HomeMy WebLinkAbout19419 ORD - 08/05/1986AN ORDINANCE
D
IVE SEPARATE
LEASEING AGREEMENTSCE FORORENTAL3CARICH CONCESSOIONSEATFTHE AIRPORT,
BY DELETING
ADDING GULFN CAR LEASINGA COMPANY
d/b/a
DOLLAR
d/b/a DOLLAR RENT -A -CAR A
ANDAND
DECLARING AN EMERGENCY.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That Ordinance No. 17113 which authorized five separate
lease agreements for rental car concessions at the airport is hereby amended by
deleting Laguna Leasing Company d/b/a Dollar Rent -a -Car and by adding Gulf Car
Rental d/b/a Dollar Rent -a -Car and that the City Manager is hereby authorized to
execute agreement, a agreementwith
hcopyf of Car
whichalis all attachedmore
heretofully
set and madea forth
ithe
n
hereof, marked Exhibit "A."
SECTION 2. That upon written request of the Mayor or five Council
members, copy attached, to find and declare an emergency due to the need of
executing the abovementioned agreement at the earliest practicable date, such
finding of an emergency is made and declared requiring suspension of the Charter
rule as to consideration and voting upon ordinances or resolutions at three
regular meetings so that this ordinance is passed and shall take effect upon
first reading as an emergency measure this the 5th day of August, 1986.
ATTEST:
1 V' '^"' — �►
City Secretary MAYOR
APPROVED:, 21 DAY OF JULY, 1986
HAL GEORGE, CITY ATTORNEY
By
As to ant City Attor
08P.034.01
THE CI'r OF CORPUS CHRISTI, TEXAS
19419 WC
AGREEMENT
THE STATE OF TEXAS §
COUNTY OF NUECES §
KNOW ALL BY THESE PRESENTS:
This Agreement made and entered into by and between the City of Corpus
Christi, acting herein by and through its City Manager (hereinafter
referred to as "City") and Gulf Car Rental, d/b/a Dollar Rent -a -Car, duly
licensed to do business in Texas (hereinafter referred to as
"Concessionaire");
WITNESSETH:
WHEREAS, the City owns and operates the Corpus Christi
International Airport located in Nueces County, Texas; and
WHEREAS, Concessionaire is the owner of a driverless automobile
business under the Code of Ordinances of City and desires to provide
automobile rental service at'said International Airport:
NOW, THEREFORE, in consideration of the premises, and for and in
consideration of the charges, fees, rentals, covenants and agreements
contained herein, the parties hereto agree as follows:
ARTICLE I
CONCESSION PREMISES AND PRIVILEGES
The "Concession Premises" covered herein shall be the confines of
the Corpus Christi International Airport which is generally located at 7700
Agnes Street, Corpus Christi, Texas. Concessionaire shall provide
passenger automobile rental services for proper accommodation of passengers
arriving at and departing from the Concession Premises and shall be in
accordance with the terms and conditions stipulated herein. The maximum
number of passenger car rental concessions allowed upon the Concession
Premises shall be five (5) for the full term of this Agreement.
ARTICLE II
TERM OF AGREEMENT
The term of this Agreement shall be for the period of eleven and one-
half months(11l) beginning on date of execution. Upon expiration of this term, the
Concessionaire shall be allowed to hold aver for such period as may be
necessary to relet bids. Fees to be paid City during such hold over period
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411
shall be based on the Concession Fee rates as hereinafter set
forth.
ARTICLE III
TERMINATION OF AGREEMENT BY CITY
The City may declare this Agreement terminated in its entirety,
in the manner provided in Article V of this Agreement, upon the happening
of any one or more of the following events and may exercise all rights of
entry and reentry, with or without process of law, upon the premises leased
hereby:
A. Ngnpa ment. If the rentals, fees, charges, or other money
payments which the Concessionaire herein agrees to pay, or any part
,thereof, shall be unpaid after the date that same shall become due.
B. Insolvency Proceedings. If, during the term of this Agreement,
the Concessionaire shall:
1. Apply for, or consent to the appointment of a receiver,
trustee, or liquidator of all or a substantial part of its
assets;
2. File a voluntary petition in bankruptcy, or admit in writing
its inability to pay its debts as they come due;
3. Make a general assignment for the benefit of creditors;_
4. File a petition or an answer seeking a reorganization,
arrangement with creditors, or to take advantage of an
insolvency law; •
5. File an answer admitting the material allegations of a
petition filed in bankruptcy, reorganization or insolvency
proceedings; or if during the term of this Agreement an
order, judgment or decree shall be entered by any court of
competent jurisdiction, on the application of a creditor
adjudicating Concessionaire a bankrupt or insolvent, or
approving a petition seeking a reorganization of
Concessionaire, and such order, judgment or decree shall
continue unstayed and in effect for any period of ninety
(90) consecutive days.
C. Default. If the Concessionaire shall have failed in the
performance of any covenant or condition herein required to be performed by
the Concessionaire.
