HomeMy WebLinkAbout131-93 RESOLUTION1
RESOLUTION NO. 111-91.
A RESOLUTION AUTHORIZING THE MAYOR AND C1TY
CLERK TO EXECUTE LEASE AGREEMENTS WITH AVIS,
BUDGET. HERTZ AND NATIONAL RENT -A -CAR AGENCIES
AT fHE FAYETTEVILLE, MUNICIPAL AIRPORT.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
FAYETTEVILLE, ARKANSAS:
Section 1. That the Mayor and City Clerk are hereby authorized to execute lease
agreements with Avis, Budget, Hertz. and National Rent-A-Car Agencies at a rate of 5% of gross
revenues or payment of a minimum annual guarantee of $45,000 for each of the four operators
at the Fayetteville Municipal Airport. The lease agreements are for a five year period and
retroactive to November 1, 1993. A copy of the lease agreements are attached hereto marked
Exhibit "A" and made a part hereof.
PASSED AND APPROVED this 21st day of December . 1993.
ATTEST:
By:
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Sherry ti. Thomas, City Clerk
APPROVED:
By:
fired Hanna, Mayor
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LEASE
This agreement, made and entered into by and between the City of
Fayetteville, Arkansas, hereinafter referred to as "Lessor", and
At'c tor , 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.
NON, 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 a 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 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. Scope of Permitted Activity. 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 conditions more favorable in
any respect than those herein granted Lessee.
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4. Compensation to Lessor: 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 $45,000 annually
(paid in monthly increments of $3,750), plus paved space parking at a
rate of $10.07 per space monthly for the preceding month, plus overflow
parking area at a rate of $43.11 for the preceding month;
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5% of monthly gross receipts, plus monthly base terminal rent of
$1,135.00, plus paved space parking at a rate of $10.07 per space
monthly, plus overflow parking at a rate of $43.11 monthly;
WHICHEVER OF THE TWO IS GREATER REVENUE TO THE LESSOR.
To verify gross receipts, the Lessee shall furnish with the monthly
rental a copy of a report which accounts for all contracts in numerical
sequence and states the number of rentals and dollar amounts of business
conducted for that month. A complete Car Rental Computation Sheet
(Exhibit "B") will be completed and remitted with the report and the
payment. If the report contains the same information, only the bottom
monthly totals portion of the Car Rental Computation Sheet needs to be
completed and attached to the report.
All fees and charges imposed hereby shall be payable within fifteen
(15) days from the end of the preceding month. In the event of late
payment, a 10% penalty will be applied, and shall be due and payable
immediately.
GROSS RECEIPTS -The term "gross receipts" as used herein is defined
as time and milage after discounts, which includes the aggregate amount
of all sales made for cash, credit, or otherwise, by Lessee from the
operation of its car, van or light passenger truck rental concession
anywhere on the premises of the Airport and shall include all charges for
the month in which the service is rendered, regardless of when payment
therefore is received by Lessee. Such receipts shall include total
rentals for cars, vans, or light passenger trucks rented out at said
Airport without regard to the manner in which or place at which Lessee
has received the order for the vehicles and regardless of the station to
which they are returned, however, GROSS RECEIPTS on "foreign vehicles"
shall only include that portion of time and mileage charges which are
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actually credited to Lessee's Fayetteville Municipal Airport operation
for the rental of "foreign vehicles" at and from said Airport.
The reimbursement to Lessee's customers for on -the -road
expenses is considered to be part of Lessee's operating expense and,
therefore, the City's 5% of gross receipts shall not be reduced by
Lessee's refunds to its customers.
All sums collected and retained by Lessee which are time and milage
after discount shall be included in its gross receipts. It is understood
and agreed between the parties hereto that so-called "walk-in" business,
that is, all business which originates on the Airport or at the Airport
counter, shall be included in the concept of gross receipts as having its
origin at the Airport. This shall also include vehicles delivered to
customers by Lessee. The following, however, shall not be considered as
a part of gross receipts in the Lessee's monthly reports to Lessor:
a. Federal, state or municipal excise, sales, and other
similar taxes, separately stated and collected from customers,
as now exist or may be hereafter levied or imposed.
b. Any sums received by Lessee as insurance of any type, or
otherwise, for physical damage to rented vehicles or other
property, or for loss, conversion, or abandonment of such
automobiles.
c. Amount paid as additional charges for waiver of Lessee's
rights to recover monies from customers for damage to rented
vehicles.
d. Any sums received by Lessee as Personal Accident Insurance
on operator and passengers of Lessee's customers.
e. Any sums received by Lessee as "gasoline fill" charges of
Lessee's customers or related fuel costs.
ADJUSTMELggiillaaaltifliALMARANTER- If, during any contract year
the total passenger deplanements as reported by the scheduled airlines
serving the Airport are less than 75% of the total passenger deplanements
for the year preceding the initiation of this 5 year contract period, the
minimum guaranteed payment for that year shall be adjusted to reflect a
reduction in the same ratio as the percentage of reduction in total
passenger deplanements.
