HomeMy WebLinkAboutC2009-417 - 10/27/2009 - ApprovedON-AIRPORT RENTAL CAR CONCESSION AND
LEASE AGREEMENT-CITY OF CORPUS
CHRISTI AND DTG OPERATIONS, INC. dba
DOLLAR/THRIFTY
STATE OF TEXAS §
§
COUNTY OF NUECES §
THIS CONCESSION AND LEASE AGREEMENT ("Agreement"), and entered into this
1S' day of November, 2009, by and between the CITY OF CORPUS CHRISTI, ahome-rule municipality in
the County of Nueces, State of Texas ("CITY"), and DTG OPERATIONS, INC., an Oklahoma corporation,
doing business as Dollar Rent A Car and as Thrifty Car Rental, a corporation operating under the laws of
the State of Texas ("CONCESSIONAIRE").
RECITALS
WHEREAS, CITY owns and operates the terminal building for the Corpus Christi International Airport
located in Corpus Christi, Texas ("Airport");
WHEREAS, car rental services at the Airport are essential for proper accommodation of passengers
arriving at and departing from the Airport;
WHEREAS, CITY desires to make said services available at the Airport and CONCESSIONAIRE is
qualified, ready, and able to perform or see to the performance of said services, and to furnish or see to the
furnishing of facilities for use in connection therewith.
NOW, THEREFORE, in consideration of the foregoing and of the mutual terms, covenants, and conditions
stated in this Agreement, the parties hereto covenant and agree, for themselves, their successors and
assigns, as follows:
ARTICLE I
RIGHTS
CITY hereby grants to CONCESSIONAIRE and CONCESSIONAIRE hereby accepts the right to conduct
and operate an on-property rental car concession at the Airport and lease real property and improvements
located on Airport property related to such concession ("Concession"). Such rights and the use of the
premises described in this Agreement are granted for the purpose of providing car rental services for the
public furnished by CONCESSIONAIRE or by member of the CONCESSIONAIRE'S system.
CONCESSIONAIRE shall also have the right to offer, in connection with its car rental business, personal
accident insurance to its customers. Any additional services by CONCESSIONAIRE must be approved in
writing by the City's Director of Aviation ("Director"). The Concession awarded in this Agreement confers
upon CONCESSIONAIRE only the right and obligation to conduct the Concession employing only new cars
that are not older than. three (3) years from the date of original manufacture to the time at which they are
made available for rental to the public. For purposes of this Agreement, "cars" shall mean any non-
chauffeured, self-propelled motor vehicle on four wheels for passenger transportation with a maximum
capacity of fifteen (15) passengers (including driver). Self-haul (such as U-HauIT""), freight or cargo trucks,
delivery vans and trailers, and motor homes do not qualify as cars under this Agreement, and rentals of
such vehicles are not permitted at the Airport.
ARTICLE II
NON-EXCLUSIVE CONCESSION
The Concession granted in this Agreement is a nonexclusive concession, and CITY shall have the right to
deal and perfect arrangements with any other firm, individual, or corporation for engaging in like activities;
provided, however, that no such on-airport arrangement may contain terms or conditions more favorable to
anv nthPr r`nnraccinn~irc +han those granted to CONCESSIONAIRE in this Agreement (excluding
2009-417 ber of allocated parking spaces, the location of the concession area, and the
Ord. 028371 ~nance facilities, which are all determined by the minimum annual guarantee
10/27/09 'nt), including any rents, fees, or guarantees provided for in this Agreement.
DTG Operations (Dollar/Thrifty)
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ARTICLE III
PREMISES
For purposes of this Agreement, "Market Share" shall mean the percentage of an individual
Concessionaire's Gross Revenues to the total of all Gross Revenues for all concessionaires operating
under this Agreement, or similar concession agreements, for the term of this Agreement.
a. Allocation of Counter and Office Space. Available check in counter space shall be
allocated initially by the CITY on or about November 1st, 2009, geherally based upon a
Market Share allocation for each successful bidder's individual minimum annual guarantee
("Bid MAG"), as set forth in the individual bid proposals, to the total of all Bid MAG amounts
set forth in the bid proposals for all successful bidders for a rental car concession. Office
Space available for use by CONCESSIONAIRE shall be allocated as depicted in Exhibit
"A.
b. Location of Counter and Office Space. The CITY shall initially allocate the location of
CONCESSIONAIRE'S check-in counter and office space according to the Bid MAG
amounts of the selected rental car concessionaires. The concessionaire with the highest
Bid MAG will choose the preferred location of the counter first; the second highest share
will choose its preferred general location next; and continue in order in the same manner
until all rental car concessionaires have chosen a section of counter and the companion
back office area. If CONCESSIONAIRE, immediately prior to the execution of this
Agreement, was a current On-Airport Rental Car Concessionaire, CONCESSIONAIRE may
elect, upon its turn in order of Bid MAG priority, to retain its existing rental counter location.
Otherwise, the successful Respondents, pursuant to the bid results, will pick their location
of rental car counter space from the then-available locations by the amount of bid, from
highest to lowest. This process will continue until all locations are filled. The foregoing
notwithstanding, consideration may be given by the CITY, in its sole discretion, to
determine the location of CONCESSIONAIRE'S counter and office space to minimize
relocation costs and to balance the utilization of the Counter and Office Space facilities.
c. CONCESSIONAIRE'S counter and office space ("Counter and Office Space") is shown on
Exhibit "A" attached to this Agreement and made a part hereof.
Rental for Counter and Office Space. Unless this Agreement is sooner terminated as
stated in this Agreement, CONCESSIONAIRE shall pay to CITY, without notice or demand,
rent for the use of the Counter and Office Space and for the right and privilege of doing
business at the Airport during the term of this Agreement, free from any and all claims,
deductions, and setoffs against CITY, a terminal rental rate in the amount of 50.00 per
square foot per year ($17,300) ($1,442 per month) on or before the 1st day of each month
beginning on the earlier of (1) November 1st, 2009, or (2) the actual date of beneficial
occupancy by CONCESSIONAIRE, during the term of this Agreement. This Counter and
Office Space rental rate is based on the average terminal rental rate charged to the
passenger airlines serving the Airport, and such terminal rental rate is hereby subject to
change at any time during the term of this Agreement, if and when the terminal rental rate
is renegotiated by the CITY with the passenger airlines. CITY shall provide
CONCESSIONAIRE thirty (30) days written notice to any change to the terminal rental rate
as provided in this Agreement and CONCESSIONAIRE shall be obligated to pay the new
terminal rental rate in the following month's rent payment. All rents for Counter and Office
Space are subject to the general payment provisions set forth in this Agreement. Non-
payment of the new terminal rental rate shall constitute a breach of this Agreement.
e. Allocation of Parking Spaces. An initial Market Share allocation will be made by the CITY
on or about November 1S, 2009. Subject to a minimum allocation of ten (10) Parking
Spaces, the allocation of Parking Spaces shall be based upon each successful bidder's
individual Bid MAG to the total of all Bid MAG amounts for all successful bidders for the
rental car concession. This initial Market Share allocation shall be effective until the next
allocation date (or the end of the term of this Agreement if there is no subsequent
allocation date).
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Location of Parking Spaces. The location of the ready return car spaces ("Parking
Spaces") allocated to CONCESSIONAIRE will be determined by the CITY, in the CITY'S
sole discretion. The CITY will coordinate with the on-Airport Concessionaires as to the
preferred locations for Parking Spaces. The rental car concessionaire with .the highest Bid
MAG will choose the preferred general location of the Parking Spaces first; the second
highest share will choose its preferred general location next; and continue in order in the
same manner until all on-Airport rental car concessionaires have chosen a preferred
location for Parking Spaces. Each rental car concessionaire shall be afforded a certain
number of "front end" Parking Spaces in the Parking Spaces allocation depending on
Market Share and the physical constraints of the ready return parking lot. The foregoing
notwithstanding, consideration may be given by the City, in its sole discretion, to determine
the location of CONCESSIONAIRE'S Parking Spaces to minimize relocation costs and to
balance the utilization of the available Parking Spaces.
Concessionaire's Parking Spaces are shown on Exhibit "B" attached to this Agreement and
made a part hereof.
Reallocation of Parking Spaces. At the end of the first and second Agreement year, the
Parking Spaces assigned to CONCESSIONAIRE may, at the sole discretion of the CITY,
be reallocated in the event that an individual rental car concessionaire has a Market Share
percentage point change that would result in the gain or loss of five (5) or more Parking
Spaces to such rental car concessionaire based on Market Share for the previous
Agreement Year. The City shall endeavor to retain the reallocated Parking Spaces in the
same general area as the previously allocated Parking Spaces, taking into account the
requirement for all rental car concessionaires to retain a certain number of "front end"
Parking Spaces and provided that the CITY has the right to substantially change the
location in the event of a substantial percentage point change in Market Share of a rental
car concessionaire.
Pavement Numbering and Striping Plan. An initial numbering and striping plan,
including the determination of the size and location of each Parking Space and all
numbering sequences shall be developed by the CITY in its sole determination after
consultation with the rental car concessionaires. The numbering and renumbering, and
striping and re-striping, shall be done by the CITY. In the event CONCESSIONAIRE
desires to add a company logo or other identifier on the pavement for
CONCESSIONAIRE'S Parking Spaces, CONCESSIONAIRE shall provide to the CITY the
signage program for such pavement markings, such signage program to be approved in
writing by the CITY. The approval of the signage program presented by
CONCESSIONAIRE shall be at the sole discretion of the CITY.
Rental for Parking Spaces. Unless this Agreement is sooner terminated as set out in this
Agreement, CONCESSIONAIRE shall pay to CITY, without notice or demand, rent for the
use of the Parking Spaces and for the right and privilege of doing business at the Airport
during the term of this Agreement, free from any and all claims, deductions, and setoffs
against CITY a Parking Spaces rental rate in the amount of 20.00 per parking space per
month on or before the 1st day of each month beginning on the earlier of (1) November 1St
2009, or (2) the actual date of beneficial occupancy by CONCESSIONAIRE, during the
term of this Agreement. The Parking Spaces rental rate is based on the average cost of
providing vehicular parking areas for tenants and passengers using the Airport, and such
Parking Spaces rental rate is hereby subject to change at any time during the term of this
Agreement if and when the costs for vehicular parking areas are recalculated by the CITY.