On the date set forth in the notice of termination, the terms of
this Agreement and all right, title and interest of the Concessionaire
shall expire, except as otherwise provided in Article V. ;Failure by the
City to take any action upon default by the Concessionaire shall not
constitute waiver of the City's right to termination. _
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ARTICLE IV
TERMINATION OF AGREEMENT BY CONCESSIONAIRE
The Concessionaire may declare this Agreement terminated in its
entirety in the manner provided in Article V of this Agreement for the
following causes;
A. Restraining Use of Airport If a court or regulatory agency
of competent jurisdiction issues an injunction or restraining order against
the City preventing or restraining the use of said Airport for airport
purposes in its entirety or substantial entirety.
B. Abandonment of Airport. If the City shall have abandoned
said Airport for a period of at least thirty (30) days and shall have
failed to operate and maintain said Airport in such manner as to permit
landings and takeoffs of planes by scheduled air carriers.
C. Destruction or Limitation at Air ort. In the event of
destruction of all or a material portion of said Airport or its facilities,
or in the event that any'agency or instrumentality of the United States
Government or any state or local government shall occupy said Airport or a
substantial part thereof, or in the event of military mobilization or
public emergency wherein a curtailment exists (either by executive decree
or legislative action) of normal civilian traffic at said Airport or of the
use of motor vehicles or airplanes by the general public, or in the event
of a limitation of the supply of automobiles or of automobile fuel,
supplies, or parts for general public use, or in the event of strikes,
boycotts, labor disputes, embargoes, shortages of materials; provided,
however, that any of the said events shall have resulted in material
interference with Concessionaire's normal business operations or
substantial diminution of Concessionaire's Gross Revenues from the
Concession Premises for a period in excess of sixty (60) days.
D. Default. If the City shall have failed in the performance
of any covenant or condition within the control of the City and herein
required to be performed by the City.
ARTICLE V
PROCEDURE FOR TERMINATION DR REPOSSESSION
No termination declared by either party shall be effective unless
and until not less than forty-five (45) days have elapsed after written
notice has been sent by the moving party specifying the date upon which
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such termination shall take effect and the cause for which this Agreement
is being terminated. No such termination against the City shall be
effective if such cause of default as determined by the City cannot be
cured within such forty-five (45) days and if the City corrects same as
promptly as is reasonably practicable.
ARTICLE VI
TERMINAL SPACE AND READY AND RETURN PARKING AREA
The City leases to the Concessionaire, and the Concessionaire
leases from the City, the space allocated Concessionaire in the Corpus
Christi International Airport Terminal Building, identified by "Exhibit A"
attached hereto, (hereinafter called the "Leased Premises"). The parties
covenant and agree that the City, after giving sixty (60) days' notice in
writing, may relocate at its expense the Leased Premises and
Concessionaire's equipment to other space as comparable as possible at the
Corpus Christi International Airport.
The City leasest to the Concessionaire, and the Concessionaire
leases from the City, a proportionate share of the total ready rent-a-car
parking spaces, as shown on "Exhibit B" attached hereto, initially
allocated on the basis of the minimum annual Concession Fee guarantee as
bid by Concessionaire for the first year. The proportionate share of all
ready rent-a-car parking spaces leased herein shall be adjusted every
twelve (12) months during the term hereof, if requested by at least one of
the passenger automobile rental concessionaires conducting business
pursuant to concession agreements with the City. Said parking spaces shall
be allocated in direct proportion to the volume of each concessionaire's
gross payment to the City during the preceding twelve (12) month period as
compared to the aggregate gross payments to the City of all passenger
automobile rental concessionaires conducting business pursuant to
concession agreements with the City.
The City leases to Concessionaire, and the Concessionaire leases
from the City, one parking space in the ready rent-a-car parking lot
area under the canopy illustrated in "Exhibit B." The City shall have the
right to relocate said parking areas assigned to the Concessionaire in
accordance with the reasonable needs of the City for changes in use of the
Concession Premises as may be made during the term of this Agreement.
Bonafide employees of Concessionaire will be permitted to park at said
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Airport free of charge unless additional employee parking has to be
constructed in which event employees may be required to pay to City a
monthly rate of up to $3.50.
ARTICLE VII
ACCESS
Subject to Article XIII of this Agreement, the Concessionaire has
the right of free access, ingress to and egress from the Leased Premises
and parking areas for the Concessionaire's employees, agents, guests,
patrons and invitees.
ARTICLE VIII
DEFINITION OF GROSS REVENUES
"Gross Revenues" as used herein shall be defined as all receipts
cash or credit from all sources applicable to operation of Concessionaire's
rental services originating on the Concession Premises save and except the
following items:
1. Sums recovered ' from insurance or otherwise for damage to
automobiles or other property.
2. Any tax levied by any competent governmental authority and
separately stated and collected from Concessionaire's customers. No
deductions from "Gross Revenues" shall be allowed from taxes levied an
concession activities, equipment, or real or personal property of
Concessionaire,
3. Any amounts paid by customers of Concessionaire as additional
charges for waiver by Concessionaire of its rights to recover from customer
for damages to the vehicle rented.