ANNUAL REPORTS AND AUDITS
For the purpose of determining the accuracy of reported gross
receipts, Lessor may audit revenue portion of Lessee's books for the two
preceding calendar years (pertaining to car rental business only);
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provided however, the audit shall under no circumstances pertain to
Lessee's books for any period predating the effective date of the Lease
Agreement. The cost of the audit shall be borne by the Lessor unless the
audit reflects a discrepancy of more than five percent (5%) in the
reported annual gross receipts. In such event Lessee shall be
responsible for the total cost of the audit and the payment to Lessor of
any unpaid lease payments in accordance with the Lease and all late
penalty amounts will be applied. In addition, in the event that any such
formal audit establishes a deviation from the reported revenues received
by the Lessee in an amount greater than five percent (5%) more than
reported by Lessee, the Lessor, at its option, may terminate this Lease.
If an overpayment is discovered during any audit, such overpaid amount
shall be promptly returned to the Lessee. There will be no adjustment
in the rates above stated for the term of this contract, unless the
existing space being utilized is increased with the addition of more
paved space parking, in-terminal counter area or additional use of
overflow parking area. If any increases take place, a formal
modification of this agreement will be required.
5. Utilities. 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 To Provide Services As Follows:
(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 at other airports of similar size, and in the same
general area.
(b) To maintain, at his own expense, all automobiles or
equipment in good operative order, free from mechanical
defects, and in a clean, and neat condition inside and outside.
(c) To maintain the facilities herein rented, and keep the
sane 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 the 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.
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(d) To 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 Lessor's
federally mandated Disadvantage Business Enterprise program and
all reporting requirements required therein. When requested,
all information, including 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) That Lessee shall not permit its agents, servants, or
employees to conduct business in said Airport in a loud, noisy,
boisterous, offensive or objectionable manner, nor 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 not be
permitted to stand or sit in the lobby area during arrival or
departure of flights.
(f) That 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 and modification to this
Lease. 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.
(h) That at no time shall cleaning chemicals in use or stock
supplies be stored in the terminal or within the reach of
passengers or their children. In addition, no car seats are to
be stored inside the terminal at any time.
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 Fayetteville's 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
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any one person in any one accident, the minimum sum of
$1,000,000 for personal injury or death of two or more persons
in any one accident, and the minimum sum of $1,000,000 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 for personal injury to, or death of, any one person in
any one accident, and liability limits for personal injury or
death of two or more persons in any one accident, and for
damage to property in any one accident at minimum coverage as
set forth by LIABILITY LIMITS AS REQUIRED BY THE STATE OF
ARKANSAS. 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. payment Default. 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 as 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. Facility Damage Beyond Beneficial Occupancy. 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. Signage. Lessee agrees that it will not erect or maintain, nor
permit to be erected or maintained, at its place of business, inside or
outside of the Airport Terminal, any signs without obtaining the advance
consent and approval of the Airport Manager.
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11. Modifications. 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. Term. The term of this agreement shall be retroactive, and
shall commence on the 1st day of November, 1993 and terminate on the
31st day of October. 1998, unless sooner terminated for breach of the
provisions hereof; provided, should any of the four 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 prior written consent of the Lessor.
14. Standard Assurances:
a) Under no circumstances is this lease an exclusive right to
provide this service. The Lessor is prohibited by Federal
Regulation/Grant Assurances V, Article 22, from granting
exclusive privileges to provide services or conduct business.
b) Lessee shall furnish services on a fair, equal and not
unjustly discriminatory basis to all users of the service, and
shall charge fair, reasonable, and not unjustly discriminatory
prices for each unit or service provided.
c) Lessee shall not discriminate against any employee or
applicant for employment to be employed in the performance of
this agreement with respect to hire, tenure, terms, conditions,
or privileges, or employment, or any matter directly or
indirectly related to employment because of age, sex, or
physical handicaps (except where based on a bona fide
occupational qualification), or because of race, color, sex,
religion, national origin or ancestry.
d) Lessee for itself, its representatives, successors in
interest, and assigns, as a part of the consideration hereof,
does hereby covenant and agree as a covenant running with the
land that (1) no person on the grounds of race, color, sex,
religion, handicap or national origin shall be excluded from
participation in, denied the benefits of, or be otherwise
subject to discrimination in the use of said facilities, (2)
that Lessee shall use the demised premises in compliance with
all other 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 VII of the Civil Rights Act of 1964, and
as said Regulations may be amended.
e) That in the event of
nondiscrimination covenants,
terminate this agreement and
leasehold and hold the same as
issued.
breach of any of the above
Lessor shall have the right to
to re-enter and repossess said
if this agreement had never been
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f) The Lessee acknowledges that the provisions of 14 CFR Part
152, Affirmative Action Employment Programs, are applicable to
the activities of the Lessee under the terms of this contract,
unless exempted by said regulations, and hereby agrees to
comply with all requirements of the Department, the Federal
Aviation Administration, and the U. S. Department of
Transportation. Their requirements may include, but are not
limited to, compliance with the Disadvantaged Business
Enterprise program or Affirmative Action participation goals.
