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HomeMy WebLinkAbout165-92 RESOLUTION• • RESOLUTION NO. 165-92 A RESOLUTION AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE LEASE AGREEMENTS WITH BAKER CAR & TRUCK RENTAL, INC. (D/B/A AVIS), HART LEASING (D/B/A EXPRESS), JONES OLDS-GMC-BUICK (D/B/A NATIONAL), CARCO RENTALS, INC. (D/B/A HERTZ), AND LEWIS FORD (D/B/A BUDGET RENT -A - CAR). BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. That the Mayor and City Clerk are hereby authorized and directed to execute lease agreements with Baker Car & Truck Rental, Inc. (d/b/a AVIS), Hart Leasing (d/b/a Express), Jones Olds -GMC -Buick (d/b/a National), CARCO Rentals, Inc. (d/b/a Hertz), and Lewis Ford (d/b/a Budget Rent-A-Car). A copy of the lease agreements authorized for execution hereby are attached hereto marked Exhibit "A" and made a part hereof. PASSED AND APPROVED this 20th day of October , 1992. APPROVED: ByZ ATTEST: By A lisaa -1 M y • LEASE This agreement, made and entered into by and between the City of Fayetteville, Arkansas, hereinafter referred to as "Lessor", and BAKER CAR AND TRUCK RENTAL, INC , hereinafter referred to as "Lessee": WITNESSET WHEREAS, the Lessor owns, operates, and maintains an Airport known as Drake Field in the County of Washington, State of Arkansas; and WHEREAS, the Lessee desires to lease and rent certain space therein for the purpose hereinafter set forth, and the said Lessor is willing to lease, let and demise the space and premises to the extent hereinafter set forth. NOW, THEREFORE, in consideration of the mutual agreements and covenants hereinafter set forth, and the payment of the rents hereinafter provided by the Lessee to the Lessor, it is agreed: 1. Lessor hereby leases to Lessee and Lessee hereby hires and takes from the Lessor for the purpose herein enumerated, premises and facilities consisting of One Car Rental Booth, located in the Fayetteville Municipal Airport Terminal Building, as shown in the Terminal Building plat attached hereto, marked Exhibit "A", consisting of one hundred and eight (108) square feet, more or less. 2. The premises herein let shall be used only for the purpose of arranging for automobile rental service, no other services shall be offered without prior approval of Lessor. 3. Lessor hereby further grants to Lessee, subject to the terms and conditions hereinafter contained, the right to conduct and operate an automobile rental concession at the Airport for the purpose aforesaid. This shall not be construed to be an exclusive concession, and Lessor shall have the right to deal with, and perfect, arrangements with any other individual, firm, or corporation for engaging in like activity at the Airport. Lessor shall not, however, grant to any individual, firm, or corporation other than Lessee an automobile rental concession on terms and 1 • n • conditions more favorable in any respect than those herein granted Lessee. 4. Lessee agrees to pay Lessor as rental for use of the premises leased to it hereunder, and for the rights and privileges herein granted by the Lessor, the sum of $693.63 per month base fee; $9.78 per parking space per month for parking lot, plus $.17198 per deplaned passenger per month. Space in the overflow parking lot will be paid for at the rate of $41.85 per month. A minimum annual guarantee of $175,000 shall be divided by the number of car rental agencies operating in the terminal and that shall be utilized as the basis for the annual individual rental compensation guarantee. An annual audit shall be prepared by the City of Fayetteville and any shortfall in the minimum annual guarantee from the preceding year will be divided as stated above and billed to the individual car rental operators. All fees and charges imposed hereby shall be payable within ten (10) days from receipt by Lessee of an invoice from Lessor. In the event of late payment, a 10% penalty, compounded monthly, shall be due and payable immediately. The fees and charges imposed hereby shall be adjusted each January 1st beginning January 1, 1993, to reflect the percentage change, either up or down, occurring in the Consumer Price Index, U. S. Bureau of Labor Statistics, Department of Labor, through comparing the Index on December 31st of the two preceding years. 5. Lessor will provide utility services consisting of electricity, heating, and air conditioning, for the premises leased hereby and major structure maintenance consisting of the roof, walls, and HVAC equipment. Janitorial service and routine maintenance shall be the responsibility of the Lessee. 