4. Any charges collected from customers for refueling an automobile
rented pursuant to a rental agreement under which the customer is obligated
to return the automobile with the same amount of fuel furnished upon
rental.
5. Sums recovered for intercity fees or drop charges.
6. Proceeds from sale of automobiles.
7. Any local or national discounts to customers.
ARTICLE IX
FEES, RENTS REPORTS, AND RELATED PROVISIONS
A. Concession Fees. Concessionaire agrees to pay to the City a
minimum annual guaranteed Concession Fee for the rights and privileges
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herein granted by the City. Concessionaire covenants to pay a
minimum guaranteed Concession Fee of $5083.33 for each month of
the term hereof.
Concessionaire shall pay to the City the minimum annual guaranteed
Concession Fee or a Concession Fee in the amount of ten percent (10%) of
the Concessionaire's annual Gross Revenues as herein defined, whichever is
greater.
8. Revenue Payments and Activity Reports. The Concessionaire shall
file with the City on or before the 20th day of each month a monthly report
of Gross Revenues, the report being designed and supplied by the City.
Concessionaire shall, at the time of filing its monthly report of Gross
Revenues, pay the City its Concession Fee amounting to the greater of (1)
ten percent (10%) of Gross Revenues, or (2) one twelfth (1/12) of the
minimum annual guaranteed Concession Fee as bid. This statement of Gross
Revenues shall be certified by a responsible officer of the Concessionaire.
Any overpayment that might occur shall be adjusted on an annual basis and
credit given in the amount of the overpayment in the next pay period. Upon
expiration of this Agreement or after any hold over period, cash payment
shall be made on any credits then due. The City shall have the authority
to audit Concessionaire's records of Gross Revenues upon demand.
Concessionaire shall submit monthly report of Gross Revenues and
the number of cars delivered to and returned by the Concessionaire's
customers at the Concession Premises. Such report shall show a daily
breakdown by date and day of the week. City shall use the report to
determine traffic flow for planning and other management purposes.
Within sixty (60) days after the close of each contract year
hereunder, Concessionaire shall furnish to City a -sworn 'statement showing
the total of Gross Revenues at the Concession Premises for the contract
year.
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The Concessionaire shall have the right to conduct
operations on a credit basis; provided, however,
shall be part of its
borne solely the risk of such operation
income, both and the Concessionaire shall
cash and credit, in its monthly
Revenues. Credit given to
statements of Gross
out-of-pocket Concessionaire's customers
pocket purchase for gas, oil,for such
regardless of things as
where or emergency services, and deposits,
C. Other pa in computing Gross Revenues.
1. visions.
Terminal S ace Rental Pa Tents .
to pay the City monthl The Concessionaire
month for y in of twelve dollars
advance on or before the tenth agrees
which the rent is due, the sumarsth) day of the
square foot, per annum for
Accordinto floor space (l Buil) per
in said Airport Terminal Building,
the initial description of the Leased Premises
in Article
hereof, Concessionaire is leasing 347 said Airport Terminal Building, square feet
of floor space in
2. Read and Return Car Parkin S ace Rent.
to pay the City, monthly The Concessionaire
(10th) day of the month for which y in advance on or before the tenth
each parking space taken by the rent is due, eight dollars ($8,00
Agreement, Concessionaire ) for
and the number of suchunder Article VI of this
hereof spaces rented may
in accordance with the va rY during
provisionsn9 the term
3..Prom of said Article.
t Pa mens of Taxes and Fees. Concessionaire
and agrees e
Pay promptly all lawful covenants
excises, license fees, and permit fees genera xes, special sments,
1 to
asses
its operation at the Concession Premises of whatever
nature, applrreble to
licenses, municipal, and to obtain and ken
pal, state or Federal, keep curroft all
its
business at and required for
o
upon Pre
said Concession the conduct is
agrees not to permit any Premises, and further covenants and
charges to of said taxes, assessments,
become delinquent. excises,
fees or
4. Un aid Fees. All unpaid fees due
the C
service charge of one and one-half
City shall bear a
n
not paid and received by the City bercent (1-1/p$1 per month if same are
y the
payments are due, and the Concessionaire 30th day of the month a such
iscbarge all costs and agrees that
expenses, includin vt ornll pay and
incurred or expended by the Cit g reasonable
y In collectiof s
on attorneys' fees,
due. such
.delinquent amounts
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5. Fee and Rent Payment Bond. The Concessionaire agrees to
furnish upon the commencement date of the term of this Agreement a letter
of credit or a performance bond in the principal amount of one-fourth
(1/4) annual minimum guaranteed Concession Fee, rounded to the
nearest one thousand dollars (51,000.00). This letter of credit or bond
shall guarantee the payment of the Concession Fee, rent, and
Concessionaire's other obligations to pay as provided herein. The letter
of credit or bond shall be in a form agreeable to the City and shall be
kept in full force and effect during the term hereof.