CITY shall provide CONCESSIONAIRE thirty (30) days written notice to any change to the
Parking Spaces rental rate as provided in this Agreement and CONCESSIONAIRE shall be
obligated to pay the Parking Spaces rental rate in the following month's rental payment. All
rents for Parking Spaces are subject to the general payment provisions set forth in this
Agreement. Non-payment of the new Parking Spaces rental rate shall constitute a breach
of this Agreement.
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Location of Service and Maintenance Facilities. The CITY shall initially allocate the
location of CONCESSIONAIRE'S service and maintenance facilities ("Facilities") according
to the Bid MAG amounts of the selected rental car CONCESSIONAIRES. The
CONCESSIONAIRE with the highest Bid MAG will choose the preferred location of the
Facilities first; the second highest Bid MAG will choose its preferred location next; and
continue in order in the same manner until all CONCESSIONAIRES have chosen Facilities.
If CONCESSIONAIRE, immediately prior to the execution of this Agreement, was a current
On-Airport Rental Car Concessionaire, CONCESSIONAIRE may elect, upon its turn in
order of Bid MAG priority, to retain its existing Facilities location. Otherwise, the successful
Respondents, pursuant to the bid results, will pick their location of Facilities from the then-
available locations by the amount of Bid MAG, from highest to lowest. This process will
continue until all locations are filled.
CONCESSIONAIRE'S Facilities are shown on Exhibit "C" attached to this Agreement and
made a part hereof. -
m. Rental for Service and Maintenance Facilities. Unless this Agreement is sooner
terminated as stated in this Agreement, CONCESSIONAIRE shall pay to CITY, without
notice or demand, rent for the use of the Facilities at the Airport during the term of this
Agreement, free from any and all claims, deductions, and setoffs against CITY, a lease rate
in the amount of $00.16 per square foot per year ($3,652.96) ($304.41 per month) on or
before the 1st day of each month beginning on the earlier of (1) November 1st, 2009, or (2)
the actual date of beneficial occupancy by CONCESSIONAIRE, during the term of this
Agreement. This Facilities' rate is hereby subject to change at any time during the term of
this Agreement. CITY shall provide CONCESSIONAIRE thirty (30) days written notice to
any change to the Facilities' rental rate as provided in this Agreement and
CONCESSIONAIRE shall be obligated to pay the new Facilities' rental rate in the following
month's rent payment. All rents for Facilities are subject to the general payment provisions
set forth in this Agreement. Non-payment of the new rental rate shall constitute a breach of
this Agreement.
The City agrees that it will not claim or have a lien of any kind, be it contractual or statutory,
on or against Concessionaire's motor vehicles for non-payment of any rent or fees due
under the Agreement, or for any default of Concessionaire or any other reason, and the
City hereby, under this Agreement, waives all such liens as these solely related to motor
vehicles that are available to the City. The City recognizes that Concessionaire's motor
vehicles may have perfected security and .financing agreements filed against them by
lending institutions.
ARTICLE IV
GUARANTEED PERCENTAGE REVENUES
a. Concession Fee. The CONCESSIONAIRE shall pay to CITY, without notice or demand, a
concession fee ("Concession Fee") which is the greater of a fee based on a percentage of
Gross Revenues or minimum annual guarantee (Percentage Fee or MAG). This fee is for
the privilege of doing concession business at the Airport during the term of this Agreement.
This fee shall be free from any and all claims, deductions, or set offs against CITY.
b. MAG. During the first year of this Agreement, CONCESSIONAIRE agrees to pay to CITY
a MAG of $267,400.00. After the first year of this Agreement, this MAG is subject to
adjustment as provided in Article IV(c) and (f) of this Agreement.
c. Adjusted MAG. For the second and each subsequent Agreement year, the MAG shall be
an amount equal to eighty-five percent (85%) of the Concession Fee (whether by MAG or
percentage fees) paid or payable by CONCESSIONAIRE to the CITY for the previous
Agreement year or the Bid MAG (the MAG established for the first Agreement Year),
whichever is greater but not less than the Minimum Proposal MAG of 170 000. Non-
payment of the Adjusted MAG shall constitute a breach of this Agreement.
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d. Percentage Fee. Percentage Fee shall be the amount equal to ten percent (10%) of
CONCESSIONAIRE'S Gross Revenues.
e. Percentage Fee Due Date. On or before the fifteenth (15th) day of each and every month
during the term of this Agreement, beginning with the second month of the term of this
Agreement and including the month following the termination of this Agreement,
CONCESSIONAIRE shall pay to CITY the Percentage Fee based on the Gross Revenues
of the CONCESSIONAIRE for the preceding month.
f. Annual Adjustments. CONCESSIONAIRE'S Concession Fee shall be subject to
readjustment at the end of each Agreement year during the term of this Agreement.
CONCESSIONAIRE shall pay to CITY the greater amount of the Percentage Fee or MAG.
g. General Payment Provisions. All payments of money required to be made by
CONCESSIONAIRE to CITY in this Agreement shall be made when due in legal tender of
the United States of America at CITY'S office at the Airport, or at such other place as CITY
may designate in writing. Any amount payable which shall not have been paid when due
shall bear interest at the rate of fifteen percent (15%) per annum or $500.00, whichever is
greater, subject to applicable laws, which shall be paid by CONCESSIONAIRE in addition
to such overdue amounts payable.
Accrued Fees. The termination of this Agreement by the lapse of time,
CONCESSIONAIRE'S limited right of termination, or otherwise, shall not relieve
CONCESSIONAIRE of its obligation to pay all fees or charges accrued during the
period in which this Agreement is in effect and are unpaid at the time of
termination.
Pro Rata Payment. If this Agreement commences or terminates without fault of
CONCESSIONAIRE on any day other than the first or last day, respectively, of any
calendar month, the applicable rents, fees, and charges for said month shall be
paid pro rata in the same proportion that the number of days this Agreement is in
effect for that month bears to the number of days in that month.
Failure to Pay. If CONCESSIONAIRE fails to pay any increases in Counter and
Office Space rentals, Parking Spaces rentals, MAG, Adjusted MAG, Percentage
Fee, Annual Adjusted Fee, Concession Fee, rental car parking surcharge, or any
other rate established by CITY in any given Agreement Year, this Agreement shall
terminate and CONCESSIONAIRE shall vacate the premises after sixty (60) days
notice from the CITY. Upon such termination, both parties will be released from all
further obligations in this Agreement and neither party shall have any claim against
the other except for accrued but unpaid rent.
Gross Revenues Statement. By the 20th day of each month, CONCESSIONAIRE shall
provide CITY with a certified statement of CONCESSIONAIRE'S Gross Revenues,
CONCESSIONAIRE'S transaction information, and other information as required by the
CITY, signed by a business partner or officer CONCESSIONAIRE for the preceding month
("Gross Revenues Statement"). If such Gross Revenues Statement is not received on time,
then CONCESSIONAIRE agrees to pay an additional fifteen percent (15%) of the
Concession Fee or $500.00, whichever is greater, subject to applicable laws.
For the purposes of this Agreement, "Gross Revenues" means the total amount charged by
CONCESSIONAIRE, whether by cash, credit, or otherwise, including any separately stated
fees and charges, related to CONCESSIONAIRE'S rental car business as authorized by
this Agreement, any activities related directly to that business, and any other business of
CONCESSIONAIRE in the rental car areas or elsewhere at the Airport, including but not
limited to the terminal, fixed base operators, and Airport property. Gross Revenues applies
to all cars supplied by CONCESSIONAIRE to its customers at the Airport, without regard to
the manner in which, or place at which, the rental car agreement is entered into and
without regard to whether the car is owned, leased, or otherwise held by
CONCESSIONAIRE. All revenue is included in Gross Revenues unless specifically
excluded by this Agreement. Gross Revenues includes, but is not limited to:
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Time and mileage. The time and mileage charges paid or payable to
CONCESSIONAIRE whether by cash, credit or otherwise.
2. Insurance. All monies paid or payable from the sale of personal accident
insurance, or any insurance of a similar nature, as part of an authorized car rental
agreement.
3. Waiver. Fees received by CONCESSIONAIRE to waive deductibility in insurance.
4. Fuel. All monies collected from or charges to customers as reimbursement for
refueling a car returned pursuant to a rental agreement under which the
customer is obligated to return the car with a full tank of gas and all monies
collected from or charged to customers in advance for gas, pursuant to a rental
agreement.
Car exchange. Monies paid to CONCESSIONAIRE for rental car contracts
entered into at the Airport although the car initially rented is exchanged elsewhere
and a new contract is submitted.
6. Other money collected. All other monies collected from customers (including, but
not limited to, monies from additional drivers, underage drivers, rental of portable
telephones, child restraint seats, satellite navigation systems or other technology,
and other items of personal property) except those specifically excluded by this
Agreement.
7. Concession recovery fee. Any amount that CONCESSIONAIRE separately
states and charges to a customer to recover the amount of Concession Fee or any
other fees paid to CITY not specifically by this Agreement.
Unless revenues from CONCESSIONAIRE'S rental car business are expressly and
particularly excluded from Gross Revenues under this Agreement, such revenues shall be
included in Gross Revenues. Revenues that may be derived from sources similar but not
identical to those described in this Agreement shall be included in Gross Revenues unless
expressly excluded by this Agreement. Gross Revenues specifically excludes:
Recovery of damages. Charges to CONCESSIONAIRE'S customers for repairs
to cars damaged by such customers to the extent such charges do not exceed the
actual cost of repair or replacement.
2. Airport Security Fee: The Airport Director, at his sole discretion, shall hire
security personnel to provide security as required by current and future FAA
mandates for the car rental operations and facilities. The CONCESSIONAIRE
shall be allowed to charge $1 per contract day as an Airport Security Fee or an
amount allowed by Director, which shall be remitted to the Airport each month on
or before the 15th day of the month, in accordance with the payment provisions in
Article IV.g. This Airport Security Fee amount is hereby subject to change at any
time during the term of this Agreement.