6. Lessee agrees: (a) To furnish good, prompt, and efficient service adequate to meet all reasonable demands for automobile rental at the Airport on a fair and reasonable basis, and to charge prices for such services in accordance with its usual standards, and an amount substantially similar to those charged for similar services 2 • at other airports of similar size, and in the same general area. (b) Lessee shall maintain, at his own expense, all automobiles or equipment in good operative order, free from mechanical defects, and in a clean, neat, attractive condition inside and outside. (c) Lessee shall maintain the facilities herein rented, and keep the same open for such periods during each day, and for such days, during each week as may be necessary to meet reasonable demands for said services, and Lessee may install a direct telephone line to any other office or place of business of the Lessee of Agency with which he is affiliated for the purpose of supplying automobile rental service at Airport to patrons during the periods when other automobile rental facilities are closed, provided, however, no permanent change shall be made in any part of the Airport Terminal Building. (d) Lessee shall abide by, and be subject to, all reasonable rules and regulations which are now, or may from time to time be formulated by Lessor concerning management, operation, or use of said Airport. Lessee agrees to abide by all regulations promulgated by the Federal Aviation Administration relating to lease/contract requirement. This include the Lessors federally mandated Disadvantage Business Enterprise program and all reporting requirements required therein. When requested, all information, included annual gross revenues, shall be provided to Lessor in a timely manner to meet the Federal Reporting Requirements. Lessee shall park automobiles only in those spaces so designated, failure to comply will result in towing or ticketing. (e) Lessee shall not permit its agents, servants, or employees to conduct business in said Airport in a loud, noisy, boisterous, offensive or objectionable manner, not permit said employees to solicit and/or conduct business outside the space assigned to Lessee in any manner, except through the use of signs, which are qualified further in this contract. It being further understood that Lessees or employees shall be permitted to stand or sit in the lobby area during arrival or departure of flights. 3 • 1' (f) Automobile storage areas utilized by Lessee shall be maintained in a clean and attractive condition. Any materials or trash removed from vehicles shall be placed in proper trash receptacles. No expansion of "overflow" unpaved parking areas is permitted without prior approval of the Airport Manager. Lessee shall maintain the overflow area as required from time to time by providing the material and labor to add additional crushed stone base, vehicles shall not be permitted to park on grass areas due to maintenance requirements of the Lessor. (g) That Lessee will meet all expenses in connection with the leased premises hereunder, and the rights and privileges herein granted, including without limitation by reason of enumeration, taxes, permit fees, license fees, and assessments lawfully levied or assessed upon premises or structures and improvements at any time situated thereon, and that it will secure all required permits and licenses. 7. Hold Harmless: (a) Lessee shall keep and hold harmless Lessor from and against any and all claim demands, suits, judgments, costs and expense asserted by any person or persons, including agents or employees of Lessor or Lessee, by reason of death or injury to persons, or loss or damage to property resulting from Lessee's operation hereunder, or sustained in or upon the leased premises, or as the result of anything claimed to be done or omitted to be done by Lessee hereunder. This clause shall not be construed to waive the City of Fayettevilles tort immunity as set forth under Arkansas Law. (b) Lessee shall obtain and maintain continuously in effect at all times during the term hereof, at Lessee's sole expense, general liability insurance protecting Lessor against liability which may accrue against Lessor by reason of Lessee's wrongful conduct incident to the use of the leased premises, or resulting from any accident occurring on or about roads, driveways, or other public places used by Lessee at the Airport in the operation hereunder. Such insurance must be in the minimum amount 4 • • • • of $1,000,000 for personal injury or death of any one person in any one accident, the minimum sum of $3,000,000 for personal injury or death of two or more persons in any one accident, and the minimum sum of $500,000 covering property damage/fire legal liability, and shall name Lessor as a co-insured thereunder. Lessee shall also, without cost to Lessor, obtain and maintain during the term hereof, automobile insurance providing against loss or damage to persons or property from operation of automobile hereunder, with liability limits of $100,000.00 for personal injury to, or death of, any one person in any one accident, and liability limits of $300,000.00 for personal injury or death of two or more persons in any one accident, and $25,000.00 for damage to property in any one accident. Lessee shall provide certificates evidencing all such insurance to the Administrative Services Director of Lessor automatically each year. Such insurance may not be canceled without 30 days prior written notice to the Lessor. 