clean and neat, and that the employees present a professional appearance at all times. Operator shall cause all of its employees to conduct themselves at all times in a courteous manner toward the public and dispense with the services of any employee deemed by the Owner to be detrimental to the Airport. D. Operator, its agents, employees, or suppliers shall not block any areas used for ingress and egress by Airport traffic unless required in an emergency, and further, shall not interfere with the activities of Owner, its agents or employees, or any Airport tenant. 7.03 Cleanliness of Premises. The Facilities and all equipment and materials used by Operator shall at all times be clean, sanitary, and free from rubbish, and other refuse. 7.04 Operations. A. The hours of operation shall be from 5:00 A.M. to 10 p.m., seven (7) days per week, 365 days per year. Additional coverage will be as needed and approved by the Director of Airports. These hours are subject to change as airline schedules change to provide coverage of airline flights. B. The Operator shall be responsible for the collection of all monies from the Metered Parking area, the collection of which will be made at a prearranged time to be agreed on by the Operator and the Owner. The monies from which will be included in the Gross Revenues as outlined above. C. The Operator shall have provisions for accepting payment for parking fees in the form of cash, check, credit and debit cards. 7.05 Airport Procedures. Operator agrees to observe and abide by all procedures, rules and regulations, ordinances, statutes and laws promulgated from time to time by the Federal Government, the State of Florida, Owner or Airport staff or any other authority having jurisdiction concerning security matters, parking, ingress and egress, and any other operational matters related to the operation of the Key West International Airport. 7.06 PCI Compliance. (A) Operator shall be responsible for maintaining compliance of the revenue-processing parking equipment and related hosting and other systems servicing the Premises, including the equipment installed per Section 2.02 of this Agreement, with prevailing industry standards governing the storing,handling,processing and transmission of personal and financial information, including, but not limited to, Payment Card Industry standards (collectively, the "Standards"). The Owner agrees not to knowingly make any changes to the Systems which may impact their compliance with the Standards during the Term of this Agreement without first apprising Concessionaire in writing,it being the intent of the parties that Operator shall at all 6 3295 times have current information regarding the Systems for Standards compliance purposes and be fully accountable to the Owner with respect thereto. (B) Operator shall notify the Owner in writing if it becomes aware that the Systems or any portion thereof are not compliant with the Standards at any time during the Term, and shall obtain competitive quotations for requisite upgrades, the cost of which shall be paid by the Owner per the terms in Section 3.05 of this Agreement. All costs incurred by Operator in the performance of its obligations under this Section 7.07 shall be operating expenses,provided that Operator shall seek the prior approval of the Owner for any proposed cost that exceeds the sum of$10,000, such consent not to be unreasonably withheld. (C) If the Owner does not approve an upgrade or other expenditure requested by Operator to maintain compliance of the Systems with the Standards, the Owner agrees to indemnify and hold Operator harmless from and against all Claims incurred by, imposed upon, brought or asserted against Operator arising from non-compliance with the Standards, and waives any and all Claims it may have against Operator for any adverse impact upon Gross Receipts arising directly from non-compliance of the Systems. The foregoing indemnity and waiver shall be limited by the extent to which the Claims arise out of or are attributable to the negligence or non-performance of Concessionaire with its obligations under Section 7.06. (D) If the services of an independent Qualified Security Assessor are obtained with respect to compliance of the Systems, the report of the Qualified Security Assessor and any certificates of compliance issued by the Qualified Security Assessor shall be determinative as to the compliance of the Systems ARTICLE VIII INDEMNITY/INSURANCE 8.01 Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, Operator shall defend, indemnify and hold the County and the County's elected and appointed officers and employees harmless from and against(i) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death),loss,damage,fine,penalty or business interruption,and(iii)any costs or expenses (including, without limitation, costs of remediation and costs of additional security measures that the Federal Aviation Administration, the Transportation Security Administration or any other governmental agency requires by reason of, or in connection with a violation of any federal law or regulation, attorneys' fees and costs, court costs, fines and penalties) that may be asserted against, initiated with respect to, or sustained by, any indemnified party by reason of, or in connection with, (A) any activity of Operator or any of its employees, agents, contractors or other invitees on the Airport during the term of this Agreement, (B)the negligence or willful misconduct of Operator or any of its employees, agents,contractors or other invitees,or(C)Operator's default in respect of any of the obligations that it undertakes under the terms of this lease, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise from the intentional or sole negligent acts or omissions of the County or any of its employees, agents, contractors or invitees (other than Operator). Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during the term of this Agreement, this section will 7 3296 survive the expiration of the term of this Agreement or any earlier termination of this Agreement. 8.02 Operator will provide and maintain in effect throughout the term of this Agreement current general liability insurance in the amount of $1,000,000 combined single limit, personal injury, and $100,000 property damage. 8.03 Operator also will provide and maintain in effect throughout the term of this Agreement, current statutory requirements of worker's compensation. 8.04 Certificates of Insurance must be provided to Monroe County prior to execution of this Agreement and within fifteen days after award of proposal, with Monroe County BOCC listed as additionally insured on all except Workers Compensation. Thereafter, the Operator must keep in full force and effect all of the insurance coverages listed above during the term of this Agreement. If the insurance policies originally purchased that meet the requirements are canceled, terminated or reduced in coverage, then the Operator must immediately substitute complying policies so that no gap in coverage occurs. 8.05 All forms of insurance required above shall be from insurers acceptable to the County. 8.06 All insurance policies must specify that they are not subject to cancellation, non-renewal, material change, or reduction in coverage unless a minimum of thirty days prior notification is given to the County by the insurer. 8.07 The insurance required of the Operator by the terms of this Agreement is for the protection of the County, its property and employees, and the general public. The insurance requirement is not, however, for the protection of any specific member of the general public who might be injured because of an act or omission of the Operator. The insurance requirements do not make any specific injured member of the general public a third party beneficiary under this Agreement. Therefore, any failure by the County to enforce these insurance requirements, or terminate this Agreement if the Operator becomes uninsured or underinsured, is not a breach of any duty or obligation owed to any specific member of the general public and cannot form the basis of any County liability to a specific member of the general public or his/her dependents, or estate or heirs. A) Notwithstanding the provisions of Article X, the County may immediately treat the Operator in default if the Operator fails to maintain the insurance required by this Article VIII. Before terminating the agreement in this situation,the County need only provide the Operator 24-hour notice by FAX or overnight courier. The County may, but need not, provide the Operator with an opportunity to cure the default. ARTICLE IX RELATIONSHIP OF THE PARTIES 9.01 Operator is and shall be deemed to be an independent contractor and operator responsible to all parties for its respective acts or omissions, and Owner shall in no way be responsible therefore. Neither the Operator nor any of the 8 3297 officers, agents, or employees of the Operator shall be deemed to be employees of the Owner for any purposes whatsoever ARTICLE X TERMINATION OF AGREEMENT, CANCELLATION, ASSIGNMENT & TRANSFER 10.01 Termination. This Agreement shall automatically terminate and expire at the end of the term, as set forth in Article I hereof. Upon the termination of this Agreement, through passage of time or otherwise, the Operator shall aid the Owner in all ways possible in continuing the business of operating the Airport public parking facilities uninterruptedly. 10.02 Owner's Right of Cancellation. Owner may cancel this Agreement by giving Operator thirty(30) days advance written notice, to be served as hereinafter provided, upon the happening of any one of the following events: (1) The filing by Operator of a voluntary petition for bankruptcy. (2) The institution of proceedings in bankruptcy against Operator and adjudication of Operator as a bankrupt pursuant to said proceeding. (3) The taking by a Court of jurisdiction of Operator's assets pursuant to proceedings brought under the provision of any federal re-organizational acts and said proceeding is not dismissed, discontinued or vacated within thirty (30) days. (4) The appointment of a receiver of Operator's assets and the receivership shall not be set aside within thirty(30)days after such appointment. (5) The divestiture of Operator's estate herein by operation of law. (6) The abandonment by Operator of the Facilities, or of its business operations thereon. (7) The conduct of any business or performance of any acts not specifically authorized herein and said business or acts do not cease within thirty (30) days of receipt of written notice by Owner to cease said business or acts. (8) The default in the performance of any of the covenants and conditions required herein to be kept and performed by Operator and said default is not cured within thirty (30) days of receipt of written notice by Owner to do so, or if by reason of the nature of such default, the same cannot be remedied within thirty (30) days following receipt by Operator of written demand from Owner to do so, Operator fails to 9 3298 commence and diligently execute the remedying of such default within said thirty (30) days following such written notice. 10.03 Termination For Convenience. Either party may terminate this agreement upon 90 days written notice. 10.04 Assignment, Transfer, and Subcontracting_. Operator shall not, in any manner, assign, transfer, mortgage,pledge, encumber or otherwise convey an interest in this Agreement, nor contract the services permitted herein or any part thereof, without the prior written consent of Owner. Such consent can be withheld for any reason or for no reason at all. Any such attempted assignment, transfer, or subcontract without Owner approval shall be null and void. In the event Owner consents in writing as aforesaid, Operator shall have the right to the extent permitted by Owner's consent to subcontract or assign all or any portion of the permitted services, provided that any such subcontract or assignment shall be limited to only the same purposes as are permitted under this Agreement. Any such subcontract or assignment shall be subject to the same conditions, obligations and terms as set forth herein and Operator shall be fully responsible for the observance by its subcontractors of the terms and covenants contained in this Agreement. Notwithstanding anything herein to the contrary, in the event of an approved subcontract, Operator shall remain primarily liable to Owner for fulfilling all obligations, terms and conditions of this Agreement,throughout its entire term. ARTICLE XI ALTERATIONS OR ADDITIONS AND SIGNS 11.01 Alterations or Additions. Operator shall make no alterations or additions to the Facilities constructed thereon, without the prior written consent of the Owner. 11.02 Signs. No signs, posters, or similar devices shall be erected, displayed, or maintained by Operator in the view of the general public in, on, or about the Facilities or elsewhere on the Airport without the written approval of Owner, which consent shall not be unreasonably withheld. Any such signs not approved shall be immediately removed at the sole cost and expense of Operator, upon written notification thereof by Owner. ARTICLE XII LAWS, REGULATIONS, PERMITS, GOVERNING LAW AND VENUE 12.01 General. Operator expressly covenants, warrants, guarantees and agrees that throughout the term of this Agreement, Operator shall at all times be and shall remain in full and complete compliance with all applicable statutes, regulations, rules, rulings, orders, ordinances, or directives of any kind or nature without limitation, as same may be amended from time to time, of any and all Federal, State, Municipal or local governmental bodies now or hereafter having jurisdiction over Operator, Operator's operations conducted under this Agreement on the Facilities, and over those persons and entities performing any work or services on behalf of Operator or at Operator's actual or constructive request. Operator further covenants, warrants, guarantees, and agrees that it shall comply 10 3299 with all ordinances of Owner, including but not limited to the "Rules and Regulations", all operational orders issued thereunder, and any and all other laws, ordinances, regulations, rules, and orders of any governmental entity which may be applicable to Operator or in any way to Operator's business operations under this Agreement, as said laws, ordinances, regulations, rules, and orders now exist, or are hereinafter amended, promulgated, or otherwise imposed on Operator by laws. 12.02 Permits and Licenses General. Operator expressly covenants, warrants, and agrees that it shall, at its sole cost and expense, be strictly liable and responsible for obtaining, paying for, maintaining current, and fully complying with, any and all permits, licenses and other governmental authorizations,however designated, as may be required at any time throughout the entire term of this Agreement or any extension thereof by any Federal, State, or local governmental entity or any court of law having jurisdiction over Operator or Operator's operations and activities; however, such costs and expense shall be reimbursed in accordance with Paragraph 4.02 "Operating Expenses". 12.03 Governing Law,Venue,Interpretation. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement, the County and Operator agree that venue will lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. The County and Operator agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by or between any of them the issue shall be submitted to mediation prior to the institution of any other administrative or legal proceeding. ARTICLE XIII GOVERNMENTAL RESTRICTIONS 13.01 Right of Flight. Owner reserves unto itself, its successors and assigns, for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the real property previously described together with the right to cause in said airspace such noise as may be inherent in the operation of aircraft now known or hereafter used, for navigation of or flight in the said airspace for landing on, taking off from, or operating on the Airport. 13.02 Operation of Airport. Operator expressly agrees for itself, its sub- lessee, successors and assigns, to prevent any use of the Airport Facilities which would interfere with or adversely affect the operation,maintenance, or development of the Airport. 11 3300 ARTICLE XIV NON-DISCRIMINATION 14.01 Non-discrimination. Operator and Owner agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the court order. Operator and Owner agree to comply with all Federal and Florida statutes,and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination in employment on the basis of race, color, religion, sex, and national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-1686),which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973,as amended(20 USG s. 794),which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended(42 USC ss. 6101- 6107)which prohibits discrimination on the basis of age; 5)The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended,relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7)The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3),as amended,relating to confidentiality of alcohol and drug abuse patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s.3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 12101 Note), as may be amended from time to time,relating to nondiscrimination on the basis of disability; 10)Monroe County Code, Chapter 14, Article Il, which prohibits discrimination on the basis of race, color, sex, religion, disability, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; 11) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties hereto, or the subject matter of, this Agreement. 14.02 Disadvantaged Business Enterprise/Affirmative Action. Operator acknowledges that the provisions of 49 CFR, Part 23, Disadvantaged Business Enterprises (DBE), and 14 CFR Part 152, Affirmative Action Employment Programs are applicable to the activities of Operator under the terms of this Agreement, unless exempted by said regulations, and hereby agrees to comply with all requirements of Owner, the Federal Aviation Administration and the U. S. Department of Transportation, in reference thereto. ARTICLE XV NOTICE 15.01 Any notice given under the provisions of this Agreement shall be in writing and shall be delivered personally or sent by certified or registered mail, postage prepaid to: Owner: Richard Strickland. CM Director of Airports 12 3301 Key West International Airport 3491 South Roosevelt Boulevard Key West, Florida 33040 Operator: Bob Linehart Senior Vice President 633 Chestnut St., Ste 2000 Chattanooga, TN 37450 or such other respective addresses as the parties may designate to each other in writing from time to time. Notice by certified or registered mail shall be deemed given on the date that such notice is deposited in a United States Post Office. ARTICLE XVI PARAGRAPH HEADINGS 16.01 The headings of the various article and sections of this Agreement, and its Table of Contents, are for convenience and ease of reference only, and shall not be construed to define, limit, augment or describe the scope, context, or intent of this Agreement or any part or parts of this Agreement. ARTICLE XVII GENERAL PROVISIONS 17.01 Severability. If any term, covenant, condition or provision of this agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction,the remaining terms, covenants, conditions and provisions of this agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this agreement would prevent the accomplishment of the original intent of this agreement. The Owner and Operator agree to reform the agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. 17.02 Attorney's Fees and Costs.The Owner and Operator agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this agreement, the prevailing party shall be entitled to reasonable attorney's fees, court costs, investigative and out-of-pocket expenses, as an award against the non-prevailing party, and shall include attorney's fees, court costs, investigative, and out-of-pocket expenses in appellate proceedings. Mediation proceedings initiated and conducted pursuant to this agreement shall be in 13 3302 accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the Circuit Court of Monroe County. 17.03 Binding Effect. The terms, covenants, conditions, and provisions of this agreement shall bind and inure to the benefit of the Owner and Operator and their respective legal representatives, successors, and assigns. 17.04 Authority. Each party represents and warrants to the other that the execution, delivery and performance of this agreement have been duly authorized by all necessary COUNTY and corporate action, as required by law. 17.05 Adjudication of Disputes or Disagreements.The Owner and Operator agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If no resolution can be agreed upon within thirty (30) days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Monroe County Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this agreement by Florida law. 17.06 Cooperation. In the event any administrative or legal proceeding is instituted against either party relating to the formation,execution,performance,or breach of this agreement,the Owner and Operator agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this agreement or provision of the services under this agreement. The Owner and Operator specifically agree that no party to this agreement shall be required to enter into any arbitration proceedings related to this agreement. A party who requests the other's party's participation in accordance with the terms of this section shall pay all reasonable expenses incurred by the other party by reason of such participation. 17.07 Covenant of No Interest. The Owner and Operator covenant that neither presently has any interest, and shall not acquire any interest,which would conflict in any manner or degree with its performance under this agreement,and the only interest of each is to perform and receive benefits as recited in this agreement. 17.08 Code of Ethics. The Owner agrees that officers and employees of the Owner recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313,Florida Statutes, regarding,but not limited to solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. 14 3303 17.09 Public Access. Contractor must comply with Florida public records laws, including but not limited to Chapter 119, Florida Statutes and Section 24 of article I of the Constitution of Florida.The County and Contractor shall allow and permit reasonable access to, and inspection of, all documents, records, papers, letters or other "public record"materials in its possession or under its control subject to the provisions of Chapter 119,Florida Statutes, and made or received by the County and Contractor in conjunction with this contract and related to contract performance. The County shall have the right to unilaterally cancel this contract upon violation of this provision by the Contractor. Failure of the Contractor to abide by the terms of this provision shall be deemed a material breach of this contract and the County may enforce the terms of this provision in the form of a court proceeding and shall, as a prevailing party, be entitled to reimbursement of all attorney's fees and costs associated with that proceeding. This provision shall survive any termination or expiration of the contract. The Contractor is encouraged to consult with its advisors about Florida Public Records Law in order to comply with this provision. Pursuant to F.S. 119.0701 and the terms and conditions of this contract,the Contractor is required to: (1) Keep and maintain public records that would be required by the County to perform the service. (2) Upon receipt from the County's custodian of records,provide the County with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (3) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the County. (4) Upon completion of the contract, transfer, at no cost, to the County all public records in possession of the Contractor or keep and maintain public records that would be required by the County to perform the service. If the Contractor transfers all public records to the County upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records.All records stored electronically must be provided to the County, upon request from the County's custodian of records, in a format that is compatible with the information technology systems of the County. (5) A request to inspect or copy public records relating to a County contract must be made directly to the County, but if the County does not possess the requested records, the County shall immediately notify the Contractor of the request, and the Contractor must provide the records to the County or allow the records to be inspected or copied within a reasonable time. 15 3304 IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY, AT(305) 292-3470 17.10 Privileges and Immunities. All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the Owner, when performing their respective functions under this agreement within the territorial limits of the County shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents,volunteers,or employees outside the territorial limits of the County. 