IN WITNESS WHEREOF, the parties hereto executed this agreement this
L 1n
oL/.4 , day of ev.LCcwa.•--- , 19 /-5.
ATTEST
By:
: �cL%2
City C1 rk
ATTEST
Title: 9i %92
04.
CITY OF EAYETTEVILLE, ARKANSAS
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Lessee
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ExltIB_T "A"
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PAGE
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RENTAL
AGREE S
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TOTALS:
MONTHLY
TOTALS:
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E7DIIBIT B
nirrnaanialaRiMa
CAR RENTAL COMPUTATION SHEET
TIME & MILEAGE T&M FOREIGN T&M FOREIGN COMM. DUE
(Local) (1 -Way) OTHERS
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T & M - OMR VEHICLES $
NET ON FOREIGN VEHICLES $
YEAR: 19
NET FOR COMM.
PURPOSES
$ X 5%
Plum paved space, overflow and copies
or Minims Guarantee
Plus paved space, overflow and copies
=TALL
t -n a`RMCI.OSEO FOR GREM EH AMOQIIT
$
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LEASE
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This agreement, made and entered into by and between the City of
Fayetteville, Arkansas, hereinafter referred to as "Lessor", and wJQAJ S
/06405 evlc6=_ . 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 a 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 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. $cope of Permitted Activity. 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 conditions more favorable in
any respect than those herein granted Lessee.
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4. Compensation to Lessor: 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 $45,000 annually
(paid in monthly increments of $3,750), plus paved space parking at a
rate of $10.07 per space monthly for the preceding month, plus overflow
parking area at a rate of $43.11 for the preceding month;
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5% of monthly gross receipts, plus monthly base terminal rent of
$1,135.00, plus paved space parking at a rate of $10.07 per space
monthly, plus overflow parking at a rate of $43.11 monthly;
WHICHEVER OF THE TWO IS GREATER REVENUE TO THE LESSOR.
To verify gross receipts, the Lessee shall furnish with the monthly
rental a copy of a report which accounts for all contracts in numerical
sequence and states the number of rentals and dollar amounts of business
conducted for that month. A complete Car Rental Computation Sheet
(Exhibit "8") will be completed and remitted with the report and the
payment. If the report contains the same information, only the bottom
monthly totals portion of the Car Rental Computation Sheet needs to be
completed and attached to the report.
All fees and charges imposed hereby shall be payable within fifteen
(15) days from the end of the preceding month. In the event of late
payment, a 10% penalty will be applied, and shall be due and payable
immediately.
GROSS RECEIPTS -The term "gross receipts" as used herein is defined
as time and milage after discounts, which includes the aggregate amount
of all sales made for cash, credit, or otherwise, by Lessee from the
operation of its car, van or light passenger truck rental concession
anywhere on the premises of the Airport and shall include all charges for
the month in which the service is rendered, regardless of when payment
therefore is received by Lessee. Such receipts shall include total
rentals for cars, vans, or light passenger trucks rented out at said
Airport without regard to the manner in which or place at which Lessee
has received the order for the vehicles and regardless of the station to
which they are returned, however, GROSS RECEIPTS on "foreign vehicles"
shall only include that portion of time and mileage charges which are
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actually credited to Lessee's Fayetteville Municipal Airport operation
for the rental of "foreign vehicles" at and from said Airport.
The reimbursement to Lessee's customers for on -the -road
expenses is considered to be part of Lessee's operating expense and,
therefore, the City's 5% of gross receipts shall not be reduced by
Lessee's refunds to its customers.
All sums collected and retained by Lessee which are time and allege
after discount shall be included in its gross receipts. It is understood
and agreed between the parties hereto that so-called "walk-in" business,
that is, all business which originates on the Airport or at the Airport
counter, shall be included in the concept of gross receipts as having its
origin at the Airport. This shall also include vehicles delivered to
customers by Lessee. The following, however, shall not be considered as
a part of gross receipts in the Lessee's monthly reports to Lessor:
a. Federal, state or municipal excise, sales, and other
similar taxes, separately stated and collected from customers,
as now exist or may be hereafter levied or imposed.
b. Any sums received by Lessee as insurance of any type, or
otherwise, for physical damage to rented vehicles or other
property, or for loss, conversion, or abandonment of such
automobiles.
c. Amount paid as additional charges for waiver of Lessee's
rights to recover monies from customers for damage to rented
vehicles.
d . Any sums received by Lessee as Personal Accident Insurance
on operator and passengers of Lessee's customers.
e . Any sums received by Lessee as "gasoline fill" charges of
Lessee's customers or related fuel costs.
AD.TUSTMENT OF MINIM[ AIINLAL GUARANRBE- If, during any contract year
the total passenger deplanements as reported by the scheduled airlines
serving the Airport are less than 75% of the total passenger deplanements
for the year preceding the initiation of this 5 year contract period, the
minimum guaranteed payment for that year shall be adjusted to reflect a
reduction in the same ratio as the percentage of reduction in total
passenger deplanements.