8. In the event that Lessee shall default in the payment of any sums due hereunder, or shall default in the performance of any other covenant required to be kept by Lessee hereunder, and such default shall continue for a period of fifteen (15) days after notice thereof from Lessor to Lessee, or if Lessee shall make an assignment for the benefit of creditors, or be adjudged a bankrupt, Lessor shall have the right to immediately terminate this agreement, and in the event of such termination, Lessee shall have no further rights hereunder, and shall thereupon remove from said premises and shall have no further rights or claims thereto. 9. In the event that the United States Government, or any of its agencies, shall occupy the Airport or any substantial part thereof to such an extent as to materially interfere with Lessee's operations, or in the event of destruction by fire or other cause of all, or a material portion, of the Airport or airport facilities, or if Lessee's operations shall for any reason, similar or dissimilar, be materially interfered with for a period in excess of fifteen (15) days, then, and in any of these events, Lessee shall have the right upon written notice to Lessor to terminate • this agreement, and Lessee's further obligations hereunder, or at its option, to suspend this agreement for the periods of such disability. 10. Lessee agrees that it will not erect or maintain, nor permit to be erected or maintained, at its place of business in the Airport Terminal, any signs without obtaining the advance consent and approval of the Airport Manager. 11. This agreement shall not be varied in its terms by any oral agreement or representation, or otherwise than by an instrument in writing of subsequent date hereto executed by both parties by their duly authorized representatives. 12. The term of this agreement shall be retroactive, and shall commence on the 1st day of January, 1992 and terminate on the 31st day of December. 1995, unless sooner terminated for breach of the provisions hereof; provided, should any of the five existing car rental agencies at the Airport cease operation this lease shall terminate immediately and a new lease shall be negotiated. 13. Non -Assignable. This agreement is personal to Lessee and shall not be assigned in whole or in part, nor shall Lessee have any authority to sublet or subcontract any of the rights or duties herein conferred without the written consent of Lessor first had and obtained; provided, however, the transfer hereof to a successor corporation by merger or consolidation with Lessee shall not be deemed a breach of this condition; and provided, further, that in the event Lessee is a member of some national system and has been duly appointed for the performance of this contract by such national system, then any and all privileges and rights granted Lessee hereunder may extend to and all privileges and rights granted Lessee hereunder may extend to and be enjoyed by a substitute Lessee appointed by the same system; provided, however, Lessee shall continue always to remain directly liable to Lessor for the performance of all terms and conditions of this agreement, and such substitute Lessee shall additionally be bound for the performance of the terms and conditions hereof. 6 • • • 14. Lessee will not, on the grounds of race, color, creed, or national origin, discriminate or permit discrimination against any person or group of persons in any manner prohibited by Federal Aviation Regulations, for breach of which Lessor shall have the right to take such action as the United States may direct to enforce compliance. IN WITNESS WHEREOF, the parties hereto executed this agreement this .26.0e4 day of 0c ✓ , 19 ?2. CITY OF FAYETTEVILLE, ARKANSAS Lessor ATTEST �p ��% By: /�I ./J5 . kileVYl40— ity Cl rk 7 By: • • • • LEASE This agreement, made and entered into by and between the City of Fayetteville, Arkansas, hereinafter referred to as "Lessor", and Kart Leasing DBA Express , hereinafter referred to as "Lessee": WITNESSETH: WHEREAS, the Lessor