6. Retention of Records. Concessionaire agrees that it will
keep available for the benefit of the City, fora period of two (2) years
after each year of the term hereof, the books and records of accounts of
Concessionaire for each year, showing the Gross Revenues of Concessionaire
from business conducted at the Concession Premises, the deductions
therefrom, and other pertinent information required by the provisions of
this Agreement. The books and records of account shall be accessible
during usual business hours to City, or its duly authorized agents or
auditors, for the purpose of verifying the information set forth in any
certified annual statement or for the purpose of verifying compliance by
Concessionaire with the terms of this Agreement, but for no other purposes.
7. Notice, Place and Manner of Payments. Payments shall be
made at the Notice Address herein set forth, or at such other place in the
City as the City may hereafter notify the Concessionaire, and shall be made
in legal tender of the United States.
8. Independent Certified Public Accountant. Wherever an
independent Certified Public Accountant is required, it is agreed that said
accountant shall not be in any way a member of the Concessionaire's staff
or firm.
D. Temporary Reduction of Minimum Annual Guaranteed Commission Fees.
In the event that one of the following conditions exists during the term of
this Agreement, the minimum annual guaranteed Concession Fee provided for
may be reduced for the period of time the condition continues to exist:
1. The operation of Concessionaire's car rental business at the
Concession Premises is affected by shortages or other
disruptions, including but not limited to rationing or other
methods of allocation, in supply of automobile gasoline or
other goods necessary for the operations.of•said business
resulting in the diminution of Concessionaire's Gross
Revenues hereunder in an amount of thirty percent (30%) for
a period of thirty (30) or more consecutive days.
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2. If for any reason the number of passengers deplaning from
scheduled airline flights or regular computer flights at
said Airport during any period of thirty (30) or more
consecutive days shall be less than seventy percent (70%) of
the number of such deplaning passengers in the same month
during the preceding calendar year.
Before any such reduction shall be authorized Concessionaire shall submit
proof and substantiation of such diminution and the causes thereof to the
City so it may properly determine whether such reduction is necessary and
not attributable to conditions within the control of Concessionaire's
managers, agents, and employees.
ARTICLE X
CONCESSIONAIRE'S OPERATIONS, RIGHTS, AND RESPONSIBILITIES
A. The operational rights granted herein shall be used by the
Concessionaire for the purpose of providing all customary and usual
services incidental to the rental of passenger automobiles at the
Concession Premises, and for the purpose of arranging for such services for
the public using said Airport at such other destinations where automobile
rental service is furnished by the Concessionaire.
B. Subject to the provisions of this Agreement, the City
covenants that Concessionaire, upon payment of the Concession Fee, rentals
and otherwise performing its covenants and other obligations hereunder,
shall have quiet and peaceable possession of the Leased Premises.
C. The Concessionaire covenants and agrees that it will perform
the herein permitted services in a professional manner by adhering to high
standards of operation including, but not necessarily limited to, the
following:
1. The Concessionaire shall be open for and shall conduct
business and furnish services seven (7) days a week for all
regularly scheduled airline flights at the Concession
Premises.
2. The Concessionaire shall select and appoint a manager of the
Concessionaire's operation at the Concession Premises who
shall be a qualified and experienced manager or supervisor
vested with full power and authority, in respect to the
conduct of the operations at the Concession Premises. The
manager or supervisor shall be assigned to a duty station or
office at the Concession Premises where he or she shall
ordinarily be available during regular business hours.
D. The Concessionaire in exercising any of the rights or privileges
herein granted, shall not on the grounds of race, sex, creed or national
origin discriminate or permit discrimination against any person or group of
persons in any manner prohibited by Part 21 of 'the Regulations of
9
the Secretary of Transportation. The City is hereby granted the right to
take such action, anything to the contrary herein notwithstanding, as the
United States may direct to enforce this nondiscrimination covenant.
E. Concessionaire shall furnish high quality and prompt and
efficient services hereunder, adequate to meet all reasonable demands
therefor at said Airport. The Concessionaire may be allowed to make
reasonable and nondiscriminatory discounts, rebates or other similar type
of price reductions if permitted by law or by other provisions of this
Agreement.
F. The Concessionaire shall provide and maintain the rental
automobiles made available hereunder at the Concessionaire's sole expense,
in good operative order, free form known mechanical defects, and in a
clean, neat and attractive condition inside and outside. None of the
foregoing is intended by the City as a warranty but rather as a general
standard of operations for Concessionaire.
G. The Concessionaire shall make available at the Concession
Premises only new and late model automobiles in such number as is required
by the reasonable demand for same.
H. The Concessionaire covenants that it shall take all
reasonable measures in every proper manner to maintain, develop and
increase the business conducted by it hereunder, and the Concessionaire
shall not divert or cause or allow any business to be diverted from the
Concession Premises by referral or any other method. Any action taken by
the Concessionaire to induce its patrons to rent or receive vehicles in
such a manner and at such places so as to diminish the Gross Revenues of
the Concessionaire under this Agreement shall constitute a material breach
hereof and a cause for the termination of this Agreement by the City.