ANNUAL WORTS AND AUDITS
For the purpose of determining the accuracy of reported gross
receipts, Lessor may audit revenue portion of Lessee's books for the two
preceding calendar years (pertaining to car rental business only):
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provided however, the audit shall under no circumstances pertain to
Lessee's books for any period predating the effective date of the Lease
Agreement. The cost of the audit shall be borne by the Lessor unless the
audit reflects a discrepancy of more than five percent (5%) in the
reported annual gross receipts. In such event Lessee shall be
responsible for the total cost of the audit and the payment to Lessor of
any unpaid lease payments in accordance with the Lease and all late
penalty amounts will be applied. In addition, in the event that any such
formal audit establishes a deviation from the reported revenues received
by the Lessee in an amount greater than five percent (5%) more than
reported by Lessee, the Lessor, at its option, may terminate this Lease.
If an overpayment is discovered during any audit, such overpaid amount
shall be promptly returned to the Lessee. There will be no adjustment
in the rates above stated for the term of this contract, unless the
existing space being utilized is increased with the addition of more
paved space parking, in -terminal counter area or additional use of
overflow parking area. If any increases take place, a formal
modification of this agreement will be required.
5. Utilities. 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 To Provide Services As Follows:
(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 at other airports of similar size, and in the same
general area.
(b) To maintain, at his own expense, all automobiles or
equipment in good operative order, free from mechanical
defects, and in a clean, and neat condition inside and outside.
(c) To maintain the facilities herein rented, and keep the
same open for such periods during each day, and for such days,
during each week as maybe 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 the 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.
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(d) To 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 Lessor's
federally mandated Disadvantage Business Enterprise program and
all reporting requirements required therein. When requested,
all information, including annual gross revenues, shall ire
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) That Lessee shall not permit its agents, servants, be
employees to conduct business in said Airport in a loud, noisy,
boisterous, offensive or objectionable manner, nor permit acid
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 not be
permitted to stand or sit in the lobby area during arrival or
departure of flights.
(f) That 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 and modification to this
Lease. 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.
(h) That at no time shall cleaning chemicals in use or stock
supplies be stored in the terminal or within the reach of
passengers or their children. In addition, no car seats are to
be stored inside the terminal at any time.
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 Fayetteville's 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
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any one person in any one accident, the minimum sun of
$1,000,000 for personal injury or death of two or more persons
in any one accident, and the minimum sum of $1,000,000 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 for personal injury to, or death of, any one person in
any one accident, and liability limits for personal injury or
death of two or more persons in any one accident, and for
damage to property in any one accident at minimum coverage as
set forth by LIABILITY LIMITS AS REQUIRED BY THE STATE OF
ARKANSAS. 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. payment Default. 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 as 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. Facility Damage Beyond Beneficial Occupancy. 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 Lessees 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. Signage. Lessee agrees that it will not erect or maintain, nor
permit to be erected or maintained, at its place of business, inside or
outside of the Airport Terminal, any signs without obtaining the advance
consent and approval of the Airport Manager.
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11. Modifications. 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. Term. The term of this agreement shall be retroactive, and
shall commence on the 1st day of November, 1993 and terminate on the
31st day of October. 1998, unless sooner terminated for breach of the
provisions hereof; provided, should any of the four existing car rental
agencies at the Airport cease operation this lease shall terminate
immediately and a new lease shall be negotiated.
13.
shall not
authority
conferred
14.
Non -Assignable This agreement is personal to Lessee and
be assigned in whole or in part, nor shall Lessee have any
to sublet or subcontract any of the rights or duties herein
without prior written consent of the Lessor.
Standard Assurances:
a) Under no circumstances is this lease an exclusive right to
provide this service. The Lessor is prohibited by Federal
Regulation/Grant Assurances V, Article 22, from granting
exclusive privileges to provide services or conduct business.
b) Lessee shall furnish services on a fair, equal and not
unjustly discriminatory basis to all users of the service, and
shall charge fair, reasonable, and not unjustly discriminatory
prices for each unit or service provided.
c) Lessee shall not discriminate against any employee or
applicant for employment to be employed in the performance of
this agreement with respect to hire, tenure, terms, conditions,
or privileges, or employment, or any matter directly or
indirectly related to employment because of age, sex, or
physical handicaps (except where based on a bona fide
occupational qualification), or because of race, color, sex,
religion, national origin or ancestry.
d) Lessee for itself, its representatives, successors in
interest, and assigns, as a part of the consideration hereof,
does hereby covenant and agree as a covenant running with the
land that (1) no person on the grounds of race, color, sex,
religion, handicap or national origin shall be excluded from
participation in, denied the benefits of, or be otherwise
subject to discrimination in the use of said facilities, (2)
that Lessee shall use the demised premises in compliance with
all other 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 VII of the Civil Rights Act of 1964, and
as said Regulations may be amended.
e) That in the event of
nondiscrimination covenants,
terminate this agreement and
leasehold and hold the same as
issued.
breach of any of the above
Lessor shall have the right to
to re-enter and repossess said
if this agreement had never been
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f) The Lessee acknowledges that the provisions of 14 CFR Part
152, Affirmative Action Employment Programs, are applicable to
the activities of the Lessee under the terms of this contract,
unless exempted by said regulations, and hereby agrees to
comply with all requirements of the Department, the Federal
Aviation Administration, and the U. S. Department of
Transportation. Their requirements may include, but are not
limited to, compliance with the Disadvantaged Business
Enterprise program or Affirmative Action participation goals.