owns, operates, and maintains an Airport known as Drake Field in the County of Washington, State of Arkansas; and WHEREAS, the Lessee desires to lease and rent certain space therein for the purpose hereinafter set forth, and the said Lessor is willing to lease, let and demise the space and premises to the extent hereinafter set forth. NOW, THEREFORE, in consideration of the mutual agreements and covenants hereinafter set forth, and the payment of the rents hereinafter provided by the Lessee to the Lessor, it is agreed: 1. Lessor hereby leases to Lessee and Lessee hereby hires and takes from the Lessor for the purpose herein enumerated, premises and facilities consisting of One Car Rental Booth, located in the Fayetteville Municipal Airport Terminal Building, as shown in the Terminal Building plat attached hereto, marked Exhibit "A", consisting of one hundred and eight (108) square feet, more or less. 2. The premises herein let shall be used only for the purpose of arranging for automobile rental service, no other services shall be offered without prior approval of Lessor. 3. Lessor hereby further grants to Lessee, subject to the terms and conditions hereinafter contained, the right to conduct and operate an automobile rental concession at the purpose aforesaid. This shall not be construed to Airport for the be an exclusive concession, and Lessor shall have the right to deal with, and perfect, arrangements with any other individual, firm, or corporation for engaging in like activity at the Airport. Lessor shall not, however, grant to any individual, firm, or corporation other than Lessee an automobile rental concession on terms and 1 • • • • • conditions more favorable in any respect than those herein granted Lessee. 4. Lessee agrees to pay Lessor as rental for use of the premises leased to it hereunder, and for the rights and privileges herein granted by the Lessor, the sum of $693.63 per month base fee; $9.78 per parking space per month for parking lot, plus $.17198 per deplaned passenger per month. Space in the overflow parking lot will be paid for at the rate of $41.85 per month. A minimum annual guarantee of $175,000 shall be divided by the number of car rental agencies operating in the terminal and that shall be utilized as the basis for the annual individual rental compensation guarantee. An annual audit shall be prepared by the City of Fayetteville and any shortfall in the minimum annual guarantee from the preceding year will be divided as stated above and billed to the individual car rental operators. All fees and charges imposed hereby shall be payable within ten (10) days from receipt by Lessee of an invoice from Lessor. In the event of late payment, a 10% penalty, compounded monthly, shall be due and payable immediately. The fees and charges imposed hereby shall be adjusted each January 1st beginning January 1, 1993, to reflect the percentage change, either up or down, occurring in the Consumer Price Index, U. S. Bureau of Labor Statistics, Department of Labor, through comparing the Index on December 31st of the two preceding years. 5. Lessor will provide utility services consisting of electricity, heating, and air conditioning, for the premises leased hereby and major structure maintenance consisting of the roof, walls, and HVAC equipment. Janitorial service and routine maintenance shall be the responsibility of the Lessee. 6. Lessee agrees: (a) To furnish good, prompt, and efficient service adequate to meet all reasonable demands for automobile rental at the Airport on a fair and reasonable basis, and to charge prices for such services in accordance with its usual standards, and an amount substantially similar to those charged for similar services 2 • • • at other airports of similar size, and in the same general area. (b) Lessee shall maintain, at his own expense, all automobiles or equipment in good operative order, free from mechanical defects, and in a clean, neat, attractive condition inside and outside. (c) Lessee shall maintain the facilities herein rented, and keep the same open for such periods during each day, and for such days, during each week as may be necessary to meet reasonable demands for said services, and Lessee may install a direct telephone line to any other office or place of business of the Lessee of Agency with which he is affiliated for the purpose of supplying automobile rental service at Airport to patrons during the periods when other automobile rental facilities are closed, provided, however, no permanent change shall be made in any part of the Airport Terminal Building. (d) Lessee shall abide by, and be subject to, all reasonable rules and regulations which are now, or may from time to time be formulated