I. The Concessionaire's personnel performing services hereunder
shall be distinctively uniformed, neat, clean and courteous. The
Concessionaire's oral solicitation of business at the Concession Premises
shall be confined to such locations on the Concession Premises as the
Concessionaire and the City shall mutually agree as being sufficient to
properly serve the needs of the Concessionaire. The Concessionaire shall
prohibit and restrain its agents, servants and employees from loud, noisy,
boisterous or otherwise objectionable promotion of the services offered,
and upon objection from the City concerning the conduct or appearance of
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any such persons, shall immediately take all steps reasonably necessary to
remove the cause of the objection.
J. The Concessionaire shall at all times during the term hereof
keep at the Concession Premises true, accurate, complete and auditable
records. Reports to the City shall be in a form satisfactory to the City
and shall include all business conducted at the Concession Premises, and
the Concessionaire further agrees that the City shall have the right,
through its duly authorized agents or representatives, to examine all
pertinent books and records at any and all reasonable times for the purpose
of determining the accuracy thereof and of the reports required to be made
by the Concessionaire under the provisions of this Agreement. The making
of any willfully false report of Gross Revenues by the Concessionaire shall
be grounds for the immediate cancellation and termination of this Agreement
at the option of the City.
K. Noncompliance with any portion of Article X of this
Agreement may constitute 'a material breach thereof, and in the event of
noncompliance or continued and substantial noncompliance, the City shall
have the right to terminate this Agreement without liability therefor.
ARTICLE XI
IMPROVEMENTS TO AND USE OF THE LEASED PREMISES
Concessionaire shall plan, design, construct and furnish any
improvements to be made to the Concessionaire's Leased Premises within the
Corpus Christi International Airport Terminal Building. The Concessionaire
shall cause any construction and installations hereunder to be coordinated
with the City. All proposed future changes of the improvements during the
term of this Agreement shall be approved in the same manner. Title to the
Leased Premises shall at all times remain with the City. Upon the
termination of this Agreement, title to the Concessionaire's leasehold
improvements, except any overhead signs or counter, shall vest in the City.
ARTICLE XII
OCCUPANCY OF LEASED PREMISES
The taking of possession of the Leased Premises by the
Concessionaire shall constitute acknowledgment by the Concessionaire that
the premises are in good condition and suitable for occupancy.
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•
A. The Concessionaire accepts all premises "as is" and agrees to
perform all needed maintenance at its sole cost, except that the City shall
perform all repairs to the structure of said Terminal Building.
B. It is understood and agreed that the Concessionaire is to make no
material removals, additions or alterations to the Leased Premises without
the prior written approval of the City and that the Concessionaire shall
provide all counters, signs, gates or doors necessary for the use of the
Leased Premises in said Terminal Building for the conduct of its business.
C. All construction and improvements including plans, proposal,
materials, colors of materials, and designs shall be submitted to the City,
and the Concessionaire shall not commence the construction of any
improvements on the Leased Premises without the prior written approval of
the City.
D. The Concessionaire shall maintain in good repair and in neat and
clean condition all improvements, construction or furniture. furnishings or
equipment placed on the ,Leased Premises. The Concessionaire shall be
responsible for the care of the Leased Premises and shall permit no damage
to existing improvements. No spikes, hooks, nails, or any other devices
shall be driven or screwed into the walls or other surfaces of the Leased
Premises.
E. The Concessionaire agrees to maintain the Leased Premises in a
neat and orderly condition, free from all danger of fire and personal
injury and to refrain from activities which may destroy or damage the
Leased Premises. No flammable material shall be stored, nor will the
Leased Premises be used for any purpose which will increase the rate of
insurance thereon. At the end of the term, the Concessionaire agrees to
deliver the Leased Premises to the City in the same conditionas when
rented, normal wear and tear, acts of God and other casualties excepted.
Janitorial service shall be provided by the City.
F. No sign or advertisement of the Concessionaire or others shall be
affixed, kept or distributed on any part of the Leased Premises except only
if such color, size, substance, style and material and method of attachment
shall be first approved by the City. The City reserves the right to
remove, without notice to the Concessionaire, all signs or advertisements
not having prior approval.
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G. The Concessionaire shall not permit any unlawful practice to be
committed at the Concession Premises nor to make or permit any use of the
same for any purpose not herein authorized. The Concessionaire shall not
use or permit the use of said Premises in any way which will disturb other
tenants or concessionaires at said Airport.
H. The Concessionaire shall not interfere or permit to be done
anything which may interfere with the effectiveness or accessibility of the
utility, heating, ventilating or air conditioning systems or portions
thereof on the Leased Premises or elsewhere in said Airport, nor do or
permit to be done anything which may interfere with free access and passage
in the Leased Premises or the public areas adjacent thereto, or in the
street or sidewalks adjoining such premises at said Airport, or hinder
police, fire fighting or other emergency personnel in the discharge of
their duties.