Taxes. Monies collected from CONCESSIONAIRE'S customers for federal, state,
county,. or municipal taxes specifically identified as such now in effect or in this
Agreement after levied. No deduction from Gross Revenues shall be allowed for
such items including franchise taxes, payroll taxes, or taxes levied on
CONCESSIONAIRE'S activities, facilities, equipment, operations, real or personal
property.
4. Theft. Uncollected charges arising from the theft or conversion of
CONCESSIONAIRE'S cars.
5. Salvage. Monies associated with the purchase, sales, damage, salvage, or
disposal of cars.
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CFC. Monies collected from CONCESSIONAIRE'S customers for Customer
Facility Charges.
k. CONCESSIONAIRE may not reduce Gross Revenues by any of the following:
Volume discounts. Corporate or volume rebates unless CONCESSIONAIRE can
establish for each corporate or volume customer invoice: (a) the amount of the
rebate; (2) that the customer has a contractual right to the rebate; and (3) that the
amount CONCESSIONAIRE claims as an exclusion from Gross Revenues is
attributable to rental car transactions at the Airport by that corporate or volume
customer. Gross Revenues may not be reduced by volume discounts unless the
discount is documented for each transaction and the documentation is submitted
with CONCESSIONAIRE'S monthly report.
2. Credits for out-of-pocket purchases. Credits given to CONCESSIONAIRE'S
customers for such things as out-of-pocket purchases of gas, oil, or emergency
services, regardless of where made, may not be deducted from Gross Revenues.
3. No diversion of rental car revenue. Diversion, through direct or indirect means,
of rental car revenues from the inclusion in Gross Revenues, as defined in this
Agreement, is prohibited. Diversion shall include, but not be limited to, the
following situations: shortage of rental cars at the Airport while having rental
vehicles available elsewhere in the Corpus Christi metropolitan area; renting such
vehicle to a potential customer that arrived at the Airport and not including the
resulting rental car revenue as Gross Revenues as defined under this Agreement;
and the taking of a reservation, advertising, or suggesting to a potential customer
arriving at the Airport that the customer rent a car at a location other than at the
Airport regardless of the reason, and not including the revenue resulting from such
transaction in Gross Revenues. In addition to all other remedies available by law,
CITY may terminate this Agreement upon a determination by the CITY that the
CONCESSIONAIRE has intentionally diverted revenue as described in this
Agreement.
4. Bad debts. CONCESSIONAIRE shall have the right to conduct all or a part of its
business on a credit basis; provided, however, that the risk of such operation shall
be borne by CONCESSIONAIRE, and CONCESSIONAIRE shall include as Gross
Revenues any charge that CONCESSIONAIRE customarily makes for goods and
services even though CONCESSIONAIRE fails to actually collect such a charge
(i.e., there shall be no charge-backs of bad debt).
CONCESSIONAIRE shall employ an independent certified public accountant who shall
furnish within ninety (90) days after the close of each Agreement year a written statement
to CITY stating that, in their opinion, the Percentage Fee paid by CONCESSIONAIRE to
CITY during the preceding year pursuant to this Agreement was made in accordance with
the terms of this Agreement. Such statement shall cover the dates of the Agreement year
only, not the CONCESSIONAIRE'S fiscal year. Such statement shall also contain a list of
the Gross Revenues as shown on the books and records of CONCESSIONAIRE and
which were used to compute the fees paid to CITY during the period covered by the
statement. If the statement reveals, after review and verification by the CITY, that the
CONCESSIONAIRE has overpaid its Percentage Fee to the CITY, the amount shall be
handled by a credit memo issued by the Department of Aviation on the next payment
following the statement. Failure on the part of CONCESSIONAIRE to submit this required
statement within ninety (90) days after the close of each Agreement year will result in the
CITY assessing a late processing fee of two hundred dollars ($200.00) for each month or
fraction of a month that the statement is past due.
m. CONCESSIONAIRE shall maintain a true and accurate set of books and records which,
among other things, show all sales made and services performed for cash, credit, or
otherwise. CITY may audit CONCESSIONAIRE'S books and records at any time by a
Certified Public Accountant selected by the CITY. If the report discloses an error in
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CONCESSIONAIRE'S books resulting in an underpayment to CITY greater than two
percent (2%) of the annual rental Concession Fee due, all expenses of the audit shall be
paid by CONCESSIONAIRE together with any sum disclosed by the audit to the CITY.
Further, CONCESSIONAIRE shall pay CITY an under-reporting penalty of fifty percent
(50%) of the total amount due. In all other cases, CITY shall pay the cost of the audit. The
final report of the Certified Public Accountant retained by CITY is conclusive upon both
parties.
n. CONCESSIONAIRE shall not notate the concession pass-through fee as an "Airport
Concession Fee" on customer invoices nor use any other explanation that would indicate to
the customer that the Airport has imposed a fee on each car rental transaction. The
concession recovery fee or recoupment fee stated on the invoice and charged to the
customer shall not exceed twelve percent (12%) of the total charge to the customer prior to
the assessment of the concession recovery fee or recoupment fee.
o. CONCESSIONAIRE shall post with the CITY a performance bond to be maintained for the
sixty (60) month period referred to in Article XX for the amount of one-half (6 months) of the
MAG stated in Article IV(b). The financial guarantee may be in the form of a surety bond,
or a cashier's check payable without recourse to the CITY of Corpus Christi. If
CONCESSIONAIRE submits a bond, then that bond shall be issued by a surety company
acceptable to the CITY and authorized to do business in the State of Texas, and shall be in
a form and content satisfactory to the CITY. Any performance bond must be provided from
a surety that has a rating of "A" from AM BEST, MOODY'S, or STANDARD & POOR'S. It
is the responsibility of the CONCESSIONAIRE to ensure that the performance bond does
not expire and ensure that a renewal bond is received by the CITY before the previous
bond's expiration. Expiration of the bond shall result in a $300.00 penalty per month until a
new bond is received and may further result in the termination of the CONCESSIONAIRE'S
Agreement with the CITY. If CONCESSIONAIRE terminates the Agreement (either
voluntarily or involuntarily) before the completion of the full term, then CONCESSIONAIRE
shall be responsible for a full twelve (12) months of the MAG and must pay another six (6)
months of the MAG (in addition to the six-month performance bond) or until
CONCESSIONAIRE'S spot is filled to ensure that the CITY is made whole.
RAC Program. CONCESSIONAIRE acknowledges that CITY is pursuing the future
relocation and expansion of rental car facilities and operations at the Airport to provide
adequate facilities and services of the type and character required by rental car companies
to meet the needs of air travelers, passengers, and visitors at, and customers and users of,
the Airport ("RAC Program"). A copy of the terms and conditions pertaining to the
development of the RAC Program is attached to this Agreement as Exhibit "D." The CITY
shall coordinate the RAC Program with CONCESSIONAIRE and others in the rental car
industry throughout the term of this Agreement. The CITY intends to establish a working
group consisting of representatives from each of the rental car concessionaires at the
Airport, including off Airport or other industry rental car companies, which will meet
periodically as necessary to review the CITY's plans for the future RAC Program, and the
current rental car facilities and operations, parking practices, car movement, and security
and safety procedures, as well as continue throughout the Agreement term to address
other issues of mutual interest. Notwithstanding such coordination, the CITY retains the
right to develop and implement regulations governing the coordination of rental car
operations at the Airport and make all final decisions on all Airport facility development.
Relocation Rights. As the development of the RAC Program and the Airport's Terminal
Master Plan continues, existing or additional rental car facilities may temporarily or
ultimately be located in another part of the Airport. In the event the rental car facilities at
the Airport or any part thereof, including CONCESSIONAIRE'S premises in this Agreement
or any part thereof, are required to be relocated during the term of this Agreement (either
on an interim or permanent basis), CONCESSIONAIRE hereby agrees in conjunction with
the CITY and other rental car concessionaires, to develop a transition plan to be used in
making the transition from current rental car premises, including CONCESSIONAIRE'S
premises, to the new area. The CITY shall use reasonable efforts to require that any
transition plan for relocation shall not unduly and materially impact the competitive position
of any individual rental car concessionaire. Additionally, it may require that such transition
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plan provide assurances that any individual rental car concessionaire not be permitted to
engage in any activity or place any structures or signage on an interim or permanent basis
in conjunction with a relocation that unreasonably impedes CONCESSIONAIRE'S business
operations at the Airport. The City shall have the final decision regarding placement or
removal of signs or structures. The CITY shall provide advance written notice to
CONCESSIONAIRE as to the date for relocation and CONCESSIONAIRE'S premises
subject to the relocation. The CONCESSIONAIRE shall be required to confirm its
concurrence of such relocation in writing within sixty 60 days following the receipt of
CITY'S notice. In the event CONCESSIONAIRE does not agree to the required relocation
or does not provide CITY written confirmation as provided for in this Agreement, this
Agreement shall terminate and CONCESSIONAIRE shall vacate the premises after sixty
days notice from the CITY. Upon such termination, both parties will be released from
all further obligations in this Agreement and neither party shall have any claim against the
other except for accrued but unpaid rent.
Relocation Costs. In the event rental car facilities at the Airport or any part thereof,
including CONCESSIONAIRE'S premises in this Agreement or any part thereof, are
required to be relocated during the term of this Agreement (either on an interim or
permanent basis), the CITY shall pay all costs associated with providing replacement
facilities that are, to the extent reasonably possible under the circumstances, reasonably
comparable to the existing premises subject to the relocation. CONCESSIONAIRE shall
be responsible for all moving expenses, installation of equipment and other relocation costs
not associated with the physical construction of the replacement facilities. In the event that
it is necessary to relocate CONCESSIONAIRE'S premises during the last six (6) months of
the term of this Agreement, City shall pay all reasonable costs (excluding
CONCESSIONAIRE'S employee costs) associated with such relocation.
s. Vacated Space. CITY shall the right but not the obligation to re-bid any premises vacated
pursuant to the terms of this Agreement. In the alternative, CITY may include any vacated
premises in the reallocation of Parking Spaces or Counter and Office Space for then
current rental car concessionaires, or any other lawful use at the discretion of the CITY.