17.11 Legal Obligations and Responsibilities. Non-Delegation of Constitutional or Statutory Duties. This agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the Owner, except to the extent permitted by the Florida Constitution, State Statute, and case law. 17.12 Non-Reliance by Non-Parties. No person or entity shall be entitled to rely upon the terms, or any of them, of this agreement to enforce or attempt to enforce any third-party claim or entitlement to or benefit of any service or program contemplated hereunder, and the Owner and Operator agree that neither the Owner nor Operator or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals,entity or entities, have entitlements or benefits under this agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this agreement. 17.13 Attestations. Operator agrees to execute such documents as the Owner may reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a Drug-Free Workplace Statement. 17.14 No Personal Liability.NO covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Owner in his or her individual capacity, and no member, officer, agent or employee of Owner shall be liable personally on this agreement or be subject to any personal liability or accountability by reason of the execution of this agreement. 16 3305 17.15 Execution in Counterparts.This agreement may be executed in any number of counterparts,each of which shall be regarded as an original,all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this agreement by signing any such counterpart. 17.16 Section Heading. Section headings have been inserted in this agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this agreement and will not be used in the interpretation of any provision of this agreement. 17.17. Rights Reserved. Rights not specifically granted to Operator by this Agreement are reserved to the Owner. 17.18 Mutual Review. This agreement has been carefully reviewed by Operator and the Owner, therefore this agreement is not to be construed against either party on the basis of authorship. ARTICLE XVIII ENTIRETY OF AGREEMENT 18.01 The parties agree that this Agreement sets forth the entire agreement between the parties, and there are no promises or understanding other than those stated herein. None of the provisions, terms and conditions contained in this a Agreement may be added to, modified, superseded or otherwise dlt C_ except by written instrument executed by the parties hereto. M. Cn. C5 IN WITNESS WHEREOF, the parties have caused this Agreement rn executed this'2?-A--et day of tm!l 2019. -<' C-> 771 CA VIN MADOK, CLERK BOARD OF COUNTY COMMISSIONERS OF MONRO COU Y, FLORIDA By: Deputy Clerk &Mayor REP IC KI G SYSTEM, LLC Title:By: 11 Witnesses le-: secv-�top_Q"ce YM5%cleAt XNRC7E F ORNEY NTY ATTORN 17 Date 3306 ado", � 4 i r + w.r /iw ////%/w r / d //// r///% C.4 ow ON r N � s , / VIIIII i r; x / /�j�r/ l„ 3307 EXHIBIT"B" BONUS EVALUATION Score each category from 0-10(10 being the highest score). Add all scores to achieve total percentage attained. Multiply percentage attained by total amount of bonuses available to determine actual bonus earned. 1.CUSTOMER SERVICE a. Responsiveness to customer concerns and/or complaints b. Customer assistance c. Customer waiting -is the time reasonable 2. EMPLOYEE a. Employee neat and in uniform b. Employee capable and properly trained 3. OVERALL APPEARANCE OF FACILITY a. Facility Clean b. Timely notification to Airport of needed repairs 4. ACCOUNTING a. Bank deposits on time b. Reports accurate and on time S. TICKET CONTACT a. Unaccounted tickets at reasonable levels b. Unusual variances fully explained 6. BUDGET a. Submitted on time b. Various expenditures vs.budget acceptable 7. LOCAL MANAGEMENT a. Staffing at proper levels b. Overtime reasonable 8. HOME OFFICE SUPPORT a. Recommendations concerning rates,charges in services,improvements 9. RESPONSIVENESS TO AIRPORTS REQUESTS AND SPECIAL EVENTS 10. OVERALL PERCEPTION OF PARKING OPERATIONS TOTAL POINTS EARNED 0 POINTS EARNED 0/100= 0% GROSS REVENUE=BONUS 3308 _ Page 1 of 2 A�V CERTIFICATE 4F LIABILITY INSURANCE DATE o/011//22019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed, If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s), PRODUCER NAME T Willie of Illinois, Inc. PHONE i-877-945-7378 FAX 2-888-467-2370 c/o 26 Century Blvd A!c No EMAIL eertificateat?willis.com P.O. Box 305191 DO ESSe Nashville, TH 372305191 USA INSURE S AFFORDING COVERAGE NAIC 0 INSURER A: state National Insurance Company Inc 22831 INSURED INSURERS: Travelers Property Casualty Company of Amu 25674 Republic Parking System, LLC 633 Chestnut Street, Suite 2000 INSURERC: National Union Fire Insurance Company of P 19445 Chattanooga, TN 37450 INSURERD: Liberty Mutual Insurance Company 23043 INSURERE, INSURER F: COVERAGES CERTIFICATE NUMBER:W10313307 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSft TYPE OF INSURANCE POLICY NUMBER MMMONYWy' POLICY EXP LIMITS L X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S 1,000,000 CLAIMS-MADE I OCCUR PREMtSES.(Ea rrs w }$ 300,000 A MED EXP(And one ersan' g$ 15,000 y PMH-10002-CGX 07/01/2018 07101/2019 PERSONAL&AOV INJURY S 1,000,000 GEN'LAGGREGATE LIMIT APPLIES PER GENERALAGGREGATE S 2,000,000 X POLICY❑dECT I - I LOC pp PRODUCTS-COMPIOPAGO S 2,000,000 OTHER. d a S AUTOMOBILELIABILIIY t CO IN>: SINGLE' .IT S 1,000,000 y{ ANY AUTO BODILY INJURY(Per personF S A OWNEO SCHEDULED Y RDN-10003-CAY 0710112018 07/01/2019 BODILY INJURY IPerawdent) S AUTOS ONLY AUTOS ! -. -,._ HIRED NOWOWNEO PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY j Per ncciden! S�. x_ A X UMBRELfAUAB JCrLN�, CUR EACHOCCURRENCE S14,000,000 EXCESSLIAB MADE Y RDN-10006-UHX 07/01/2018 07/61/20191 AGGREGATE 5 14,000,000 X DED 'I RET€NP.ONS 10,000 5 - WORKERS COMPENSATION X I RLAP T!2`f ;f ERH AND EMPLOYERS'LIABILITY - B ANYPROPRIETORIPARTNERIEXECUTIVE YIN t E.L.EACH ACCIDENT S 1,000,000 OFFICERIMEMSEREXCLUDED7 No NIA + TC2JUB-2J703373-16 07/01/2018 07/01/2019 (Mandatory In NH) L.L.DISEASE-EA EMPLOYEE S 1,000,000 UIf yyes,desaibe under 1 000 0 DO DESCRIPTION OF OPERATIONS below i I E.I^DISEASE•POLICY LIMIT $ A gAutomobile Liability INA) Y "N-10004-CAX 07/01/2018 07f01/2019 Any Auto Limit: $1,000,000 B DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101.Addittenat Remarks Schedule,may be attached It mate"see is required) A.M. Beat Ratings �y�I State National Insurance Company: A AISK�"' National Union Fire Insurance Company of Pittsburgh: A f4Y r' rr Travelers Property Casualty Company of America: A++ (Superior) r " Liberty Mutual Insurance Company: A DAM SEE ATTACHED WA{V WO YES... CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Monroe County SOCC AUTHORIZEDREPRESENTATIVE - 1100 Simonton Street /r Rey West, FL 33040 L� onLo, 01988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORO iR 10: 17593606 gAxa= 10923SS 3309 AGENCY CUSTOMER ID: _ LOC#: ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED Willis of Illinois, Inc_ Republic Parking system, LLC 633 Chestnut Streot,,Suite 2COD POUCY NUMBER Chattanooga, TN 37450 See Page 1 CARRIER NAtC CODE See Page 1 See Page 1 EFFECnVE DATE:See Page i ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Monroe County BOCC in included as an Additional Insured as respects to General Liability, Auto Liability when required by written contract, subject to policy terms i conditions, as Pertains to the operations of the insured and Umbrella/Excess Liability. INSURER AFFORDING COVERAGE: National Union Fire Insurance Company of Pittsburgh NAICM: 19445 POLICY NUMBER: 94682164 EFF DATE: 07/01/2018 EXP DATE: 07/01/2019 TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT: Crime - Employee Dishonesty Broad Form $5,000,000 Money i Securities INSURER AFFORDING COVERAGE: Liberty Mutual Insurance Company NAiCM: 23043 POLICY NUMBER: TL1-B71-171336-018 EFF DATE: 07/01/2016 EXP DATE: 01/01/2019 ADDITIONAL INSURED: Y TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT: Excess Liability Limit: $25,000,000 ($25,000,000 Xs *15,000,000) INSURER AFFORDING COVERAGE: State National Insurance Company Inc NAICN: 12032 POLICY NUMBER: RDN-10003-CAY EFF DATE: 07/01/2018 EXP DATE: 07/01/2019 TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT: Garage Liability Limit: $1,000,000 INSURER AFFORDING COVERAGE: Travelers Property Casualty Company of America NAICN: 25674 POLICY NUMBER: TRJUB-2J703361-18 EFF DATE: 07/01/2018 EXP DATE: 07/01/2019 TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT: Workers Compensation G E.L. Each Accident: $1,000,000 Employers Liability E.L. Disease Ea. Emp: $1,000,000 E.L. Disease Policy: $1,000,000 ACORD 101(2008101) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SR ID: 17593606 BATCR: 1092386 CERT: W20313307 3310 This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included|n this policy. SCHEDULE PERSON OR ORGANUZAT|ON:A 30 day notice of cancellation applies with a lO day exception for non-payment, in favor of certificate holder when required by written contract, with respect to all policies and subject to the provisions and limitations of the policy ADDRESS: To by provided by Insured Number mf Days Notice mf Cancellation: 3DDays (|f left blank,no notice will be sent.) Number of Days Notice ofWmwmamemai3ODays (if left blank, no notice will besant.) A. If we cancel this policy for any statutorily permitted reason other than nonpayment cf premium,we will mail notice of cancellation to the Scheduled person or organization at the address shown im the Schedule above. VVa will mail this notice et least the number cfdays shown in the Schedule above for cancellation, However,failure to send such notice or send it within the specified time period will not rescind the cancellation, B. |fwe decide not to renew this policy for any statutorily permitted reason,we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. VVw will mail such notice at least the number of days shown inthe Schedule above for nonrenewal. However,failure to send such notice or send it within the apecifiodtime period will not rescind the nonrenawai This endorsement forms-part of 0710112018 Policy Number: RDm-10002'cGx Effective Date: Insured: Imperial Parking(U.S.),ILLo Includes material of R|L02 032 0412 Insurance Services Office,mn~Win Page 1of1 iypam,|asion. 3311 This Endorsement Changes the Policy. Please Read#Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON OR ORGANMAOFION:& 30 day notice of cancellation applies with a IO day exception for non-payment, in favor of certificate holder when required by written contract, with respect to all policies and subject to the provisions and limitations of the policy ADDRESS: To by provided by Insured Number of Days Notice«f Cancellation: 3UDays (if left blank,no notice will beoemdj Number uf Days Notice of Nunmonama\:3UDays (If left blank, nm notice will bemont.) A. If wa cancel this policy for any statutorily permittedreason other than nonpayment of premium,we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. VVo will mail this notice mt least the number oydays shown in the Schedule above for cancellation. However,failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason,we vifill mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. VVa will mail such notice sd least the number of days shown inthe Schedule above for nonrenewal, However,failure to send such notice or send it within the specified time period will not rescind the nmnnonewoi This endorsement �--' - Policy ��u�h� RDN-10903- w � �4v � � m � o�o p�w � ^oo'a |nwwnm: Imperial Parking(m��ILmC Includes copyrighted material oY RIL02 022 0412 Insurance Services Office,|nc..with Page 1uf 1 its nennisoiov 3312 This Endorsement Changes the Policy. Please Read It Carefully, NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included In this policy. SCHEDULE PERSON OR ORGANIZATION:A 30 day notice of cancellation applies with a 10 day exception for non-payment, in favor of certificate holder when required by written contract, with respect to all policies and subject to the provisions and limitations of the policy ADDRESS: To by provided by Insured Number of Days Notice of Cancellation:30 Days (if left blank, no notice will be sent.) Number of Days Notice of Nonrenewal: 30 Days (if left blank,no notice will be sent.) A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium,we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However,failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason,we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However,failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of 0710112018 Policy Number: RDN-10004-CAX Effective Date: Insured: Imperial Parking(U.S.),LLC Includes copyrighted material of RIL 02 022 0412 Insurance Services Office,Inc.,with Page I of I its permission. 3313 This Endorsement Changes the Policy. Please Read It Carefully, NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON OR ORGANIZATION:A 30 day notice of cancellation applies with a 10 day exception for non-payment, in favor of certificate holder when required by written contract, with respect to all policies and subject to the provisions and limitations of the policy ADDRESS: To by provided by Insured Number of Days Notice of Cancellation:30 Days (if left blank, no notice will be sent.) Number of Days Notice of Nonrenewal:30 Days (if left blank, no notice will be sent.) A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium,we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However,failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason,we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However,failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of Policy Number. RDN-10005-UMX Effective Date: 0710112018 Insured: Imperial Parking(U.S.),LLC Includes copyrighted material of RIL 02 022 0412 Insurance Services Office,Inc,,with Page I of 1 its permission. 3314 This Endorsement Changes the Policy. Please Read It Carefully. COMMERCIAL AUTOMOBILE ENHANCEMENT This endorsement modifies coverage provided under the following: BUSINESS AUTO COVERAGE FORM 1. BROADENED INSURED COVERAGE Under Section Il—COVERED AUTOS LIABILITY COVERAGE,the following changes are made: A. BROAD NAMED INSURED The following is added to A.Coverage,paragraph 1.Who Is An Insured: d. Any legally incorporated entity of which you own more than 50%of the voting stock on the effective date of this coverage part is an insured. B. ADDITIONAL INSUREDS—BY CONTRACT,AGREEMENT OR PERMIT The following is added to A.Coverage,paragraph 1.Who Is An Insured: e. Any person or organization, not otherwise identified as an"insured"in this coverage or by endorsement to this coverage,that you are required by written contract,written agreement or written permit to name as an"insured". The insurance provided under item B. above applies on a primary basis if that is required by the written contract,written agreement or written permit. Coverage under this provision is limited to the minimum limits of liability stipulated in that written contract,written agreement or written permit or the amount of loss not to exceed the Limit of Liability shown in the Declarations,whichever is less. C. EMPLOYEES AS INSUREDS The following is added to A.Coverage, paragraph 1.Who Is An Insured: f.Any"employee"of yours is an"insured"while using a covered"auto"you don't own, hire or borrow in your business or your personal affairs. D. FELLOW EMPLOYEE COVERAGE B.Exclusions,paragraph 5. Fellow Employee is deleted and replaced with the following: "Bodily injury"to: a. Any fellow"employee"of the"insured"arising out of and in the course of the fellow"employee's"employment or white performing duties. related to the conduct of your business;or b. The spouse,child,parent, brother or sister of that fellow"employee"as a consequence of Paragraph a.above. Includes copyrighted material of RCA 01 0021013 Insurance Services Office,Inc,with Page 1 of 4 its permission. 3315 However,we will cover"bodily injury"caused by your"employee"to his or her fellow"employee"if the"bodily injury`results from the use of a covered"auto" you own or hire. 2. ADDITIONAL SUPPLEMENTARY PAYMENTS Section 11"COVERED AUTOS LIABILITY COVERAGE,A.Coverage, paragraph 2.a. Coverage Extensions,Supplementary Payments,items(2)and(4)are deleted and replaced by the following: (2) Up to$5000 for the cost of bail bonds(including bonds for related traffic law violations)required because of an"accident"we cover,We do not have to furnish these bonds. (4) All reasonable expenses incurred by the"insured"at our request,including actual loss of earnings up to$500 a day because of time off from work. 3. KNOWLEDGE AND NOTICE OF OCCURRENCE Section IV-BUSINESS AUTO CONDITIONS,A.Loss Conditions, paragraph 2. Duties In The Event Of Accident,Claim,Suit Or Loss,item a.is deleted and replaced by the following and item d.is added: a. In the event of an"accident",claim,"suit"or"loss"you must give us or our authorized representative prompt notice of the"accident"or"loss"when the"accident",claim, "suit"or"loss"is known to: (1) You, if you are an individual; (2) A partner,if you are a partnership or joint venture; (3) An"executive officer or director if you are a corporation; (4) A member,if you are a limited liability company; (5) A trustee if you are a trust;or (6) An"employee"designated by you to give us such a notice. This notice should include: (1) How,when and where the"accident"or'loss"occurred; (2) The"insured's"name and address;and (3) To the extent possible,the names and addresses of any injured persons and witnesses. d.Your rights afforded under this policy will not be prejudiced if you fail to give us notice of an"accident",claim,"suit"or"loss", solely due to your reasonable and documented belief that the"bodily injury"or"property damage"is not covered under this policy. 4. WAIVER OF SUBROGATION The following is added to Section IV-BUSINESS AUTO CONDITIONS, A.Loss Conditions,paragraph 5.Transfer of Rights of Recovery Against Other To Us: If the insured has waived those rights prior to the"accident"or"loss",our rights are waived also. S. UNINTENTIONAL ERRORS AND OMISSIONS The following is added to Section IV-BUSINESS AUTO CONDITIONS, B.General RCA 01002 1013 includes copyrighted material of Insurance Services Office,Inc.with Page 2 of 4 Its permission. 3316 Conditions,paragraph 2.Concealment,Misrepresentation Or Fraud: We will not disclaim coverage under this Coverage Part if you fail to disclose all hazards existing as of the inception date of the policy,provided such failure is not intentional. However,we reserve the right to charge additional premium for any such hazard. 6. BROADENED PHYSICAL DAMAGE COVERAGE Under Section III—PHYSICAL DAMAGE COVERAGE,the following changes are made: A. WAIVER OF DEDUCTIBLE—GLASS REPAIR The following is added to D.Deductible: No deductible for a covered"auto"will apply to glass damage if the glass is repaired rather than replaced. B. ADDITIONALTRANSPORTATION EXPENSES A.Coverage,4.Coverage Extensions,paragraph a.Transportation Expenses is deleted and replaced by the following: We will pay up to$50 per day to a maximum of$1500 for temporary transportation expense incurred by you because of the total theft of a covered"auto"of the private passenger type. We will pay only for those covered"autos"for which you carry either Comprehensive or Specified Causes Of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending,regardless of the policy's expiration,when the covered"auto"is returned to use or we pay for its"loss". C. ADDITIONAL LOSS OF USE EXPENSES A.Coverage,4.Coverage Extensions,paragraph b.Loss Of Use Expenses is deleted and replaced by the following: For Hired Auto Physical Damage,we will pay expenses for which an"insured" becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver under a written rental contract or agreement. We will pay for loss of use expenses if caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered"auto"; (2) Specified Causes of Loss only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered"auto";or (3) Collision only if the Declarations Indicate that Collision Coverage is provided for any covered"auto". However,the most we will pay for any expenses for loss of use is$65 per day,to a maximum of$1500. D. COST TO RECOVER STOLEN AUTO The following is added to A.Coverage,4.Coverage Extensions. We will pay reasonable and necessary expenses incurred by you to return a stolen, covered"auto"from the place where it is recovered to its usual garaging place. The most we will pay for such expenses is$1000. This Coverage Extension does not apply if your business is selling,servicing or repairing"autos". Includes copyrighted material of RCA 01 0021013 Insurance Services Office.Inc.with Page 3 of 4 its permission. 3317 E. PERSONAL EFFECTS COVERAGE The following is added to A.Coverage,4.Coverage Extensions. In the event of a total theft of a covered"auto",we will pay for personal effects owned by an"insured"and in or on the covered"auto"at the time of"loss". The most we will pay for such personal effects is$500 per"loss". No deductibles apply to this Personal Effects Coverage. F. AIRBAGS—ACCIDENTAL DISCHARGE COVERAGE The following is added to B.Exclusions,paragraph 3. This exclusion does not apply to the accidental discharge of an airbag caused by or arising from mechanical or electrical breakdown,provided the covered"auto"does not also incur other physical damage. The most we will pay for such"loss"is$1000. This coverage is excess over any other collectible insurance or warranty. No deductibles apply to this Airbags—Accidental Discharge Coverage. G. VEHICLE WRAP COVERAGE The following is added to A.Coverage,4.Coverage Extensions. In the event of a total"loss"to a covered"auto"and in addition to the actual cash value of the covered"auto",we will pay up to$1000 to repair or replace vehicle wraps displayed on the"auto"at the time of"loss". The most we will pay under the Vehicle Wrap Coverage Is$5000 for any one"loss",regardless of the number of covered"autos"deemed a total"loss". For the purpose of this coverage,vehicle wraps are full color,graphic images printed on vinyl film and attached to an"auto". 7. ADDITIONAL DEFINITIONS The following is added to Section V—DEFINITIONS: "Executive Officer"means a person holding any of the officer positions created by your charter,constitution, by-laws or any similar governing document. This endorsement forms a part of Policv Number:RDN-10003•CAY Effective Date: 0710112018 Insured: Imperial Parking(U.S.),LLC RCA a1 002 9013 Includes copyrighted material of Insurance Services Office,Inc.with Page 4 of 4 Its permission. 3318 This Endorsement Changes the Policy. Please Read It Carefully. COMMERCIAL AUTOMOBILE ENHANCEMENT This endorsement modifies coverage provided under the following: BUSINESS AUTO COVERAGE FORM 1. BROADENED INSURED COVERAGE Under Section II—COVERED AUTOS LIABILITY COVERAGE,the following changes are made: A. BROAD NAMED INSURED The following is added to A.Coverage, paragraph 1.Who Is An Insured: d. Any legally incorporated entity of which you own more than 50%Q of the voting stock on the effective date of this coverage part is an insured. , B. ADDITIONAL INSUREDS—BY CONTRACT,AGREEMENT OR PERMIT The following is added to A.Coverage, paragraph 1.Who Is An Insured: e. Any person or organization, not otherwise identified as an"insured"in this coverage or by endorsement to this coverage,that you are required by written contract,written agreement or written permit to name as an"insured". The insurance provided under item B.above applies on a primary basis if that is required by the written contract,written agreement or written permit. Coverage under this provision is limited to the minimum limits of liability stipulated in that written contract,written agreement or written permit or the amount of loss not to exceed the Limit of Liability shown in the Declarations,whichever is less. C. EMPLOYEES AS INSUREDS The following is added to A.Coverage, paragraph 1.Who Is An Insured: L Any"employee"of yours is an"insured"while using a covered"auto"you don't own, hire or borrow in your business or your personal affairs. D. FELLOW EMPLOYEE COVERAGE B.Exclusions,paragraph 5.Fellow Employee is deleted and replaced with the following: "Bodily injury"to: a. Any fellow"employee"of the"insured"arising out of and in the course of the fellow"employee's"employment or white performing duties related to the conduct of your business;or b. The spouse,child,parent, brother or sister of that fellow"employee"as a consequence of Paragraph a.above. Includes copyrighted material of RCA 01 002 1013 Insurance Services Orrice,Inc.with Page 1 of A Its permission. 3319 However,we will cover"bodily injury"caused by your`employee"to his or her fellow"employee"if the"bodily injury"results from the use of a covered"auto" you own or hire. 2. ADDITIONAL SUPPLEMENTARY PAYMENTS Section 11—COVERED AUTOS LIABILITY COVERAGE,A.Coverage, paragraph 2.a. Coverage Extensions,Supplementary Payments,items(2)and(4)are deleted and replaced by the following: (2) Up to$5000 for the cost of bail bonds(including bonds for related traffic law violations)required because of an"accident"we cover.We do not have to furnish these bonds. (4) All reasonable expenses incurred by the"insured"at our request,including actual loss of earnings up to$500 a day because of time off from work. 3. KNOWLEDGE AND NOTICE OF OCCURRENCE Section IV-BUSINESS AUTO CONDITIONS, A. Loss Conditions,paragraph 2. Duties In The Event Of Accident,Claim,Suit Or Loss,item a.is deleted and replaced by the following and item d.is added: a. In the event of an"accident",claim,"suit"or"loss"you must give us or our authorized representative prompt notice of the"accident"or"loss"when the"accident",claim, "suit"or"loss"is known to: (1) You, if you are an individual; (2) A partner,if you are a partnership or joint venture; (3) An"executive officer"or director if you are a corporation; (4) A member,if you are a limited liability company; (5) A trustee if you are a trust;or (6) An"employee"designated by you to give us such a notice. This notice should include: (1) How,when and where the"accident" or"loss"occurred; (2) The"insured'e name and address;and (3) To the extent possible, the names and addresses of any injured persons and witnesses. d.Your rights afforded under this policy will not be prejudiced if you fail to give us notice of an"accident",claim,"suit"or"loss", solely due to your reasonable and documented belief that the"bodily injury"or"property damage"is not covered under this policy. 