HomeMy WebLinkAbout2001-07-31 - Agendas - Final FAYETTEVIALE
THE CITY OF FAYETTEVILLE, ARKANSAS
AGENDA
SPECIAL CITY COUNCIL
JULY 319 2001
A special meeting of the Fayetteville City Council will be held on Tuesday, July 31 , 2001 at 5 :00
p.m. in Room 326 of the City Administration Building located at 113 West Mountain Street,
Fayetteville, Arkansas.
1 . Airport: Review and approval of items related to the City of Fayetteville operations as Fixed
Base Operator (FBO) at Drake Field.
2. Shewmaker Settlement
113 WEST MOUNTAIN 72701 501521 -7700
FAX 501575-8257
i
City Council July 31 , 2001 ��2
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Davis �/ ✓ �✓
Santos ✓ ✓ /�
Jordan ✓ �/
Reynolds ✓ ✓ v �/
Thiel ✓
Zurcher ✓
Trumbo
Coody ✓ �ph
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Davis '� ✓
Santos
Jordan �✓ /�
Reynolds ✓ ��
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015 04 Citof Fayetteville 1 / 25 / 2002
Maintenance / Inquiry • 14 : 02 : 50
Document It Action
Reference Date Ref . Taken Brief Description
ORD 7 / 31/ 2001 4326 PHILLIPS 66 CO/WAIVING REQUIREMENTS
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Keywords . . . . . . . . . . . . . . : ORD . 4326
WAIVING REQUIREMENTS
FORMAL COMPETITIVE BIDDING
BRANDED AVIATION DEALER SALES
CONTRACT
DRAKE FIELD
AVIATION GAS
JET FUEL
JULY 31 , 2001
File Reference . . . . . . : MICROFILM
Security Class . . . . . . . . : Retention Type :
Expiration Date . . . . . . . : * * * * Active * * * *
Date for Cont /Referred :
Name Referred to . . . . . . :
Press Cmd 6 to Update
Cmdl - Return Cmd2 - Check Out Cmd8 - Retention Cmd3 - End Press ' ENTER ' to Continue
Cmd5 -Abstract Yes No ( c ) 1986 - 1992 Munimetrix Systems Corp .
015 04 Citof Fayetteville 1 / 25 / 2002
Maintenance / Inquiry • 14 : 03 : 11
Document It* Action
Reference Date Ref . Taken Brief Description
RES 7 / 31 / 2001 108 FBO/DRAKE FIELD/ PHILLIPS PETR/ FUEL
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Keywords . . . . . . . . . . . . . . : REST, - 108,- 01
30 - DAY CREDIT BILLING
FUEL PURCHASES
PURCHASE CURRENTLY STORED FUEL
DRAKE FIELD
INSURANCE CONTRACT FOR CITY
FBO ( FIXED BASE OPERATION)
PART - TIME STAFF FOR FBO ACTIVI
PHILLIPS PETROLEUM
JULY 31 , 2001
File Reference # • • . • • • : MICROFILM
Security Class . . . . . . . . : Retention Type :
Expiration Date . . . . . . . : * * * * Active * * * *
Date for Cont / Referred :
Name Referred to . . . . . . :
Press Cmd 6 to Update
Cmdl - Return Cmd2 - Check Out Cmd8 - Retention Cmd3 - End Press ' ENTER ' to Continue
Cmd5 -Abstract Yes No ( c ) 1986 - 1992 Munimetrix Systems Corp .
FAYETTEYIL E
THE CITY OF FAYETTEVILLE, ARKANSAS
AGENDA
SPECIAL CITY COUNCIL
JULY 319 2001
A special meeting of the Fayetteville City Council will be held on Tuesday, July 31 , 2001 at 5 :00
p.m. in Room 326 of the City Administration Building located at 113 West Mountain Street,
Fayetteville, Arkansas.
1 . Airport: Review and approval of items related to the City of Fayetteville operations as Fixed
Base Operator (FBO) at Drake Field.
2. Shewmaker Settlement
113 WEST MOUNTAIN 72701 501521 -7700
FAX 501 575-8257
07/ 23/ 2001 15 : 56 5017518512 _ ." SPRINGDALE AIR SERVC PAGE 01
SCS LJ,MrIted, FA
py6a4Lf,A/+ July 23; 2001
Mr. Kit.Williams '
City Attorney
jffT
City of Fayetteville
113 West Mountain
Fayetteville, AR 72701 VIA FAX: 501-575-8315.
RE: Aerotech Services, Inc.
Lease.Terminwion
Dear Mr. Williams: .
This letter is to notify you that Aerotech Services, Inc. will be vacating the FBO "
building at Drake'Field at 11 :59 p.tn. on July 319 2001 , Aerotech Services, Inca
will cease all operations as, the FBO operator at that time.
Susie(
JfM "TEM y�
OF MAMMON .
Mark E. Co President '
Aerotech Services, Inc.
$02 Airport Road
Sprfngdala;`AR
72764 : . .
(501) 751-4462
Fax (501) 751-2646' ,
800.828-4462
' , • STAFF REVIEW FORM •
XX AGENDA REQUEST
4oXX CONTRACT REVIEW
GRANT REVIEW
For the Fayetteville City Council meeting of July 31 , 2001
FROM :
Gary Dumas Airport Utility Services
Name Division Department
ACTION REQUIRED :
Review and approve items related to City of Fayetteville operations as Fixed Base Operator (FBO) at Drake Field.
1 ) Contract with Phillips Petroleum to provide aviation fuel.
2) Provide authority for City of Fayetteville to allow 30 day credit billing for fuel purchases for leaseholders at airport.
3) Provide authority for City of Fayetteville to purchase stored fuel at Drake Field Fuel Farm at initial costs of fuel.