IN WITNESS WHEREOF, the parties hereto executed this agreement this
day of Pah , 19 `13 .
ATTEST
By: c/
City Cle
ATTES1'
By:, !c•4 <
•
Title:
CITY OF FAYETTEVILLE, ARKANSAS
Lessor 7
Mayor
By•
Less�l�
By:
Title: '-
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nye. SIHIHX3
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This agreement, made and entered into by and between the City of
Fayetteville, Arkansas, Ahereinafter referred to as "Lessor",
[944c!'/4F4t- a4P. , hereinafter referred to as "Lessee":
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 a 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 shall be usedy for the purpose of
arranging for automobile rental service, no other services shall be
offered without prior approval of Lessor.
3. Scope of Permitted Activity. 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 conditions more favorable in
any respect than those herein granted Lessee.
4. Compensation to Lessor: 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 sun of $45,000 annually
(paid in monthly increments of $3,750), plus paved space parking at a
rate of $10.07 per space monthly for the preceding month, plus overflow
parking area at a rate of $43.11 for the preceding month;
5% of monthly gross receipts, plus monthly base terminal rent of
$1,135.00, plus paved space parking at a rate of $10.07 per space
monthly, plus overflow parking at a rate of $43.11 monthly;
WHICHEVER OF THE TWO IS GR_1a►_rnc R_Eyniws TO THE LRSSORs
To verify gross receipts, the Lessee shall furnish with the monthly
rental a copy of a report which accounts for all contracts in numerical
sequence and states the number of rentals and dollar amounts of business
conducted for that month. A complete Car Rental Computation Sheet
(Exhibit "B") will be completed and remitted with the report and the
payment. If the report contains the same information, only the bottom
monthly totals portion of the Car Rental Computation Sheet needs to be
completed and attached to the report.
All fees and charges imposed hereby shall be payable within fifteen
(15) days from the end of the preceding month. In the event of late
payment, a 10% penalty will be applied, and shall be due and payable
immediately.
GROSS RECEIPTS -The term "gross receipts" as used herein is defined
as time and milage after discounts, which includes the aggregate amount
of all sales made for cash, credit, or otherwise, by Lessee from the
operation of its car, van or light passenger truck rental concession
anywhere on the premises of the Airport and shall include all charges for
the month in which the service is rendered, regardless of when payment
therefore is received by Lessee. Such receipts shall include total
rentals for cars, vans, or light passenger trucks rented out at said
Airport without regard to the manner in which or place at which Lessee
has received the order for the vehicles and regardless of the station to
which they are returned, however, GROSS RECEIPTS on "foreign vehicles"
shall only include that portion of time and mileage charges which are
actually
credited
to Lessee's Fayetteville
Municipal
Airport operation
for the
rental of
"foreign vehicles" at and
from said
Airport.
The reimbursement to Lessee's customers for on -the -road
expenses is considered to be part of Lessee's operating expense and,
therefore, the City's 5% of gross receipts shall not be reduced by
Lessee's refunds to its customers.
All sums collected and retained by Lessee which are time and milaoe
after discount shall be included in its gross receipts. It is understood
and agreed between the parties hereto that so-called "walk-in" business,
that is, all business which originates on the Airport or at the Airport
counter, shall be included in the concept of gross receipts as having its
origin at the Airport. This shall also include vehicles delivered to
customers by Lessee. The following, however, shall not be considered as
a part of gross receipts in the Lessee's monthly reports to Lessor:
a. Federal, state or municipal excise, sales, and other
similar taxes, separately stated and collected from customers,
as now exist or may be hereafter levied or imposed.
b. Any sums received by Lessee as insurance of any type, or
otherwise, for physical damage to rented vehicles or other
property, or for loss, conversion, or abandonment of such
automobiles.
c. Amount paid as additional charges for waiver of Lessee's
rights to recover monies from customers for damage to rented
vehicles.
d. Any sums received by Lessee as Personal Accident Insurance
on operator and passengers of Lessee's customers.
e. Any sums received by Lessee as "gasoline fill" charges of
Lessee's customers or related fuel costs.
- If, during any contract year
the total passenger deplanements as reported by the scheduled airlines
serving the Airport are less than 75% of the total passenger deplanements
for the year preceding the initiation of this 5 year contract period, the
minimum guaranteed payment for that year shall be adjusted to reflect a
reduction in the same ratio as the percentage of reduction in total
passenger deplanements.
For the purpose of determining the accuracy of reported gross
receipts.