by Lessor concerning management, operation, or use of said Airport. Lessee agrees to abide by all regulations promulgated by the Federal Aviation Administration relating to lease/contract requirement. This include the Lessors federally mandated Disadvantage Business Enterprise program and all reporting requirements required therein. When requested, all information, included annual gross revenues, shall be provided to Lessor in a timely manner to meet the Federal Reporting Requirements. Lessee shall park automobiles only in those spaces so designated, failure to comply will result in towing or ticketing. (e) Lessee shall not permit its agents, employees to conduct business in said Airport in a boisterous, offensive or objectionable manner, not employees to solicit servants, or loud, noisy, permit said and/or conduct business outside the space assigned to Lessee in any manner, except through the use of signs, which are qualified further in this contract. It being further understood that Lessees or employees shall be permitted to stand or sit in the lobby area during arrival or departure of flights. 3 • • • • • (f) Automobile storage areas utilized by Lessee shall be maintained in a clean and attractive condition. Any materials or trash removed from vehicles shall be placed in proper trash receptacles. No expansion of "overflow" unpaved parking areas is permitted without prior approval of the Airport Manager. Lessee shall maintain the overflow area as required from time to time by providing the material and labor to add additional crushed stone base, vehicles shall not be permitted to park on grass areas due to maintenance requirements of the Lessor. (g) That Lessee will meet all expenses in connection with the leased premises hereunder, and the rights and privileges herein granted, including without limitation by reason of enumeration, taxes, permit fees, license fees, and assessments lawfully levied or assessed upon premises or structures and improvements at any time situated thereon, and that it will secure all required permits and licenses. 7. (a) Lessee has constructed a 14 space parking area in compliance with specifications prepared by McClelland Consulting Engineers, Inc., and in compliance with City standards. (b) The monthly rental for the paved spaces within said parking area shall be credited to Lessee until such time as the total amount credited equals Lessee's capital expenditure. No interest shall accrue on any amount credited. (c) Upon termination of this lease and Lessee's abandonment of the demised premises, said capital improvement shall become the property of the City of Fayetteville and Lessee shall be entitled to no additional consideration. 8. Hold Harmless: (a) Lessee shall keep and hold harmless Lessor from and against any and all claim demands, suits, judgments, costs and expense asserted by any person or persons, including agents or employees of Lessor or Lessee, by reason of death or injury to persons, or loss or damage to property resulting from Lessee's operation hereunder, or sustained in or upon the leased premises, or as the result of anything claimed to be done or omitted to be 4 • • • done by Lessee hereunder. This clause shall not be construed to waive the City of Fayettevilles tort immunity as set forth under Arkansas Law. (b) Lessee shall obtain and maintain continuously in effect at all times during the term hereof, at Lessee's sole expense, general liability insurance protecting Lessor against liability which may accrue against Lessor by reason of Lessee's wrongful conduct incident to the use of the leased premises, or resulting from any accident occurring on or about roads, driveways, or other public places used by Lessee at the Airport in the operation hereunder. Such insurance must be in the minimum amount of $1,000,000 for personal injury or death of any one person in any one accident, the minimum sum of $3,000,000 for personal injury or death of two or more persons in any one accident, and the minimum sum of $500,000 covering property damage/fire legal liability, and shall name Lessor as a co-insured thereunder. Lessee shall also, without cost to Lessor, obtain and maintain during the term hereof, automobile insurance providing against loss or damage to persons or property from operation of automobile hereunder, with liability limits of $100,000.00 for personal injury to, or death of, any one person in any one accident, and liability limits of $300,000.00 for personal injury or death of two or more persons in any one accident, and $25,000.00 for damage to property in any one accident. Lessee shall provide certificates evidencing all such insurance to the Administrative Services Director of Lessor automatically each year. Such insurance may not be canceled without 30 days prior written notice to the Lessor. 