New Bid Process. As an explicit condition of the award of this Concession to
CONCESSIONAIRE, CONCESSIONAIRE agrees that, in the event the RAC Program is
finalized and ready for occupancy for rental car concessions prior to the expiration of this
Agreement, the CITY may, in the sole discretion of the CITY, elect to enter into a new bid
process for the rental car concessions to be located in facilities comprising the RAC
Program. In the event that the CITY elects to initiate the new bid process during the term
of this Agreement, CONCESSIONAIRE hereby agrees that this Agreement shall remain in
full force and effect only until such time as the new rental car concession agreement term
begins, (as such term is set forth in the new concession agreement documents for
successful bidders pursuant to the new bid process), whether or not CONCESSIONAIRE is
a successful bidder in the new bid process. Upon such termination of this Agreement, both
parties will be released from all further obligations in this Agreement and neither party shall
have any claim against the other except for accrued but unpaid rent.
CFC Program. As a component for the potential funding for the RAC Program, the CITY
may pursue the authorization to implement a Customer Facility Charge ("CFC"). A CFC is
a fee, mandated by the CITY, to be collected by CONCESSIONAIRE for the benefit of
CITY from its customers that rent or otherwise enter into a similar arrangement for the use
of a car with CONCESSIONAIRE, as such fee may be determined by CITY prior to,
subsequent to, or during the term of this Agreement and for any lawful purpose as to be
determined by CITY to include, but not to be limited to, the construction, renovation, repair,
operating, and maintenance costs of existing and future facilities that are allocable or
attributable to the operations of the rental car concessions at the Airport.
CFC Implementation. At the election of CITY, in its sole discretion, CONCESSIONAIRE
agrees to collect and remit a CFC from each customer that rents or otherwise enters into a
similar arrangement for the use of a car with CONCESSIONAIRE at the Airport. The
determination of the amount of the CFC, the application of the CFC to the rental
transaction or transaction days or other unit of measure, the commencement date of the
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CFC, the locations of CONCESSIONAIRE that are subject to the CFC, and all other
financial and administrative matters relating to the imposition, collection, and remittance of
a CFC by and from CONCESSIONAIRE will be determined by CITY from time to time and
communicated to CONCESSIONAIRE by written notice, which imposition date will be no
earlier than forty-five (45) days after the date of submission of the notice to
CONCESSIONAIRE.
w. Transaction Data Records. Upon commencement of this Agreement and regardless of
whether CITY has elected to impose a CFC, CONCESSIONAIRE shall collect and retain
transaction data, including the number of car rental transactions, time of each rental car
transaction, the number of car rental transaction days, and any other data or unit of
measure which may be reasonably necessary to quantify transaction activity of
CONCESSIONAIRE conducted as part of this concession Agreement. The data collected
and retained by CONCESSIONAIRE shall be typical data utilized by the rental car industry
in Airport programs where a CFC is collected and remitted. The CITY may request this
information from time to time during the term of this Agreement. CONCESSIONAIRE shall,
upon request, provide to CITY or a designated agent of CITY within thirty (30) days a
transaction data statement for CONCESSIONAIRE'S car rentals or other transactions
conducted during the term of this Agreement, as well as historical transaction data
conducted during 2007 and 2008 calendar years, if available.
ARTICLE V
CONCESSIONAIRE'S RIGHTS
During the term hereof CONCESSIONAIRE shall have, and CITY hereby gives and grants to
CONCESSIONAIRE, the following additional rights:
a. The right, at CONCESSIONAIRE'S sole expense, to erect upon the premises occupied by
it, and thereafter maintain, such improvements as may be required in connection with
CONCESSIONAIRE'S operations in this Agreement and to install such equipment and
facilities as CONCESSIONAIRE may deem necessary or desirable; provided, however,
that no such improvement shall be made or installed by CONCESSIONAIRE without the
prior written consent of CITY, such improvements cannot impede or obstruct visibility or
access of the other rental car concessionaires at the Airport, and CONCESSIONAIRE
covenants and agrees prior to the installation or making of any such improvement, to
submit the general plan, location, design, and character thereof to CITY for approval, which
approval, CITY agrees, shall not be unreasonably withheld or delayed.
b. The right, at CONCESSIONAIRE'S sole expense, to install upon the premises covered by
this Agreement, and thereafter to operate and maintain, illuminating and non-illuminating
signs advertising CONCESSIONAIRE'S business on the premises occupied by it in this
Agreement; provided, however, that no such improvement shall be made or installed by
CONCESSIONAIRE without the prior written consent of CITY.
c. The right upon any termination of this Agreement, and within a reasonable time thereafter,
to remove such items as signage and portable fixtures and equipment that may have been
installed in or upon the premises at the Airport by CONCESSIONAIRE, pursuant to
paragraphs (a) and (b) of this article. In the event CONCESSIONAIRE does not remove
such items within a reasonable time and after notification by CITY, CONCESSIONAIRE
agrees that CITY may remove such items at CONCESSIONAIRE'S expense and at no
liability to CITY.
d. All such modifications and installations shall conform to all applicable Federal, State and
City laws, rules, regulations, and ordinances.
e. Concessionaire, in its efforts to comply with the requirements applicable to its customers
under the Payment Card Industry Data Security Standard, shall under no circumstances be
required to use any computer network other than its own private network to ensure that its
customers' credit card information is not compromised.
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ARTICLE VI
CONCESSIONAIRE'S OBLIGATIONS
CONCESSIONAIRE hereby covenants and agrees:
a. To furnish good, prompt and efficient service, adequate to meet all reasonable demands
for car rental service at the Airport at a fair and reasonable basis.
b. That rental cars made available in this Agreement shall be maintained at
CONCESSIONAIRE'S sole expense, in good operative order, free from known mechanical
defects, and in clean, neat and attractive condition, inside and outside.
c. That rental cars made available in this Agreement shall not be more than three (3) years
old.
d. That the facilities to be provided by CONCESSIONAIRE in this Agreement for the purpose
of providing car rental service shall remain open for such periods during each day and such
days during each week as may be necessary to meet reasonable demands for said
services.
e. That personnel performing services in this Agreement shall be neat, clean, and courteous,
and CONCESSIONAIRE shall not permit its agents, servants, or employees so engaged to
conduct business in a loud, noisy, boisterous, offensive, or objectionable manner or to
solicit business outside the space assigned to CONCESSIONAIRE in any manner
whatsoever.
That it shall abide by and be subject to all reasonable rules and regulations which are now,
or may from time to time be, promulgated by CITY concerning management, operation, or
use of the Airport.
That it will keep or cause to be kept true, accurate, and complete records of business
conducted pursuant to this Agreement, and CONCESSIONAIRE further agrees that CITY
shall have the right, through its duly authorized agents or representatives, to examine all
pertinent records relating to Concessionaire's operations under this Agreement_at any and
all reasonable times for the purpose of determining the accuracy thereof and of the reports
required to be made by CONCESSIONAIRE pursuant to Article 3 hereof. Such records for
each Agreement year need not be retained by CONCESSIONAIRE longer than five (5)
years following the end of such Agreement year, unless CONCESSIONAIRE is aware, or
has been made aware, that litigation involving the subject matter may be pending.
That it will meet all expenses in connection with the use of the premises occupied by it, and
the rights and privileges in this Agreement granted, including without limitation by reasons
of enumeration, taxes, permit fees, license fees and assessments lawfully levied or
assessed thereon, and that it will secure and maintain in force all such permits and
licenses necessary to conduct lawful business operations
That it will furnish, operate, and maintain the facility installation provided and furnished
pursuant to this Agreement and keep the same, as well as the premises used in this
Agreement, all in good order, condition, and repair and, upon termination of this
Agreement, will deliver up the said premises and facility to CITY in good order, condition,
and repair, reasonable wear and tear excepted.
Any signs to be placed on or around the rental car parking lot shall be first approved by the
Director before installation and, after installation; said signs shall be kept in a good, clean,
and well maintained condition.
k. That all CONCESSIONAIRE'S employees shall park their personal vehicles in parking lots
designated as employee parking by the Director.
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I. That rental cars will not be staged in front of the terminal for customer pick-up or drop-off.
If cars are left in front of the terminal and are towed away by a company of the CITY'S
choosing, the towing charge shall be paid by CONCESSIONAIRE.
m. CONCESSIONAIRE, all rental car concessionaires, and all rental car companies operating
from off-Airport locations will not be permitted to use the vehicular parking lots on the
Airport designated for passenger, employee, or visitor parking -whether short term, long
term, or economy facilities in the conduct of the rental car concession or rental car
operations, or for storage or staging of cars. In the event that a rental car customer of
CONCESSIONAIRE inadvertently leaves a car in a vehicular parking lot on the Airport
designated for passenger, employee, or visitor parking, or any other car of Concessionaire
is left in a parking lot, CONCESSIONAIRE shall be required to pay applicable parking fees
to remove such cars from all vehicular parking lots on the Airport.
In addition to the other remedies available to CITY under this Agreement, CITY may elect
to implement a rental car parking surcharge equal to triple the applicable parking fee, or
such other fee amount determined by CITY as appropriate, to any or all rental car
concessionaires and all rental car companies operating from off-Airport locations that
excessively have cars located in, or otherwise use, the vehicular parking lots on the Airport
designated for passenger, employee, or visitor parking. CITY shall provide thirty (30) days
written notice to any rental car company that, in the determination of CITY, repeatedly or
excessively uses the vehicular parking lots on the Airport that future use of the vehicular
parking lots shall be subject to the rental car parking surcharge, and such rental car
company shall be obligated to pay the rental car parking surcharge in each of the following
month's rental car concession payments to the CITY. All applicable parking fees, (including
rental car parking surcharges) are subject to the general payment provisions set forth in
this Agreement. Non-payment of the rental car parking surcharge, and any other applicable
parking fees, shall constitute a breach of this Agreement. In the event CONCESSIONAIRE
uses the vehicular parking lots on the Airport designated for passenger, employee, or
visitor parking -whether short term, long term, or economy facilities in the conduct of the
rental car concession or rental car operations, or for storage or staging of cars, at the
election of the CITY, this Agreement shall terminate and CONCESSIONAIRE shall vacate
the premises after thirty (30) days notice from the CITY. Upon such termination, both
parties will be released from all further obligations in this Agreement and neither party shall
have any claim against the other except for accrued but unpaid rent.