Lessor may
audit
revenue portion
of Lessee's
books for
the two
preceding
calendar
years
(pertaining to
car rental
business
only);
3
II.
provided however, the audit shall under no circumstances pertain to
Lessee's books for any period predating the effective date of the Lease
Agreement. The cost of the audit shall be borne by the Lessor unless the
audit reflects a discrepancy of more than five percent (5%) in the
reported annual gross receipts. In such event Lessee shall be
responsible for the total cost of the audit and the payment to Lessor of
any unpaid lease payments in accordance with the Lease and all late
penalty amounts will be applied. In addition, in the event that any such
formal audit establishes a deviation from the reported revenues received
by the Lessee in an amount greater than five percent (5%) more than
reported by Lessee, the Lessor, at its option, may terminate this Lease.
If an overpayment is discovered during any audit, such overpaid amount
shall be promptly returned to the Lessee. There will be no adjustment
in the rates above stated for the term of this contract, unless the
existing space being utilized is increased with the addition of more
paved space parking, in -terminal counter area or additional use of
overflow parking area. If any increases take place, a formal
modification of this agreement will be required.
5. Utilities. 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 Tc Provide Services As Follows:
(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 at other airports of similar size, and in the same
general area.
(b) To maintain, at his own expense, all automobiles or
equipment in good operative order, free from mechanical
defects, and in a clean, and neat condition inside and outside.
(c) To 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 or
Agency with which he is affiliated for the purpose of supplying
automobile rental service at the 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.
4
(d) To 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 includes the Lessors
federally mandated Disadvantage Business Enterprise program and
all reporting requirements required therein. When requested,
all information, including annual gross revenues, shall be
provided to Lessor in a timely manner to meet the Federal
Reporting Requirements. Lessee shall park automobiles gay in
those spaces so designated; failure to comply will result in
towing or ticketing.
(e) That Lessee shall not permit its agents, servants, or
employees to conduct business in said Airport in a loud, noisy,
boisterous, offensive or objectionable manner, nor 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.
(f) That 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 and modification to this
Lease. 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.
(h) That at no time shall cleaning chemicals in use or stock
supplies be stored in the terminal or within the reach of
passengers or their children. In addition, no car seats are to
be stored inside the terminal at any time.
T. Hold Harp{less:
(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 Fayetteville's 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
$1,000,000 for personal injury or death of two or more persons
in any one accident, and the minimum sum of $1,000,000 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 for personal injury to, or death of, any one person in
any one accident, and liability limits for personal injury or
death of two or more persons in any one accident, and for
damage to property in any one accident at minimum coverage as
set forth by LIABILITY LIMITS AS REQUIRED BY THE STATE OF
ARKANSAS. 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. Payment Default. 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. Facility Damage Beyond Beneficial Occupancy. 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. Signage. Lessee agrees that it will not erect or maintain, nor
permit to be erected or maintained, at its place of business, inside or
outside of the Airport Terminal, any signs without obtaining the advance
consent and approval of the Airport Manager.
6
11. Modifications. 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. Term. The term of this agreement shall be retroactive, and
shall commence on the Jfl day of November, 1993 and terminate on the
= day of November. 1998, unless sooner terminated for breach of the
provisions hereof; provided, should any of the four existing car rental
agencies at the Airport cease operation this lease shall terminate
immediately and a new lease shall be negotiated.
13. Non-Assianable. 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 having been.
a) Under no circumstances is this lease an exclusive right to
provide this service. The Lessor is prohibited by Federal
Regulation/Grant Assurances V article 22 from granting
exclusive privileges to provide services or conduct business.
b) Lessee shall furnish services on a fair, equal and not
unjustly discriminatory basis to all users of the service, and
shall charge fair, reasonable, and not unjustly discriminatory
prices for each unit or service provided.
c) Lessee shall not discriminate against any employee or
applicant for employment to be employed in the performance of
this agreement with respect to hire, tenure, terms, conditions,
or privileges, or employment, or any matter directly or
indirectly related to employment because of age, sex, or
physical handicaps (except where based on a bona fide
occupational qualification), or because of race, color, sex,
religion, national origin or ancestry.
d) Lessee for itself, its representatives, successors in
interest, and assigns, as a part of the consideration hereof,
does hereby covenant and agree as a covenant running with the
land that (1) no person on the grounds of race, color, sex,
religion, handicap or national origin shall be excluded from
participation in, denied the benefits of, or be otherwise
subject to discrimination in the use of said facilities, (2)
that Lessee shall use the demised premises in compliance with
all other 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 VII of the Civil Rights Act of 1964, and
as said Regulations may be amended.
e) That in the event of breach of any of the above
nondiscrimination covenants, Lessor shall have the right to
terminate this agreement and to re-enter and repossess said
leasehold and hold the same as if this agreement had never been
issued.
7
f) the Lessee acknowledges that the provisions of 14 CFR Part
152, Affirmative Action Employment Programs, are applicable to
the activities of the Lessee under the terms of this contract,
unless exempted by said regulations, and hereby agrees to
comply with all requirements of the Department, the Federal
Aviation Administration, and the U. S. Department of
Transportation. Their requirements may include, but are not
limited to, compliance with the Disadvantaged Business
Enterprise program or Affirmative Action participation goals.
IN WITNESS WHEREOF, the parties hereto executed this agreement this
r% fr day of , 143.
CITY OF F ETTEVILLE, ARKANSAS
Lessor // !