9. In the event that Lessee shall default in the payment of any sums due hereunder, or shall default in the performance of any other covenant required to be kept by Lessee hereunder, and such default shall continue for a period of fifteen (15) days after notice thereof from Lessor to Lessee, or if Lessee shall make an assignment for the benefit of creditors, or be adjudged a bankrupt, Lessor shall have the right to immediately terminate this agreement, and in the event of such termination, Lessee shall have 5 • • • no further rights hereunder, and shall thereupon remove from said premises and shall have no further rights or claims thereto. 10. In the event that the United States Government, or any of its agencies, shall occupy the Airport or any substantial part thereof to such an extent as to materially interfere with Lessee's operations, or in the event of destruction by fire or other cause of all, or a material portion, of the Airport or airport facilities, or if Lessee's operations shall for any reason, similar or dissimilar, be materially interfered with for a period in excess of fifteen (15) days, then, and in any of these events, Lessee shall have the right upon written notice to Lessor to terminate this agreement, and Lessee's further obligations hereunder, or at its option, to suspend this agreement for the periods of such disability. 11. Lessee agrees that it will not erect or maintain, nor permit to be erected or maintained, at its place of business in the Airport Terminal, any signs without obtaining the advance consent and approval of the Airport Manager. 12. This agreement shall not be varied in its terms by any oral agreement or representation, or otherwise than by an instrument in writing of subsequent date hereto executed by both parties by their duly authorized representatives. 13. The term of this agreement shall be retroactive, and shall commence on the 1st day of January, 1992 and terminate on the 31st day of December. 1995, unless sooner terminated for breach of the provisions hereof; provided, should any of the five existing car rental agencies at the Airport cease operation this lease shall terminate immediately and a new lease shall be negotiated. 14. Non -Assignable. This agreement is personal to Lessee and shall not be assigned in whole or in part, nor shall Lessee have any authority to sublet or subcontract any of the rights or duties herein conferred without the written consent of Lessor first had and obtained; provided, however, the transfer hereof to a successor corporation by merger or consolidation with Lessee shall 6 1 • 4 • • • • not be deemed a breach of this condition; and provided, further, that in the event Lessee is a member of some national system and has been duly appointed for the performance of this contract by such national system, then any and all privileges and rights granted Lessee hereunder may extend to and all privileges and rights granted Lessee hereunder may extend to and be enjoyed by a substitute Lessee appointed by the same system; provided, however, Lessee shall continue always to remain directly liable to Lessor for the performance of all terms and conditions of this agreement, and such substitute Lessee shall additionally be bound for the performance of the terms and conditions hereof. 15. Lessee will not, on the grounds of race, color, creed, or national origin, discriminate or permit discrimination against any person or group of persons in any manner prohibited by Federal Aviation Regulations, for breach of which Lessor shall have the right to take such action as the United States may direct to enforce compliance. IN WITNESS WHEREOF, the parties hereto executed this agreement this ,2 .XZ day of dc.J L-1 , 19 9,2„ CITY OF FAYETTEVILLE, ARKANSAS Lesso ATTEST BY:/2L1'a/rhd ATTES By: Sieg,/ City lent 7 By: Mayo Lesse By: Title • • • LEASE This agreement, made and entered into by and between the City S.Fayetteville, Arkansas, hereinafter referred to as "Lessor", and joa/es a -6 a -%/ter hereinafter referred to as "Lessee": W I T N E S S E T $: WHEREAS, the Lessor owns, operates, and maintains an Airport known as Drake Field in the County of Washington, State of Arkansas; and WHEREAS, the Lessee desires to lease and rent certain space therein for the purpose hereinafter set forth, and the said Lessor is willing to lease, let and demise the space and premises to the extent hereinafter set forth. NOW, THEREFORE, in consideration of the mutual agreements and covenants hereinafter set forth, and the payment of the rents hereinafter provided by the Lessee to the Lessor, it is agreed: 1. Lessor hereby leases to Lessee and Lessee hereby hires and takes from the Lessor for the purpose herein enumerated, premises and facilities consisting of One Car Rental Booth, located in the Fayetteville Municipal Airport Terminal Building, as shown in the Terminal Building plat attached hereto, marked Exhibit "A", consisting of one hundred and eight (108) square feet, more or less. 2. The premises herein let shall be used only for the purpose of arranging for automobile rental service, no other services shall be offered without prior approval of Lessor. 