I. The Concessionaire shall not do or permit to be done any act or
thing on the Leased Premises which will invalidate any fire insurance
policies required under this Agreement or carried by the City covering said
Terminal Building and ready areas which, in the opinion of the City, may
constitute a hazardous condition that will increase the risks normally
attendant upon the operations contemplated under this Agreement. The
Concessionaire shall promptly observe, comply with, and execute the
provisions of. any and all present and future rules and regulations,
requirements, orders, and directions of the City which may pertain or apply
to the operations in or on its Leased Premises.
J. The City shall furnish heating and air conditioning to the Leased
Premises in such degrees as it is furnished to other tenants in the same
areas, and the City shall not be liable for any failure to supply same when
such failure is not due to negligence on its part. General area light will
be furnished by the City through the fixtures installed for the general
lighting of the area.
ARTICLE XIII
USE AND MAINTENANCE OF LEASED PREMISES
Compliance With Laws and Regulations. The Concessionaire shall
comply with all statutes, laws, ordinances, orders, judgments, decrees,
regulations, directions and requirements of all federal, state, city, and
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other governmental authorities, now or hereafter applicable to the Leased
Premises or to any adjoining public ways, as to the manner of use or the
condition of the Leased Premises and Concessionaire's improvements thereon
or of adjoining public ways.
B. Repairs and Maintenance. The cost of maintenance and repair of
the Leased Premises shall be borne by the Concessionaire, except that the
City shall maintain and repair the structure and the mechanical systems of
said Terminal Building.
C. Right to Enter, Inspect, and Make Repairs. The City and its
authorized officers, employees, agents, contractors, subcontractors and
other representatives shall have the right (at such times as may be
reasonable under the circumstances and with as little interruption of the
Concessionaire's operations as is reasonably practicable to enter upon and
in the Leased Premises for the following purposes:
1. To inspect such premises to determine whether the Concessionaire
has complied and is complying with the terms and conditions of
this Agreement.
2. To perform maintenance and make repairs in any case where the
Concessionaire is obligated, but has failed to do so after the
City has given the Concessionaire reasonable notice so to do, in
which, event the Concessionaire shall reimburse the City for the
reasonable cost thereof promptly upon demand.
ARTICLE XIV
LIABILITIES, INSURANCE AND INDEMNIFICATION
A. Liability Insurance. The Concessionaire at its expense at all
times during the term hereof shall cause the City and the Concessionaire to
be insured on an occurrence basis, under policies no more restrictive than
the standard form of comprehensive liability policy, against the claims of
any and all persons for personal or bodily injury in a sum of not less than
five hundred thousand dollars ($500,000) for any one person or occurrence
occurring on the Leased Premises or incidental to the operations of the
Concessionaire hereunder, and not less than two hundred thousand dollars
(0200,000) each occurrence for property damage. Such insurance shall
specifically insure the obligations of the Concessionaire to indemnify the
City. Insofar as the insurance provides protection against liability for
damages to third party for personal or bodily injury, death and property
damage, the City shall be included as a named insured; provided, however,
such liability insurance coverage shall also extend to damage, destruction
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l
and injury to City owned or leased property and City personnel and caused
by or resulting from work, acts, operations, or omissions of the
Concessionaire, its officers, agents, and employees. The City shall have
no liability for any premiums charged for such coverage, and the inclusion
of the City as a named insured is not intended to, and shall not, make the
City a partner or joint venturer with the Concessionaire in its operations
at the Concession Premises. -
B. Future Insurance Requirements. The Concessionaire and the City
understand and agree that the minimum limits of the insurance herein
required may become inadequate, and the Concessionaire agrees that it shall
increase such minimum limits upon receipt of notice in writing from the
City. Such notices to change shall, in general, be issued with no more
frequency than every two years of the term of this Agreement, however, the
City may take note of indemnification awards being granted by the courts
and direct an increase in the minimum limits of the insurance requirements
at anytime during the term'of this Agreement.
C. Limitation as to Policies. All policies of insurance required
herein shall name the City as additional insured and be in a form and in a
company or companies approved by the City, and qualified to do insurance
business in the State of Texas. Each such policy shall provide that the
policy may not be materially changed, altered or cancelled by the insured
or insurer during its term without first giving thirty (30) days' notice to
the City.
0. Evidence of Insurance. Certificates, or other evidence of
insurance coverage required of the Concessionaire in this Article, shall be
delivered to the City in form and content satisfactory to the City. At
least thirty (30) days prior to the expiration of any such policy, the
Concessioraire shall submit to the City a certificate showing that such
insurance coverage has been renewed or replaced. If such coverage is
cancelled or reduced, the Concessionaire shall, within fifteen (15) days
after the date of such written notice from the insurer of such cancellation
or reduction of coverage, file with the City a certificate showing that the
required insurance has been reinstated or provided •through another
insurance company or companies.