4) Approve contract for insurance for FBO activities.
5) Approve changes to Airport employee staffing level to add 2 positions to provide staffing for extended hours of
operation.
6) Approve budget adjustment recognizing the estimated costs and associated revenues related to FBO operations.
COST TO CITY:
$(113,699.00) Revenue -0-
$ 113,699.00 Expense -0-
Cost of this Request Category/Project Budget Category/Project Name
Various -0- Airport FBO
Account Number Funds Used To Date Program Name
-0- Airport
Project Number Remaining Balance Fund
BUDGET REVIEW: _ Budgeted Item X Budget Adjustment Attached
Budgd Manager Administrative Services Director
CONTRACT/GRANT/LEASE REVIEW: GRANTING AGENCY:
s �1ai/o `� 31 AD I
Accounting Manager Date temal icor Date
Shot
Ci Attorney Date ADA Coordinator Date
Purchasing Officer Date Grant Coordinator Date
STAFF RECOMMENDATION: Approval of request.
%Dee�
Head Date Cross Reference
7.31- I New Item: Yes No
trector Date
Prev Ord/Res # :
Aayorativervice irector Date/ Orig Contract Date:
ate
Ong Contract Number:
STAFF REVIEW FORM - Page 2
v
Description Meeting Date
Comments: Reference Comments:
Budget Manager
Accounting Manager
City Attorney
Purchasing Officer
ADA Coordinator
Internal Auditor
Grants Coordinator
FAYETTEV LE •
THE CRY OF FAYETTEVILLE, ARKANSAS
DEPARTMENTAL CORRESPONDENCE
To: Mayor Coody and Fayetteville City Council
From: Gary Dumas, Utilities Services Department Director
Date: July 31 , 2001
SUBJECT: FBO Operations
Staff requests approval from City Council to enter into a contract with Phillips Petroleum to provide
aviation fuel to Drake Field; provide authority for the City to offer thirty day payment terms for fuel
purchases for leaseholders at Drake Field; provide authority for the City to purchase "stored fuel'
in the Drake Field fuel farm at the purchasers initial cost; approve an insurance contract to provide
insurance coverage for FBO operations; approve two positions to provide staffing for FBO
operations; and, approve a budget adjustment recognizing the projected revenue and expenses for
the FBO operations.
Background:
The City of Fayetteville received notice from the current FBO at Drake Field on July 23 that they
would be ceasing operations at midnight on July 31 . Since that time, staff has been working to
assure a seamless transition to a new operation with the City as the FBO operator.
Several issues had to be resolved in order for the City to become the FBO operator.
These included:
Securing necessary insurance coverage for FBO operations, as this is not a normal public
activity.
Securing necessary equipment for fueling operations such as:
Fueling vehicles, proposed to be leased from Phillips 66 for ninety (90) days.
Fuel, proposed to be purchased from Phillips 66 on a ninety (90) day contract.
Tug, tow bar and ground power unit borrowed from others for a short time until a
permanent solution can be secured.
Coordinating necessary staffing to provide for extended hours of operation.
Securing necessary Council action to implement FBO activities.
Staff had been assuming that the current FBO would be ceasing operations at the end of August and
making tentative plans for that eventuality. The decision by the current FBO to cease operations at
the end of July required that the plans be implemented immediately, requiring City Council action
at a Special Meeting.
Insurance has been secufthrough the assistance of the City's insokice broker. Insurance has been
placed at the most competitive value available. The City Attorney was involved in discussions
concerning coverage and limits. A summary of the policy is attached; the cost is $ 10,500 for 12
months.
In order to obtain fuel and fueling vehicles on short notice, quotes were obtained from vendors
providing service in the area. Phillips 66 was the only vendor able to provide all necessary
equipment and fuel within the eight (8) days available. Those contracts are attached. The total
equipment lease cost will be $5,400 for ninety (90) days. The fuel costs will be approximately
$28, 175/month, depending upon the cost of the fuel per gallon upon delivery. These contracts are
both for ninety (90) days only. Currently, the City is soliciting bids for equipment and fuel for a 12-
month term. This item is anticipated to be on the City Council's agenda on August 21 .
Other necessary equipment is being borrowed from airport tenants. A permanent solution for this
equipment will be developed in the short term.
In order to implement the FBO activities in the most efficient manner, staff is requesting the
authority to establish the following:
Authority:
• to establish 30-day credit billing for leaseholders at the airport. This would allow
tenants to pay monthly for fuel and commodity usage in a similar manner as the
tenants pay for the T-Hanger rental.
• to purchase from the owners any fuel currently stored within the fuel farm at their
initial purchase cost of the fuel. There is currently fuel owned by others in the fuel
farm. We anticipate that the FBO will remove their fuel, but some commingled fuel
will remain. The FBO delivered the stored fuel to the planes for a flowage fee. It
may be necessary, for ease of operation, to purchase this fuel, at least at the outset,
rather than maintaining the necessary records for this activity.
In order to provide the necessary extended hours of operations for the FBO activities, it is necessary
to increase staffing levels at the airport. The additional staffing needs are approximately 60 hours
per week. The hours of operation initially will be 6 a.m. to 9 p.m. on weekdays and 6 a.m. to 6 p.m.
on weekends. This can be accommodated with two (2) full time equivalent (FTE) positions and the
use of existing staff. We anticipate filling these new FTE's with part-time workers. This cost will
be approximately $ 13,273 for the remainder of the year.
Fuel sales are anticipated to be 15,000 gallons per month. The sale of fuel and other commodities
will generate income to offset expenses. A budget adjustment is attached that establishes the
expense and revenue budget for FBO operations on a break even basis.