4. WAIVER OF SUBROGATION The following is added to Section IV-BUSINESS AUTO CONDITIONS, A.Loss Conditions, paragraph 5.Transfer of Rights of Recovery Against Other To Us: If the insured has waived those rights prior to the"accident"or"loss",our rights are waived also. 6. UNINTENTIONAL ERRORS AND OMISSIONS The following is added to Section IV-BUSINESS AUTO CONDITIONS,B.General RCA 01002 1013 Includes copyrighted material of Insurance Services Office.Inc.with Page 2 of 4 Its permission. 3320 Conditions,paragraph 2.Concealment,Misrepresentation Or Fraud: We will not disclaim coverage under this Coverage Part if you fail to disclose all hazards existing as of the inception date of the policy, provided such failure is not intentional, However,we reserve the right to charge additional premium for any such hazard. 6. BROADENED PHYSICAL DAMAGE COVERAGE Under Section[[I—PHYSICAL DAMAGE COVERAGE,the following changes are made: A. WAIVER OF DEDUCTIBLE—GLASS REPAIR The following is added to D.Deductible: No deductible for a covered"auto"will apply to glass damage if the glass is repaired rather than replaced. B. ADDITIONALTRANSPORTATION EXPENSES A.Coverage,4.Coverage Extensions,paragraph a.Transportation Expenses is deleted and replaced by the following: We will pay up to$50 per day to a maximum of$1500 for temporary transportation expense incurred by you because of the total theft of a covered"auto"of the private passenger type. We will pay only for those covered"autos"for which you carry either Comprehensive or Specified Causes Of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration,when the covered"auto"is returned to use or we pay for its"loss". C. ADDITIONAL LOSS OF USE EXPENSES A.Coverage,4.Coverage Extensions, paragraph b.Loss Of Use Expenses is deleted and replaced by the following: For Hired Auto Physical Damage,we will pay expenses for which an"insured" becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver under a written rental contract or agreement. We will pay for loss of use expenses if caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered"auto"; (2) Specified Causes of Loss only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered"auto";or (3) Collision only if the Declarations Indicate that Collision Coverage is provided for any covered"auto". However,the most we will pay for any expenses for loss of use is$65 per day,to a maximum of$1500. D. COST TO RECOVER STOLEN AUTO The following is added to A.Coverage,4.Coverage Extensions. We will pay reasonable and necessary expenses incurred by you to return a stolen, covered"auto"from the place where it is recovered to its usual garaging place. The most we will pay for such expenses is$1000. This Coverage Extension does not apply if your business is selling,servicing or repairing"autos". Includes copyrighted material of RCA 01 0021013 Insurance Services Office,Inc.with Page 3 of 4 its permission, 3321 E. PERSONAL EFFECTS COVERAGE The following is added to A.Coverage,4.Coverage Extensions. In the event of a total theft of a covered"auto",we will pay for personal effects owned by an"insured"and in or on the covered"auto"at the time of"loss". The most we will pay for such personal effects is$500 per"loss". No deductibles apply to this Personal Effects Coverage. F. AIRBAGS—ACCIDENTAL DISCHARGE COVERAGE The following is added to B.Exclusions,paragraph 3. This exclusion does not apply to the accidental discharge of an airbag caused by or arising from mechanical or electrical breakdown,provided the covered"auto"does not also incur other physical damage. The most we will pay for such"loss"is$1000. This coverage is excess over any other collectible insurance or warranty. No deductibles apply to this Airbags—Accidental Discharge Coverage. G. VEHICLE WRAP COVERAGE The following is added to A.Coverage,4.Coverage Extensions. In the event of a total"loss"to a covered"auto"and in addition to the actual cash value of the covered"auto",we will pay up to$1000 to repair or replace vehicle wraps displayed on the"auto"at the time of"loss". The most we will pay under the Vehicle Wrap Coverage is$5000 for anyone"loss", regardless of the number of covered"autos"deemed a total"loss". For the purpose of this coverage,vehicle wraps are full color,graphic images printed on vinyl film and attached to an"auto". 7. ADDITIONAL DEFINITIONS The following is added to Section V—DEFINITIONS: "Executive Officer"means a person holding any of the officer positions created by your charter,constitution, by-laws or any similar governing document. This endorsement forms a part of Policy Number.RON•10004-CAX Effective Date: 07/0112018 Insured: Imperial Parking(U.S.),LLC RCA 01002 1013 Includes copyrighted material of Insurance Services Office.Inc.with Page 4 of 4 Its permission. 3322 This Endorsement Changes the Policy. Please Read It Carefully. COMMERCIAL GENERAL LIABILITY ENHANCEMENT This endorsement modifies coverage provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART(OCCURRENCE VERSION) 1. NON-OWNED WATERCRAFT Under SECTION I—COVERAGE A.,paragraph 2, Exclusions,item(2)(a)of the Aircraft, Auto or Watercraft exclusion is replaced by the following: (2) A watercraft you do not own that is: (a)Less than 75 feet long;and This provision does not apply if the insured has any other insurance for"bodily injury"or "property damage"that would also apply to this extension of coverage,or would apply except for the exhaustion of its limits whether the other insurance is primary, excess,contingent or on any other basis. 2.PROPERTY DAMAGE COVERAGE EXTENSIONS A. Under SECTION I-COVERAGE A, paragraph 2. Exclusions,the Damage To Property exclusion is replaced by the following: j.Damage To Property "Property Damage"to (1) Property you own,rent or occupy, including any costs or expenses incurred by you,or any other person,organization or entity,for repair,replacement, enhancement,restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Premises you sell,give away or abandon, if the"property damage"arises out of any part of those premises and occurred from hazards that were known by you, or should reasonably have been known by you,at the time the property was transferred or abandoned- (3) Property loaned to you; (4) Personal property in the care,custody or control of the insured; (6) That particular part of real property an which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations,if the"property damage"arises out of those operations; or (6) That particular part of any property that must be restored,repaired or replaced because"your work"was incorrectly performed on it. Paragraphs(1), (3)and(4)of this exclusion do not apply to"properly damage"(other than damage by fire)to premises, including the contents of such premises, rented to you for a period of seven or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III—Limits of Insurance. Paragraph(2)of this exclusion does not apply if the premises are"your work"and were never occupied, rented or held for rental by you. RGL 02 001 0614 Includes copyrighted material of Insurance Page I of 9 Services Office,Inc.,with its permission. 3323 Paragraphs(3),(4),(5)and(6)of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs(3), (4)and(6)of this exclusion do not apply to"property damage"arising out of the use of an elevator at-premises you own, rent or occupy. This insurance is excess over any valid and collectible insurance available to any insured whether primary,excess or contingent. Paragraph(6)of this exclusion does not apply to"property damage"included in the .products-completed operations hazard". B. The following is added to the Damage to Your Product exclusion: This exclusion does not apply to"property damage"to"your product"while on,being moved onto or off of an elevator,or liability assumed under a sidetrack agreement. This insurance is excess over any other valid and collectible insurance available to any insured whether primary,excess or contingent. C. Under Section I—COVERAGE A,the last paragraph after the exclusions is replaced by the following: Exclusions c.through n.do not apply to damage to premises by fire, lightning,explosion, smoke or leakage from fire protective systems white rented to you or temporarily occupied by you with permission of the owner.A separate limit of insurance applies to this coverage as described in Section III—Limits of Insurance. This limit will apply to all damage proximately caused by the same event,whether such damage results from fire, lightning, explosion,smoke or leakage from fire protective systems or any combination of the five. D. Under SECTION 111—LIMITS OF INSURANCE, item 6,is amended as follows: 6.Subject to paragraph 5.above, the higher of: a. $500,000;or b. The Damage To Premises Rented To You Limit shown in the Declarations is the most we will pay under Coverage A for damages because of"property damage" to any one premises,while rented to you,or in the case of damage by fire, lightning, explosion, smoke or leakage from fire protective systems,while rented to you or temporarily occupied by you with permission of the owner. E. Under Section IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, paragraph b. (1)(a)(ii)under the Other Insurance condition is replaced by the following: (ii) That is Fire, Lightning, Explosion, Smoke or Leakage from Fire Protective Systems insurance for premises rented to you or temporarily occupied by you with permission of the owner; F. Under SECTION V—DEFINITIONS, paragraph a.of the Insured Contract definition is replaced by the following: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion,smoke or leakage from fire protective systems to premises while rented RGL 02 0010614 Includes copyrighted material or Insurance Page 2 of 9 Services Otrice,Inc.,with its permission. 3324 to you or temporarily occupied by you with permission of the owner is not an "insured contract". The coverage provided under provision 2.C.through F.above does not apply if Damage To Premises Rented To You of COVERAGE A is excluded either by the provisions of the Coverage Part or by endorsement. 3. BROAD FORM PERSONAL AND ADVERTISING INJURY A. Under SECTION I—COVERAGE B-PERSONAL AND ADVERTISING INJURY LIABILITY,the Contractual Liability exclusion is deleted. 13. Under SECTION V—DEFINITIONS,the following paragraph is added to the definition of "personal and advertising injury": h. Vicarious liability for discrimination or humiliation(unless insurance thereof is prohibited by law)that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is: (1)Not done intentionally by or at the direction of: (a) The insured; (b) Any"executive officer", director,stockholder,partner,spouse of a partner, member, spouse of a member, manager or trustee of the insured; and (2) Not related directly or indirectly to an"employed'or to the employment, prospective employment or termination of employment of any person by an insured. Provision 3. above does not apply if COVERAGE t3—PERSONAL AND ADVERTISING INJURY LIABILITY is excluded either by the provisions of the Coverage Part or by endorsement. 4. MEDICAL PAYMENTS—INCREASED LIMITS A. Under SECTION I -COVERAGE C-MEDICAL PAYMENTS,item 1.a.(3)(b)is replaced by the following: r (b)The expenses are incurred and reported to us within three years of the date of the accident; and B. Under SECTION III—LIMITS OF INSURANCE, paragraph 7 is replaced by the following: 7. Subject to Paragraph S.above,the higher of: a. $15,000;or b. The amount shown in the Declarations for Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of"bodily injury"sustained by any one person. This coverage does not apply if Coverage C—Medical Payments is excluded either by the provisions of the Coverage Part or by endorsement. 5. SUPPLEMENTARY PAYMENTS INCREASED LIMITS Under SUPPLEMENTARY PAYMENTS—COVERAGES A AND B,paragraphs 1.b.and 14 are replaced by the following: RGL 02 0010614 Includes copyrighted material or Insurance Page 3 of 9 Services Office,Inc.,with its permission. 3325 b. Up to$2,500 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or"suit", including actual loss of earnings up to $500 a day because of time off from work. 6. BROADENED INSURED COVERAGE Under SECTION 11—WHO IS AN INSURED,the following changes are made: A. BROAD NAMED INSURED The following is added: Any legally incorporated entity of which you own more than 60°10 of the voting stock is an insured. However,this insurance does not apply to"bodily injury"or"property damage"that occurred before you acquired or formed the organization or"personal and advertising injury"arising out of an offense committed before you acquired or formed the organization. Coverage for any such organization will cease as of the date during the policy period on which you no longer maintain more than 50%of the voting stock. This provision does not apply to any person or organization for which coverage is excluded. B. PARTNERSHIPS AND JOINT VENTURES The last paragraph of Section If—Who Is An Insured beginning"No person or organization is an insured...."is replaced by the following: You are an insured with respect to the conduct of any current or past partnership or joint venture, but only with respect to your interest in such current or past partnership or joint venture. No other person or organization is an insured with respect to the conduct of any current or past partnership,joint venture or limited liability company that is not shown as a Named Insured in the beclarations. This provision does not apply to any person or organization for which coverage is excluded. C. FELLOW EMPLOYEE COVERAGE Paragraph 2.a.(1)(a)is replaced by the following: (a) To you,to your partners or members(if you are a partnership or joint venture), to your members(if you are a limited liability company); This provision does not apply to any person or organization for which coverage is excluded. D. INCIDENTAL MEDICAL MALPRACTICE COVERAGE The following is added to item 2.a.(1)(d): However,this exclusion does not apply,to the rendering or failure to render by an "employee"of yours: RGL 02 0010614 Includes copyrighted material or Insurance Page 4 of 9 Services Office,Inc_,with its permission, 3326 1. Medical,paramedical,dental,x-ray or nursing service or treatment or the furnishing of food or beverages in connection therewith;or ii. The furnishing or dispensing of drugs or medical or dental supplies; as long as you are not in the business or occupation of providing these services. This extension of coverage does not apply to punitive or exemplary damages, if coverage of such is permitted by statute or case law. The insurance provided by this extension of coverage is excess over any other valid and collectible insurance available to the insured,whether primary,excess,contingent or on any other basis, except for insurance purchased specifically by you to be excess of this policy. This provision does not apply to any person or organization for which coverage is excluded. E. NEWLY ACQUIRED ORGANIZATIONS Paragraph 3.a. is replaced by the following: a. Coverage under this provision is afforded until the end of the policy period; This provision does not apply to any person or organization for which coverage is excluded. F. MANAGERS OR LESSORS OF PREMISES Managers or lessors of yours are insureds but only with respect to liability arising out of the ownership, maintenance or use of that part of the premises leased to you. This insurance does not apply to: 1. Any"occurrence"which takes place after you cease to be a tenant in that premises. 2. Structural alterations, new construction or demolition operations performed by or on behalf of the manager or lessor added by this provision. G. LESSORS OF LEASED EQUIPMENT Any person or organization from whom you lease equipment is an insured, but only: 1. When you and such person or organization have agreed in writing in a contract or agreement that such person or organization be added as an additional insured on your policy; , 2. With respect to liability far"bodily injury","property damage"or"personal and advertising injury"caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s)or organization(s). With respect to the insurance afforded to these additional insureds,this insurance does not apply to any"occurrence"which takes place after the equipment lease expires. H. USERS OF WATERCRAFT Any person,who with your consent,either uses or is responsible for the use of a watercraft is an insured,but only for their liability arising out of the use or operation of that watercraft on your behalf. RGL 02 0010614 Includes copyrighted material of Insurance Page 5 of 9 Services Office,Inc.,with its permission. 3327 I. VENDORS If this policy provides Products Liability Coverage, any vendor you are required by a written contract or written agreement to name as an additional insured is an Insured,but only with respect to"bodily injury"or"property damage"arising out of"your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: The insurance afforded the vendor does not apply to: a. "Bodily injury"or"property damage"for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement.This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; b. Any express warranty unauthorized by you; c. Any physical or chemical change in the product made intentionally by the vendor; d. Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing,or the substitution of parts under instructions from the manufacturer,and then repackaged in the original container, e. Any failure to make such inspections, adjustments,tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution and sale of the products; f. Demonstration,installation,servicing or repair operations, except such operations perforated at the vendors premises in connection with the sale of the products; g. Products which,after distribution or sale by you,have been labeled or re-labeled or used as a container,.part or ingredient of any other thing or substance by or for the vendor;or h. "Bodily injury"or"property damage"arising out of the sole negligence of the vendor for its own acts or omissions or those of its"employees"or anyone else acting on its behalf. However,this exclusion does not apply to: (1) The exceptions contained in sub-paragraphs d.. or f.;or (2) Such inspections,adjustments,tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. This insurance does not apply to any insured person or organization,from wham you have acquired such products,or any ingredient, part or container,entering into, accompanying or containing such products. J. ADDITIONAL INSUREDS—CONTROLLING INTEREST Any person or organization who has financial control of you is an insured, but only with respect to their liability arising out of their financial control of you or premises they own, maintain or control while you lease or occupy these premises. This insurance does not apply to structural alterations,new construction and demolition operations performed by or for that person or organization. K. ADDITIONAL INSUREDS—BY CONTRACT,AGREEMENT OR PERMIT Item 4 is added as follows: 4. Any person or organization not otherwise identified as an insured in this coverage or covered or excluded by endorsement attached to this coverage, that you are required by written contract,written agreement or written permit to name as an insured is an insured but only with respect to"bodily injury","property damage"or"personal and advertising injury"caused in whole or in part by your acts or omissions or the acts or omissions of those acting on your behalf: RGL 02 0010614 Includes copyrighted material or Insurance Page 6 of 9 Services Office,Inc_,with Its pemrission. 3328 a. In the performance of'your work"for the additional insured(s)at the location(s) designated in the written contract,written agreement or written permit;or b. In connection with your premises owned by or rented to you. However,with respect to the insurance afforded to these additional insureds,the following additional exclusions apply: This insurance does not apply: (1) Unless the written contract or written agreement has been executed or the written permit has been issued prior to the"bodily injury","property damage" or"personal and advertising injury"; (2) To"bodily injury","property damage"or"personal and advertising injury" occurring after:(a)The termination date of any requirement to add additional insureds in any such contract,agreement or permit;or(b)The end of this policy period,whichever comes first;or (3) To the rendering or failure to render any professional service. The insurance afforded such additional insureds under items 6.17 through 6.K: a. Applies only to the extent permitted by law; b. If required by a written contract,written agreement or written permit,coverage provided the additional insured will not be broader than that which you are required by the written contract,written agreement or written permit to provide for such additional insureds;and c. Does not apply to any person or organization excluded in this coverage form or by endorsement to this coverage form. With respect to the insurance afforded these additional insureds under 6.F through 6.K, the following is added to Section III—Limits of Insurance: If coverage provided to any additional insured is required by a written contract,written agreement or written permit,the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract,agreement or permit;or 2.Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This provision will not increase the applicable Limits of Insurance shown in the Declarations. 7. PRIMARY AND NON-CONTRIBUTORY—OTHER INSURANCE CONDITION The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary and Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance;and RGL 02 0010614 Includes copyrighted material of Insurance Page 7 of 9 Services Office,Inc.,with its permission. 3329 (2) You have agreed in writing in a contract,agreement or permit that this insurance would be primary and would not seen contribution from any other insurance available to the additional insured. 8. KNOWLEDGE AND NOTICE OF OCCURRENCE Under SECTION IV--COMMERCIAL GENERAL LIABILITY CONDITIONS, paragraphs e. and f.are added to the Duties In The Event of Occurrence,Offense,Claim or Suit condition as follows: e. Your rights afforded under this policy will not be prejudiced if you fait to give us notice of an"occurrence",offense or claim, solely due to your reasonable and documented belief that the"bodily injury","property damage"or"personal and advertising injury"is not covered under this policy. f. You must give us prompt notice of an"occurrence",offense,claim or loss only when the "occurrence"offense,claim or loss is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; (3) An"executive officer"or director, if you are a corporation; (4) A member, if you are a limited liability company; (S) A trustee, if you are a trust;or (6) An"employee'designated by you to give us such a notice. 9. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Under SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS,the following is added to the Representations condition: We will not disclaim coverage under this Coverage Part if you fail to disclose all hazards existing as of the inception date of the policy, provided such failure is not intentional. However, we reserve the right to charge additional premium for any such hazard. 10. WAIVER OF SUBROGATION Under SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS,the following is added to the Transfer of Rights of Recovery Against Others To Us condition: If the insured has waived those rights in a written contract,written agreement or written permit executed before loss,our rights are waived also. 11. BODILY INJURY REDEFINED Under SECTION V—DEFINITIONS,the definition of"bodily injury"is replaced by the following: 2. "Bodily injury"means bodily injury, disability, mental anguish,mental injury,shock,fright, humiliation,sickness or disease sustained by a person, including death resulting from any of these at any time. 12. MOBILE EQUIPMENT REDEFINED Under SECTION V—DEFINITIONS,paragraph f.of the definition of"mobile equipment"is replaced by the following: RGL 02 0010614 includes copyrighted material of Insurance Page 8 of 9 Services Office,Inc.,with its permission. 3330 f. Vehicles not described in a.,b.,c.or d.above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not"mobile equipment"but will be considered "autos", unless weighing less than 10,000 pounds gross vehicle weight and designed for use off public roads: (1) Equipment designed primarily for. (a) Snow removal; (b) Road maintenance,but not construction or resurfacing;or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers;and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration,lighting and well servicing equipment. However, "mobile equipment" does not include any land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered"autos". 