3. Lessor hereby further grants to Lessee, subject to the terms and conditions hereinafter contained, the right to conduct and operate an automobile rental concession at the Airport for the purpose aforesaid. This shall not be construed to be an exclusive concession, and Lessor shall have the right to deal with, and perfect, arrangements with any other individual, firm, or corporation for engaging in like activity at the Airport. Lessor shall not, however, grant to any individual, firm, or corporation other than Lessee an automobile rental concession on terms and 1 41 • • 1 • • • • this agreement, and Lessee's further obligations hereunder, or at its option, to suspend this agreement for the periods of such disability. 10. Lessee agrees that it will not erect or maintain, nor permit to be erected or maintained, at its place of business in the Airport Terminal, any signs without obtaining the advance consent and approval of the Airport Manager. 11. This agreement shall not be varied in its terms by any oral agreement or representation, or otherwise than by an instrument in writing of subsequent date hereto executed by both parties by their duly authorized representatives. 12. The term of this agreement shall be retroactive, and shall commence on the 1st day of January, 1992 and terminate on the 31st day of December. 1995, unless sooner terminated for breach of the provisions hereof; provided, should any of the five existing car rental agencies at the Airport cease operation this lease shall terminate immediately and a new lease shall be negotiated. 13. Non -Assignable. This agreement is personal to Lessee and shall not be assigned in whole or in part, nor shall Lessee have any authority to sublet or subcontract any of the rights or duties herein conferred without the written consent of Lessor first had and obtained, provided, however, the transfer hereof to a successor corporation by merger or consolidation with Lessee shall not be deemed a breach of this condition; and provided, further, that in the event Lessee is a member of some national system and has been duly appointed for the performance of this contract by such national system, then any and all privileges and rights granted Lessee hereunder may extend to and all privileges and rights granted Lessee hereunder may extend to and be enjoyed by a substitute Lessee appointed by the same system; provided, however, Lessee shall continue always to remain directly liable to Lessor for the performance of all terms and conditions of this agreement, and such substitute Lessee shall additionally be bound for the performance of the terms and conditions hereof. 6 • • • • • conditions more favorable in any respect than those herein granted Lessee. 4. Lessee agrees to pay Lessor as rental for use of the premises leased to it hereunder, and for the rights and privileges herein granted by the Lessor, the sum of $693.63 per month base fee; $9.78 per parking space per month for parking lot, plus $.17198 per deplaned passenger per month. Space in the overflow parking lot will be paid for at the rate of $41.85 per month. A minimum annual guarantee of $175,000 shall be divided by the number of car rental agencies operating in the terminal and that shall be utilized as the basis for the annual individual rental compensation guarantee. An annual audit shall be prepared by the City of Fayetteville and any shortfall in the minimum annual guarantee from the preceding year will be divided as stated above and billed to the individual car rental operators. All fees and charges imposed hereby shall be payable within ten (10) days from receipt by Lessee of an invoice from Lessor. In the event of late payment, a 10% penalty, compounded monthly, shall be due and payable immediately. The fees and charges imposed hereby shall be adjusted each January 1st beginning January 1, 1993, to reflect the percentage change, either up or down, occurring in the Consumer Price Index, U. S. Bureau of Labor Statistics, Department of Labor, through comparing the Index on December 31st of the two preceding years. 