REQUESTED ACTION:
Staff recommends Council approval of the attached resolution.
City of Fayetteville, Arkansas
• Budget Adjustment Form •
Budget Year Department: Utilities Services Date Requested Adjustment #
2001 Division: Airport 07/31/2001
Program: FBO
Project or Item Requested: Project or Item Deleted:
Approval of a budget adjustment establishing a FBO program, None. Additional revenue to offset expenses is being
authorizing two FTE positions and recognizing additional recognized for this adjustment.
expenses and an associated revenue for the FBO program.
Justification of this Increase: Justification of this Decrease:
The Current FBO is operated by a private company and
they have notified the City of their intent to discontinue FBO
operations as of close of business July 31, 2001 . The City
must step in to continue to offer fuel and other FBO
services for the airfield tenants.
Increase Expense (Decrease Revenue)
Account Name Amount Account Number Project Number
Salaries & Wages 13 , 273 5550 3955 5100 00
Jet Fuel 45 , 000 5550 3955 5213 02
Avgas Fuel 39 , 525 5550 3955 5213 03
Insurance 10 $ 00 5550 3955 5311 00
Equipment Rental 51400 5550 3955 5308 03
Decrease Expense (Increase Revenue)
Account Name Amount Account Number Project Number
Jet Fuel Revenue 59 , 587 5550 0955 4456 02
Avgas Revenue 540112 5550 0955 4456 01
Approval Signatures Budget Office Use Only
Re nested By Date Type: A B C O E
B ge Manager L/J�� /DDaate Date of Approval
Deparnnen�r Date Posted to General Ledger
Admi . Services Director Date Posted to Project Accounting
7
mayor Date Entered in Category Log
Blue Copy: Bu gM Research / Yellow Copy: Requester H:IBUDGETIPROJECTSIOTHERIFBO BA. WK4
y • STAFF REVIEW FORM
_ Agenda Request
x Contract Review v
Grant Review
For the Fayetteville City Council meeting of
FROM:
Gary Dumas Airport Utilities
Name Division Department
ACTION REQUIRED: A contract approval for Branded Aviation Dealer Sales between Phillips 66 Company, and the
City of Fayetteville. The cost will be based on fuel sales.
COST TO CITY:
Cost of this Request Category/Project Budget Category/Project Name
Account Number Funds Used to Date Program Name
Project Number Remaining Balance Fund
BUDGET "VIEW: _Budgeted Item _Budget Adjustment Attached
Bu get anager Administrative Services Director
CONTRACT/GRANT/LEASSE�/ /
REVIEW: GRANTING AGENCY:
7
Accounting Manager tate ADA Coordinator Date
<54 J-d G �'J' ? 1 29-0 + `61'
City Attorney Date Internal Auditor Date
-1 - RI ft01
Purchasing Officer Date
STAFF RECOMMENDATION: Approval of the Resolution and Budget Adjustment
Division Head Date Cross Reference
man
p ent Duecto 4!Qb
DatNew Item: Yes No
Admt trahve Services D'rector Prev Ord/Res #:
7k7 O �
Mayor Date Orig Contract Date:
t Page 2 • •
Vi STAFF REVIEW FORM
Description Meeting Date
Comments: Reference Comments:
Budget hhCoordinator p
Accounting Manager
City Attorney
Purchasing Officer
ADA Coordinator
Internal Auditor
FAA'ETTEN LE •
THE CITY OF FAYETTEVILLE, ARKANSAS
DEPARTMENTAL CORRESPONDENCE101 WILLIAMStC11YA1I0XNhY
II
DAVID WHITAKER, ASST. CITY ATTORNEY --- -
LEGAL
DEPARTMENT
TO: Gary Dumas, Utilities Service Director
FROM: Kit Williams, City Attorney
DATE: July 27, 2001
RE: Branded Aviation Dealer Sales/Phillips 66 Contract
There appears to be many problems with the Aviation Dealer
Sales Contract. Of particular concern to the legal department is:
A. #17 Indemnification. I cannot agree to anything '
after the first sentence.
B. #19. I do not know Oklahoma law nor am I
licensed to practice in Oklahoma. This is Arkansas and our law
should control this contract.
C. Attachment II. We cannot be liable for or indemnify
Phillips for its own negligence.
D. Transaction Processing Policy. It looks like an
expensive and bad idea.
E. Letter of Understanding. We may not want to carry
the liability insurance coverage required by this. What are the costs?
Contract 30033200
ATTACHMENT
CONTRACT VOLUMES
(OUANITIES IN THOUSANDS OF GALLONS)
Product AUG SEP OCT -id9tl-9EG Total
AV GAS
JET FUEL
7 7 7 J i E#— Z
C '
mCont 30033200 •
v
BRANDED AVIATION DEALER SALES CONTRACT
This contract is by and between PHILLIPS 66 COMPANY, a division of Phillips Petroleum Company
("Phillips") and
CITY OF FAYETTEVILLE ARKANSAS ('Buyer").
WHEREAS, Phillips refines and markets aviation fuels; and
WHEREAS, Phillips is willing to sell to Buyer and Buyer is willing to buy such products for resale, subject
to the terms hereof;
NOW THEREFORE, in consideration of the mutual promises set out below, Phillips and Buyer agree as
follows:
1 . DEFINITIONS.
e. "brand" means any and all trademarks, servicemarks, logotypes, emblems and other commercial
symbols. A product is "branded" if a brand is on it or its container or is displayed in association with it.
b. "contract year" means a period of 12 months beginning on an anniversary date of this contract.