13.LIBERALIZATION If we adopt a change in our forms or rules that would broaden the coverage of this policy without additional premium,the broader coverage will apply to this policy when the change becomes effective in your state. This endorsement forms a part of o7tQ1l2018 Polley Number. RON-10002.CGX Effective pate: Insured: Imperial Parking(U.S.),GL.0 RGL 02 0010614 Includes copyrighted material of Insurance Page 9 of 9 Services Office,Inc.,with its permission, 3331 Page 1 of 2 ® DATE(MM/DDIYYYY) ACC?R V CERTIFICATE OF LIABILITY INSURANCE 03/01/2019 THIS.CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Willis of Illinois, Inc. c/o 26 Century Blvd PHONE 1-877-945-7378 FAX 1-BBB-467-2378 AIC No Ezt: A/C No P.O. Box 305191 AD RIESS• certificates@willis.com Nashville, TN 372305191 USA INSURERS AFFORDING COVERAGE NAIC# INSURERA: State National Insurance Company Inc 12831 INSURED INSURERB: Travelers Property Casualty Company of Ame 25674 Republic Parking System, LLC National Union Fire Insurance CO an Of P 19445 633 Chestnut Street, Suite 2000 INSURERC: 1r Chattanooga, IN 37450 INSURERD: Liberty Mutual Insurance Company 23043 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:W10313307 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR SD D POLICYNUMBER MMIDDIYYYY MMIDDIYYYY X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S 1,000,000 DAMAGE TO CLAIMS-MADE a OCCUR PREMISES(Ea occurrence)nce) S 300,000 A MED EXP(Any one person) S 15,000 Y RDN-10002-CGX 07/01/2018 07/01/2019 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY❑PROJECT X LOC PRODUCTS-COMP/OPAGG $ 2,000,000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT S 1,000,000 Ea accident X ANY AUTO BODILY INJURY(Per person) S A OWNED SCHEDULED Y RDN-10003-CAY 07/01/2018 07/01/2019 BODILY INJURY(Per accident)I S AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE S AUTOS ONLY AUTOS ONLY Per accident S A X UMBRELLA LIAR I X IOCCUR EACH OCCURRENCE S 14,000,000 EXCESSLIAB CLAIMS-MADE Y RDN-10005-UMX 07/01/2018 07/01/2019 AGGREGATE S 14,000,000 X I DEDT1 RETENTION$10,000 S WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER YIN B ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT S 1,000,000 OFFICER/MEMBER EXCLUDED? No NIA TC2,7UB-2J703373-18 07/01/2018 07/01/2019 1,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S A Automobile Liability (MA) Y RDN-10004-CAX 07/01/2018 07/01/2019 Any Auto Limit: $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) A.M. Best Ratings Lt State National Insurance Company: A APA A(SK MEMT f National Union Fire Insurance Company of Pittsburgh: A BY -(i •� �j,� /� Travelers Property Casualty Company of America: A++ (Superior) �`1 C, Liberty Mutual Insurance Company: A D>'1�-.SEE ATTACHED ATTACHED W/tt(11Gs CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Monroe County BOCC 1100 Simonton Street _���yy Key West, FL 33040 ��R �QltJ4Y O 1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 3332 SR ID: 17593606 33ATCH: 1092386 3333 AGENCY CUSTOMER ID: LOG#: ACC)RV® ADDITIONAL REMARKS SCHEDULE Page 2 Of 2 AGENCY NAMED INSURED Willis of Illinois, Inc. Republic Parking System, LLC 633 Chestnut Street, Suite 2000 POLICY NUMBER Chattanooga, IN 37450 See Page 1 CARRIER NAIC CODE See Page 1 See Page 1 1 EFFECTIVE DATE:See Page 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Monroe County BOCC is included as an Additional Insured as respects to General Liability, Auto Liability when required by written contract, subject to policy terms & conditions, as pertains to the operations of the insured and Umbrella/Excess Liability. INSURER AFFORDING COVERAGE: National Union Fire Insurance Company of Pittsburgh NAIC#: 19445 POLICY NUMBER: 64682164 EFF DATE: 07/01/2016 EXP DATE: 07/01/2019 TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT: Crime - Employee Dishonesty Broad Form $5,000,000 Money & Securities INSURER AFFORDING COVERAGE: Liberty Mutual Insurance Company NAIC#: 23043 POLICY NUMBER: TL1-B71-171336-018 EFF DATE: 07/01/2018 EXP DATE: 07/01/2019 ADDITIONAL INSURED: Y TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT: Excess Liability Limit: $25,000,000 ($25,000,000 Xs $15,000,000) INSURER AFFORDING COVERAGE: State National Insurance Company Inc NAIC#: 12831 POLICY NUMBER: RDN-10003-CAY EFF DATE: 07/01/2018 EXP DATE: 07/01/2019 TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT: Garage Liability Limit: $1,000,000 INSURER AFFORDING COVERAGE: Travelers Property Casualty Company of America NAIC#: 25674 POLICY NUMBER: TRJUB-2J703361-18 EFF DATE: 07/01/2018 EXP DATE: 07/01/2019 TYPE OF INSURANCE: LIMIT DESCRIPTION: LIMIT AMOUNT: Workers Compensation & E.L. Each Accident: $1,000,000 Employers Liability E.L. Disease Ea. Emp: $1,000,000 E.L. Disease Policy: $1,000,000 ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 3334 SR ID: 17593606 BATCH: 1092386 CERT: W10313307 This Endorsement Changes the Policy. Please Read ItCarefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON [)R ORGANIZATION:A JO day notice of cancellation applies with e IO day exception for non—payment, in favor of certificate holder when required by written contract, with respect to all policies and subject to the Dzuvioi000 and limitations of the policy ADDRESS: To by provided by zoouzod Number of Days Notice of Cancellation: 3ODays (If left blank, nu notice will beoenj Number of Days Notice mfNonrenmvxa : 3ODays (if left blank, no notice will beoan .) A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the ' address shown in the Schedule above. VVe will mail this notice at least the number ofdays shown in the Schedule above for cancellation. However,failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice ofnonnonevva|to the Scheduled person or organization at the address shown inthe Schedule above. VVe will mail such notice ot least the number of days shown inthe Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nnnronevvoi This endorsement forms a part cf ono1/2u10 Policy Number: Row'10002-CGX Effective Date. Insured: Imperial Parking(U.S.).LLo Includes copyrighted material of FUL02O22O412 Insurance Services Office,|mc..with Page 1of1 its permission. 3335 ' This Endorsement Changes the Policy. Please Read ItCarefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included inthis pdicy. SCHEDULE PERSON c]FtORGANIZATION:A 30 day notice of cancellation applies with e 10 day exception for non—payment, in favor of certificate holder when required by written contract, with respect to all policies and subject to the provisions and limitations of the policy ADDRESS: To by provided by Insured Number of Days Notice of Cancellation: 3UDays (If left blank, no notice will benentj Number of Days Notice of0omnunexxa|: 30 Days (If left blank, nn notice will besondj A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. VVe will mail this notice at least the number nfdays shown in the Schedule above for cancellation. However,failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. VVe will mail such notice at least the number of days shown inthe Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonnanewai This endorsement forms apart on 07/01/2018 Policy Number: RoN-i*Vnx-oAY Effective Date. Insured: Imperial Parking(V.S.)'LLC Includes copyrighted material m R|LO2O22O412 Insurance Services Office,mo,with Page 1of1 its permission. 3336 This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON ORORGANIZATION:A 30 day notice of cancellation applies with a 10 day exception for non—payment, in favor of certificate holder when required by written contract, with respect to all policies and subject to the provisions and limitations of the policy ADDRESS: To by provided by Insured Number mf Days Notice mf Cancellation: 3ODays (If left blank, no notice will beonrdj Number of Days Notice ufNoureoewa|: 30 Days (if left blank, no notice will basantj A. Ifme cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. VVe will mail this notice ad least the number ofdays shown in the Schedule above for cancellation. However, failure to send such notice or send it within the specified time period will not rescind the cancellation. B. |fwe decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. VVa will mail such notice at least the number of days shown inthe Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonvanevvei This endorsement forms a part vf o7/m/2010 Policy Number: RDN-10004-CAX Effective Date: Insured: Imperial Parking(U.S.).LLo Includes copyrighted material ox R|LO30220412 Insurance Services Office,mo,with Page 1of1 its permission. 3337 This Endorsement Changes the Policy. Please Read It Carefully. NOTICE TO CERTIFICATE HOLDER OR DESIGNATED ENTITY INDIVIDUAL This endorsement modifies all coverage parts included in this policy. SCHEDULE PERSON OR ORGANIZATION:A 30 day notice of cancellation applies with a 10 day exception for non—payment, in favor of certificate holder when required by written contract, with respect to all policies and subject to the provisions and limitations of the policy ADDRESS: To by provided by Insured Number of Days Notice of Cancellation: 30 Days (If left blank, no notice will be sent.) Number of Days Notice of Nonrenewal: 30 Days (If left blank, no notice will be sent.) A. If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, we will mail notice of cancellation to the Scheduled person or organization at the address shown in the Schedule above. We will mail this notice at least the number of days shown in the Schedule above for cancellation. However,failure to send such notice or send it within the specified time period will not rescind the cancellation. B. If we decide not to renew this policy for any statutorily permitted reason, we will mail notice of nonrenewal to the Scheduled person or organization at the address shown in the Schedule above. We will mail such notice at least the number of days shown in the Schedule above for nonrenewal. However, failure to send such notice or send it within the specified time period will not rescind the nonrenewal. This endorsement forms a part of 07/01/2018 Policy Number: RDN-10005-UMX Effective Date: Insured: Imperial Parking(U.S.),LLC Includes copyrighted material of RIL 02 022 0412 Insurance Services Office,Inc.,with Page 1 of 1 its permission. 3338 This Endorsement Changes the Policy. Please Read ItCarefully. COMMERCIAL AUTOMOBILE ENHANCEMENT This endorsement modifies coverage provided under the following: BUSINESS AUTO COVERAGE FORM 1. BROADENED INSURED COVERAGE Under Section U—COVERED AUTOS LIABILITY COVERAGE, the following changes are made: A. BROAD NAMED INSURED The following iu added tnA' Coverage, paragraph 1'Who IoAnInsured: d. Any legally incorporated entity of which you own more than 50% of the voting stock on the effective date of this coverage part iaaninsured. B. ADDITIONAL INSUREDS—BY CONTRACT,AGREEMENT C]RPERMIT The following io added toA.Coverage, paragraph 1'Who \aAnInsured: e. Any person or organization, not otherwise identified aoan ^insured^ inthis coverage or by endorsement to this coverage,that you are required by written contract, written agreement or written permit ho name oaan ^innunad^ The insurance provided under item B. above applies on a primary basis if that is required by the written contract, written agreement nr written permit. Coverage under this provision is limited to the minimum limits of liability stipulated in that written contract,written agreement or written permit or the amount of loss not to exceed the Limit of Liability shown in the Declarations, whichever is less. C. EMPLOYEES AS INSUREDS The following in added toA' Coverage, paragraph 1'Who|oJ\nInsured: f.Any"employee" of yours is an "insured"while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. D. FELLOW EMPLOYEE COVERAGE B. Exclusions, paragraph 6' Fellow Employee ia deleted and replaced with the following: "Bodily injury"to: a. Any fellow"emolovee" of the"insured^arising out of and inthe course of the fellow"emp|oyee'o" employment or while performing duties related ho the conduct of your business; or b. The spouse, child, parent, brother or sister cf that fellow^emp|oyee^ eaa consequence of Paragraph a. above. Includes copyrighted material mx RCA 01OO21O13 Insurance Services Office,Inc.with Page 1of4 its permission. 3339 However,we will cover"bodily injury" caused by your"employee"to his or her fellow"employee" if the"bodily injury" results from the use of a covered "auto" you own or hire. 2. ADDITIONAL SUPPLEMENTARY PAYMENTS Section II—COVERED AUTOS LIABILITY COVERAGE, A.Coverage, paragraph 2.a. Coverage Extensions,Supplementary Payments, items(2) and (4) are deleted and replaced by the following: (2) Up to$5000 for the cost of bail bonds (including bonds for related traffic law violations) required because of an"accident"we cover.We do not have to furnish these bonds. (4) All reasonable expenses incurred by the"insured"at our request, including actual loss of earnings up to$500 a day because of time off from work. 3. KNOWLEDGE AND NOTICE OF OCCURRENCE Section IV-BUSINESS AUTO CONDITIONS, A. Loss Conditions, paragraph 2. Duties In The Event Of Accident, Claim, Suit Or Loss, item a. is deleted and replaced by the following and item d. is added: a. In the event of an"accident", claim, "suit" or"loss"you must give us or our authorized representative prompt notice of the"accident" or"loss"when the"accident", claim, "suit" or"loss" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership or joint venture; (3) An "executive officer" or director if you are a corporation; (4) A member, if you are a limited liability company; (5) A trustee if you are a trust; or (6) An "employee" designated by you to give us such a notice. This notice should include: (1) How, when and where the"accident" or"loss"occurred; (2) The"insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. d. Your rights afforded under this policy will not be prejudiced if you fail to give us notice of an "accident", claim, "suit" or"loss", solely due to your reasonable and documented belief that the"bodily injury" or"property damage"is not covered under this policy. 4. WAIVER OF SUBROGATION The following is added to Section IV-BUSINESS AUTO CONDITIONS, A. Loss Conditions, paragraph 5. Transfer of Rights of Recovery Against Other To Us: If the insured has waived those rights prior to the"accident" or"loss", our rights are waived also. 5. UNINTENTIONAL ERRORS AND OMISSIONS The following is added to Section IV-BUSINESS AUTO CONDITIONS, B. General RCA 01 002 1013 includes copyrighted material of Insurance Services Office, Inc.with Page 2 of 4 its permission. 3340 Conditions, paragraph 2.Concealment, Misrepresentation Or Fraud: We will not disclaim coverage under this Coverage Part if you fail to disclose all hazards existing as of the inception date of the policy, provided such failure is not intentional. However, we reserve the right to charge additional premium for any such hazard. 6. BROADENED PHYSICAL DAMAGE COVERAGE Under Section III—PHYSICAL DAMAGE COVERAGE,the following changes are made: A. WAIVER OF DEDUCTIBLE—GLASS REPAIR The following is added to D. Deductible: No deductible for a covered "auto"will apply to glass damage if the glass is repaired rather than replaced. B. ADDITIONALTRANSPORTATION EXPENSES A. Coverage,4. Coverage Extensions, paragraph a.Transportation Expenses is deleted and replaced by the following: We will pay up to$50 per day to a maximum of$1500 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos"for which you carry either Comprehensive or Specified Causes Of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration, when the covered"auto" is returned to use or we pay for its"loss". C. ADDITIONAL LOSS OF USE EXPENSES A. Coverage,4.Coverage Extensions, paragraph b. Loss Of Use Expenses is deleted and replaced by the following: For Hired Auto Physical Damage, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver under a written rental contract or agreement. We will pay for loss of use expenses if caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes of Loss only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered "auto"; or (3) Collision only if the Declarations Indicate that Collision Coverage is provided for any covered"auto". However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of$1500. D. COST TO RECOVER STOLEN AUTO The following is added to A.Coverage,4. Coverage Extensions. We will pay reasonable and necessary expenses incurred by you to return a stolen, covered "auto"from the place where it is recovered to its usual garaging place. The most we will pay for such expenses is$1000. This Coverage Extension does not apply if your business is selling, servicing or repairing "autos". RCA 01 002 1013 includes copyrighted material of Insurance Services Office, Inc.with Page 3 of 4 its permission. 3341 E. PERSONAL EFFECTS COVERAGE The following is added to A. Coverage,4. Coverage Extensions. In the event of a total theft of a covered "auto",we will pay for personal effects owned by an"insured"and in or on the covered "auto"at the time of"loss". The most we will pay for such personal effects is$500 per"loss". No deductibles apply to this Personal Effects Coverage. F. AIRBAGS—ACCIDENTAL DISCHARGE COVERAGE The following is added to B. Exclusions, paragraph 3. This exclusion does not apply to the accidental discharge of an airbag caused by or arising from mechanical or electrical breakdown, provided the covered "auto" does not also incur other physical damage. The most we will pay for such"loss" is $1000. This coverage is excess over any other collectible insurance or warranty. No deductibles apply to this Airbags—Accidental Discharge Coverage. G. VEHICLE WRAP COVERAGE The following is added to A.Coverage,4. Coverage Extensions. In the event of a total"loss"to a covered "auto"and in addition to the actual cash value of the covered"auto",we will pay up to$1000 to repair or replace vehicle wraps displayed on the"auto" at the time of"loss". The most we will pay under the Vehicle Wrap Coverage is$5000 for any one"loss", regardless of the number of covered "autos" deemed a total "loss". For the purpose of this coverage, vehicle wraps are full color, graphic images printed on vinyl film and attached to an"auto". 7. ADDITIONAL DEFINITIONS The following is added to Section V—DEFINITIONS: "Executive Officer" means a person holding any of the officer positions created by your charter, constitution, by-laws or any similar governing document. This endorsement forms a part of Policv Number: RDN-10003-CAY Effective Date: 07/01/2018 Insured: Imperial Parking(U.S.),LLC Includes copyrighted material of RCA 01 002 1013 Insurance Services Office,Inc.with Page 4 of 4 its permission. 3342 This Endorsement Changes the Policy. Please Read It Carefully. COMMERCIAL AUTOMOBILE ENHANCEMENT This endorsement modifies coverage provided under the following: BUSINESS AUTO COVERAGE FORM 1. BROADENED INSURED COVERAGE Under Section |/—COVERED AUTOS LIABILITY COVERAGE, the following changes are made: A. BROAD NAMED INSURED The following is added 0nA' Coverage, paragraph 1'Who|oAnInsured: d. Any legally incorporated entity of which you own more than 50% of the voting stock on the effective date nf this coverage part ivaninsured. B. ADDITIONAL INSUREDS—BY CONTRACT,AGREEMENT OR PERMIT The following in added hn/4.Coverage, paragraph 1'Who|sAnInsured: e. Any person or organization, not otherwise identified as an "insured" in this coverage urbyendorsement to this coverage,that you are required bywritten contract, written agreement or written permit to name oaon ^inaunad^ The insurance provided under item B. above applies on a primary basis if that is required by the written contract, written agreement or written permit. Coverage under this provision is limited to the minimum limits of liability stipulated in that written contract,written agreement or written permit or the amount of loss not to exceed the Limit of Liability shown in the Declarations, whichever is less. C. EMPLOYEES ASINSUREDS The following io added to,u' Coverage, paragraph 1'Who |aJ\nInsured: f.Any"employee"of yours is an "insured"while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. D. FELLOW EMPLOYEE COVERAGE B. Exclusions, paragraph 5. Fellow Employee ia deleted and replaced with the following: "Bodily injury"to: a. Any fellow"employee^ of the"inoured^arising out of and inthe course nf the fellow"emp|oyne'e" employment or while performing duties related to the conduct of your business; or b. The spouse, child, parent, brother or sister of that fellow"employee" as a consequence of Paragraph a. above. Includes copyrighted materialm RCA O1OO2iO13 Insurance Services Office,Inc.vAm Page 1of4 its permission. 3343 However,we will cover"bodily injury" caused by your"employee"to his or her fellow"employee" if the"bodily injury" results from the use of a covered"auto" you own or hire. 2. ADDITIONAL SUPPLEMENTARY PAYMENTS Section 11—COVERED AUTOS LIABILITY COVERAGE, A.Coverage, paragraph 2.a. Coverage Extensions,Supplementary Payments, items(2) and (4) are deleted and replaced by the following: (2) Up to$5000 for the cost of bail bonds (including bonds for related traffic law violations) required because of an "accident"we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the"insured"at our request, including actual loss of earnings up to$500 a day because of time off from work. 3. KNOWLEDGE AND NOTICE OF OCCURRENCE Section IV- BUSINESS AUTO CONDITIONS, A. Loss Conditions, paragraph 2. Duties In The Event Of Accident, Claim, Suit Or Loss, item a. is deleted and replaced by the following and item d. is added: a. In the event of an"accident", claim, "suit" or"loss"you must give us or our authorized representative prompt notice of the"accident"or"loss"when the"accident", claim, "'suit" or"loss" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership or joint venture; (3) An "executive officer" or director if you are a corporation; (4) A member, if you are a limited liability company; (5) A trustee if you are a trust; or (6) An "employee" designated by you to give us such a notice. This notice should include: (1) How, when and where the"accident" or"loss"occurred; (2) The"insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. d. Your rights afforded under this policy will not be prejudiced if you fail to give us notice of an "accident", claim, "suit"or"loss", solely due to your reasonable and documented belief that the"bodily injury" or"property damage" is not covered under this policy. 4. WAIVER OF SUBROGATION The following is added to Section IV-BUSINESS AUTO CONDITIONS, A. Loss Conditions, paragraph 5.Transfer of Rights of Recovery Against Other To Us: If the insured has waived those rights prior to the"accident" or"loss", our rights are waived also. 5. UNINTENTIONAL ERRORS AND OMISSIONS The following is added to Section IV-BUSINESS AUTO CONDITIONS, B. General RCA 01 002 1013 Includes copyrighted material of Insurance Services Office, Inc.with Page 2 of 4 its permission. 3344 Conditions, paragraph 2.Concealment, Misrepresentation Or Fraud: We will not disclaim.coverage under this Coverage Part if you fail to disclose all hazards existing as of the inception date of the policy, provided such failure is not intentional. However, we reserve the right to charge additional premium for any such hazard. 6. BROADENED PHYSICAL DAMAGE COVERAGE Under Section III—PHYSICAL DAMAGE COVERAGE,the following changes are made: A. WAIVER OF DEDUCTIBLE—GLASS REPAIR The following is added to D. Deductible: No deductible for a covered"auto"will apply to glass damage if the glass is repaired rather than replaced. B. ADDITIONALTRANSPORTATION EXPENSES A. Coverage,4.Coverage Extensions, paragraph a.Transportation Expenses is deleted and replaced by the following: We will pay up to$50 per day to a maximum of$1500 for temporary transportation expense incurred by you because of the total theft of a covered"auto" of the private passenger type. We will pay only for those covered "autos"for which you carry either Comprehensive or Specified Causes Of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration,when the covered"auto" is returned to use or we pay for its"loss". C. ADDITIONAL LOSS OF USE EXPENSES A. Coverage,4. Coverage Extensions, paragraph b. Loss Of Use Expenses is deleted and replaced by the following: For Hired Auto Physical Damage, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver under a written rental contract or agreement. We will pay for loss of use expenses if caused by: (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes of Loss only if the Declarations indicate that Specified Causes of Loss Coverage is provided for any covered"auto"; or (3) Collision only if the Declarations Indicate that Collision Coverage is provided for any covered"auto". However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of$1500. D. COST TO RECOVER STOLEN AUTO The following is added to A. Coverage, 4. Coverage Extensions. We will pay reasonable and necessary expenses incurred by you to return a stolen, covered "auto"from the place where it is recovered to its usual garaging place. The most we will pay for such expenses is$1000. This Coverage Extension does not apply if your business is selling, servicing or repairing"autos". Includes copyrighted material of RCA 01 002 1013 Insurance Services Office, Inc.with Page 3 of 4 its permission. 