By:
Mayor
Lessee
By:
Title:
ATTEST
By: M .
Title:
76
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EXHIBIT "A"
It
1 • • • 1 I I. • I
•jY.:4: 1 !::• .
PAGE I
TOTALS:
flOIPTHLY
TOTALS: T i K - OWN VERICLES $
NET ON POREIG11 VWICL.Es $
Plus paved space, overflow and copies S
$
or Winisua Guarantee $
Plus paved space, overflow and copies $
l $
!r BSQ213i Flat GRB7►TSR P 'ijilT
•
This agreement, made and entered into by and between the City of
Fayetteville, Arkansas, hereinafter referred to as "Lessor", and
1I.k hAt4U , hereinafter referred to as "Lessee":
sanmaj
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.
NOid, 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 a 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 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. Scope of Permitted Activity. 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 conditions more favorable in
any respect than those herein granted Lessee.
1
LEG -14-.a; TUE 10:12
P.02
4. Compensation to Lessors 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 sutra of $45,000 annually
(paid in monthly increments of $3,750), plus paved space parking at a
rate of $10.07 per space monthly for the preceding month, plus overflow
parking area at a rate of $43.11 for the preceding months
54 of monthly gross receipts, plus monthly base terminal rent of
$1,135.00, plus paved space parking at a rate of $10.07 per space
monthly, plus overflow parking at a rate of $43.11 monthly;
WRICHSVEB oP TW TWO.15 GPflTgR RkcvxHTJt TO rix Lssnl?.
To verify gross receipts, the Lessee shall furnish with the monthly
rental a copy of a report which accounts for all contracts in numerical
sequence and states the number of rentals and dollar amounts of business
conducted for that month. A complete Car Rental Computation Sheet
(Exhibit "B") will be completed and remitted with the report and the
payment. if the report contains the same information, only the bottom
monthly totals portion of the Car Rental Computation Sheet needs to be
completed and attached to the report.
All fees and charges imposed hereby shall be payable within fifteen
(15) days from the end of the preceding month. In the event of late
payment, a 10% penalty will be applied, and shall be due and payable
immediately.
CROSS RRC<RLS-The term "gross receipts" as used herein is defined
at time and milage after discounts, which includes the aggregate amount
of all sales made for cash, credit, or otherwise, by Lessee from the
operation of its car, van or light passenger truck rental concession
anywhere on the premises of the Airport and shall include all charges for
the month in which the service is rendered, regardless of when payment
therefore is received by Lessee. Such receipts shall include total
rentals for cars, vans, or light passenger trucks rented out at said
Airport without regard to the manner in which or place at which Lessee
has received the order for the vehicles and regardless of the station to
which they are returned, however, GROSS RECEIPTS on "foreign vehicles"
shall only include that portion of time and mileage charges which are
2
actually credited to Lessee's Fayetteville Municipal Airport operation
for the rental of "foreign vehicles" at and from said Airport.
The reimbursement to Lessee's customers for on -the -road
expenses is considered to be part of Lessee's operating expense and,
therefore, the City's 5% of gross receipts shall not be reduced by
Lessee's refunds to its customers.
All sums collected and retained by Lessee which are time and milag
after discount shall be included in its gross receipts. It is understood
and agreed between the parties hereto that so-called "walk-in" business,
that is, all business which originates on the Airport or at the Airport
counter, shall be included in the concept of gross receipts as having its
origin at the Airport. This shall also include vehicles delivered to
customers by Lessee. The following, however, shall not be considered as
a part of gross receipts in the Lessee's monthly reports to Lessor:
a. Federal, state or municipal excise, sales, and other
similar taxes, separately stated and collected from customers,
as now exist or may be hereafter levied or imposed.
b. Any sums received by Lessee as insurance of any type, or
otherwise, for physical damage to rented vehicles or other
property, or for loss, conversion, or abandonment of such
automobiles.
a. Amount paid as additional charges for waiver of Lessee's
rights to recover monies from customers for damage to rented
vehicles. '
d. Any sums received by Lessee as Personal Accident Insurance
on operator and passengers of Lessee's customers.
e. Any sums received by Lessee as "gasoline fill" charges of
Lessee's customers or related fuel costs.
If, during any contract year
the total passenger deplanements as reported by the scheduled airlines
serving the Airport are less than 75% of the total passenger deplanements
for the year preceding the initiation of this 5 year contract period, the
minimum guaranteed payment for that year shall be adjusted to reflect a
reduction in the same ratio as the percentage of reduction in total
passenger deplanements.
1 AL RPL AR.. M=
For the purpose of determining the accuracy of reported gross
receipts, Lessor may audit revenue portion of Lessee's books for the two
preceding calendar years (pertaining to car rental business only);
3
a . •
provided however, the audit shall under no circumstances pertain to
Lessee's books for any period predating the effective date of the Lease
Agreement. The cost of the audit shall be borne by the Lessor unless the
audit reflects a discrepancy of more than five percent (5%) in the
reported annual gross receipts. In such event Lessee shall be
responsible for the total cost of the audit and the payment to Lessor of
any unpaid lease payments in accordance with the Lease and all late
penalty amounts will be applied. In addition, in the event that any such
formal audit establishes a deviation from the reported revenues received
by the Lessee in an amount greater than five percent (5%) more than
reported by Lessee, the Lessor, at its option, may terminate this Lease.