C. "estimated maximum quantities' or "EMQ' means quantities of Products which Buyer and Phillips have
initially agreed upon, based on their estimates of anticipated availability of Products from Phillips and upon
their estimates of anticipated need for Products by Buyer. The parties stipulate that these estimates are
necessary and reasonable in order for Phillips to plan supply operations.
d. "imprinter" means a Phillips 66 issued seven monetary digit credit card imprinter together with its
numbered imprinter plate.
e. "Phillips' sign" means any sign, emblem, decal, graphic representation or other rendition of any Phillips
brand.
Is "Phillips products" means any petroleum products sold under a Phillips brand. The term includes,
without limitation, Products as defined in 9• below.
9. "Products" means those petroleum products sold by Phillips to Buyer under this contract.
2. TERM.
to /81 / Zook `C
The term of this contract shall begin on 08/01 /2001 and shall end on GC2, unless otherwise
cancelled by either party giving ninety (90) days advance written notice to the other party.
3. SALE AND PURCHASE.
a. Subject to other pertinent provisions of this contract, Phillips shall sell, and Buyer shall purchase, for
each contract year of this contract, the Products and estimated quantities identified on Attachment I,
attached hereto and incorporated herein by this reference. Upon thirty days written notice, Buyer shall have
the right to request a change in the quantities listed on Attachment I to reflect projected actual
requirements. If Buyer requests a change for any month which is greater than 16%, the requested change
shall be subject to Phillips' consent. Otherwise, such requested changes shall become effective on the date
designated by the Buyer.
b. Phillips is obligated, subject to availability of fuels and to the terms, provisions and limitations
contained in this contract, to supply Products up to but not in excess of, the estimated maximum quantities
specified in Subparagraph 3a. above during the respective month(s) of the term; however, the parties
recognize that from time to time Buyer may desire to purchase quantities of Products during a given month
in excess of or less than the specified quantities. Buyer shall place orders for Products so as to permit
deliveries in substantially equal increments through each month. Should Phillips agree to sell Buyer Products
during any particular month in excess of the specified quantities for that month, Phillips may at its
discretion reduce the specified or permitted quantities in the ensuing month(s) by an amount equal to the
excess sold to Buyer.
4. DELIVERIES AND SHIPMENTS.
a. Phillips shall deliver Products to Buyer in no less then transport truck lots at or from supply sources
designated by Phillips. Deliveries shall be made during the normal operating hours for each such supply
source. Delivery shall be on a point of origin or destination basis at Phillips' option. From time to time
C. Phillips may assess a delinquency charge on all overdue sums owing to Phillips. Such delinquency
charge shall be determined in accordance with applicable law and Phillips' established delinquency charge
policy in effect on the date of delivery. If Buyer fails to comply with payment requirements, Phillips may
suspend deliveries until Buyer pays all sums due hereunder.
B. STANDARDS.
a. In addition to compliance with all safety, environmental, and other pertinent laws and regulations,
Buyer shall comply with Phillips' standards at all times. Phillips retains the right to revise such standards at
any time and from time to time. Buyer shall have a reasonable time after notice thereof to comply with
any such revisions.
b. Phillips may enter upon Buyer's premises at any time and from time to time during normal business
hours for the purpose of inspecting to verify Buyer's compliance with this Paragraph B.
9. CREDIT CARD CHARGES.
a. Phillips is not obligated to continue in effect any credit card program, but while it does Phillips will
accept credit card charges made in accordance with the terms of the Phillips 66 Aviation Credit Card
Directory by authorized holders of credit cards approved by Phillips at locations authorized to accept such
charges. Phillips may revise any part of its Aviation Credit Card Directory from time to time. The Phillips
66 Aviation Credit Card Directory is incorporated herein by reference, and Buyer's violation of its terms is a
breach of this contract which entitles Phillips to charge the invoices involved back to Buyer's account.
b. If Buyer's credit card transactions are to be processed electronically In conjuction with the Phillips 66
Credit Card Center in Bartlesville, then Attachment II, providing the terms and conditions pertaining to such
electronic processing, is attached hereto and incorporated herein by reference.
10. TRADEMARKS AND BRANDS.
a. Phillips hereby permits Buyer to use and display Phillips' brands, in accordance with the terms of this
contract. Phillips retains all right, title and interest in Phillips' brands, and in any goodwill associated
therewith. Buyer acknowledges that Phillips' brand rights are valuable assets. Buyer shall use and display
Phillips' brands solely in the manner which Phillips prescribes or approves.
b. Upon termination or non-renewal of this contract, Buyer shall immediately stop using in any manner
any Phillips signs or brands. Nothing herein shall be deemed a lease or license by Phillips of its brands.
C. Buyer shall protect Phillips' brand rights.
(i) Buyer shall not allow at any of its Phillips branded locations any activities or merchandise which are
illegal or morally offensive or which otherwise bring Phillips' brand into disrepute. Buyer shall not engage In
any other activities, whether similar or dissimilar to those described in the previous sentence, which impair
or violate Phillips' brand rights.
(ii) Buyer shall not sell or offer for sale any petroleum products which are not Phillips products ('other
product') under any Phillips brand or any brand confusingly similar to a Phillips brand or under
circumstances which would lead the public to believe such products are Phillips products. Buyer shall not
(t ) mix, blend, or dilute any Phillips product with any other product or with any other Phillips product
without Phillips' prior consent, 12) sell or offer any other product as being a Phillips product, or (3) alter,
contaminate, adulterate or mislabel any Phillips product in any manner.
If Buyer violates any part of this Paragraph, Phillips may terminate Buyer's right to use or display Phillips'
signs or brands and may remove any Phillips signs and imprinters which may be in place.
d. If Buyer purchases any petroleum products other than Phillips products, Buyer shall keep such
products segregated from Phillips products. Buyer shall transport, store, distribute and sell such other
products in such manner as to avoid any misunderstanding by the public that such products might be
Phillips products.
e. Phillips may at any time alter any Phillips brands. If Phillips discontinues marketing any brands of
Products in any area where Buyer markets, Phillips shall be relieved of all obligation to sell or deliver such
discontinued brands of Products to Buyer; however, any other brands of Products which replace
discontinued brands shall be covered by this contract.