3345 E. PERSONAL EFFECTS COVERAGE The following is added to A.Coverage,4. Coverage Extensions. In the event of a total theft of a covered "auto",we will pay for personal effects owned by an"insured"and in or on the covered"auto"at the time of"loss". The most we will pay for such personal effects is $500 per"loss". No deductibles apply to this Personal Effects Coverage. F. AIRBAGS—ACCIDENTAL DISCHARGE COVERAGE The following is added to B. Exclusions, paragraph 3. This exclusion does not apply to the accidental discharge of an airbag caused by or arising from mechanical or electrical breakdown, provided the covered "auto" does not also incur other physical damage. The most we will pay for such "loss" is $1000. This coverage is excess over any other collectible insurance or warranty. No deductibles apply to this Airbags—Accidental Discharge Coverage. G. VEHICLE WRAP COVERAGE The following is added to A.Coverage,4. Coverage Extensions. In the event of a total"loss"to a covered "auto'and in addition to the actual cash value of the covered"auto',we will pay up to$1000 to repair or replace vehicle wraps displayed on the"auto' at the time of"loss". The most we will pay under the Vehicle Wrap Coverage is$5000 for any one"loss", regardless of the number of covered "autos" deemed a total "loss". For the purpose of this coverage, vehicle wraps are full color, graphic images printed on vinyl film and attached to an"auto'. 7. ADDITIONAL DEFINITIONS The following is added to Section V—DEFINITIONS: "Executive Officer" means a person holding any of the officer positions created,by your charter, constitution, by-laws or any similar governing document. This endorsement forms a part of Policv Number: RDN-10004-CAX Effective Date: 07/01/2018 Insured: Imperial Parking(U.S.),LLC RCA 01 002 1013 Includes copyrighted material of Insurance Services Office, Inc.with Page 4 of 4 its permission. 3346 This Endorsement Changes the Policy. Please Read ItCarefully. COMMERCIAL GENERAL LIABILITY ENHANCEMENT This endorsement modifies coverage provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART(OCCURRENCE VERSION) 1. NON-OWNED WATERCRAFT Under SECTION I—COVERAGE A., paragraph 2, Exclusions, item (2) (a) of the Aircraft, Auto or Watercraft exclusion ia replaced by the following: (2) A watercraft you do not own that is: (a) Less than 75 feet long; and This provision does not apply if the insured has any other insurance for"bodily injury" or ^pnopartydomage''thotwuu|do|aoopp|ytothiuextenniunufoovanaga. orvvou|dapp|yoxcept for the exhaustion of its limits whether the other insurance is primary, excess, contingent or on any other basis. ' 2. PROPERTY DAMAGE COVERAGE EXTENSIONS A. Under SECTION I -COVERAGE A, paragraph 2. Exclusions, the Damage To Property exclusion io replaced by the following: �. Damage ToProperty "Property Damage"to (1) Property you own, rent or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, nep|aoement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury too person nr damage toanother'oproperty; (2) Premises you sell, give away or abandon, if the"property damage" arises out of any part of those premises and occurred from hazards that were known by you, or should reasonably have been known by you, at the time the property was transferred orabenduned� . (3) Property loaned hoyou; (4) Personal property in the care, custody or control uf the insured; (S) That particular part of real property un which you ur any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the"property damage" arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because"your work"was incorrectly performed onit. Panagraphs (1). (3) and(4)of this exclusion do not apply to"property damage" (other than damage by fire)to premises, including the contents of such premises, rented to you for a period of seven or fewer consecutive days, A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III —Limits of Insurance. Paragraph (2) of this exclusion does not apply if the premises are"your work" and were never occupied, rented or held for rental by you. RGLO2OD1OG14 Includes copyrighted material urInsurance Page 1ofA Services Office,mv..with its permission. Paragraphs (3), (4), (5)and(6)of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraphs (3), (4) and(6) of this exclusion do not apply to"property damage" arising out of the use of an elevator at premises you own, rent or occupy. This insurance is excess over any valid and collectible insurance available to any insured whether primary, excess or contingent. Paragraph (6) of this exclusion does not apply to"property damage" included in the "products-completed operations hazard". B. The following is added to the Damage to Your Product exclusion: This exclusion does not apply to"property damage"to"your product"while on, being moved onto or off of an elevator; or liability assumed under a sidetrack agreement. This insurance is excess over any other valid and collectible insurance available to any insured whether primary, excess or contingent. C. Under Section I —COVERAGE A, the last paragraph after the exclusions is replaced by the following: Exclusions c.through n. do not apply to damage to premises by fire, lightning, explosion, smoke or leakage from fire protective systems while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III—Limits of Insurance. This limit will apply to all damage proximately caused by the same event, whether such damage results from fire, lightning, explosion, smoke or leakage from fire protective systems or any combination of the five. D. Under SECTION III—LIMITS OF INSURANCE, item 6. is amended as follows: . 6. Subject to paragraph 5. above, the higher of: a. $500,000; or b. The Damage To Premises Rented To You Limit shown in the Declarations is the most we will pay under Coverage A for damages because of"property damage" to any one premises,while rented to you, or in the case of damage by fire, lightning, explosion, smoke or leakage from fire protective systems,while rented to you or temporarily occupied by you with permission of the owner. E. Under Section IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, paragraph b. (1) (a) (ii) under the Other Insurance condition is replaced by the following: (ii) That is Fire, Lightning, Explosion, Smoke or Leakage from Fire Protective Systems insurance for premises rented to you or temporarily occupied by you with permission of the owner; F. Under SECTION V—DEFINITIONS, paragraph a. of the Insured Contract definition is replaced by the following: a. A contract for a lease of premises. However,that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke or leakage from fire protective systems to premises while rented RGL 02 001 0614 Includes copyrighted material of Insurance Page 2 of 9 Services Office, Inc.,with its permission. 3348 to you or temporarily occupied by you with permission of the owner is not an "insured contract". The coverage provided under provision 2. C. through F.above does not apply if Damage To Premises Rented To You of COVERAGE A is excluded either by the provisions of the Coverage Part or by endorsement. 3. BROAD FORM PERSONAL AND ADVERTISING INJURY A. Under SECTION 1—COVERAGE B - PERSONAL AND ADVERTISING INJURY LIABILITY,the Contractual Liability exclusion is deleted. B. Under SECTION V—DEFINITIONS, the following paragraph is added to the definition of "personal and advertising injury": h. Vicarious liability for discrimination or humiliation (unless insurance thereof is prohibited by law)that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is: (1) Not done intentionally by or at the direction of: (a) The insured; (b) Any"executive officer", director, stockholder, partner, spouse of a partner, member, spouse of a member, manager or trustee of the insured; and (2) Not related directly or indirectly to an "employee"or to the employment, prospective employment or termination of employment of any person by an insured. Provision 3. above does not apply if COVERAGE B—PERSONAL AND ADVERTISING INJURY LIABILITY is excluded either by the provisions of the Coverage Part or by endorsement. 4. MEDICAL PAYMENTS—INCREASED LIMITS A. Under SECTION I -COVERAGE C -MEDICAL PAYMENTS, item 1. a. (3) (b) is replaced by the following: (b)The expenses are incurred and reported to us within three years of the date of the accident; and B. Under SECTION III—LIMITS OF INSURANCE, paragraph 7 is replaced by the following: 7. Subject to Paragraph 5. above, the higher of: a. $15,000; or b. The amount shown in the Declarations for Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of"bodily injury" sustained by any one person. This coverage does not apply if Coverage C—Medical Payments is excluded either by the provisions of the Coverage Part or by endorsement. 5. SUPPLEMENTARY PAYMENTS INCREASED LIMITS Under SUPPLEMENTARY PAYMENTS—COVERAGES A AND B, paragraphs 1.b. and 1.d. are replaced by the following: RGL 02 001 0614 Includes copyrighted material of Insurance Page 3 of 9 Services Office,Inc.,with its permission. 3349 b. Up to$2,500 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or"suit", including actual loss of earnings up to $500 a day because of time off from work. 6. BROADENED INSURED COVERAGE Under SECTION 11—WHO IS AN INSURED, the following changes are made: A. BROAD NAMED INSURED The following is added: Any legally incorporated entity of which you own more than 50% of the voting stock is an insured. However, this insurance does not apply to"bodily injury" or"property damage"that occurred before you acquired or formed the organization or"personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. Coverage for any such organization will cease as of the date during the policy period on which you no longer maintain more than 50%of the voting stock. This provision does not apply to any person or organization for which coverage is excluded. B. PARTNERSHIPS AND JOINT VENTURES The last paragraph of Section II —Who Is An Insured beginning"No person or organization is an insured...." is replaced by the following: You are an insured with respect to the conduct of any current or past partnership or joint venture, but only with respect to your interest in such current or past partnership or joint venture. No other person or organization is an insured with respect to the conduct of any current or past partnership,joint venture or limited liability company that is not shown as a Named Insured in the Declarations. This provision does not apply to any person or organization for which coverage is excluded. C. FELLOW EMPLOYEE COVERAGE Paragraph 2.a.(1)(a) is replaced by the following: (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company); This provision does not apply to any person or organization for which coverage is excluded. D. INCIDENTAL MEDICAL MALPRACTICE COVERAGE The following is added to item 2.a.(1)(d): However, this exclusion does not apply to the rendering or failure to render by an "employee" of yours: RGL 02 001 0614 Includes copyrighted material of Insurance Page 4 of 9 Services Office, Inc.,with its permission. 3350 i. Medical, paramedical, dental, x-ray or nursing service or treatment or the furnishing of food or beverages in connection therewith; or ii. The furnishing or dispensing of drugs or medical or dental supplies; as long as you are not in the business or occupation of providing these services. This extension of coverage does not apply to punitive or exemplary damages, if coverage of such is permitted by statute or case law. The insurance provided by this extension of coverage is excess over any other valid and collectible insurance available to the insured, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by you to be excess of this policy. This provision does not apply to any person or organization for which coverage is excluded. E. NEWLY ACQUIRED ORGANIZATIONS Paragraph 3.a. is replaced by the following: a. Coverage under this provision is afforded until the end of the policy period; This provision does not apply to any person or organization for which coverage is excluded. F. MANAGERS OR LESSORS OF PREMISES Managers or lessors of yours are insureds but only with respect to liability arising out of the ownership, maintenance or use of that part of the premises leased to you. This insurance does not apply to: 1. Any"occurrence"which takes place after you cease to be a tenant in that premises. 2. Structural alterations, new construction or demolition operations performed by or on behalf of the manager or lessor added by this provision. G. LESSORS OF LEASED EQUIPMENT Any person or organization from whom you lease equipment is an insured, but only: 1. When you and such person or organization have agreed in writing in a contract or agreement that such person or organization be added as an additional insured on your policy; , 2. With respect to liability for"bodily injury', "property damage" or"personal and advertising injury"caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s) or organization(s). With respect to the insurance afforded to these additional insureds, this insurance does not apply to any"occurrence"which takes place after the equipment lease expires. H. USERS OF WATERCRAFT Any person, who with your consent, either uses or is responsible for the use of a watercraft is an insured, but only for their liability arising out of the use or operation of that watercraft on your behalf. RGL 02 001 0614 Includes copyrighted material of Insurance Page 5 of 9 Services Office,Inc.,with its permission. 3351 I. VENDORS If this policy provides Products Liability Coverage, any vendor you are required by a written contract or written agreement to name as an additional insured is an insured, but only with respect to"bodily injury" or"property damage"arising out of"your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: The insurance afforded the vendor does not apply to: a. "Bodily injury" or"property damage"for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; b. Any express warranty unauthorized by you; c. Any physical or chemical change in the product made intentionally by the vendor; d. Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; e. Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution and sale of the products; f. Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the products; g. Products which, after distribution or sale by you, have been labeled or re-labeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or h. "Bodily injury" or"property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its"employees" or anyone else acting on its behalf. However, this exclusion does not apply to: (1) The exceptions contained in sub-paragraphs d. or f.; or (2) Such inspections, adjustments, tests or servicing as the vendor has agreed to, make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. J. ADDITIONAL INSUREDS—CONTROLLING INTEREST Any person or organization who has financial control of you is an insured, but only with respect to their liability arising out of their financial control of you or premises they own, maintain or control while you lease or occupy these premises. This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. K. ADDITIONAL INSUREDS--BY CONTRACT,AGREEMENT OR PERMIT Item 4 is added as follows: 4. Any person or organization not otherwise identified as an insured in this coverage or covered or excluded by endorsement attached to this coverage, that you are required by written contract, written agreement or written permit to name as an insured is an insured but only with respect to"bodily injury", "property damage" or"personal and advertising injury" caused in whole or in part by your acts or omissions or the acts or omissions of those acting on your behalf: RGL 02 001 0614 Includes copyrighted material of Insurance Page 6 of 9 Services Office,Inc.,with its permission. 3352 a. In the performance of"your work"for the additional insured(s) at the location(s) designated in the written contract, written agreement or written permit; or b. In connection with your premises owned by or rented to you. However, with respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply: (1) Unless the written contract or written agreement has been executed or the written permit has been issued prior to the"bodily injury', "property damage" or"personal and advertising injury'; (2) To"bodily injury", "property damage" or"personal and advertising injury" occurring after: (a)The termination date of any requirement to add additional insureds in any such contract, agreement or permit; or(b)The end of this policy period,whichever comes first; or (3) To the rendering or failure to render any professional service. The insurance afforded such additional insureds under items 6.F through 6.K: a. Applies only to the extent permitted by law; b. If required by a written contract, written agreement or written permit, coverage provided the additional insured will not be broader than that which you are required by the written contract, written agreement or written permit to provide for such additional insureds; and c. Does not apply to any person or organization excluded in this coverage form or by endorsement to this coverage form. With respect to the insurance afforded these additional insureds under 6.F through 6.K, the following is added to Section III—Limits of Insurance: If coverage provided to any additional insured is required by a written contract, written agreement or written permit, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract, agreement or permit; or 2.Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This provision will not increase the applicable Limits of Insurance shown in the Declarations. 7. PRIMARY AND NON-CONTRIBUTORY—OTHER INSURANCE CONDITION The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary and Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and RGL 02 001 0614 Includes copyrighted material of Insurance Page 7 of 9 Services Office, Inc.,with its permission. 3353 (2) You have agreed in writing in a contract, agreement or permit that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. 8. KNOWLEDGE AND NOTICE OF OCCURRENCE Under SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, paragraphs e. and f. are added to the Duties In The Event of Occurrence,Offense, Claim or Suit condition as follows: e. Your rights afforded under this policy will not be prejudiced if you fail to give us notice of an"occurrence", offense or claim, solely due to your reasonable and documented belief that the"bodily injury" , "property damage"or"personal and advertising injury' is not covered under this policy. f. You must give us prompt notice of an"occurrence", offense, claim or loss only when the "occurrence" offense, claim or loss is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; (3) An "executive officer"or director, if you are a corporation; (4) A member, if you are a limited liability company; (5) A trustee, if you are a trust; or (6) An "employee'designated by you to give us such a notice. 9. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Under SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to the Representations condition: We will not disclaim coverage under this Coverage Part if you fail to disclose all hazards existing as of the inception date of the policy, provided such failure is not intentional. However, we reserve the right to charge additional premium for any such hazard. 10. WAIVER OF SUBROGATION Under SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to the Transfer of Rights of Recovery Against Others To Us condition: If the insured has waived those rights in a written contract,written agreement or written permit executed before loss, our rights are waived also. 11. BODILY INJURY REDEFINED Under SECTION V—DEFINITIONS, the definition of"bodily injury" is replaced by the following: 2. "Bodily injury' means bodily injury, disability, mental anguish, mental injury, shock, fright, humiliation, sickness or disease sustained by a person, including death resulting from any of these at any time. 12. MOBILE EQUIPMENT REDEFINED Under SECTION V—DEFINITIONS, paragraph f. of the definition of"mobile equipment" is replaced by the following: RGL 02 001 0614 Includes copyrighted material of Insurance Page 8 of 9 Services Office,Inc.,with its permission. 3354 f. Vehicles not described in a., b., c. or d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos", unless weighing less than 10,000 pounds gross vehicle weight and designed for use off public roads: (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower workers;and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting and well servicing equipment. However, "mobile equipment" does not include any land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered"autos". 13. LIBERALIZATION If we adopt a change in our forms or rules that would broaden the coverage of this policy without additional premium,the broader coverage will apply to this policy when the change becomes effective in your state. This endorsement forms a part of 07/01/2018 Policy Number: RDN-10002-CGX Effective Date: Insured: Imperial Parking(U.S.),LLC RGL 02 001 0614 Includes copyrighted material of Insurance Page 9 of 9 Services Office, Inc.,with its permission. 3355 ADDENDA NO. 3 August 1 , 2024 NOTICE OF REQUEST FOR COMPETITIVE SOLICTATIONS KEY WEST INTERNATIONAL AIRPORT Parking Lot Management Services KEY WEST, MONROE COUNTY, FLORIDA RFP-565 ✓ 18 24 2os r� T � CI rF_ CN rY N Prepared for: THE MONROE COUNTY BOARD OF COUNTY COMMISSIONERS HOLLY MERRILL RASCHEIN,DISTRICT 5 MAYOR JIM SCHOLL,DISTRICT 3 MAYOR PRO TEM CRAIG CATES,DISTRICT 1 COMMISSIONER MICHELLE LINCOLN,DISTRICT 2 COMMISSIONER DAVID RICE,DISTRICT 4 COMMISSIONER 3356 ADDENDA NO. 3 August 1, 2024 NOTICE OF REQUEST FOR COMPETITIVE SOLICTATIONS KEY WEST INTERNATIONAL AIRPORT Parking Lot Management Services KEY WEST, MONROE COUNTY, FLORIDA RFP-565 Pursuant to the terms of the Request For Competitive Solicitations for the Key West International Airport Parking Lot Management Services, the County is issuing Addendum 42 in response to requests for information received. The requests will be restated verbatim followed by the County's response. Additional Questions that were received 07/16/2024: Q1. Can you please list any vehicles (golf carts, pickup trucks, service vehicles, sweepers, etc.) supplied with the operation'? A 1. None. Q2. Page 15, Section B of the RFP references "DBE" in the scoring criteria. Is there a DBE requirement for this contact? A2. See Answer A4 in Bid Addenda#2. Q3. Is a manager's office separate from the booth at the exit?Will the County provide and reimburse office equipment, furniture, etc.? A3. No manager's office exists and there is no space available for one. Q4. Page 17, Section F. 1. of the RFP references a 15%administrative fee for damage caused by the parking staff. Will the 15% fee be waived if the contractor makes the repairs? A4. Yes, the 15% fee be waived if the contractor makes complete and proper repairs. Q5. What equipment/system performs the daily vehicle inventory? A5. The manager or cashiers compile a written list of the daily vehicle inventory. Q6. Page 18, Section F. 13. of the RFP states, "violations will be addressed with possible fees assessed" and then references "L,below,"however, Section L below does not address violations/fees. Can you please clarify? Also, can you please provide the dollar amount of fees assessed for poor customer service for each of the last three (3) years? A6. (1) Subsection L. in Section Four of the RFP Scope of Work is revised and subsection M. is added as follows: L. Consequences: The Airport shall enforce consequences for violations of the scope of work as follows: 3357 • Damage to Airport Parking Equipment will be assessed and fees will be deducted in the amount equal to the total amount of damages. • Customer Service: If a witnessed incident or allegation is made to reflect negatively on parking management staff, and evidence finds the reported incident is true, the following will be assessed: 1. First Violation- $75.00 2. Second Violation- $150.00 3. Third Violation- $225.00 4. Subsequent Violations (up to 5) - $500.00 5. Termination of employment after maximum of 5 violations. If the parking management company is in violation of any of the specified items, the Airport may terminate the Contract for cause. M. Additions/Deletions During the term of the contract, the Airport reserves the right to add or delete the number of commodities or services when determined to be in the best interest of the Airport. Pricing shall be comparable to the awarded cost in this solicitation. A6. (2) Zero, this is a new provision. Q7. Page 22, Section 2.02 of the RFP sample contract states that the "contractor shall install two (2) fully automated parking lot payment booths". The current booth looks to be in good condition. Does the County want to replace that booth? Also, based on the RFP and physical review of the operation, there is only one (1) exit lane and one (1)booth. If a second booth is needed, where would it be located? A7. Disregard. There is only one booth and it does not need to be replaced. Q8. Page 9, Section 1.08 (B) states respondents must obtain a Monroe County and City of Key West Occupational License before beginning operations. However, the required Proposal Form states a current copy of the Monroe County Occupational License is to be submitted with the bid. Please clarify if licenses are to be submitted with the bid proposal. If so, would you accept proof of submission for the permit? A8. City and County Occupational Licenses should be submitted when the contract is executed by the chosen respondent. Q9. Page 9, Section 1.09 (A)Preparation of Proposals states, "If the respondent is a corporation, the title of the officer signing the proposal on behalf of the corporation must be stated along with the Corporation Seal Stamp and evidence of his authority to sign the proposal must be submitted. The respondent shall state in the proposal the name and address of each person interested therein." Can you please clarify what the last sentence means as it relates to corporations? Are you simply looking for the signing officer's name and address? A9. Yes, that is correct, the signing officer's name and address. Q 10. Will the costs of revenue system equipment and maintenance be reimbursed by the County? A10. Please see Answer A2 in Bid Addenda#2. End of Bid Addenda #3. 