If an overpayment is discovered during any audit, such overpaid amount
shall be promptly returned to the Lessee. There will be no adjustment
in the rates above stated for the term of this contract, unless the
existing space being utilized is increased with the addition of more
paved space parking, in -terminal counter area or additional use of
overflow parking area. If any increases take place, a formal
modification of this agreement will be required.
5. Utilities. 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 To Provide Services As Follows:
(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 at other airports of similar size, and in the same
general area.
(b) To maintain, at his own expense, all automobiles or
equipment in good operative order, free from mechanical
defects, and in a clean, and neat condition inside and outside.
(c) To 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 the 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.
E
(d) To 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, including annual gross revenues, shall be provided
to Lessor in a timely manner to meet the Federal Reporting
Requirements. Lessee shall park automobiles Qnjy in those
spaces so designated, failure to comply will result in towing
or ticketing.
(e) That Lessee shall not permit its agents, servants, or
employees to conduct business in said Airport in a loud, noisy,
boisterous, offensive or objectionable manner, nor 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.
(f) That 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 and modification to this
Lease. 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.
(h) That at no time shall cleaning chemicals in use or stock
supplies be stored in the terminal or within the reach of
passengers or their children. In addition, no car seats are to
be stored inside the terminal at any time.
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 Fayetteville's 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
5
any one person in any one accident, the minimum sun of
$1,000,000 for personal injury or death of two or more persons
in any one accident, and the minimum sum of $1,000,000 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 for personal injury to, or death of, any one person in
any one accident, and liability limits for personal injury or
death of two or more persons in any one accident, and for
damage to property in any one accident at minimum coverage as
set forth by LIABILITY LIMITS AS REQUIRED BY THE STATE OF
ARKANSAS. 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. Payment Default. 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. Facility Damaae Beyond Beneficial Occupancy. 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. Signage. Lessee agrees that it will not erect or maintain, nor
permit to be erected or maintained, at its place of business, inside or
outside of the Airport Terminal, any signs without obtaining the advance
consent and approval of the Airport Manager.
.
4" p
11. Modifications. 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. Term. The term of this agreement shall be retroactive, and
shall commence on the i day of November, 1993 and terminate on the
30th day of Nove$p er, 1998, unless sooner terminated for breach of the
provisions hereof; provided, should any of the four 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 having been.
a) Under no circumstances is this lease an exclusive right to
provide this service. The Lessor is prohibited by Federal
Regulation/Grant Assurances V article 22 from granting
exclusive privileges to provide services or conduct business.
b) Lessee shall furnish services on a fair, equal and not
unjustly discriminatory basis to all users of the service, and
shall charge fair, reasonable, and not unjustly discriminatory
prices for each unit or service provided.
c) Lessee shall not discriminate against any employee or
applicant for employment to be employed in the performance of
this agreement with respect to hire, tenure, terms, conditions,
or privileges, or employment, or any matter directly or
indirectly related to employment because of age, sex, or
physical handicaps (except where based on a bona fide
occupational qualification), or because of race, color, sex,
religion, national origin or ancestry.
d) Lessee for itself, its representatives, successors in
interest, and assigns, as a part of the consideration hereof,
does hereby covenant and agree as a covenant running with the
land that (1) no person on the grounds of race, color, sex,
religion, handicap or national origin shall be excluded from
participation in, denied the benefits of, or be otherwise
subject to discrimination in the use of said facilities, (2)
that Lessee shall use the demised premises in compliance with
all other 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 VII of the Civil Rights Act of 1964, and
as said Regulations may be amended.
e) That in the event of breach of any of the above
nondiscrimination covenants, Lessor shall have the right to
terminate this agreement and to re-enter and repossess said
leasehold and hold the same as if this agreement had never been
issued.
7
f) The Lessee acknowledges that the provisions of 14 CFR Part
152, Affirmative Action Employment Programs, are applicable to
the activities of the Lessee under the terms of this contract,
unless exempted by said regulations, and hereby agrees to
comply with all requirements of the Department, the Federal
Aviation Administration, and the U. S. Department of
Transportation. Their requirements may include, but are not
limited to, compliance with the Disadvantaged Business
Enterprise program or Affirmative Action participation goals.
IN WITNESS WHEREOF, the parties hereto executed this agreement this
a?_ day of , 1992.
CITY OF FAYETTEVILLE, ARKANSAS
Lessor 11 ; i/
Mayor
Lessee ffF4Q c44
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EXHIBIT "A"
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PAGE
TOTALS:
MONTHLY
TOTALS:
T & M - OWN VEHICLES $
NET ON FOREIGN VEHICLES $
Plus paved space, overflow and
copies
$
TOTAL.:.
$
or 11inimm Guarantee
$
Plus paved space, overflow and
copies
S
T4TAt.i
$