5. Lessor will provide utility services consisting of electricity, heating, and air conditioning, for the premises leased hereby and major structure maintenance consisting of the roof, walls, and HVAC equipment. Janitorial service and routi maintenance shall be the responsibility of the Lessee. 6. Lessee agrees: (a) To furnish good, prompt, and efficient service adequate to meet all reasonable demands for automobile rental at the Airport on a fair and reasonable basis, and to charge prices for such services in accordance with its usual standards, and an amount substantially similar to those charged for similar services 2 • • • • • at other airports of similar size, and in the same general area. (b) Lessee shall maintain, at his own expense, all automobiles or equipment in good operative order, free from mechanical defects, and in a clean, neat, attractive condition inside and outside. (c) Lessee shall maintain the facilities herein rented, and keep the same open for such periods during each day, and for such days, during each week as may be necessary to meet reasonable demands for said services, and Lessee may install a direct telephone line to any other office or place of business of the Lessee of Agency with which he is affiliated for the purpose of supplying automobile rental service at Airport to patrons during the periods when other automobile rental facilities are closed, provided, however, no permanent change shall be made in any part of the Airport Terminal Building. (d) Lessee shall abide by, and be subject to, all reasonable rules and regulations which are now, or may from time to time be formulated by Lessor concerning management, operation, or use of said Airport. Lessee agrees to abide by all regulations promulgated by the Federal Aviation Administration relating to lease/contract requirement. This include the Lessors federally mandated Disadvantage Business Enterprise program and all reporting requirements required therein. When requested, all information, included annual gross revenues, shall be provided to Lessor in a timely manner to meet the Federal Reporting Requirements. Lessee shall park automobiles only in those spaces so designated, failure to comply will result in towing or ticketing. (e) Lessee shall not permit its agents, servants, or employees to conduct business in said Airport in a loud, noisy, boisterous, offensive or objectionable manner, not permit said employees to solicit and/or conduct business outside the space assigned to Lessee in any manner, except through the use of signs, which are qualified further in this contract. It being further understood that Lessees or employees shall be permitted to stand or sit in the lobby area during arrival or departure of flights. 3 • • • • • • (f) Automobile storage areas utilized by Lessee shall be maintained in a clean and attractive condition. Any materials or trash removed from vehicles shall be placed in proper trash receptacles. No expansion of "overflow" unpaved parking areas is permitted without prior approval of the Airport Manager. Lessee shall maintain the overflow area as required from time to time by providing the material and labor to add additional crushed stone base, vehicles shall not be permitted to park on grass areas due to maintenance requirements of the Lessor. (g) That Lessee will meet all expenses in connection with the leased premises hereunder, and the rights and privileges herein granted, including without limitation by reason of enumeration, taxes, permit fees, license fees, and assessments lawfully levied or assessed upon premises or structures and improvements at any time situated thereon, and that it will secure all required permits and licenses. 7. Hold Harmless: (a) Lessee shall keep and hold harmless Lessor from and against any and all claim demands, suits, judgments, costs and expense asserted by any person or persons, including agents or employees of Lessor or Lessee, by reason of death or injury to persons, or loss or damage to property resulting from Lessee's operation hereunder, or sustained in or upon the leased premises, or as the result of anything claimed to be done or omitted to be done by Lessee hereunder. This clause shall not waive the City of Fayettevilles tort immunity as Arkansas Law. (b) Lessee shall obtain and maintain be construed to set forth under continuously in effect at all times during the term hereof, at Lessee's sole expense, general liability insurance protecting Lessor against liability which may accrue against Lessor by reason of Lessee's wrongful conduct incident to the use of the leased premises, or resulting from any accident occurring on or about roads, driveways, or other public places used by Lessee at the Airport in the operation hereunder. Such insurance must be in the minimum amount 4