3358 M 0 0 .......................................... a) 0 Cl) cu a) (TJ z E Q) 76 LU 0 cn > (1) m m 0 z 0 Cl) m LU a) -0 (1) 7C) cz U) LU z Lu U) (1) uj _0 uj Ul Z LL. LU IL (D U5 z u N (1) L) m < 7C) > z 0 > as (D L) (1) U) Z LU 0) " a) LU Jc m cl Z 0 0 D LU > C) M -0 U mc0 C: LU m m 70 cn (1) z LU 0 Z U) I_- 0 CL 0 0 0 C) L) L)Jc <� O a) t7 . 0 A) 0 U) tv co (D 0 CL Z u cu :3 (n 'D C/) U) E 0 0 -0 M :3 7C) a) a) CL U) U) N > (D > as CL z U) lulu :3 oi� U) 4-; c-6 (D (D mo L) cl CO. 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O m Z I— C H C H oA O N C �j G7 O O y a cn N o Lri aj Y °c atr C� rr, m, O 0 U � d ri N Q W C C i C i w O (N�V C w O O C CU O O O 7 4y Y mbx J Y m J N Y ty O t cd t _j Z C m J2 j 7 3 vt Q H N N E d ++ m m co Z 0 3360 Key West International Airport Parking Management Services Selection Committee Rankings 8.22.2024 SP+ LAZ Republic Intro Letter,Description of Company &Worklaod (Max 5 Points) m� Qualifications and Experience a fl (Max 20 Points) Approach&Mobilization (Max 15 Points) Structure of Management Fees (Max 5 Points) Passenger Enhancements (Max 5 Points) Cost of Services/Management Fee Lowest Price=A A=$24,000 A=$24,000 A=$24,000 Proposer's Price=B B=$37,000 B=$40,000 B=$24,000 Total Possible Points for Price=C C=40% C=40% C=40% Points Earned by Proposer A/BxC=D D=26 points D=24 points D=40 points Presentation , (Max 10 Points) (� r Total Score 79" Nate Alvl b Be tle j. Title: Division Chief Monroe County Fire Rescue Date;._. August 22,204 3361 Key West International Airport Parking Management Services Selection Committee Rankings 8.22.2024 SP+ LAZ Republic Intro Letter,Description of Company &Workload 4 (Max 5 Points) Qualifications and Experience (Max 20 Points) Approach&Mobilization r (Max 15 Points) S J Structure of Management Fees 'j S (Max 5 Points) Passenger Enhancements S U (Max 5 Points) Cost of Services/Management Fee Lowest Price=A A=$24,000 A=$24,000 A=$24,000 Proposer's Price=B B=$37,000 B=$40,000 B=$24,000 Total Possible Points for Price=C C=40% C=40% C=40% Points Earned by Proposer A/BxC=D D=26 points D=24 points D=40 points Presentation 10 I (Max 10 Points) v C I Total Score 0 J Z By: e' Name: Beth Leto Title:Pep,Dir.Air ort Finance Ann. YW Date: Ai 2u st 22.2024,� 3362 Key West International Airport Parking Management Services Selection Committee Rankings 8.22.2024 SP+ LAZ Republic Intro Letter,Description of Company &Workload (Max 5 Points) Qualifications and Experience (Max 20 Points) Approach&Mobilization (Max 15 Points) Structure of Management Fees (Max 5 Points) Passenger Enhancements (Max 5 Points) Cost of Services/Management Fee Lowest Price=A A=$24,000 A=$24,000 A=$24,000 Proposer's Price=B B=$37,000 B=$40,000 B=$24,000 Total Possible Points for Price=C C=40% C=40% C=40% Points Earned by Proposer A/BxC=D D=26 points D=24 points D=40 points Presentation to (Max 10 Points) Total Score TK qO B « Name: Richard Strickland Title: Executive Director,of Airports, EXW Date: August 22 2024 3363 MANAGEMENT AGREEMENT FOR PARKING LOT MANAGEMENT SERVICES KEY WEST INTERNATIONAL AIRPORT THIS AGREEMENT(hereafter"Contract"or"Agreement")is made and entered into this 161h day of October,2024,by and between Monroe County,a political subdivision of the State of Florida, (hereafter "Owner" or "County"), whose address is 1100 Simonton Street, Key West, Florida, 33040 and SP Plus Corporation, a Delaware Corporation authorized to transact business in the State of Florida (hereafter "Operator" or "Contractor"), whose address is 200 East Randolph Street, Suite 7700, Chicago, Illinois 60601. WITNESSETH WHEREAS, Owner owns and operates the Key West International Airport (hereinafter referred to as the "Airport"); and WHEREAS, Operator is engaged in the business of operating public parking facilities; and WHEREAS, Operator was selected to operate certain parking facilities at the Airport; and WHEREAS, Operator has indicated a willingness and demonstrated the ability to properly operate and manage said Airport parking facilities in accordance with the terms of this Agreement. NOW, THEREFORE, in consideration of the premises and of the mutual covenants herein contained, and for such other good and valuable consideration, the receipt of which the parties hereby expressly acknowledge, the parties hereto covenant and agree to the following terms and conditions. ARTICLE I TERM OF AGREEMENT 1.01. Term. The initial term of this Agreement shall be five (5) years commencing on the I" day of January, 2025 (Commencement Date) and terminating at Midnight on the 31" day of December, 2029. 1.02 Renewal. Provided Operator has fulfilled all conditions of this Agreement, Operator may request this Agreement be renewed for a single two (2) year option period beginning at the end of the initial term. In the event Operator submits a request to renew, it shall do so by providing written notice to Owner not less than one hundred eighty (180) days prior to the scheduled termination date of the initial term. Such notice shall include any Operator requested modifications to terms and conditions, if any, of this Management Agreement. The Owner shall have sixty (60) days to review the renewal request and the proposed modifications and respond. Failure of the owner to respond at the end of the 60 day period shall be deemed to be a denial of the operators request to renew the agreement. ARTICLE II FACILITIES AND OPERATIONS 2.01 Description of Privileges,Uses and Rights. Owner hereby makes available to the Operator for management and operation: 3364 All paid public vehicle parking facilities serving Key West International Airport, located within the terminal building area, upon terms and conditions hereinafter set forth. Except as expressly set forth, nothing herein contained shall be construed to grant to Operator the right to use any space or area improved or unimproved which is exclusively leased to a third party, or which Owner has not granted herein. 2.02 Description of Facilities. The Facilities shall encompass both vehicle parking areas serving the main terminal, exit booths, control devices, entrances, exits, and other improvements, including the Long Term and Short Term Parking Lots as more particularly described on Exhibit "A" dated June 3, 2024 attached hereto and made a part hereof. The employee parking area is hereby excluded from this agreement. 2.03 Operator's Responsibilities. A. Operator shall install new PARCs equipment and associated software at the covered premium parking lot and the short-term surface lot as soon as practicable after the effective date of this Agreement. Contractor shall be solely responsible for the maintenance of the automated systems during the term of this Agreement and any subsequent renewals. The automated pay station equipment must be compatible with Fisery banking software. B. Operator will be responsible for verifying daily flight schedules and adjusting the number and hours of staffing as needed. C. Operator shall conduct scheduled parking lot inspections to ensure all safety standards outlined in the Airport Safety Management Manual (if applicable) are met or exceeded. All hazardous conditions found must be barricaded to prevent access by the public, and must be immediately reported to the Airport Operations Department. D. Operator shall maintain and provide a list of vehicles that have been parked for a period of 30 days or longer. E. Operator must coordinate with Airport Maintenance and Airport Operations Departments and Monroe County Sheriff's Office (MCSO) in the removal and towing of vehicles that are in violation of Airport Public Parking Policy, if applicable. F. Every morning, Operator's parking management staff shall be responsible for assessing all parking equipment, this includes all equipment, gate arms, and the operations of the toll booth. Must report any issues to Airport Operations immediately. G. Operator shall provide periodic reports, including but not limited to, monthly profit/loss statement, revenue/expense per space per lot, budget performance and variance report, transactional summary by lot, utilization reports by lot, exception transaction trend report by lot, daily lot counts, safety reports, and other data if requested by the Airport. H. Operator must immediately notify Airport Operation's and PIO staff when the Airport when parking lots are full/closed due to capacity. L Operator's parking management staff shall be responsible for all day-to-day maintenance and cleaning of the Airport toll booth and parking equipment should be kept clean and tidy and all equipment 2 3365 free of damage. In the event damage is caused by the parking management staff to the equipment or facilities,the cost of repairs for the damage and a 15%administrative fee shall be deducted from the monthly reimbursement of expenses. However,the 15%fee will be waived if the Operator makes the proper repairs to the equipment. J. Operator's parking management staff shall provide professional and friendly service to all passengers. The Airport's highest priority is for passengers to have a pleasant and memorable experience at the Key West International Airport. The Airport will not tolerate parking management staff providing anything less than stellar customer service and violations will be addressed with possible fees assessed. K. The Airport shall enforce consequences for violations of the contract as follows: • Damage to Airport Parking Equipment will be assessed and fees will be deducted in the amount equal to the total amount of damages plus a 15% administrative fee as mentioned in Section 2.03(I); • Customer Service: If a witnessed incident or allegation is made to reflect negatively on parking management staff, and evidence finds the reported incident is true, the following will be assessed: 1. First Violation - $75.00 2. Second Violation - $150.00 3. Third Violation - $225.00 4. Subsequent Violations (up to 5) - $500.00 5. Termination of employment after maximum of 5 violations. If the parking management company is in violation of any of the specified items, the Airport may terminate the Contract for cause. 2.04 Manager Duties and Requirements. 1) The Manager must work full time at the Airport. 2) The Manager must be a highly qualified and experienced manager, with at least three (3) years of experience in managing a parking facility at a U.S. airport, unless the Airport allows otherwise. 3) The Manager must have full power and authority to take all necessary actions where a prompt response is required to maintain or restore services. 4) The Manager must respond in writing to customer complaints regarding services and report such complaints and their resolution to the Airport. 5) The Manager must be available during the regular business hours. If the Manager is absent, an equally authorized and qualified staff member must be in charge and available. 6)Manager must report to the Airport any accidents, including passengers' accidents, and any non- routine events within fifteen (15) minutes after their occurrence. 3 3366 7) Manager shall schedule the appropriate amount of staff for the operations and submit to the Airport a staffing report monthly, at a minimum, five (5) days prior to the next month. If the Airport and Manager do not agree on staffing, the Airport's decision shall control. 8) Manager is responsible for the reconciliation of funds and shall report all funding information to the Airport on a monthly basis. The guidelines for reconciliation are as follows: Revenue deposits and receivables shall be processed in accordance with standard industry accounting methodology. The Operator shall provide a month end aged trial balance of accounts receivable by the 15th of each month for the prior month. The Operator shall be obligated to actively pursue collection of all accounts receivables and shall be, and remain, responsible for the amount of same until the Airport has provided approval of a write-off of said receivables. 2.05 Dress Code and Standards for Operator's personnel. Operator shall ensure all personnel are dressed appropriately. The Airport has the right to approve or deny the uniform choice. Staff shall adhere to the following: • Must wear a shirt identifying the name of Operator's company. Operator shall provide enough shirts to employees to ensure the shirts are clean and presentable at all times. • Attire shall not be revealing or offensive. • Shorts and/or pants are acceptable. Shorts must be an appropriate length no shorter than mid-thigh or length of fingertips. • Must be able to communicate orally and in writing in the English language. • Must maintain the highest of standards of service. • Must comply with all Airport rules. • Must not eat, drink, or smoke while on duty. Employees must use designated smoking areas if on lunch or break. No smoking allowed at toll booths or in parking facilities. • Must be courteous and polite, and non-offensive in their conduct and demeanor. 2.06 Annual Audit. As soon as practical,but no later than January 1 of each year of this Agreement, Parking Management Company shall provide the Airport with financial statements for the operations of the Facilities under this Agreement reflecting full disclosure for the annual period ending September 30th of each year and any partial years, and the management letter resulting from a review and results of the operations, internal controls and other observations. Said financial statements shall be audited and the management letter prepared by the external, third parry auditors of qualified independent Certified Public Accountants designated by the awarded Respondent, but approved by the Airport. Following their completion, the Airport shall be provided with copies of the audited financial statements and the management letter. In the event Owner,prior to termination of the Agreement or any renewal thereof, shall vacate, move, re-establish, or materially alter the entrance to the Terminal Building or Airport grounds, or take any other action resulting in the necessity of a new parking lot and the relocation of parking equipment and cashier booths, or should the Airport Terminal Building or airport runways be relocated to an area other than immediately adjacent to the now-existing Terminal Building resulting in the necessity of a new parking lot area, then in such event, Owner shall provide Operator a comparable parking facility with all parking equipment and cashier booths relocated at no cost to Operator. 4 3367 ARTICLE III GROSS REVENUES AND REPORTS 3.01 General. Monies payable by Operator to Owner shall include all parking fees . Dishonored checks,uncollectible or uncollected fees and other bad debts shall not be included in Gross Revenues, provided that such transactions were processed utilizing procedures accepted and approved by the Owner. Monies which might be otherwise due from stolen vehicles or vehicles abandoned in the Facilities shall not be included in Gross Revenues, except to the extent monies are actually collected. Operator may accept personal checks or credit cards for payment under such terms and conditions as may be approved by Owner for handling such payments. 3.02 Deposits. As soon as practical, but no later than the next banking day following receipt of any Gross Cash Revenues hereunder, the Operator shall cause to have deposited said Gross Revenues in an account of and to the credit of the Owner. It shall be considered that the Owner has come into possession of the Gross Revenue when the funds have been deposited in the depository bank. 3.03 Reports. Operator shall provide Owner, in a form and detail satisfactory to Owner, the following reports including but not necessarily limited to: A. Weekly reports listing the daily Gross Revenue, with cash and credit/debit card transaction listed separately, and the associated duplicate deposit slips for cash revenue received. B. Monthly Activity and Gross Revenue summary to be submitted with monthly invoice. 3.04 Accounting Records. Operator shall, during the term of this agreement and any renewals thereof, maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Each party to this Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement(and any renewals thereof) and for seven years following the termination of this Agreement. Knowingly furnishing the Owner a false daily Gross Revenue report or a false Monthly Activity and Gross Revenue summary under the provision hereof will constitute a default by Operator of this agreement and the Owner may, at its option, immediately terminate this agreement. If an auditor employed by the Owner or the Monroe County Clerk of Courts determines that monies paid to the Operator pursuant to this Agreement were spent for purposes not authorized by this Agreement, or were wrongfully retained by the Operator, the Operator shall repay the monies together with interest calculated pursuant to Sec. 55.03, of the Florida Statutes, running from the date the monies were paid by the Owner. 3.05 Budget. Operator shall prepare and submit to the Owner for review and approval an overall annual operating budget, listing all anticipated reimbursable costs required for the first year, including the cost of the Operator's annual audit required under this contract. Thereafter, annually, no later than 30 days prior to the anniversary of the Agreement, Operator shall submit a new annual operating budget for review and approval by the Owner. The approved annual operating budget may be increased or decreased by the Owner from time to time, but only if and to the extent that the Owner, in its reasonable discretion, deems such revisions necessary and appropriate under this Agreement. Upon approval from the Owner individual line items within the approved annual budget may be increased or decreased from time to time so long as any increase does not exceed the 5 3368 approved annual budget. Start-up expenses are projected to be approximately $15,000.00 and are not included in the annual operating budget, as these one-time reimbursable expenses would be incurred as part of the transition. As with the monthly invoicing, the startup expenses require sufficient backup documents, invoices, receipts, etc. in order to be reimbursed. The new Parking Access Revenue Control Systems (PARCS) equipment is a capital expense of approximately $41,268.00 per year, though the final cost is dependent upon the technology to be obtained as approved by the Executive Director of Airports, and those costs are not included in the annual operating budget. PARCS expense will be reimbursed in equal monthly installments over the initial five-year term of the agreement. Should the agreement be terminated prior to the full payment of the new PARCS equipment, the Owner will reimburse the Operator for the remaining PARCS equipment balance. The costs of bonds and insurance, specifically required pursuant to this Agreement, and any expense for deductible loss sustained by the Operator where such insurance policy includes a deductible limit approved by the Owner, are reimbursable. The Owner shall approve all of the expenses contained in each year's annual budget. Only expenses approved by the Owner as set forth in the budget approved by the Owner, may be reimbursed to the Operator by the Owner. Notwithstanding the foregoing, unless Operator is notified in writing by the Owner that the operating expense associated with the purchase or performance of certain goods or services will be incurred by the Owner, all operating expenses shall be reimbursed by Owner to Operator at Operator's cost, plus sales tax, if any, in accordance with Article 4.02 herein below. ARTICLE IV REIMBURSEMENT AND COMPENSATION TO OPERATOR 4.01 Management Fee. The Owner shall pay the Operator an initial Management Fee of $37,000.00 per year or $3,083.33 per month, payable in arrears. The Management Fee amount agreed to herein may be adjusted annually in the amount of 3% per year for the initial five-year term. In the event the agreement s renewed in years 6 and 7, the annual percentage increase to the operator's management fee shall be negotiated between the operator and the Executive Director of Airports and approved by the Board of County Commissioners. In addition to the Management Fee, beginning April 1, 2025, an incentive bonus shall become effective based on the evaluation of the operation by the Executive Director of Airports or his designee and payable on a quarterly basis. Such evaluation shall use 2.5% (two and one-half percent) of the gross as a basis to determine the amount of bonus to be paid to the Operator. The Bonus Evaluation Form to be used is attached as Exhibit "B". 4.02 Operating Expenses. All operating budgeted expenses incurred by Operator in the operation of the Facilities, which are specifically approved by the Owner, plus start-up expenses, shall be reimbursed by Owner to Operator at the Operator's cost following receipt by the Owner of a monthly "Expense Invoice(s)" from the Operator, certified by an officer of the Operator. Owner shall pay in accordance with the Florida Local Government Prompt Payment Act; payment will be made after delivery and inspection by COUNTY and upon submission of invoice by the Operator. Expense 6 3369 invoices for payroll and payroll related costs may be submitted every two weeks. Expense invoices for other than payroll and payroll related expenses must be accompanied and supported by copies of vendor invoices. Operator shall submit to Owner invoices with supporting documentation acceptable to the Clerk, on a MONTHLY schedule in arrears. Acceptability to the Clerk is based on generally accepted accounting principles and such laws, rules and regulations as may govern the Clerk's disbursal of funds. If any item of expense is disputed or contested, a statement in writing setting forth the items being disputed and the specific reasons therefore shall be submitted to the Operator. Owner shall advance to Operator one-twelfth (1/12) of the operating budget to cover cost of the operation. Owner shall advance the above sum within thirty (30) days following the commencement of this Agreement. The Owner shall not withhold reimbursement for non-disputed items of expense. Both parties shall in good faith diligently pursue clarification and resolution of any disputed items within thirty (30) days of receipt of written notice sent by Owner. 4.03 Other Facilities. The Owner shall have the right to require the Operator to manage any additional parking facilities not contemplated at the time of execution of this Agreement, in which event all costs of operation for such service, including transportation services, shall be made part of the budget, and all revenues therefrom shall be included in Gross Revenue. ARTICLE V CHARGES AND CONSULTATION 5.01 Charges. Except as may otherwise be specifically authorized by the Owner in writing, Operator shall charge all users of the Facilities the fees or rates for such use established by the Owner. Owner shall have the right to amend or otherwise change the rate schedule at any time during the term of this Agreement. 5.02 Consultation. The Owner reserves the right to call upon the Operator for parking facility consulting services and advice with regard to the operation of the Facilities. In such event the travel expenses and costs incurred, subject to the limits of the existing Owner travel expense policy, shall be considered a reimbursable item of expense. ARTICLE VI OBLIGATIONS OF OWNER 6.01 Maintenance Responsibility. Owner shall maintain all of the Facilities used by the Operator in good and adequate condition for their intended use to the extent required by law, including the roofs & exterior of all buildings, such as the exit booth/office, and any connecting structures, fencing, concrete, asphalt and macadam paving, sidewalks and walkways, signs, interior and exterior lighting, landscaping, and air conditioning. 6.02 Utilities. The Owner shall provide and pay for all Owner approved utilities. ARTICLE VII OBLIGATIONS OF OPERATOR 7 3370 7.01 Maintenance and Repair. Operator shall, be responsible for the proper maintenance and repair of the Revenue Control System, and of the interior of the exit booth. The Operator shall be responsible for keeping the Facilities, including the parking areas, the entrance and exit areas, and exit toll booth in a neat and clean condition at all times, except those areas specifically maintained and cleaned by the Owner. The Operator shall notify the Owner of any areas requiring immediate maintenance and/or repair upon discovery of such items. The cost of such repairs and maintenance shall be reimbursable to Operator. 7.02 Personnel. A. The management, maintenance, and operation of the Facilities shall at all times be under the supervision and direction of a full-time, qualified, competent resident Facilities Manager who shall be subject to the direction and control of the Operator. B. Operator agrees that its employees shall be of adequate number and competently trained so as to properly conduct the operation of Facilities; sufficient staff shall be provided to operate the toll booth in a first-class manner, to meet all reasonable demands of the public and to prevent customers from waiting in line for a period in excess of eight (8) minutes, unless otherwise specified by the Owner. The Operator shall make every reasonable effort to schedule employees so as to minimize or avoid the payment of overtime, recognizing, however, that the intent of this Agreement is to provide a high level of service to the user of the Facilities. C. All employees shall be required to wear the appropriate uniform at all times when on duty. Operator agrees to ensure that the employees and uniforms are clean and neat, and that the employees present a professional appearance at all times. Operator shall cause all of its employees to conduct themselves at all times in a courteous manner toward the public and dispense with the services of any employee deemed by the Owner to be detrimental to the Airport. D. Operator, its agents, employees, or suppliers shall not block any areas used for ingress and egress by Airport traffic unless required in an emergency, and further, shall not interfere with the activities of Owner, its agents or employees, or any Airport tenant. 