That CONCESSIONAIRE shall handle, store, and dispose of petroleum products,
chemicals, fluids, and all other materials including, but not limited to hazardous materials,
owned or used by it on or in the vicinity of the Airport in accordance with all applicable
federal, State, and local statutes, regulations, rules, and ordinances.
CONCESSIONAIRE covenants and agrees to comply with all applicable laws and
permits, including the National Pollution Discharge Elimination System Permits, relating
to the use, storage, generation, treatment, transportation, or disposal of hazardous or
regulated substances. CONCESSIONAIRE must not use, store, treat, or dispose of any
hazardous or regulated substances or waste on or near the Airport without first obtaining
all required permits and approvals from all authorities having jurisdiction over
CONCESSIONAIRE'S operations on or near the Airport. Should such materials be
released, discharged, spilled, deposited, or escape in any way through activities of the
CONCESSIONAIRE, the CONCESSIONAIRE shall be responsible for the clean up,
containment, and abatement of such waste or substance at CONCESSIONAIRE'S sole
cost and expense. Should the CONCESSIONAIRE fail to do so, the CITY may take any
reasonable and appropriate action in the CONCESSIONAIRE'S stead. The cost of any
such remedial action by the CITY shall be paid by the CONCESSIONAIRE. Any fines
levied against CITY related to CONCESSIONAIRE'S action or inaction that directly or
indirectly caused the Airport to fail to materially conform to all then applicable
environmental laws, rules, regulations, orders, or permits shall be borne by the
CONCESSIONAIRE. Furthermore, CONCESSIONAIRE shall verbally notify (1) the
Director, (2) the Airport Public Safety Office, and (3) all emergency response centers and
environmental or regulatory agencies, as required by law or regulation, of any such
release, discharge, deposit, spill, or escape occurrence immediately.
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CONCESSIONAIRE must provide the Director with written confirmation of the verbal
report within 72 hours. No waste, substance, or disposable materials shall be released
on the ground or in the storm sewers. CONCESSIONAIRE agrees to cooperate fully with
the Airport in promptly responding to, reporting, and remedying, as a result of
CONCESSIONAIRE'S operations, any such threat to the environment, including to the
drainage systems, soils, ground water, subsurface waters, or atmosphere, in accordance
with applicable law or as authorized or approved by any federal, State, or local agency
having authority over environmental matters. The rights and obligations set forth in this
section survive termination of this Agreement.
CONCESSIONAIRE must dispose of all non-hazardous trash in their own dumpsters kept
within CONCESSIONAIRE'S leased Premises. Washing vehicles is prohibited upon the
leased premises unless conducted within a facility specifically designed to capture grit, oil,
and soap for proper handling and disposal. Mechanical maintenance of vehicles is
prohibited upon the leased premises unless conducted within an approved building under
appropriate conditions that confine fluid discharges to the interior of the building.
CONCESSIONAIRE must properly dispose of or recycle ail waste oil, used automotive
batteries, rags used for degreasing, hazardous materials, if any, and used tires in a timely
manner so not to accumulate waste In quantities that would cause an overburden on
housekeeping and that may trigger compliance with additional environmental, health and
safety regulations and permits. CONCESSIONAIRE is required to maintain quarterly
reports on the quantities of waste oil disposed of or recycled, any hazardous materials
disposed of with type and volume specifically Identified, and the quantities of used tires
disposed of or recycled, the method of disposal/recycling, and the name and location of
site where the disposal/recycling occurred.
CONCESSIONAIRE must develop and implement a recycling program that revitalizes the
resources that it uses and protects the environment. CONCESSIONAIRE must develop
and implement a training program that revitalizes the resources that It uses, protects the
environment, and instructs CONCESSIONAIRE'S employees on proper management of
waste.
With specific regard to underground storage tanks (USTs) and aboveground storage
tanks (ASTs):
Underground and aboveground storage tanks for storage of fuel are regulated by the
Texas Commission on Environmental Quality (TCEQ) of the State of Texas.
CONCESSIONAIRE agrees to be bound by all such regulations contained in Chapter
334 of the TCEQ'S Rules and Regulations and all rules, regulations, ordinances, and
laws of the Federal Aviation Administration, other agencies of the federal government,
the State of Texas, and of the City regulating such storage tanks.
CONCESSIONAIRE shall not be allowed to construct a UST on any of the leased
premises. Any existing USTs on any of the leased premises may continue to be used for
fuel storage so long as CONCESSIONAIRE abides by all rules and regulations of the
TCEQ and FAA concerning its usage. At such time CONCESSIONAIRE no longer
operates a car rental concession at the Airport, then upon the termination of this lease
agreement or similar successor lease, or if CONCESSIONAIRE elects to change its
current service center premises location, CONCESSIONAIRE shall remove the UST
from the premises and abate any pollution or contaminants from the UST and soils in
accordance with appropriate FAA and TCEQ rules and regulations. Should the UST
become inoperative for any reason during the term of this lease agreement, the UST
shall be removed in accordance with all applicable TCEQ and FAA rules and regulations
and all pollution and contaminants must be abated.
CONCESSIONAIRE may, with the written approval of the Airport Director and the City's
Fire Chief, construct an AST in accordance with appropriate rules, regulations, and laws
of the FAA, TCEQ, and the City. CONCESSIONAIRE may continue to use an existing
AST on the leased premises so long as the AST complies with all rules and regulations
for storage of fuel as promulgated by the FAA, TCEQ, and the City.
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CITY may enter the leased premises during regular business hours of CONCESSIONAIRE
to ascertain adherence to and compliance with the provisions of this section. In the event
of an emergency, CITY may enter the leased premises at any time.
ARTICLE VII
CITY'S OBLIGATIONS
CITY covenants and agrees to instruct all of its employees and all CONCESSIONAIRES having contact or
dealing in any way with members of the general public on the Airport:
a. to refer all requests for the services of a specific rental car concession to that
CONCESSIONAIRE.
b. to refer nonspecific requests for rental car services to the rental car concession area
located in the main terminal building without favoring one CONCESSIONAIRE over the
other.
CITY reserves the right to authorize off-Airport car rental agencies to conduct business at the Airport
terminal solely by direct telephone line and the use of shuttle bus operations to such off-Airport location.
Any such personnel of an authorized car rental company shall not be authorized to conduct its business
within the terminal building walls.
In the event that any agreement granted by the CITY to any other on-airport rental car concessionaire shall
contain terms and conditions more favorable to such concessionaire than the terms and conditions
described in this Agreement (excluding differences related to the number of allocated parking spaces, the
location of the concession area, and the location of service and maintenance facilities, which are all
determined by the minimum annual guarantee provisions under this Agreement), then, the CITY may, at its
discretion and within reason, amend this Agreement to include terms that are comparable to that of the
other on-airport rental car concessionaire. The CITY shall exercise due diligence to ensure that the
CONCESSIONAIRE of this Agreement shall be able to compete on terms as equitable as possible with all
other on-airport rental car concessionaires and to ensure that no other on-airport rental car concessionaire
shall enjoy any rights or privileges more favorable to such rental car concessionaire.
ARTICLE VIII
MAINTENANCE OF CONCESSIONAIRE'S PREMISES
CONCESSIONAIRE agrees to assume full responsibility for the maintenance, at its own cost, of the
premises, it being expressly understood that CITY will provide only for major structural maintenance and
repairs to the premises. CONCESSIONAIRE has inspected the premises prior to the execution of this
Agreement and is satisfied with the physical condition of the premises, and its taking possession thereof is
agreed to be conclusive evidence of its receipt of the premises in good order and repair.
CONCESSIONAIRE agrees to faithfully and fully maintain premises in good order and repair throughout the
entire term of this Agreement. CONCESSIONAIRE further agrees that, upon the termination of this
Agreement for any reason, it shall, except as otherwise provided in Article XII, restore the premises to the
same condition as when received, reasonable and ordinary wear and tear excepted. If the premises shall
not be so kept by CONCESSIONAIRE, CITY may enter the premises, without such entering causing or
constituting a termination of this Agreement or any interference with the possession of the premises by the
CONCESSIONAIRE, and do all things necessary to restore the premises to the condition required by this
Agreement, charging the cost and expense to CONCESSIONAIRE. CONCESSIONAIRE shall pay to CITY
all such costs and expenses in addition to the rentals, fees, and charges in this Agreement provided.
CONCESSIONAIRE shall, at its own cost and expense, provide custodial services within the premises,
including sweeping, cleaning, and waxing floors; dusting and washing of interior window surfaces.
CONCESSIONAIRE shall be responsible, at its own cost, for the maintenance and repair of all lighting
fixtures within the premises, including the replacement of incandescent and fluorescent lamps, starters,
ballasts, and other similar appurtenances, and this requirement shall extend to the built-in and other CITY-
owned ceiling lights. CONCESSIONAIRE shall keep the premises free from flies, roaches, and other
insects, and rodents. CONCESSIONAIRE shall not permit the accumulation of rubbish, trash, debris, or
other litter in and upon the premises and shall, at its own expense, provide for the disposal of such items.
CONCESSIONAIRE shall provide and use suitable receptacles for all garbage, trash, and other refuse on
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or in connection with the premises. Piling of boxes, cartons, barrels, or other similar items in an unsafe
manner in or about the premises, or other areas of the Airport, is forbidden.
ARTICLE IX
UTILITIES
CITY shall provide standard heat and air conditioning in the terminal building. Payment for these services is
included in the monthly rental. Installation of equipment to provide extraordinary heat and air conditioning
will be the responsibility of the CONCESSIONAIRE and will be subject to the written approval of the
Director.
Concessionaire shall pay all charges for water, gas, electric power, and sewage service consumed at the
Facility during the term of this Agreement, at regularly established rates.