I. Phillips, its agents and contractors may enter any location of Buyer in order to interview employees,
to inspect, test, sample or do other things permitted under this contract, and to remove Phillips signs and
imprinters under Paragraphs 11 and 12, respectively.
no liability for not performing such obligations. Force Majeure does not extend the term of this contract.
b. "Force Majeure" shall include all causes beyond the control of the prevented party, including, without
limitation, acts of God, war, orders or requests of government, strike, lockout, labor disputes or shortages,
failures, delays or unavailability of transportation, or reduction or unavailability of Products at Buyer's
designated supply source or at Phillips' supply source, or reduction or unavailability of any product or
material necessary to make Products.
16. RELATIONSHIP OF PARTIES.
This is a sales contract. Neither Buyer nor -Buyer's employees are joint venturers, partners, agents or
employees of Phillips. Neither Phillips nor Buyer is authorized to represent, obligate or bind the other.
Nothing in this contract shall be construed as giving Phillips any right to exercise any control over Buyer's
operations or over the manner and method by which Buyer conducts its operations.
17. INDEMNIFICATION.
_
Phillips shall not be liable for any acts or omissions of Buyer, he employees or agents. Buyer shag defend,
indemnify and save Phillipe, Its affiliated companies and their agents and employees harmless from and
against any and all liabilities, claims, judgments, costs and expenses (including, without limitation, court
costs and attorneys' fees) for injury to or death of any person (including, without limitation, Buyer or
Buyer's employees, agents, or customers), or for damage to or destruction of any property, where such
injury, death, damage or destruction directly or indirectly arises out of this contract, Buyer's business, the
storage, handling, transportation, sale or use of any Products purchased hereunder, or the use of signs
furnished hereunder. The foregoing obligation to defend, indemnify and save Phillips, Its affiliated companies
and their employees and agents harmless shall not apply to incidents proximately caused by the sole
negligence of Phillips, Its -affiliated companies, their employees or agents, nor to Incidents proximately
caused in part by the negligence of Phillips, its affiliated companies, their agents or employees.
18. COMPLIANCE WITH LAW.
Buyer shall observe all applicable laws, regulations and orders and shag Indemnify Phillips for any fine,
penalty or liabilities, and for any costs related thereto, including, without limitation, court costs and
attorneys' fees, arising out of any failure by Buyer to observe any law, regulation or order.
19. APPLICABLE LAW AND CONFLICT RESOLUTION. l}r Y,' An54 Sl , C
a. THE INTERPRETATION AND PERFORMANCE OF THIS NTRACT SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF EXCEPT FOR ANY RULE OF 91EtA11611,44"
LAW WHICH WOULD MAKE THE LAW OF ANY OTHER JURISDICTION APPLICABLE. Ar%�A%Ns4S�
o , e u
on
£ermty�AMepora8. � . C .
20. ASSIGNMENTS.
This contract shall inure to the benefit of and shall bind the parties and their respective successors and
assigns. Phillips has contracted with Buyer in reliance on the personal skills and qualifications of Buyer or
of Buyer's principal owners or officers. Because of the personal nature of this contract,
a. if Buyer is a sole proprietor, Buyer shall not assign this contract in whole or in part;
b. if Buyer is a partnership, no sale or other transfer of any partner's interest shall be made; or
C. if Buyer is a corporation or joint stock company, no sale or other transfer of more than 40% of any
class of shares shall be made, without the prior consent of Phillips. Any assignment, sale or transfer
without such consent is a breach of this convect.
21 . RECORDS AND AUDIT.
Both parties hereto shall maintain a true and correct set of records pertaining to all activities relating to
their performance of this contract and all transactions related thereto. The parties further agree to retain all
such records for a period of not less than two years after completion of performance hereunder. Any
representativeis) authorized by a party may audit any and all such records of the other party at any time(s)
during the term of this contract and during the two-year period after completion of performance of this
contract.
Y BRANDED AVIATION DEALER SALES CONTRACT
ATTACHMENT II
Phillips and Buyer agree that for any of the Buyer's Phillips branded locations, Buyer may secure certain
transaction processing services provided pursuant to an agreement ("Agreement") between Phillips and Seers
Payment Systems, Inc. ('SPS") or SPS's assignees or successors. The Agreement is subject to cancellation
or amendment by the parties to it.
The services available to Buyer under the Agreement and Buyer's obligations with respect to transection
processing are set out in the Transaction Processing Policy ("Policy"), which is incorporated herein by
reference. Phillips may revise any part of the Policy from time to time.
In order to secure transaction processing services for a particular Phillips branded location, Buyer shall send
Phillips a completed Request for Automation Services or successor form identifying such location. If such
location is owned by a reseller, Buyer shall by contract make such reseller subject to the Policy and to the
terms and provisions of this Attachment II with respect to breach of Policy and termination of services.
If Buyer violates any terms of the Policy, such violation shall constitute a breach of the contract to which
this exhibit is attached. Such breach shall entitle Phillips to charge any invoices involved back to Buyer's
account.
Phillips is not obligated to continue in effect the Agreement or Policy or any services thereunder. When
possible, however, Phillips shall give Buyer at least 30 days prior notice before terminating the Agreement
or Policy or services. Buyer may terminate such services by giving Phillips at least 30 days notice. Unless
earlier terminated by either Phillips or Buyer, services hereunder shall in any avant terminate when the
contract to which this Attachment II is attached is terminated or not renewed. If any particular location
receiving transaction processing services ceases to be a Phillips branded location, such services shall also
cease with respect thereto.