7.03 Cleanliness of Premises. The Facilities and all equipment and materials used by Operator shall at all times be clean, sanitary, and free from rubbish, and other refuse. 7.04 Operations. A. The hours of operation shall be from 5:00 a.m. to 10 p.m., seven (7) days per week, 365 days per year. Additional coverage will be as needed and approved by the Director of Airports. These hours are subject to change as airline schedules change to provide coverage of airline flights. B. The Operator shall be responsible for the collection of all monies from the Parking areas, the collection of which will be made at a prearranged time to be agreed on by the Operator and the Owner. The monies from which will be included in the Gross Revenues as outlined above. C. The Operator shall have provisions for accepting payment for parking fees in the form of cash, check, and credit and debit cards. 7.05 Airport Procedures. Operator agrees to observe and abide by all procedures, rules and regulations, ordinances, statutes and laws promulgated from time to time by the Federal Government, 8 3371 the State of Florida, Owner or Airport staff or any other authority having jurisdiction concerning security matters, parking, ingress and egress, and any other operational matters related to the operation of the Key West International Airport. 7.06 PCI Compliance. (A) Owner shall be responsible for maintaining compliance of the revenue-processing parking equipment and related hosting and other systems servicing the Premises,with prevailing industry standards governing the storing, handling, processing and transmission of personal and financial information, including, but not limited to, Payment Card Industry standards (collectively, the "Standards"). The Owner agrees not to knowingly make any changes to the Systems which may impact their compliance with the Standards during the Term of this Agreement without first apprising Concessionaire in writing, it being the intent of the parties that Operator shall at all times have current information regarding the Systems for Standards compliance. (B) Operator shall notify the Owner in writing if it becomes aware that the Systems or any portion thereof are not compliant with the Standards at any time during the Term, and shall obtain competitive quotations for requisite upgrades,the cost of which shall be paid by the Owner per the terms in Section 3.05 of this Agreement. All costs incurred by Operator in the performance of its obligations under this Section 7.06 shall be operating expenses,provided that Operator shall seek the prior approval of the Owner for any proposed cost that exceeds the sum of$10,000, such consent not to be unreasonably withheld. (C) If the Owner does not approve an upgrade or other expenditure requested by Operator to maintain compliance of the Systems with the Standards, the Owner agrees to indemnify and hold Operator harmless from and against all Claims incurred by, imposed upon, brought or asserted against Operator arising from non-compliance with the Standards, and waives any and all Claims it may have against Operator for any adverse impact upon Gross Receipts arising directly from non-compliance of the Systems. The foregoing indemnity and waiver shall be limited by the extent to which the Claims arise out of or are attributable to the negligence or non-performance of Concessionaire with its obligations under Section 7.06. (D) If the services of an independent Qualified Security Assessor are obtained with respect to compliance of the Systems,the report of the Qualified Security Assessor and any certificates of compliance issued by the Qualified Security Assessor shall be determinative as to the compliance of the Systems. ARTICLE VIII INDEMNITYANSURANCE 8.01 Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, Operator shall defend, indemnify and hold the County and the County's elected and appointed officers and employees harmless from and against (i) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and (iii) any costs or expenses (including, without limitation, costs of remediation and costs of additional security measures that the Federal Aviation Administration, the Transportation Security Administration or any other governmental agency requires by reason of, or in connection with a violation of any federal law or regulation, attorneys' fees and costs, court costs, fines and penalties) that may be asserted against, initiated with respect to, or sustained by, any indemnified party by reason of, or in connection with, (A) any activity of Operator or any of its employees, agents, contractors or other invitees on the Airport during the term of this Agreement, (B) 9 3372 the negligence or willful misconduct of Operator or any of its employees, agents, contractors or other invitees, or(C) Operator's default in respect of any of the obligations that it undertakes under the terms of this lease, except to the extent the claims,actions,causes of action, litigation,proceedings,costs or expenses arise from the intentional or negligent acts or omissions of the County or any of its employees, agents, contractors or invitees (other than Operator). Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during the term of this Agreement, this section will survive the expiration of the term of this Agreement or any earlier termination of this Agreement. 8.02 Operator will provide and maintain in effect throughout the term of this Agreement current general liability insurance in the amount of$1,000,000 combined single limit,personal injury, and $100,000 property damage. 8.03 Operator also will provide and maintain in effect throughout the term of this Agreement, current statutory requirements of worker's compensation. 8.04 Certificates of Insurance must be provided to Monroe County prior to execution of this Agreement and within fifteen days after award of proposal, with Monroe County BOCC listed as additionally insured on all except Workers Compensation. Thereafter, the Operator must keep in full force and effect all of the insurance coverages listed above during the term of this Agreement. If the insurance policies originally purchased that meet the requirements are canceled, terminated or reduced in coverage, then the Operator must immediately substitute complying policies so that no gap in coverage occurs. 8.05 All forms of insurance required above shall be from insurers acceptable to the County. 8.06 All insurance policies must specify that they are not subject to cancellation, non-renewal, material change, or reduction in coverage unless a minimum of thirty days prior notification is given to the County by the insurer. 8.07 The insurance required of the Operator by the terms of this Agreement is for the protection of the County, its property and employees, and the general public. The insurance requirement is not, however, for the protection of any specific member of the general public who might be injured because of an act or omission of the Operator. The insurance requirements do not make any specific injured member of the general public a third party beneficiary under this Agreement. Therefore, any failure by the County to enforce these insurance requirements, or terminate this Agreement if the Operator becomes uninsured or underinsured, is not a breach of any duty or obligation owed to any specific member of the general public and cannot form the basis of any County liability to a specific member of the general public or his/her dependents, or estate or heirs. A)Notwithstanding the provisions of Article X, the County may immediately treat the Operator in default if the Operator fails to maintain the insurance required by this Article VIII. Before terminating the agreement in this situation,the County need only provide the Operator 24-hour notice by FAX or overnight courier. The County may, but need not,provide the Operator with an opportunity to cure the default. ARTICLE IX RELATIONSHIP OF THE PARTIES 9.01 Operator is and shall be deemed to be an independent contractor and operator 3373 responsible to all parties for its respective acts or omissions, and Owner shall in no way be responsible therefore. Neither the Operator nor any of the officers, agents, or employees of the Operator shall be deemed to be employees of the Owner for any purposes whatsoever ARTICLE X TERMINATION OF AGREEMENT, CANCELLATION, ASSIGNMENT & TRANSFER 10.01 Termination. This Agreement shall automatically terminate and expire at the end of the term, as set forth in Article I hereof. Upon the termination of this Agreement, through passage of time or otherwise, the Operator shall aid the Owner in all ways possible in continuing the business of operating the Airport public parking facilities uninterruptedly. 10.02 Owner's Right of Cancellation. Owner may cancel this Agreement by giving Operator thirty (30) days advance written notice, to be served as hereinafter provided, upon the happening of any one of the following events: (1) The filing by Operator of a voluntary petition for bankruptcy. (2) The institution of proceedings in bankruptcy against Operator and adjudication of Operator as a bankrupt pursuant to said proceeding. (3) The taking by a Court of jurisdiction of Operator's assets pursuant to proceedings brought under the provision of any federal re-organizational acts and said proceeding is not dismissed, discontinued or vacated within thirty (30) days. (4) The appointment of a receiver of Operator's assets and the receivership shall not be set aside within thirty (30) days after such appointment. (5) The divestiture of Operator's estate herein by operation of law. (6) The abandonment by Operator of the Facilities, or of its business operations thereon. (7) The conduct of any business or performance of any acts not specifically authorized herein and said business or acts do not cease within thirty (30) days of receipt of written notice by Owner to cease said business or acts. (8) The default in the performance of any of the covenants and conditions required herein to be kept and performed by Operator and said default is not cured within thirty (30) days of receipt of written notice by Owner to do so, or if by reason of the nature of such default, the same cannot be remedied within thirty (30) days following receipt by Operator of written demand from Owner to do so, Operator fails to commence and diligently execute the remedying of such default within said thirty (30) days following such written notice. 10.03 Termination for Convenience. Either party may terminate this agreement upon 90 days written notice. 3374 10.04 Assignment, Transfer, and Subcontracting. Operator shall not,in any manner, assign,transfer, mortgage, pledge, encumber or otherwise convey an interest in this Agreement, nor contract the services permitted herein or any part thereof, without the prior written consent of Owner. Such consent can be withheld for any reason or for no reason at all. Any such attempted assignment, transfer, or subcontract without Owner approval shall be null and void. In the event Owner consents in writing as aforesaid, Operator shall have the right to the extent permitted by Owner's consent to subcontract or assign all or any portion of the permitted services,provided that any such subcontract or assignment shall be limited to only the same purposes as are permitted under this Agreement. Any such subcontract or assignment shall be subject to the same conditions, obligations and terms as set forth herein and Operator shall be fully responsible for the observance by its subcontractors of the terms and covenants contained in this Agreement. Notwithstanding anything herein to the contrary, in the event of an approved subcontract, Operator shall remain primarily liable to Owner for fulfilling all obligations,terms and conditions of this Agreement, throughout its entire term. ARTICLE XI ALTERATIONS OR ADDITIONS AND SIGNS 11.01 Alterations or Additions. Operator shall make no alterations or additions to the Facilities constructed thereon, without the prior written consent of the Owner. 11.02 Sins. No signs, posters, or similar devices shall be erected, displayed, or maintained by Operator in the view of the general public in, on, or about the Facilities or elsewhere on the Airport without the written approval of Owner, which consent shall not be unreasonably withheld. Any such signs not approved shall be immediately removed at the sole cost and expense of Operator, upon written notification thereof by Owner. ARTICLE XII LAWS, REGULATIONS, PERMITS, GOVERNING LAW AND VENUE 12.01 General. Operator expressly covenants,warrants, guarantees and agrees that throughout the term of this Agreement, Operator shall at all times be and shall remain in full and complete compliance with all applicable statutes, regulations, rules, rulings, orders, ordinances, or directives of any kind or nature without limitation, as same may be amended from time to time, of any and all Federal, State, Municipal or local governmental bodies now or hereafter having jurisdiction over Operator, Operator's operations conducted under this Agreement on the Facilities, and over those persons and entities performing any work or services on behalf of Operator or at Operator's actual or constructive request. Operator further covenants, warrants, guarantees, and agrees that it shall comply with all ordinances of Owner, including but not limited to the "Rules and Regulations", all operational orders issued thereunder, and any and all other laws, ordinances, regulations, rules, and orders of any governmental entity which may be applicable to Operator or in any way to Operator's business operations under this Agreement, as said laws, ordinances, regulations, rules, and orders now exist, or are hereinafter amended, promulgated, or otherwise imposed on Operator by laws. 12.02 Permits and Licenses General. Operator expressly covenants, warrants, and agrees that it shall, at its sole cost and expense, be strictly liable and responsible for obtaining, paying for, maintaining current, and fully complying with, any and all permits, licenses and other governmental authorizations, however designated, as may be required at any time throughout the entire term of G2 3375 this Agreement or any extension thereof by any Federal, State, or local governmental entity or any court of law having jurisdiction over Operator or Operator's operations and activities; however, such costs and expense shall be reimbursed in accordance with Paragraph 4.02 "Operating Expenses". 12.03 Governing Law, Venue, Interpretation. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement, the County and Operator agree that venue will lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. The County and Operator agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by or between any of them the issue shall be submitted to mediation prior to the institution of any other administrative or legal proceeding. ARTICLE XIII GOVERNMENTAL RESTRICTIONS 13.01 Right of Flies Owner reserves unto itself, its successors and assigns, for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the real property previously described together with the right to cause in said airspace such noise as may be inherent in the operation of aircraft now known or hereafter used, for navigation of or flight in the said airspace for landing on, taking off from, or operating on the Airport. 13.03 Operation of Airport. Operator expressly agrees for itself, its sub-lessee, successors and assigns, to prevent any use of the Airport Facilities which would interfere with or adversely affect the operation, maintenance, or development of the Airport. ARTICLE XIV NON DISCRIMINATION 14.01 Non-discrimination. Operator for itself, its employees, agents, successors in interest and assigns, as a part of the consideration hereof, does hereby covenant and agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 88-352), which prohibit discrimination in employment on the basis of race, color, religion, sex, and national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC §§ 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC § 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended(42 USC §§ 6101-6107),which prohibits discrimination on the basis of age; 5)The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, §§ 523 and 527 (42 USC §§ 690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC §§ 3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC §§ 12101 Note), as amended from time to time,relating to nondiscrimination in employment on the basis of disability; 10)Monroe County Code Chapter 14, Article II, which prohibits discrimination on the basis of race, color, 3376 sex, religion, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; and 11)All requirements imposed by or pursuant to Title 49, Code of Federal Regulations,Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally-assisted programs of the Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended; and 12) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. 14.02 Disadvantaged Business Enterprise/Affirmative Action. Operator acknowledges that the provisions of 49 CFR, Part 23, Disadvantaged Business Enterprises (DBE), and 14 CFR Part 152, Affirmative Action Employment Programs are applicable to the activities of Operator under the terms of this Agreement, unless exempted by said regulations, and hereby agrees to comply with all requirements of Owner, the Federal Aviation Administration and the U. S. Department of Transportation, in reference thereto. ARTICLE XV NOTICE 15.01 Any notice given under the provisions of this Agreement shall be in writing and shall be delivered personally or sent by certified or registered mail, postage prepaid to: Owner: Richard Strickland, CM Executive Director of Airports Key West International Airport 3491 South Roosevelt Boulevard Key West, Florida 33040 Operator: SP Plus Corporation Attn: Robert Reiser, President—East Airports 16200 Brookpark Road, 2nd Floor Cleveland, Ohio 44135 With a copy to: SP Plus Corporation Attn: Legal Department 200 East Randolph Street, Suite 7700 Chicago, Illinois 60601 or such other respective addresses as the parties may designate to each other in writing from time to time. Notice by certified or registered mail shall be deemed given on the date that such notice is deposited in a United States Post Office. ARTICLE XVI PARAGRAPH HEADINGS 16.01 The headings of the various article and sections of this Agreement, and its Table of Contents, are for convenience and ease of reference only, and shall not be construed to define, limit, augment or describe the scope, context, or intent of this Agreement or any part or parts of this Agreement. G4 3377 ARTICLE XVII GENERAL PROVISIONS 17.01 Severability. If any term, covenant, condition or provision of this agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this agreement would prevent the accomplishment of the original intent of this agreement. The Owner and Operator agree to reform the agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. 17.02 Attorney's Fees and Costs. The Owner and Operator agree that in the event any cause of action or administrative proceeding is initiated or defended by any parry relative to the enforcement or interpretation of this agreement, the prevailing parry shall be entitled to reasonable attorney's fees, court costs, investigative and out-of-pocket expenses, as an award against the non-prevailing parry, and shall include attorney's fees, court costs, investigative, and out-of-pocket expenses in appellate proceedings. Mediation proceedings initiated and conducted pursuant to this agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the Circuit Court of Monroe County. 17.03 Binding Effect. The terms, covenants, conditions, and provisions of this agreement shall bind and inure to the benefit of the Owner and Operator and their respective legal representatives, successors, and assigns. 17.04 Authority. Each parry represents and warrants to the other that the execution, delivery and performance of this agreement have been duly authorized by all necessary COUNTY and corporate action, as required by law. 17.05 Adjudication of Disputes or Disagreements. The Owner and Operator agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If no resolution can be agreed upon within thirty (30) days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Monroe County Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of the parties, then any parry shall have the right to seek such relief or remedy as may be provided by this agreement by Florida law. 17.06 Cooperation. In the event any administrative or legal proceeding is instituted against either parry relating to the formation, execution, performance, or breach of this agreement, the Owner and Operator agree to participate, to the extent required by the other parry, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this agreement or provision of the services under this agreement. The Owner and Operator specifically agree that no parry to this agreement shall be required to enter into any arbitration proceedings related to this agreement. A parry who requests the other's parry's participation in accordance with the terms of this section shall pay all reasonable expenses incurred by the other parry by reason of such participation. G.5 3378 17.07 Covenant of No Interest. The Owner and Operator covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with its performance under this agreement, and the only interest of each is to perform and receive benefits as recited in this agreement. 17.08 Code of Ethics. The Owner agrees that officers and employees of the Owner recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to solicitation or acceptance of gifts; doing business with one's agency;unauthorized compensation;misuse of public position,conflicting employment or contractual relationship; and disclosure or use of certain information. 17.09 Public Access. Operator must comply with Florida public records laws, including but not limited to Chapter 119,Florida Statutes and Section 24 of article I of the Constitution of Florida. The Owner and Operator shall allow and permit reasonable access to, and inspection of, all documents,records,papers, letters or other "public record" materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the Owner and Operator in conjunction with this contract and related to contract performance. The Owner shall have the right to unilaterally cancel this contract upon violation of this provision by the Operator. Failure of the Operator to abide by the terms of this provision shall be deemed a material breach of this contract and the Owner may enforce the terms of this provision in the form of a court proceeding and shall, as a prevailing parry,be entitled to reimbursement of all attorney's fees and costs associated with that proceeding. This provision shall survive any termination or expiration of the contract. The Operator is encouraged to consult with its advisors about Florida Public Records Law in order to comply with this provision. Pursuant to F.S. 119.0701 and the terms and conditions of this contract, the Operator is required to: (1) Keep and maintain public records that would be required by the Owner to perform the service. (2) Upon receipt from the Owner's custodian of records,provide the Owner with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (3) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Operator does not transfer the records to the Owner. (4) Upon completion of the contract, transfer, at no cost, to the Owner all public records in possession of the Operator or keep and maintain public records that would be required by the Owner to perform the service. If the Operator transfers all public records to the Owner upon completion of the contract, the Operator shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Operator keeps and maintains public records upon completion of the contract,the Operator shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the Owner, upon request from the Owner's custodian of records, in a format that is compatible with the information technology systems of the Owner. (5) A request to inspect or copy public records relating to a County contract must be made directly to the Owner, but if the Owner does not possess the requested records, the Owner shall immediately notify the Operator of the request, and the Operator must provide the records to the Owner or allow the records to be inspected or copied within a reasonable time. If the Operator does not comply with the Owner's request for records, the Owner shall enforce the public records contract provisions in accordance with the contract, notwithstanding the Owner's option and right to unilaterally cancel this contract upon violation of this provision by the Operator. An Operator who fails 6 3379 to provide the public records to the Owner or pursuant to a valid public records request within a reasonable time may be subject to penalties under Section 119.10, Florida Statutes. Operator shall not transfer custody, release, alter, destroy or otherwise dispose of any public records unless or otherwise provided in this provision or as otherwise provided by law. IF THE OPERATOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE OPERATOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY, AT (305) 292-3470, BRADLEY-BRIAN&MONROECOUNTY-FL.GOV, MONROE COUNTY ATTORNEY'S OFFICE, 1111 12th STREET, SUITE 408, KEY WEST, FL 33040. 