ARTICLE X
INDEMNIFICATION
CONCESSIONAIRE shall keep, hold harmless, and indemnify the CITY,
it officers, directors, employees, representatives, and agents from and
against any .and all claims, demands, suits, judgments, costs, and
expenses, including exemplary damages, asserted by any person or
persons, including agents or employees of CITY or CONCESSIONAIRE,
by reason of death or personal injury or loss or damage to property,
resulting from CONCESSIONAIRE'S operations under this Agreement
or as a result of anything done or omitted by CONCESSIONAIRE or its
employees or agents, except to the extent that such claims demands,
suits, judgments, costs, and expenses arise, or are claimed to arise,
from the sole negligence, wrongful acts, or omissions of CITY, its
officers, employees, or agents.
To the extent allowed by Texas law, CITY shall keep, hold harmless,
and indemnify the CONCESSIONAIRE, it officers, directors, employees,
representatives, and agents from and against any and all claims,
demands, suits, judgments, costs, and expenses, including exemplary
damages, asserted by any person or persons, including agents or
employees of CITY or CONCESSIONAIRE, by reason of death or
personal injury or loss or damage to property, resulting from CITY'S
operations under this Agreement or as a result of anything done or
omitted by CITY or its employees or agents, except to the extent that
such claims demands, suits, judgments, costs, and expenses arise, or
are claimed to arise, from the sole negligence, wrongful acts, or
omissions of CONCESSIONAIRE, its officers, employees, or agents.
CONCESSIONAIRE shall at all times be regarded an independent contractor and shall not at any time act
as agent for CITY.
ARTICLE XI
INSURANCE
CONCESSIONAIRE shall obtain and maintain continuously in effect at all times during the term hereof, at
CONCESSIONAIRE'S sole expense, general liability insurance protecting CITY against liability by reason
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of CONCESSIONAIRE'S use of the premises occupied by it or resulting from any accidents occurring on or
about the roads, driveways, or other public places used by CONCESSIONAIRE at the Airport in conducting
operations pursuant to this Agreement. Such insurance shall name the CITY as an additional insured under
this Agreement. CONCESSIONAIRE shall also, without cost to CITY, obtain and maintain during the term
of this Agreement automobile liability insurance in accordance with the terms and conditions of its car rental
agreement, covering the operation of rental cars in this Agreement. All such insurance types and
coverages required under this Agreement are as set out in Exhibit "E" which is attached to this Agreement.
CONCESSIONAIRE shall provide to CITY certificates evidencing all such insurance and containing a
provision that the policies cannot be suspended, canceled or amended without giving CITY not less than
thirty (30) days prior written notice and specifically, cannot be cancelled for non-payment of the premium
without providing CITY with at least ten (10) days prior written notice. CONCESSIONAIRE must furnish to
CITY an insurance certificate not later than ten (10) days following the execution date of this Agreement
and, in the event of renewal or change of its insurance policy, immediately upon issuance thereof.
ARTICLE XII
UNTENANTABLE PREMISES
a. If premises are partially damaged by fire or other casualty, but not rendered untenantable,
CITY shall repair the premises at its own cost and expense, subject to the limitations of
paragraph (e) of this Article: provided, however, that if the damage is caused by the
negligent or intentional act or omission of CONCESSIONAIRE, its sub-lessees, agents, or
employees, CONCESSIONAIRE shall be responsible for reimbursing CITY for the cost and
expenses incurred in such repair.
b. If the damage is so extensive as to render the premises untenantable but capable of being
repaired within in sixty (60) days, the same shall be repaired by CITY at its own cost and
expenses, subject to the limitations of Article XII (e), and the fees payable by
CONCESSIONAIRE shall be proportionately paid up to the time of such damage and
cease until such time as the assigned premises shall be restored and again made
tenantable; provided; however, that if said damage is caused by the negligent or intentional
act or omission of CONCESSIONAIRE, its sub-lessees, agents, or employees, the
Concession Fees due will not abate and CONCESSIONAIRE shall be responsible for
reimbursing CITY for the costs and expenses incurred in such repair.
c. In the event the premises are completely destroyed by fire or other casualty or so damaged
that they will remain untenantable for more than sixty (60) days, the CITY shall be under no
obligation to repair, replace, or reconstruct the premises, and Concession Fees shall be
paid up to the time of such damage and destruction and thereafter cease until the premises
shall be fully restored. If within twelve (12) months after the time of the damage or
destruction the premises have not been repaired or reconstructed for
CONCESSIONAIRE'S use, or other reasonable facilities provided, CONCESSIONAIRE
may give CITY written notice of its intention to cancel this Agreement in its entirety as of
the date of such damage or destruction.
d. Notwithstanding Article XII (c), if the premises are completely destroyed as a result of the
negligent or intentional acts or omissions of CONCESSIONAIRE, its sub-lessees, agents,
or employees, Concession Fees payable under this Agreement shall not abate and CITY
may, in its sole discretion, require CONCESSIONAIRE to repair and reconstruct the
premises and pay the costs therefore; or CITY may, in its sole discretion, repair and
reconstruct the premises and CONCESSIONAIRE shall be responsible for reimbursing
CITY for the costs and expenses incurred in such repair.
e. It is understood that, in the application of the foregoing paragraphs of Article XII (a), (b),
and (c), CITY'S obligations shall be limited to repair or reconstruction of the premises,
where applicable, to the same extent and of equal quality as obtained at the
commencement of this Agreement. CITY is not responsible for repair or
replacement of CONCESSIONAIRE'S improvements, furniture, furnishings, equipment, or
expendables.
Should CONCESSIONAIRE'S improvements, furniture, furnishings, equipment, or
expendables, or any part of them, be destroyed or damaged, they shall in all instances be
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repaired or replaced by CONCESSIONAIRE whether or not said damage or destruction is
covered by insurance, provided that this Agreement has not been canceled in accordance
with the terms thereof. Redecoration and replacement of damaged or destroyed furniture,
furnishings, equipment, and expendables shall also be the responsibility of
CONCESSIONAIRE and any such redecoration, refurnishing, and re-equipping shall be of
equivalent quality to that originally installed in this Agreement. If CONCESSIONAIRE fails
to repair or replace such damaged or destroyed improvements subject to a schedule
approved by CITY or fails to redecorate or replace damaged or destroyed furniture,
furnishings, equipment, and expendables, and provided that this Agreement has not been
canceled, CITY may make such repairs or replacement and recover from
CONCESSIONAIRE the cost and expense of such repair or replacement.
ARTICLE XIII
CITY'S TERMINATION RIGHTS
CITY shall have the right upon ten (10) days prior written notice to CONCESSIONAIRE to cancel this
Agreement in its entirety, upon or after the happening of one or more of the following events:
a. If CONCESSIONAIRE shall make a general assignment for the benefit of its creditors;
b. If CONCESSIONAIRE shall file a voluntary petition in bankruptcy or a petition seeking its
reorganization or the readjustment of its indebtedness under the federal bankruptcy laws or
under any similar state laws;
c. If any involuntary petition in bankruptcy shall be filed against CONCESSIONAIRE;
d. If CONCESSIONAIRE shall consent to the appointment of a receiver, trustee, or liquidator
of all or substantially all of the property or assets of CONCESSIONAIRE;
e. If CONCESSIONAIRE shall voluntarily abandon and discontinue its car rental service at
the Airport for a period of sixty (60) consecutive days, or CONCESSIONAIRE shall
abandon its premises in the Airport for a period of sixty (60) days;
f. If CONCESSIONAIRE shall fail to pay, when due, the Concession Fees, rental charges, or
other money payments required under this Agreement; or
g. If CONCESSIONAIRE shall default in fulfilling any of the terms, covenants, or conditions to
be fulfilled by it in this Agreement and shall fail to remedy said default within thirty (30) days
following receipt by CONCESSIONAIRE of CITY'S written demand to do so; or
h. If CONCESSIONAIRE shall allow any lien or final judgment to be filed against CITY or
Airport.
In the event of any cancellation or termination of this Agreement by CITY for any of the reasons specified
above, CONCESSIONAIRE shall have ten (10) days within which to remove all trade fixtures and personal
property installed in or upon the premises by CONCESSIONAIRE. If said trade fixtures or personal property
are not removed within ten (10) days after such termination or cancellation, CITY shall have the right to
remove such fixtures or personal property at CONCESSIONAIRE'S expense and at no liability to CITY. Any
storage fees or related expenses incurred as a result of such removal shall be the responsibility of
CONCESSIONAIRE.
ARTICLE XIV
CONCESSIONAIRE'S TERMINATION RIGHTS
CONCESSIONAIRE shall have the right, upon ten (10) days prior written notice to CITY to cancel this
Agreement in its entirety upon or after the happening of one or more of the following events, if said event or
events shall then be continuing:
a. The issuance by any court of competent jurisdiction of an injunction order or decree
preventing or restraining the use by CONCESSIONAIRE of all or any substantial part of the
premises occupied by CONCESSIONAIRE, or preventing or restraining the use of the
RAC Master Agmt Final 20091015 Dollar Thrifty.doc Page 17 of 22
Airport for normal Airport purposes or the use of any part thereof which may be used by
CONCESSIONAIRE and which is necessary for CONCESSIONAIRE'S operations on the
Airport or preventing CONCESSIONAIRE from operating an automobile business, which
remains in force for a period of at least thirty (30) days;
If CITY shall default in fulfilling any of the terms, covenants, or conditions to be fulfilled by it
under this Agreement and shall fail to cure said default within thirty (30) days following
receipt of written demand from CONCESSIONAIRE to do so;
c. If all or a material part of the Airport or Airport facilities shall be destroyed by fire, explosion,
earthquake, other casualty, or acts of God or the public enemy;
If the United States Government or any of its agencies shall occupy the Airport or any
substantial part thereof to such an extent as to interfere materially with
CONCESSIONAIRE'S operations, for a period of thirty (30) consecutive days or more; or
Permanent abandonment of the Airport as an air terminal.