Buyer shall defend, indemnify, and save Phillips, Its affiliated companies and their agents and employees
harmless from and against any and all liabilities, claims, judgments, costs and expenses (including, without
limitation, court costs and attorneys' fees) arising out of Buyer's failure to make available a receipt for the
final amount of any transaction to any customer of Buyer or of any of Buyer's resegers, or arising out of
approvals or denials of credit to the customers of Buyer or any of Buyer's resellers,egg
halides,
TRANSACTION PROCESSING POLICY �+
DEFINITIONS
1 . 1 Debit Card - A card or access device issued by financial institutions
which authorizes an electronic transfer of funds from the cardholder's checking, share
draft and/or savings account for payment of authorized purchases. The term Debit Card
does not include the MasterCard.Debit Card or the Visa Debit Card.
1.2 Credit Card - A card or other evidence of credit, authorizing the
cardholder to obtain goods and services on credit.
1.3 Debit Transaction - The process of data capture, authorization and
electronic transfer of funds from the cardholder's checking, share draft and/or savings
account for payment of authorized purchases.
1.4 Check Transaction - The process of authorization for a check or draft
written on the customer's checking, share draft and/or savings account for payment of
authorized purchases.
1.5 Credit Transaction - The process of data capture and authorization
allowing a customer to use a Credit Card for payment of authorized purchases.
1.6 Card Issuer • Any company which issues a credit card or a Debit Card
1.7 NSP - Network Service Provider which at present is SPS Payment
System, Inc., ("SPS") or any assignee or successor with respect to the NSP's functions
related to this Policy.
ARTICLE II
SERVICES
2. 1 Buyer shall receive on-line credit authorizations and data capture for
customer purchases made by Phillips Credit Card or other Credit Cards agreed by NSP
and Phillips and made in accordance with the terms of Phillips' Credit Card Directory, as
applicable at the time of the purchase. As to each Credit Transaction, Buyer shall include
account number, expiration date, dollar amount of transaction, date of transaction,
location of sale and other data. The total of all such transaction data shall not exceed 250
characters. Buyer shall pass this information on to the transaction processing system.
ff-shal�reeeive oa liae checlF ati* ---a.�e.
purchases-mule by personal AXE —A a *A pa"oy
lude
2.9 Buyer shall use and maintain any information and/or data provided
hereunder in such a manner that neither Phillips nor Buyer shall be considered to be a
consumer reporting agency under any applicable law or regulation and so providing or
requesting a consumer report as defined by any applicable law or regulation.
2. 10 NSP has advised that it will make reasonable efforts to ensure that
services will be available over 90 percent of the time, but NSP does not guarantee
uninterrupted service and therefore neither can Phillips. Buyer therefore releases and
indemnifies Phillips and NSP from any loss, cost, expenses or damage suffered by Buyer
or Buyer's customers resulting from interruption of services.
2. 11 NSP has advised that it will make reasonable efforts to ensure
reasonably prompt response time, but NSP does not guarantee response time and
therefore neither can Phillips. Buyer therefore releases and indemnifies Phillips and NSP
from any loss, cost expense or damage, suffered by Buyer or Buyer's customers resulting
from slow response time.
2. 12 In no event shall Phillips be liable to Buyer for consequential damages
including without limitation loss of profit where such damages are related to or connected
with this Policy or any Dft Credit er eolc Transaction or lack thereof.
U'
°C1
ARTICLE III
NETWORK CONFIGURATION
3 . 1 NSP and Phillips will arrange for leased telephone lines, or satellite
communications to agreed-upon retail units at Buyer's expense.
3.2 NSP and Phillips will arrange for the installation of the diagnostic
modems or equivalent equipment in the agreed-upon retail units of Buyer. Buyer will
provide adequate space and power for the operation of diagnostic modems and will grant
NSP and Phillips reasonable access thereto. Buyer shall protect the diagnostic modems
from theft, vandalism, fire or other destruction, damage or loss and shall be responsible
and will indemnify NSP and Phillips for loss or damage of said modems. Buyer will
provide a surge protector of sufficient quality to protect modems, interface units and POS
devices from electrical variances considered controllable.
3.3 Buyer shall provide Phillips approved automated point-of-sale
equipment at each agreed upon retail unit for purposes of data capture and authorization.
3.4 NSP has reserved the right to change or modify at any time without
• SCHEDULE "A" •
OF
r
TRANSACTION PROCESSING POLICY
PHILLIPS 66 AUTOMATION PROGRAM
FEESCHEDULE
0 (1)
S) (2)
ONE N' (I)
FO E LO
S P TOINST
omottve, are o with Fuel)
(2)
Autodial (Aviation, Marina, Warehouse Non Fuel, Fast Lube, and Lube Center)
$ 15.00 MONTHLY FEE (2)
THE 2.5% BANK CARD FEE FOR MASTERCARD, VISA, NOVUS, AMERICAN EXPRESS, OPTIMA,
DINERS CLUB AND CARTE BLANCHE CARDS INCLUDES THE NETWORK TRANSACTION FEE
COST.
THE 3% CARD FEE FOR WRIGHT EXPRESS AND VOYAGER, THE 3 .5% CARD FEE FOR MULTI
SERVICE, AND THE 3.25% CARD FEE FOR AVCARD INCLUDE THE NETWORK TRANSACTION FEE
COST.
FLEETSHARE IS BASED ON QUARTERLY PRIME RATE, MINIMUM DISCOUNT RATE IS 1 .5%.
(1) Invoiced one time by location on the applicable monthly invoice.