17.10 Privileges and Immunities. All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the Owner, when performing their respective functions under this agreement within the territorial limits of the County shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the County. 17.11 Legal_ Obligations and Responsibilities.Non-Delegation of Constitutional or Statutory Duties. This agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the Owner, except to the extent permitted by the Florida Constitution, State Statute, and case law. 17.12 Non-Reliance by Non-Parties. No person or entity shall be entitled to rely upon the terms, or any of them, of this agreement to enforce or attempt to enforce any third-party claim or entitlement to or benefit of any service or program contemplated hereunder, and the Owner and Operator agree that neither the Owner nor Operator or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this agreement. 17.13 Attestations. Operator agrees to execute such documents as the Owner may reasonably require,to include a Public Entity Crime Statement,an Ethics Statement,a Drug-Free Workplace Statement, a Vendor Certification Regarding Scrutinized Companies Lists and an Affidavit Attesting to Noncoercive Conduct for Labor and Services. 17.14 No Personal Liability. NO covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Owner in his or her individual capacity, and no member, officer, agent or employee of Owner shall be liable personally on this agreement or be subject to any personal liability or accountability by reason of the execution of this agreement. 17.15 Execution in Counterparts. This agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this agreement by signing any such counterpart. G7 3380 17.16 Section Heading. Section headings have been inserted in this agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this agreement and will not be used in the interpretation of any provision of this agreement. 17.17. Rights Reserved. Rights not specifically granted to Operator by this Agreement are reserved to the Owner. 17.18 Mutual Review. This agreement has been carefully reviewed by Operator and the Owner, therefore this agreement is not to be construed against either party on the basis of authorship. ARTICLE XVIII ENTIRETY OF AGREEMENT 18.01 The parties agree that this Agreement sets forth the entire agreement between the parties, and there are no promises or understanding other than those stated herein. None of the provisions, terms and conditions contained in this Agreement may be added to, modified, superseded or otherwise altered except by written instrument executed by the parties hereto. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed this 16th day of October, 2024. (SEAL) ATTEST: KEVIN MADOK, CLERK BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By: By: as Deputy Clerk Mayor Holly Merrill Raschein SP PLUS CORPORATION Chink \10 so,,ifioo r i or�t �a t Airports Robert Reiser `11fli" President s East Airports Witnesses Title Jessica losky, Support Sp FORM FAD ,�. AsstSTA Date _ 9/30/24 8 3381 N co g) Iry JJfff p/i op 'hIM' yt ",F Imo" r' J o rV i W Ik If, ,� ///i r C/ /o r / Ili ! " !%� / r I !I j/ILI / M co M M % _ / % \ % y = ) ) / ) 0 / \ '\ % / e / e z ƒ 2 m \ $ $ � � 2 G •C: $ u < 0 E u g ) e e 2 e E \ § { u / o E + e � � § 0 / 0 / f ) X / � \ 2 0 / § CL � ° V) « o » § E $ / u e •\ •E 7 3 ( $ \ / \ ƒ 2 < 'e 0 y $ 7 = � t e = $ 2 £ \ m - ° ƒ § E G � e $ $ § \ / Q = \ § j \ R : u § / / \ / k \ / \ e G u x E £ e # e o CL ( ( \ \ / 41 0 u / \ ) •7 / t Ln g 2 \ \ E E m / §CCL } 2 / ƒ u U U LU e = _ _ > y L O/ } E � a d (6 a 6 a (6 a (6 a (6 a (6 a . � \ / � % 0 2 LL � -0 O E LU •( B M u < LU e LU e « LU / / \ a.LU e � � « / ( I > k S k 2 \ 0 R L 0 2 � 0 a / ca LLI \ = u 7 > �4 w cf; Lr; t6 w dq co M M 0 u W z W > W N N O ca O N H z_ O O a 0 O J W a Q z a) H OC q0 f6 W O S N U a- V O (1) N 4- f6 L bio L {n 4- U C C (1) O U N C o 0 O Q (6 E a) a) z E u O Ln .N LU ELn a W O V��Y f6 uw z OC Y N OC � Q O a a U- O 0 0 � z0 a ~ z a N W > W W V W z J U W W LL > Q d W 6L N W J O z a Q Q W Q V1 {yJ a 0 W of z > Z = o Q 0 O ao of rq a NON-COLLUSION AFFIDAVIT I, Bob Reiser of the city of Cleveland, Ohio_ according to law on my oath,and under penalty of perjury,depose and say that: I, I am President- East Airports of the firm of SP Plus Corporation the bidder making the Proposal for the project described in the Notice for Calling for bids for: Parking Lot Mana ement Services at Key West International Airport and that I executed the said proposal with full authority to do so: 2. the prices in this bid have been arrived at independently without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor; 3, unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to bid opening, directly or indirectly,to any other bidder or to any competitor;and 4. no attempt has been made or will be made by the bidder to induce any other person,partnership or corporation to submit,or not to submit,a bid for the purpose of restricting competition; 5. the statements contained in this affidavit are true and correct, and made with full knowledge that Monroe County relies upon the truth of the statements contained in this affidavit in awarding contracts for said project. p .August 2, 2024 .. (Signature of Bidder) . (Date) Bob Reiser,President-East Airports STATE OF: Ohio _ COUNTY OF: Cuyaho a__� Subscribed and sworn to (or affirmed) before me, by means of Physical presence or ❑ online notarization, on Au ust 2, 2024 (date) by Bob Reiser (name of affiant). He/She is personally known to me or has produced Ohio Driver's License (type of identification) as identification. e. __. . "1"ARY PUBLIC—�w.,,, ,ywww�avrrr�u� Kelly Redfern ' � 8 '"� My Commission Expires: January 7 2029 f n: a 3385 SWORN STATEMENT UNDER ORDINANCE NO. 10-1990 MONROE COUNTY, FLORIDA ETHICS CLAUSE Bob Reiser warrants that he/it has not employed, retained or otherwise had act on his/its behalf any former County officer or employee in violation of Section 2 of Ordinance No. 10-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 10-1990. For breach or violation of this provision the County may, in its discretion, terminate this contract without liability and may also, in its discretion, deduct from the contract or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee. e (signature) Bob Reiser, President-East Airports Date: August 2, 2024 STATE OF Ohio COUNTY OF Cuyahoga Subscribed and sworn to (or affirmed) before me, by means of ephysical presence or ❑ online notarization, on Au ust 2, 2024 (date) by Bob Reiser (name of affiant). He/She is personally known to me or has produced Ohio Driver's License (type of identification) as identification. � NL":) ",ARY PUBLIC ��� Kelly Redfern FtN, NO ���0� My commission expires: January 7, 2020 �� � OMB - MCP FORM#4 0 3386 DRUG-FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that: SP Plus Corporation (Name of Business) 1. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession,or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace,the business's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection(1). 4. In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five(5)days after such conviction. 5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community,or any employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. STATE OF Ohio (Signature of .esl:)o lent) Bob Reiser, President- East Airports COUNTY OF Cuyahoga August 2, 2024 Date Subscribed and sworn to (or affirmed)before me, by means orlopphysical presence or ❑ online notarization, on August 2, 2024 _ (date) by Bob Reiser (name of affiant). He/She is personally known to me or has produced Ohio Driver's License (type of identification) as identification. O������� GTARY PUBLIC My commission expires: January 7, 2020 Kelly Redfern 47 *, JANO 3387 "A ri. e `` PUBLIC ENTITY CRIME STATEMENT "A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list." By executing below,proposer states that he/she/it is in compliance. STATE OF Ohio aT4�11 (Signature of Respondent) COUNTY OF Cuyahoga August 2, 2024 DATE Subscribed and sworn to (or affirmed)before me, by means of ephysical presence or ❑ online notarization, on August 2, 2024 (date) by Bob Reiser (name of affiant). He/She is personally known to me or has produced Ohio Driver's License (type of identification) as identification. " My commission expires: January 7, 2029 NARY PUBLIC Kelly Redfern W YY�,/ N, IAA f` t vv rr /�1�, r� ire C-) Ot 48 3388 VENDOR CERTIFICATION REGARDING SCRUTINIZED COMPANIES LISTS Project Description(s): Parkin Lot Tana ernent Services at Ke West International Airport Respondent Vendor Name: SP Plus Corporation Vendor FEIN: 16-1171179 Vendor's Authorized Representative Name and Title: Bob Reiser, President-East Air orts Address: 16200 Brook ark Road, bid Floor City: Cleveland State: Ohio Zip; 44315 Phone Number: (216)410-3769 Email Address: (216)523-8080 Section 287.135, Florida Statutes prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of any amount if, at the time of contracting or renewal, the company is on the Scrutinized Companies that Boycott Israel List, created pursuant to Section 215.4725, Florida Statutes, or is engaged in a Boycott of Israel. Section 287.135, Florida Statutes, also prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of$1,000,000 or more, that are on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector Lists which were created pursuant to s. 215.473, Florida Statutes, or is engaged in business operations in Cuba or Syria. As the person authorized to sign on behalf of Respondent, I hereby certify that the company identified above in the Section entitled "Respondent Vendor Name" is not listed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel and for Projects of$1,000,000 or more is not listed on either the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or engaged in business operations in Cuba or Syria. I understand that pursuant to Section 287.135, Florida Statutes, the submission of a false certification may subject company to civil penalties, attorney's fees, and/or costs. I further understand that any contract with the County may be terminated, at the option of the County, if the company is found to have submitted a false certification or has been placed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel or placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List or been engaged in business operations in Cuba or Syria. Certified By: Bob Reiser , who is authorized to sign on bel above referenced company. Authorized Signature: Print Name: Bob Reiser Title: President-East Airports Note: The List are available at the following Department of Management Services Site: htt :✓/www.dms.ryi t1orida.coiii/b,usiriess ol� r a;ionsl arate l �:tt�cl���si������� �90� �zforn�ati����/� nvict d sits vended discriir-tinatot cote l,aints vendor.lists 49 3389 AFFIDAVIT ATTESTING TO NONCOERCIVE CONDUCT FOR LABOR OR SERVICES Entity/Vendor Name: SP Plus Corporation Vendor FEIN: 16-1171179 Vendor's Authorized Representative: Robert Reiser, President ® East Airports (Name and Title) Address: 16200 Brookpark Road, 2nd Floor City: Cleveland — State: OH Zip: 44135 Phone Number: (216) 410-3769 Email Address: rreiser@spplus.com As a nongovernmental entity executing, renewing, or extending a contract with a government entity, Vendor is required to provide an affidavit under penalty of perjury attesting that Vendor does not use coercion for labor or services in accordance with Section 787.06, Florida Statutes. As defined in Section 787.06(2)(a), coercion means: 1. Using or threating to use physical force against any person; 2. Restraining, isolating, or confining or threating to restrain, isolate, or confine any person without lawful authority and against her or his will; 3. Using lending or other credit methods to establish a debt by any person when labor or services are pledged as a security for the debt, if the value of the labor or services as reasonably assessed is not applied toward the liquidation of the debt, the length and nature of the labor or service are not respectively limited and defined; 4. Destroying, concealing, removing, confiscating, withholding, or possessing any actual or purported passport, visa, or other immigration document, or any other actual or purported government identification document, of any person; 5. Causing or threating to cause financial harm to any person; 6. Enticing or luring any person by fraud or deceit; or 7. Providing a controlled substance as outlined in Schedule I or Schedule II of Section 893.03 to any person for the purpose of exploitation of that person. As a person authorized to sign on behalf of Vendor, I certify under penalties of perjury that Vendor does not use coercion for labor or services in accordance with Section 787.06. Additionally, Vendor has reviewed Section 787.06, Florida Statutes, and agrees to abide by same. Certified By: Robert Reiser who is authorized to sign on behalf of the above referenced company. KY.No Authorized Signature:-1— I I.-I-1- Print Name: Robert Reiser % Title: President ® East Airports N�ry ®Jessica Va� 140F, 3390 YEAR 1 BUDGET 1/1/2025-12/31/2025 Pr'ice Proposal Attachment A 1; l i h 0 + a *M` metropolis company 3391 PRICE PROPOSAL ATTACHMENTA Price Proposal — Attachment A Each Respondent must submit a proposed budget plan in the format provided in Attachment A. Proposals should include complete cost estimate sheets and any other necessary cost information in a separate, sealed file marked"AttachmentA." The Airport plans to evaluate the qualifications of all Respondents submitting proposals before considering Attachment A, Management Fees. Please provide a narrative for the proposed annual budget. SP+ has developed our Annual Budget based on various factors including our experience in the industry, operation of similar-sized locations, our review of the EYW facilities and information provided by the Airport in the RFP. For our budget submittal, we assumed the staffing schedules provided in the RFP will be in place at the start of the new contract. If SP+ becomes the operator, our transition team will perform a full assessment of staffing and peak periods at the Airport and recommend any changes as needed. The information below explains our budget line-by-line and how our numbers were developed. Payroll — Manager: We propose an annual salary of$75K for this position. Although this is higher than the current rate provided in Attachment D, we feel this is an appropriate salary for this position and the scope of work it entails. Payroll—Cashiers Our budgeted number for this position assumes there will be a 3%annual increase each January,with a starting rate of$22/hr.We are proposing, based on our staffing schedule, that we will need 100 weekly hours for this position. Overtime: Our budgeted number includes an estimated amount of overtime to cover call-offs or unplanned PTO. Holiday Pay: Our budgeted number assumes Holiday Pay for 6 holidays throughout the year. PTO: SP+ offers a competitive PTO package that includes Vacation and Sick Time for employees. Our numbers were developed based on 80 hours of Vacation and 6 days of Sick Time to use throughout the year for all full-time employees. Payroll Taxes: This includes FICA/FMHI, FUTA and SUTA. Workers Compensation: Based on percentage of total payroll. Health Care Benefits: Based on average participation for full-time employees and numbers provided by the Airport. Employee Drug Screening: Includes costs for all employees that will need to be hired and an estimated number of employees we will need to employ throughout the year. Insurance — Liability: Based on number of spaces and the specifications of coverage that SP+ will be held to for the contract. Uniforms: Based on the number of employees for which we will need to buy uniforms to start the operation, and any replacement uniforms needed throughout the year. General Supplies: Based on similar-sized locations and budget/actual information given in the RFP. IZ- 0 + Proposal for Parking Lot Management Services for Key West International Airport 1 3392 ,4+pmp,,y PRICE PROPOSAL 1 A Y Ticket Expense: Based on similar-sized locations and budget/actual information given in the RFP. Stationary & Office Supplies: Based on similar-sized locations and budget/actual information given in the RFP. R&M Equipment: Based on similar-sized locations and budget/actual information given in the RFP. Licenses &Taxes: Based on similar-sized locations and budget/actual information given in the RFP. Data Processing: Based on similar-sized locations and budget/actual information given in the RFP. Cell Phone Allowance (Manager): Gives the Manager an allowance of $40 per month for their cell phone plus one additional cell phone for the operation. Postage: Based on similar-sized locations and budget/actual information given in the RFP. Management Fee: Developed based on any non-reimbursable expenses, overhead and profit. Management fees for option years 6 V would increase each year by 3%. Other— Professional Services: SP+will have Mystery Shopper service performed at a cost of$70 per month. Other — Storage — Lease Rental: Based on similar-sized locations and budget/actual information given in the RFP. NOTE: Start-up expenses are projected at approximately $15,000, but are not included in the day-to-day operating budget, as these are one time, reimbursable expenses that would be incurred as part of the transition. NOTE: Management Fee — PARCS will be approximately $41,268 per year (HUB technology), but is not included in the day-to-day operating budget, as this would be part of a reimbursable capital budget. Also, the PARCS fee includes equipment and installation, but does not include any civil work, utilities infrastructure, etc. NOTE: Budget numbers are estimates based on our experience in the industry along with information provided in the RFP and related documents. Actual reimbursable expenses may vary by line item and throughout the year. I + Proposal for Parking Lot Management Services for Key West International Airport 2 3393 ,4+m pe cnmp,,y ATTACHMENT A Annual Budget/Management Fees Having become familiar with the scope of work, examination of the premises, circumstances affecting the proper execution of the work, and a review of Airport conditions throughout this RFP, the undersigned proposes to complete execution of service as follows: A.Annual Budeet Provide an annual budget for the first year of the proposed operation. If your company does not have cost associated with an item below insert"NA" or if items are not listed for the proposed cost of operations please provide on a separate sheet of paper in the same format as follows: Payroll—Manager $ 7 , 0 Payroll—Cashiers $ 114,400 Overtime $ 6,864 Holiday Pay $ 2,200 PTO Pay $ 3,000 Payroll Taxes $ 17,124 Workers Comp $ 17,124 Health Care Benefits $ 10,000 Employee Drug Screening $ 1,50 Insurance—Liability $ 6,75 Insurance-Garage Keepers/Legal Liab. $ NA Uniforms $ 2, 0 General Supplies $ ,5 Ticket Expense $ 3,000 Stationary&Office Supplies $ 2,000 R&M Equipment $ 12, 00 License&Taxes $ 500 Professional Services $ 840 Data Processing $ 2,000 Storage - Lease Rental $ 4,00 Cell Phone Allowance(Manager) $ 960 Postage $ 500 Management Fee $ 37,000 TOTAL ESTIMATED COST: ........................................mmm.............................. TOTAL ESTIMATED COST: $ 322,298 B.Annual Manaeement Fee Specify the total annual management fee for each and every year of the initial five-year term as follows: Year 1: $ 37,00 Year 2: $ 38,110 Year 3: $ 39,253 Year 4: $ 4 ,41 Year 5: $ 41,644 Management fee shall be paid in equal monthly installments over the course of the contract year. Specify any proposed adjustment to the management fee for renewal years 6 and 7 should an extension to the initial term be granted. Company Name: SP Plus Corporation Authorized Representative• o Reiser, President- East Airports SIGNATURE: DATE: August 13, 224 39 3394 DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 10/01/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain ,_' � p y, policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT 'a NAME: Aon Risk services central, Inc. PHONE O FAX W Chicago IL Office (A/C.No.Ext): (866) 283-7122 (A/C.No.): 800-363-0105 'a 200 East Randolph E-MAIL 2 Chicago IL 60601 USA ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# INSURED INSURERA: Greenwich Insurance company 22322 SP Plus corporation INSURER B: XL Insurance America Inc 24554 standard Parking corporation IL 200 E Randolph street, Suite 7700 INSURERC: AIG Specialty Insurance company 26883 Chicago IL 60601 USA INSURERD: Navigators Specialty Insurance company 36056 INSURER E: Allied World Assurance company (Us) Inc 19489 INSURER F: Endurance American Insurance company 10641 COVERAGES CERTIFICATE NUMBER: 570108696757 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, Limits shown are as re uested INSR ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER (POLICY (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY RGE300120907 01 01 2024 01 01 2025 EACHOCCURRENCE $9,000,000 CLAIMS-MADE OCCUR SIR applies per policy terns & condi ions UAMAULSIO (Ea occurrence) $2,000,000 X Contractual Liability Included MED EXP(Any one person) $10,000 APPROVED BY RISK MANAGEMENT PERSONAL&ADV INJURY $9,000,000 P'LAGGREGATE LIMITAPPLIES PER: BY /"�"" ` GENERAL AGGREGATE $15,OOO,OOO POLco ICY []PRO �LOC DATE lO/Z�ZV2 PRODUCTS-COMP/OPAGG $9,000,000 ro 0 OTHER: WAIVERN/A_YES_ SIR/Deductible $1,000,000 0 r A AUTOMOBILE LIABILITY RAD943782007 01/01/2024 01/01/2025 COMBINED SINGLE LIMIT $10'000,000 `O AOS (Ea accident) X ANYAUTO BODILY INJURY(Per person) 0 O OWNED SCHEDULED BODILY INJURY(Per accident) z AUTOS ONLY AUTOS HI RED AUTOS NON-OWNED PROPERTY DAMAGE RW ONLY AUTOS ONLY (Per acciden t) U X GKLL$500,000SIR Garagekeepers Lint $2,500,000 W C X UMBRELLA LIAB OCCUR 38178893 01/01/2024 01/01/2025 EACH OCCURRENCE $10,000,000 U X EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED RETENTION B WORKERS COMPENSATION AND RWD300121007 01/01/2024 01/01/2025 X I PER STATUTE ORTH- EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/ Y/N AOS E.L.EACH ACCIDENT $1,000,000 B EXECUTIVEOFFICER/MEMBER N N/A RWR300121107 01/01/2024 01/01/2025 (Mandatory in NH) RETRO E.L.DISEASE-EA EMPLOYEE $1,000,000 UID SCes, u describe nder $1,000,000 RIPTION OPERATIONS below E.L.DISEASE-POLICY LIMIT DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) C Monroe county BOCC is included as Additional Insured on the above referenced policies except Workers compensation. Insurance charges will include all applicable premiums and costs, as well as retained exposure charges established by the Named Insured. 1/1/2024 - 1/1/2025 crime & Excess crime Pol #'s SAA50414480800 & Xsc50414490800; $5,000,000 OCCURRENCE. crime coverage =- provides first party coverage against business related crime such as robbery & burglary, employee dishonesty, forgery or alteration, computer fraud, guest property, money orders, and counterfeit currency. Na =16_ CERTIFICATE HOLDER CANCELLATION :. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION ay DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. '-�- 1y y= Monroe county AUTHORIZED REPRESENTATIVE 'y 1100 Simonton street Key West FL 33040 USA e c `s i� 111' nJfi�cj p��JJJ �/(� I Ion ©1988-2015 ACORD CORPORATION.All rights reserved ACORD 25(2016/03) The ACORD name and logo are registered marks ofACORD 3395 AGENCY CUSTOMER ID: 570000025472 LOC#: A ADDITIONAL REMARKS SCHEDULE Page _ of _ AGENCY NAMED INSURED Aon Risk services Central , Inc. SP Plus corporation POLICY NUMBER See Certificate Number: 570108696757 CARRIER I NAIC CODE See Certificate Number: 570108696757 EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance INSURER(S)AFFORDING COVERAGE NAIC# ENSURER G : Illinois Union Insurance company 27960 ENSURER H : Everest Indemnity Insurance company 10851 ENSURER I : Great American Spirit Ins Co 33723 ENSURER J American Guarantee & Liability Ins Co 26247 ADDITIONAL POLICIES If a policy below does not include limit information,refer to the corresponding policy on the ACORD certificate form for policy limits. POLICY POLICY FXSR ADDL SUBR POLICYSUNIBER LLIIITS TYPE OF LVSURANTCE EFFECTIVE EXPIRATION DATE LTR IYSD R'VD DATE (MM/DD/YYYY) EXCESS LIABILITY D CH24RXSZ03X3YIC 01/01/2024 01/01/2025 Aggregate $10,000,000 $10M xs $10M E 03126674 01/01/2024 01/01/2025 Aggregate $15,000,000 $15m xs $20m F xsc30000541306 01/01/2024 01/01/2025 Aggregate $15,000,000 $15m x $35m G XANG27921103009 01/01/2024 01/01/2025 Aggregate $10,000,000 $10m x $50m H Xc8EX00125241 01/01/2024 01/01/2025 Aggregate $15,000,000 $15m xs $60m j AXF565834104 01/01/2024 01/01/2025 Aggregate $12,500,000 $12.5m po $25M xs $75M I EXc5202372 01/01/2024 01/01/2025 Aggregate $12,500,000 $12.5m po $25M xs $75M Each $12,500,000 Occurrence -41 ACORD 101(2008/01) ©2008 ACORD CORPORATION.All rights reserved. The ACORD name and logo are registered marks of ACORD 3396