ARTICLE XV
ABATEMENT OF MINIMUM ANNUAL GUARANTEE (MAG)
In the event that one of the following conditions exists during the term of this Agreement, the MAG in this
Agreement above-provided in Article IV and all other rents and charges shall be partially abated, as
provided for below, for the period of time the condition continues to exist:
a. If the operation of CONCESSIONAIRE'S car rental business becomes impractical,
unprofitable, or impossible because of supply cut-offs or other disruptions in the supply of
cars, gasoline, or other goods necessary for the operation thereof, which persist for at least
thirty (30) consecutive days;
b. If a strike against any or all of the airlines operating at the Airport results in a 30%
diminution of deplaning passengers for a period of at least thirty (30) consecutive days; or
c. If, during any year of this Agreement, the number of deplaning passengers for any two
consecutive months falls below 70% of the number of deplaning passengers for the
corresponding two months of the immediately preceding year.
CONCESSIONAIRE will pay to the CITY ten percent (10%) of its Gross Revenues during the period of time
the above-stated condition continues to exist. CITY shall return to CONCESSIONAIRE a just proportion of
any minimum rental payment or other fees and charges which may have been paid in advance for a month
or portion thereof which falls within the period of abatement.
ARTICLE XVI
SUBLETTING AND ASSIGNMENT
It is expressly agreed and understood that any and all obligations of CONCESSIONAIRE or by a
subsidiary, affiliate, or other legally related entity of CONCESSIONAIRE, duly appointed thereto by
CONCESSIONAIRE and that any and all privileges of every kind granted to CONCESSIONAIRE in this
Agreement may extend to and be enjoyed by such licensee so appointed; provided, however, that
notwithstanding the method of operation employed by CONCESSIONAIRE in this Agreement,
CONCESSIONAIRE shall continue always to remain directly liable to CITY for the performance of all terms
and conditions of this Agreement. Except as set out in this Agreement, the right to occupy the premises
occupied by CONCESSIONAIRE in this Agreement may not be sublet, in whole or part, without the prior
written approval of the City, and CONCESSIONAIRE shall not assign this Agreement nor permit any
transfer by operation of law of CONCESSIONAIRE'S interest created hereby without the prior written
consent of CITY. CITY may not withhold its approval unreasonably.
ARTICLE XVII
NOTICES
All notice periods begin on the date the notice is mailed by certified mail, return receipt requested, and sent
RAC Master Agmt Final 20091015 Dollar Thrifty.doc Page 18 of 22
via facsimile or personally delivered. Any and all notices or other communications required or permitted to
be given pursuant to this Agreement shall be in writing and shall be considered as properly given if (1) sent
by certified mail and (2) sent by facsimile transmission or via any nationally recognized overnight courier
service, and addressed as follows:
When to CITY:
Attention: Director of Aviation
Corpus Christi International Airport
1000 International Drive
Corpus Christi, TX
Phone Number: (361) 289-0171
Fax Number: (361) 826-4551
When to CONCESSIONAIRE:
Attn: President
DTG Operations, Inc. dba Dollar and dba Thrifty
5330 East 31St Street, Mail Stop 10W7
Tulsa, Oklahoma
Phone Number: (918) 669-2050
Fax Number: (918) 669-3005
ARTICLE XVIII
WAIVER
Any wavier of any breach of the covenants contained in this Agreement to be kept and performed by
CONCESSIONAIRE or CITY shall not be deemed or considered as a continuing wavier and shall not
operate to bar or prevent CONCESSIONAIRE or CITY from declaring a forfeiture for any succeeding
breach either of the same or a different condition or covenant.
ARTICLE XIX
SUBORDINATION
It is mutually covenanted and agreed that this Agreement shall be subordinated to the provisions of any
existing or future agreement between CITY and the United States of America or the CITY and the State of
Texas, as applicable, relative to the operation or maintenance of the Airport, the execution of which has
been or may be required as a condition precedent to the expenditure of federal or State funds for the
development of the Airport.
ARTICLE XX
TERM
a. The term of this Agreement shall be for a period of five (5) years beginning on November 1,
2009, and ending on October 31, 2014, unless sooner terminated as provided for in this
Agreement. The CITY may, but shall not be obligated to, permit the CONCESSIONAIRE
to holdover on the premises beyond the expiration of this Agreement, subject to the terms
and conditions set forth in this Agreement. In making its decision on whether to permit
such a holdover, the CITY may consider any circumstances impacting thereon, including,
without limitation:
1. the benefits and costs to the CITY of permitting such a holdover;
2. conditions under which a delay in placing the Concession out to bid could result in
greater revenue to the CITY;
3. the potential revenue loss resulting from a gap in the provision of the Concession
services;
4. renovations of the Airport terminal or parking areas or the RAC Program affecting
the Concession;
5. the potential disruption and adverse impact on the CITY's overall concession
program at the Airport; and
6. the CITY's potential denial of the addition of new companies during any such
holdover.
The CITY will notify the CONCESSIONAIRE in writing of the CITY's offer of a holdover
tenancy. Within thirty (30) days of receipt of the CITY's notice, the CONCESSIONAIRE
RAC Master Agmt Final 20091015 Dollar Thrifty.doc Page 19 of 22
shall notify the CITY in writing as to the CONCESSIONAIRE'S acceptance of said holdover
tenancy. If the CONCESSIONAIRE fails to so notify the CITY in writing within said thirty
(30) day period, the CONCESSIONAIRE shall be deemed to have rejected the CITY's offer
of holdover tenancy.
ARTICLE XXI
HOLDING OVER
The holding over or failure to vacate the premises at the expiration of this Agreement shall create amonth-
to-month tenancy under the terms and conditions of this Agreement including, but not limited to, the
Adjusted MAG formula set forth in Article IV of this Agreement, which may only be terminated by either
party upon thirty (30) days prior written notice to the other party.
If the CITY permits the CONCESSIONAIRE to holdover, such a holding over shall not be deemed a
renewal or extension of the Agreement, but shall create amonth-to-month tenancy on the same terms and
conditions of the Agreement in effect immediately prior to the commencement of the holding over period,
unless modified as deemed necessary by the CITY. Such modifications may include, but are not limited to,
the CONCESSIONAIRE'S obligation to:
1. pay to the CITY the rents, fees, and charges in accordance with the terms of
Airport agreements in effect at the start of the holdover period;
2. furnish a sufficient Concession bond and adequate insurance coverage in
accordance with the terms of the Airport agreements in effect at the start of the
holdover period;
3. provide defense, indemnity, and liability protection to the CITY as required by the
terms of Airport agreements in effect at the start of the holdover period; and
4. provide security and environmental provisions as required by the terms of Airport
agreements in effect at the start of the holdover period.
In the event of a holdover period properly accepted by Concessionaire, pursuant to Article XX, the City
agrees not to permit any new on-site auto rental concession business to locate at the Airport during
Concessionaires holdover tenancy.
ARTICLE XXII
NON-DISCRIMINATION
CONCESSIONAIRE, for itself, its personal representatives, successors in interest, and assigns, as a part of
the consideration hereof, does hereby covenant and agree, that:
1. no person on account of race, color, creed, ethnicity, age, gender, disability, or national
original shall be excluded from participation in, denied the benefits of, or be otherwise
subjected to discrimination in the use of the premises;
2. in the construction of any improvements in the premises and the furnishing of services
thereon, no person on account of race, color, creed, ethnicity, age, gender, disability, or
national original shall be excluded from participation in the project, denied the benefits of,
or otherwise be subjected to discrimination;
3. CONCESSIONAIRE shall use the premises in compliance with all other requirements
imposed by or pursuant to Title 49, Code of Federal Regulations ("CFR"), Department of
Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally-
assisted programs of the Department of Transportation-Effectuation of Title VI of the Civil
Rights Act of 1964, et seq., and as said CFR and any applicable subparts may be
amended.
In the event of a breach of any of the above nondiscrimination covenants, CITY shall have the right to
terminate this Agreement and to re-enter and repossess the facilities thereon, and hold the same as if this
Agreement had never been made or issued.
RAC Master Agmt Final 20091015 Dollar Thrifty.doc Page 20 of 22
ARTICLE XXIII
AFFIRMATIVE ACTION
The CONCESSIONAIRE assures that it will undertake an affirmative action program, as required by 14
CFR Part 152, Subpart E, to insure that no person shall on the grounds of race, creed, color, national
origin, or sex be excluded from participating in any employment activities covered in 14 CFR Part 152,
Subpart E. The CONCESSIONAIRE assures that no person shall be excluded on these grounds from
participating in or receiving the services or benefits of any program or activity covered by this subpart. The
CONCESSIONAIRE assures that it will require that its subcontractors and covered suborganizations
provide assurances to the CONCESSIONAIRE that they similarly will undertake affirmative action programs
and that they will require assurances from their subcontractors and suborganizations, as required by 14
CFR Part 152, Subpart E, to the same effect.
ARTICLE XXIV
DISADVANTAGED BUSINESS DEVELOPMENT
This Agreement is subject to the requirements of the 49 CFR Part 23, and as follows:
a. The CONCESSIONAIRE agrees that it will not discriminate against any business owner
because of the owner's race, color, national origin, or gender in connection with the award
of performance of any concession agreement covered by 49 CFR Part 23.
b. CONCESSIONAIRE agrees to include the statements in Article XXIV (a) in any subsequent
concession agreements that it enters and cause those businesses to similarly include the
statements in further agreements.
c. CONCESSIONAIRE shall comply with all other requirements imposed by or pursuant to 49
CFR Part 23, Participation by Minority Business Enterprise Programs of the Department of
Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, et seq., and as said
Regulations and any subparts may be amended.
d. If CONCESSIONAIRE is aDBE-certified firm, evidence of certification as a DBE, issued
under a DBE program approved by the U.S. Department of Transportation, shall be
provided prior to the commencement of this Agreement. If CONCESSIONAIRE is eligible
for certification as a DBE but is not currently certified, CONCESSIONAIRE shall notify
CITY of its eligibility prior to the commencement of this Agreement so that the certification
process can be initiated.
ARTICLE XXV
CANCELLATION OF PRIOR AGREEMENTS
This Agreement cancels and supersedes any prior Agreements between the parties concerning rental car
concessions at the Airport.