(2) Invoiced monthly to Buyer and itemized by location.
wAsw MYN
• STAFF REVIEW FORM •
Agenda Request
x Contract Review
Grant Review
For the Fayetteville City Council meeting of
FROM:
Gary Dumas Airport Utilities Service
Name Division Department
ACTION REQUIRED: Review and approval of Aviation Refueler Lease
COST TO CITY:
$ less than $ 15,000 $ Airport FBO
Cost of this Request Category/Project Budget Category/Project Name
Account Number Funds Used to Date Program Name
Project Number Remaining Balance Fund
BUD ET�W: _Budgeted Item _Budget Adjustment Attached
Budget Manager Administrative Services Director
CONTRACT/GRANT/LEASE REVIEW: GRANTING AGENCY:
ccounting Manager Date ADA Coordinator Date
City Attorney Date Internal Auditor Date
1A610,
Purchasing Officer Date
STAFF RECOMMENDATION: Approval of the Resolution and Budget Adjustment
Divi ' a Date Cross Reference
2o �
en Director Date New Item: Yes No
��
Admi ' trative Services Dire or Date Prev Ord/Res #:
iate
yor Orig Contract Date:
*Page 2' • •
STAFF REVIEW FORM v
Description Meeting Date
Comments: Reference Comments:
Budget Coordinator
Accounting Manager
fl(� C�oLln� # � � d
/�O tto /ZM . ) & C1 .
City Attorney
Purchasing Officer Ar
F80 . o Sty
O nc
ADA Coordinator "J� cu $*� Ue"
Internal Auditor
' "wow •
J
AVIATION REFUELER LEASE AGREEMENT
THIS AGREEMENT , made and entered into this date of
August 1 , 2001 , by and between PHILLIPS 66 COMPANY, a division of
Phillips Petroleum Company , a Delaware corporation , having its
principal office in Bartlesville , Oklahoma , hereinafter referred to as
" Lessor " , and
CITY OF FAYETTEVILLE ARKANSAS : 9500 S . School Ave , , Ste F :
Fayetteville , AR 72701 ( # 016961 ) . hereinafter referred to as " Lessee " .
Lessor agrees to deliver and lease to Lessee for Lessee ' s use on
the Drake Field ( FYV) s Fayetteville . AR , the aviation refueling
truck or trucks ( hereinafter referred to as " refueling equipment " )
described as indicated by Addendum to this agreement .
This confirms our mutual understanding that the refueling
equipment described on the attached Addendum is , as of the above date ,
leased to Lessee subject to the following terms and conditions :
1 . For the use of said refueling equipment during the term hereof ,
Lessee hereby agrees to pay Lessor the rental set out in the
Addendum, plus applicable sales and use tax ; said rental to be
paid to Lessor in advance on the first day of each month , and to
commence as of August 1 , 2001 Lessor shall be permitted
to increase said rental while this agreement is in effect by
giving Lessee at least 60 days ' advance written notice of the
effective date of said increased rental . In the event of an
increase in the rental , Lessee shall have the right to terminate
this agreement on the effective date of said increase by giving
Lessor at least 30 days ' advance written notice of its intention
to terminate on said effective date .
2 . This agreement shall remain in effect for a primary term of 3�-� C '
months , beginning August 1 . 2001 2001 and for an indefinite period
thereafter unless and until either party shall notify the other in
writing of its desire to terminate this agreement at least 30 days
prior to expiration of the primary term, or prior to any desired
termination date thereafter ; provided , however , that this
agreement may be terminated at any time without notice on account
of breach or default of the terms of this agreement . If for any
reason Lessee does not lease said refueling equipment , including
any additional refueling equipment leased hereunder or substituted
ing equipment exchanged at the request of Lessee , for at
3 east months per unit from the time of delivery of each unit ,
Lessee agrees to pay Lessor a sum equal to twice the cost of
delivering said refueling equipment to Lessee . Said sum shall not
exceed $ 2 . 000 . 00 er unit .
1 - LA Rev 10/ 96
3 . Said refueling equipment shall in no way become the property of v
Lessee , or anyone claiming thereunder , and shall be used solely by
Lessee on the Drake Field ( FYV) • Favetteville , AR for handling
the aviation fuel supplied Lessee by Lessor . Said refueling
equipment shall not be removed from the above specified location
without the prior written consent of Lessor .
4 . Prior to the delivery of each unit of refueling equipment covered
by this agreement , Lessee shall obtain and maintain in force at
all times during the term of this agreement automobile liability
insurance with combined single limit of not less than $ 1 , 000 , 000
per accident , or such higher limits as may be required by state or
federal law or regulation with Lessor specified as a co - insured
under the policy . Lessee shall furnish Lessor with certificates
evidencing such insurance . Insofar as collision and comprehensive
coverages are concerned , Lessee is responsible for only the first
$ 2 , 000 of liability for each incident , and Lessee may insure such
liability or not as it chooses . Lessor is responsible for all
collision and/or comprehensive coverage in excess of $ 2 , 000 .
5 . It is understood and agreed that Lessee will not encumber said
refueling equipment or do or permit anything to prejudice the
title of Lessor thereto ; will comply with all laws , ordinances
and regulations applicable to the refueling equipment including
the instructions contained in the Product Warning Bulletin
attached hereto ; and Lessee agrees to release , indemnify and hold
Lessor harmless from and against any and all claims, liabilities ,
loss , obligations and causes of action for injury to or death of
any and all persons ; or for damage to or destruction of any or all
property arising out of or resulting from the condition ,
existence , use or maintenance of such refueling equipment ,
including , but not limited to , loss or damage to the refueling
equipment , whether or not any of same shall result in whole or in
part from the negligence of Lessor or those acting under it .