15
(-
E. Adjustment of Claims. Concessionaire shall provide for the
prompt and efficient handling of all claims for bodily injury, property
damage or theft arising out of the activities of Concessionaire under this
Agreement. Concessionaire agrees that all such claims, whether processed
by Concessionaire or its insurer either directly or by means of an agent,
will be handled by a person or representative of the Concessionaire.
F. Conditions of Insurance Default. If at any time the
Concessionaire shall fail to obtain the insurance as required herein, the
City may effect such insurance by taking out policies with companies
satisfactory to the City. The amount of the premium or premiums paid for
such insurance by the City shall be payable by the Concessionaire to the
City with the installment of rent thereafter next due under the terms of
this Agreement, with interest thereon at the rate of eight percent (86) per
annum.
G. Indemnification. The Concessionaire agrees to indemnify and save
harmless the City, its officers, agents and employees, from and against any
and all loss of or damage to property of third persons, or injuries to, or
death of any person or persons, and from any and all claims, damages,
suits, costs, expense, liability, actions or proceedings of any kind
whatsoever, in any way resulting from, or arising out of the acts and
omissions of officers and employees of the Concessionaire arising out of
this Agreement.or the use and occupancy of the Leased Premises and said
Airport.
ARTICLE XV
TERMINATION OF LEASE, SURRENDER OF LEASED PREMISES
The Concessionaire covenants and agrees that at the expiration of
this Agreement or at any earlier termination thereof, it will quit and
surrender the Leased Premises and the improvements in good state and
condition, reasonable wear and tear, acts of God and other casualties
excepted, and the City shall have the right to take possession of the
Leased Premises and the improvements with or without process of law.
ARTICLE XVI
ASSIGNMENT AND SUBLETTING
The Concessionaire agrees not to sublet the Leased Premises or
any part thereof, or any of the facilities described herein, nor assign
this Agreement or any portion of the term hereof, without the written
16
consent of the City. Such consent shall not be arbitrarily withheld,
provided, however, any successor, sublessee or assign, in interest in this
Agreement must meet all pertinent requirements as outlined herein.
ARTICLE XVII
LIENS AND CLAIMS, MECHANIC'S AND MATERIALMAN'S
The Concessionaire agrees not to permit any mechanic's or
materialman's or any other lien to be foreclosed upon the Leased Premises
or any part or parcel thereof, or the improvements thereon, by reason of
any work or labor performed or materials furnished by any mechanic or
materialman or for any other reason.
ARTICLE XVIII
OTHER PROVISIONS
A. No Personal liability. No director, officer, employee or other
agent of either party shall be personally liable under or in connection
with this Agreement while performing in good faith the duties therein.
B. Agreements With the United States. This Agreement is subject and
subordinate to the provisions of any agreements heretofore made between the
City and the United States, relative to the operation or maintenance of
said Airport, the execution of which has been required as a condition
precedent to the expenditure of Federal funds for the extension, expansion,
or development of said Airport. Any agreement hereinafter made between the
City and the United States will not be inconsistent with rights granted to
Concessionaire herein.
C. Modifications for Granting FAA Funds. In the event that the
Federal Aviation Administration requires, as a condition precedent to
granting of funds for the improvement of said Airport, modifications or
changes to this Agreement, Concessionaire agrees to consent to such
reasonable amendments, modifications, revisions, supplements or deletions
of any of the terms, conditions, or requirements of this Agreement, as may
be reasonably required to enable the City to obtain said Federal Aviation
Administration funds, provided that in no event shall such changes impair
the rights of Concessionaire.
D. Governing Law. This Agreement shall be deemed to have been made
in, and be construed in accordance with the laws of the State of Texas.
17
E. Notice Address. Except as herein otherwise expressly provided,
all notices required to be given to the City hereunder shall be in writing
and shall be sent by certified mail, return receipt requested, to the
Airport Manager, Corpus Christi International Airport, Route 2, Box 902,
Corpus Christi, Texas 78410. A11 notices, demands and requests by the City
to Concessionaire shall be sent by certified mail, return receipt
2820 S.P.I.D., Suite 290
requested, addressed to Concessionaire to: Corpus Christi, Texas 78415 .
Either party may designate in writing from time to time any
changes in addresses or any addresses of substitute or supplementary
persons in connection with said notices. The effective date of service of
any notice shall be the date such notice is received by the other party.
F. Amendments. This Agreement may be amended from time to time by
written agreement duly authorized and executed by representatives of all
the parties hereto.
G. Force Majeure. Neither the City nor Concessionaire shall be
deemed in violation of this Agreement if it is prevented from performing
any of the obligations hereunder by reason of strikes, boycotts, labor
disputes, embargoes,shortages of material, acts of God, acts of the public
enemy, acts of superior governmental authority, weather conditions, riots,
rebellion, sabotage, or any other circumstances for which it is not
responsible or which is not within its control.
H. Invalid Provisions. In the event any covenant, condition or
provision herein contained is held to be invalid by a court of competent
jurisdiction, the invalidity of any such covenant, condition or provision
shall in no way affect any other covenant, condition or provision.