ARTICLE XXVI
GOVERNING LAW
This Agreement and all disputes arising under this Agreement shall be governed by the laws of the State of
Texas and venue shall be in Nueces County, Texas.
ARTICLE XXVII
Amendment
This Agreement may be amended only by written Agreement duly authorized by the parties hereto and
signed by the parties.
RAC Master Agmt Final 20091015 Dollar Thrifty.doc Page 21 of 22
Executed in triplicate as of the date and year first written above.
ATTEST: CITY QF CORPUS CHRISTI
~/Gik'
Armando Chapa g R. Escobar
City Secretary ity Manager
Approved as to form:
Assis t City Attorn
forth City Attorney
~..~ ~uT~lc~~z®
l~ c~d~rcl'~ ,._..~~.~,~
SEC~ETAR
Y
CONCESSIONAIRE: DTG Operations, Inc., an Oklahoma corporation, doing business as Dollar Rent A
Car and as Thrifty Car Rental
By:
W ff /t; ~itn
Title: D~i~.;,/ir..4"
~'
Date: QG~~X/~. Z'~ t 2y V 5
STATE OF D~.•~F~"^k §
COUNTY OF ^`~~Sc. ~
This instrument w s acknowled ed beforepm,e on ~t~1~ ~'Lt~- 2~ , 2009, by
2. S~,p ~ ~tJ~iirrrYl ~~Ltn~ of ~~ OnGf(~ ~ ~.av~
s4 corporation, on behalf of the corporat on.
Notary Public, tate of
My commission expires / 3 ~//
Notary PuWIc
State of Oklahoma
CARtA J. NIQiH
Tug sn couNTv
,, ,~ ~, Boa ro~otl~t
Comn-. Exp. t2-is-2011
RAC Master Agmt Final 20091015 Dollar Thrifty.doc Page 22 of 22
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NATIONAL
ERTZ
MAI NTAN EN C E FACILITIES
NAME COLOR AREA (SF)
HERTZ 48,712
NATIONAL ® 44,772
AVIS 49,210
DOLLAR ® 22,831
ENTERPRISE ~ 15,980
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[NIYikLN.A't7(>NAL A(Xi~l)H'1'
DEPARTMENT OF AVIATION
EXHIBIT "C-1'•
20U9_RAC_LF.ASF.
PA<)rFT nt1.
rncrs
N.TS.
ISBN VAS(j1.0iZ
ISNNIQUItCA.SI7IJA
9-27.09
CORPUS CHRISTI INTERNATIONAL AIRPORT
North
DEPARTMENT OF t1VIATION
.111
rvnuwrl~c>r`ni, niwxt~rl
EXI IIBTI' nG2n
2009 RAC I,F.ASF.
tr.rs.
aax vnsquaz
IiKMNZUI: CASTIJ:O
9-21-09
EXHIBIT "D"
Terms and Conditions
Quick Turn Around Facility
1) Land rent will be assessed for the site aiid included iii the ~uuiual airiount due. The
CITY reserves the right to adjust the land rental rate in accordance with the
adopted CITY policy.
2) The CITY will finance and construct a Quick Turn Around (QTA) facility on
behalf of the CONCESSIONAIRE and will recover all hard and soft costs and
ongoing maintenance and repair costs associated with the site.
3) A Customer facility Charge (CFC) will be established and remitted by the
CONCESSIONAIRE to the CITY on a monthly basis. The CFC will be set at a
rate sufficient to fund the final project costs amortized over twenty five (25)
years, land rent, administrative costs, interest, maintenance and operating
expenses, a reserve and repair allocation, and a coverage amount of twenty five
percent (25%) of the total projected annual required amount. In the event the
collections from CONCESSIONAIRES are not sufficient to fully fund annual
requirements, a temporary annual one time assessment will be made to
CONCESSIONAIRES in an amount sufficient to meet annual obligations. The
assessment will be pro-rata according to gross sales by CONCESSIONAIRE. In
the event that it is determined that the assessment is required, the CITY and
CONCESSIONAIRE agree that the CFC will be adjusted upward as soon as
possible to cover the shortfall and upon receipt of sufficient CFC's in excess of
the annual requirements, excess CFC revenues will be returned to the
CONCESSIONAIRE until the assessment is fully refunded.
4) The CITY reserves the right to adjust the CFC as required to meet financial
obligations.
5) The CITY will coordinate design and construction with the CONCESSIONAIRE.
6) CONCESSIONAIRE will enter into a lease agreement with CITY prior to the
award of a construction contract.
7) The term of the lease agreement shall be no longer than the term of the Car Rental
Concession Agreement.
8) The CITY will operate and maintain the QTA according to standards agreed to
with the CONCESSIONAIRE and included in the lease agreement.
9) The CITY reserves the right to allow all on site CONCESSIONAIRES to utilize
the facility.
10) The facility will be owned by the CITY.
QTA Exhibit to Concession/Lease Agmt Page 1 of 1
EXHIBIT "E"
INSURANCE REQUIREMENTS
I. CONCESSIONAIRE'S LIABILITY INSURANCE
A. Concessionaire must not commence work under this agreement until all insurance
required has been obtained and such insurance has been approved by the City.
Concessionaire must not allow any subcontractor to commence work until all similar
insurance required of any subcontractor has been obtained.
B. Concessionaire must furnish to the City's Risk Manager or designee, 2 copies of
Certificates of Insurance, showing the following minimum coverage by an insurance
company(s) acceptable to the City's Risk Manager. The City must be named as an
additional insured on the General liability policy, and a blanket waiver of subrogation is
required on all applicable policies.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
30 day written notice of cancellation, material Bodily Injury and Property Damage
change, non-renewal is required on all Per occurrence -aggregate
certificates
Commercial General Liability including: $1,000,000 Combined Single Limit
1. Commercial Form
2. Premises -Operations
3. Products/ Completed Operations
4. Contractual Liability
5. Broad Form Property Damage
6. Independent Contractors
Business Auto Liability -owned, non-owned or $1,000,000 Combined single Limit
rented to include
$1,000,000 per claim
Environmental Impairment Liability to include:
Broad Form Pollution Liability Coverage
Third Part Clean up (AST/ UST covera e)
Which Complies with the Texas Workers'
Worker's Compensation Compensation Act and Section II of this
Exhibit
Emplo ers' Liabilit $500,000/ $500,000 / $500,000
Concessionaire will be responsible for
Property Insurance any and all damage to equipment used
regardless if owned, rented, leased or
borrowed.
C. In the event of accidents of any kind, Concessionaire must furnish the Risk Manager with
copies of all reports of any accidents within 10 days of the accident.
II. ADDITIONAL REQUIREMENTS
A. Concessionaire must obtain workers' compensation coverage through a licensed
insurance company in accordance with Texas law. The contract for coverage must be
written on a policy and endorsements approved by the Texas Department of Insurance.
The coverage provided must be in amounts sufficient to assure that all workers'
compensation obligations incurred will be promptly met.
B. Concessionaire's financial integrity is of interest to the City; therefore, subject to
Concessionaire's right to maintain reasonable deductibles in such amounts as are
approved by the City, Concessionaire shall obtain and maintain in full force and effect
for the duration of this Contract, and any extension hereof, at Concessionaire's sole
expense, insurance coverage written on an occurrence basis, by companies authorized
and admitted to do business in the State of Texas and with an A.M. Best's rating of no
less than A- (VII).
C. The City shall be entitled, upon request and without expense, to receive copies of the
policies, declarations page and all endorsements thereto as they apply to the limits
required by the City, and may require the deletion, revision, or modification of
particular policy. terms, conditions, limitations or exclusions (except where policy
provisions are established by law or regulation binding upon either of the parties hereto
or the underwriter of any such policies). Concessionaire shall be required to comply
with any such requests and shall submit a copy of the replacement certificate of
insurance to City at the address provided below within 10 days of the requested change.
Concessionaire shall pay any costs incurred resulting from said changes. All notices
under this Article shall be given to City at the following address:
City of Corpus Christi
Attn: Risk Management
P.O. Box 9277
Corpus Christi, TX 78469-9277
(361) 826-4555- Fax #
D. Concessionaire agrees that with respect to the above required insurance, all insurance
policies are to contain or be endorsed to contain the following required provisions:
• Name the City and its officers, officials, employees, volunteers, and elected
representatives as additional insured by endorsement, as respects operations and
activities of, or on behalf of, the named insured performed under contract with the City,
with the exception of the workers' compensation and professional liability polices;
• Provide for an endorsement that the "other insurance" clause shall not apply to the City of
Corpus Christi where the City is an additional insured shown on the policy; '
• Workers' compensation and employers' liability policies will provide a waiver of
subrogation in favor of the City; and
• Provide thirty (30) calendar days advance written notice directly to City of any
suspension, cancellation, non-renewal or material change in coverage, and not less than
ten (10) calendar days advance written notice for nonpayment of premium.
E. Within five (5) calendar days of a suspension, cancellation, or non-renewal of coverage,
Concessionaire shall provide a replacement Certificate of Insurance and applicable
endorsements to City. City shall have the option to suspend Concessionaire's
performance should there be a lapse in coverage at any time during this contract. Failure
to provide and to maintain the required insurance shall constitute a material breach of this
contract.
F. In addition to any other remedies the City may have upon Concessionaire's failure to
provide and maintain any insurance or policy endorsements to the extent and within the
time herein required, the City shall have the right to order Concessionaire to stop work
hereunder, and/or withhold any payment(s) which become due to Concessionaire
hereunder until Concessionaire demonstrates compliance with the requirements hereof.
G. Nothing herein contained shall be construed as limiting in any way the extent to which
Concessionaire may be held responsible for payments of damages to persons or
property resulting from Concessionaire's or its subcontractors' performance of the
work covered under this agreement.
H. It is agreed that Concessionaire's insurance shall be deemed primary and non-
contributory with respect to any insurance or self insurance carried by the City of Corpus
Christi for liability arising out of operations under this contract.
It is understood and agreed that the insurance required is in addition to and separate
from any other obligation contained in this contract.