R=IP MFTTP ^dk6$£ aair TTTmvn Tm rnT�nnT. �� *Q
IT It is also
agreed that Lessee shall not add to or remove from said refueling
equipment any equipment or appurtenances without the written
consent of Lessor . '6
6 . It is further understood and agreed that each party accepts the
applicable responsibilities for operating and maintaining said
refueling equipment listed in the attachment hereto , said list
being made a part hereof by reference . Lessor shall be permitted
access to inspect the refueling equipment at all reasonable times .
7 . Lessee agrees that it shall return said refueling equipment to
Lessor at the termination of this agreement in as good condition
as when Lessee received it , normal wear and tear excepted .
- 2 - LA Rev 10/ 96
Addendum to Contract
5a. It is understood and agreed that said refueling equipment is warranted to safely
receive fuel, to safely hold fuel, and to dispense fuel. The refueling equipment
should not be used for any other purpose.
5b. Lessor assures that tires on said equipment are in good to new condition at time of
delivery. Lessee shall be responsible for normal wear and tear, and any necessary
replacement during time of use.
8 . This agreement supersedes and takes the place of all former °
agreements , and amendments thereto , heretofore entered into
between the parties covering the lease of refueling equipment at
the location above stated .
9 . When duly executed , this agreement shall be binding upon and shall
inure to the benefit of the parties hereto , their respective
heirs , executors , administrators , successors and assigns ;
provided , however , that Lessee shall not assign this agreement in
whole or in part without the prior written consent of Lessor ; and
provided further that Lessor ' s consent shall not be unreasonably
withheld if reasonable requirements imposed by Lessor are first
met . If Lessee is a corporation , partnership , or other business
entity , the sale , assignment or other disposition or transfer of
any interest in such entity shall be deemed an assignment of this
agreement or rights there nder for purposes of this paragraph .
EXECUTED this date , e7 2,2 z
PHILLIPS 66 COMPANY, a division CITY OF FAYETTEVILLE ARKANSAS
of Phillips Petroleum Company
By By�
Lessor Lessee
Witness Witness
3 _ LA Rev 10/ 96
• • PHILLIPS
July 24 , 2001
ADDENDUM TO
AVIATION REFUELER LEASE AGREEMENT
This is an addendum to an Aviation Refueler Lease Agreement made
on August 1 , 2001 between Phillips 66 Company , a division of
Phillips Petroleum Company , of Bartlesville , Oklahoma ( " Lessor " ) ,
and CITY OF FAYETTEVILLE ARKANSAS ; 4500 S . School Ave . . Ste F ;
Fayetteville , AR 72701 ( # 016961 ) . ( " Lessee " ) ,
updating the description of the equipment under lease for use at
the Drake Field ( FYV) ; Fayetteville . AR as follows :
Truck # 46021 51147
Make 1991 Ford 1990 Ford
Serial # 1FDNF60H7MVA0415S 1FDPF70H9LVA45520
Tank Size 1200 gallon 2200 gallon .
Rental $725 . 00 mo . $1 , 075 . 00 mo .
Replacement
Value $ 60 , 000 $100 , 000
This updated information should be signed and attached to the
original lease in both our files .
�XFCUTED this date , 214 l j7/
PHILLIPS 66 COMPANY, a division CITY OF FAYETTEVILLE ARKANSAS
of Phillips Petroleum Company
By By
LessorLessee
601 Adams Building Title1A ^_ 1 1 Pm (() \C
Bartlesville , OK 74004
4 — LA Rev 10/ 96
LESSEE RESPONSIBILITIES v
1 . Furnish all automotive gasoline for refueling equipment . Do not use
Avgas in the refueler . All damage to the engine and related expenses
caused by the use of Avgas in the refueler will be paid by the Lessee .
2 . Check and maintain sufficient supply of Phillips ( or equivalent )
recommended lubricating oil in crankcase .
3 . Check regularly and maintain sufficient supply of Phillips ( or
equivalent ) lubricants in transmission and differential .
4 . Check battery water level weekly . Test and charge battery as
necessary and replace when needed .
5 . Maintain proper air pressure . in tires , and make all necessary tire
changes and repairs . Furnish and install all replacement tires : new
on the front and recaps on the rear .
6 . Check and maintain adequate all season anti-freeze in radiator to
protect cooling system properly . Anti-freeze shall be maintained in
refueling equipment throughout the year .
7 . Keep all fire extinguishers fully charged and in good working order .
8 . Pay for meter calibration required by city, county or state authority.
( Initial calibration when refueler is delivered to Lessee will be paid
by Lessor . )
9 . Inspect nozzle screens daily and clean as necessary . Excessive damage
to nozzles due to neglect, dragging, etc . , will be billed to the
Lessee .
10 . Furnish any ladders desired by Lessee .
ill Reimburse Lessor for replacement of parts or equipment lost from
refueler equipme t , and for all expense incurred for repairs to ,
and/or replaceme t of parts of , the refueling equipment necessary
because of damage or excess wear to equipment through carelessness ,
abuse or neglect . . `. Reimburse Lessor for the first $2 , 000 . 00 of
expenses per incid nt due to accidental damages .
12 , mash and clean refu er as necessary to maintain good appearance . Cab
interior and module compartments should be kept free of combustible
material such as oil rags , paper , etc .
13 . Pay any airport fees for the privilege of operating the refueling
equipment on the airp t property, or state license fees required
because of operations beyond the airport perimeter , where such
operations beyond the irport perimeter have been authorized by
Lessor .
14 , Advise Lessor at once if operation of truck or fueling system
indicates need for repairs which are Lessor ' s responsibility . Cost of
local repairs or replacements by others will not be paid or reimbursed
by Lessor unless prior authorization is secured from Lessor .
Rev 04/ 98