I. Headings. The headings of the Articles of this Agreement are
inserted only as a matter of convenience and for reference and in no way
define, limit or describe the scope or intent of any provisions of this
Agreement and shall not be construed to affect to any manner the terms and
provisions hereof or the interpretation or construction hereof.
J. Withholding Required Approvals. Whenever the approval of the
City or of Concessionaire is required, no such approval shall be
unreasonably requested or withheld. .
K. Successors and Assigns. A11 of the terms, provisions, covenants,
stipulations, conditions and considerations of this Agreement shall extend
18
*6-
to and bind the legal representative, successor, sublessees and assigns of
the respective parties hereto.
is
L. Rights Cumulative. The rights and remedies of the City and the
Concessionaire specified in this Agreement are not intended to be, and
shall not be, exclusive of one another or exclusive of any common law right
of either of the parties hereto.
M. Waivers. No waiver of default by either party of any of the
terms, covenants and conditions hereof to be performed, kept and observed
by the other party shall be construed as, or operate as, a waiver of any
subsequent default of any of the terms, covenants or conditions herein
contained, to be performed, kept and observed by the other party.
N. Gratuities. The City may cancel this Agreement if it is found
that gratuities in the form of entertainment, gifts, or otherwise, were
offered or given by the Concessionaire or any of its agents or
representatives, to any City official or employee with a view toward
securing the rights and 'privileges granted herein or toward securing
favorable treatment with respect to the wording, amending, or making of any
determinations with respect to the performance of the Agreement. In the
event this Agreement is cancelled by the City pursuant to this provision,
the City shall be entitled, in addition to any other rights and remedies,
to recover from the Concessionaire a sum equal in amount to the cost
incurred by Concessionaire in providing such gratuities.
0. Entire Agreement. This Agreement, together with all exhibits
attached hereto, constitutes the entire Agreement between the parties
hereto and all other representatives of statement heretofore made, verbal
or written, are merged herein and this Agreement may be amended only in
writing, and executed by duly authorized representatives of the parties
hereto.
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EXECUTED IN DUPLICATE this the day of
1986,
ATTEST:
CITY OF CORPUS CHRISTI, TEXAS
Armando Chapa, City Secretary Craig McDowell, City Manager
APPROVED AS TO LEGAL FORM:
DAY OF , 1982:
HAL GEORGE, CITY ATTORNEY
8y.
Assistant City Attorney
ATTEST: - CONCESSIONAIRE
By By
Its Its
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..
City of Corpus Christi Ordinance 17172, as amended, requires all persons or firms seeking to do business with the City
to provide the following information. Every question must be answered. If the question is not applicable, answer with
"NA." Corporations whose shares are publicly traded and listed on national or regional stock exchanges or over-the-
counter markets may file a current Securities and Exchange Commission Form 10•K with the City in lieu of answering
the questions below. See reserve side for definitions.
CITY OF CORPUS CHRISTI
DISCLOSURE OF INTERESTS
FIRM NAME.
STREET: - CITY: 71P•
FIRM is: 1. Corporation ( ) 2. Partnership ( ) 3. Sole Owner ( )
4. Association ( ) 5. Other ( )
DISCLOSURE QUESTIONS
If additional space is necessary, please use the reverse side of this page or attach separate sheet.
1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest" constituting 3% or
more of the ownership in the above named "firm."
Name Job Title and City Department (if known)
2. State the names of each "official" of the City of Corpus Christi having an "ownership interest" constituting 3% or
more of the ownership in the above named "firm".
Name Title
3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest' constituting
3% or more of the ownership in the above named "firm."
Name Board, Commission, or Committee
CERTIFICATE
I certify that all information provided is true and correct as of the date of this statement, that I have not knowingly
withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the
City of Corpus Christi, Texas as changes occur.
Certifying Person:
Title.
(Ty,. w Pant)
Signature of Certifying Person: Date.
oa
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CORPUS CHRISTI. TEXAS 78401
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COTTEN/LANDRETII ARCF:
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C/1hYUS CIIIIISII, TEXAS 7w'
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Corpus Christi, Tex
L day of
TO THE MEMBERS OF THE CITY COUNCIL
Corpus Christi, Texas
, 1984
For the reasons set forth in the emergency clause of the foregoing ordinance
or resolution, an emergency exists requiring suspension of the Charter rule
as to consideration and voting upon ordinances or resolutions at three
regular meetings; I/we, therefore, request that you suspend said Charter rule
and pass this ordinance or resolution finally on the date it is introduced,
or at the present meeting of the City Council.
Respectfully, Respectfully,
Council Members
MAYOR
THE CITY
of!!,/
'CORPUS CHRISTI, TEXAS
The above ordinance was passed,.y the following vote:
Luther Jones
Dr. Jack Best
David Berlanga, Sr.
Leo Guerrero
Joe McComb
Frank Mendez
Bill Pruet
Mary Pat Slavik
Linda Strong
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