HomeMy WebLinkAboutACE RENTAL CAR CONCESSION AGREEMENT ON SITE RENTAL CAR CONCESSION AGREEMENT
AT
AUGUSTA REGIONAL AIRPORT
AUGUSTA, GEORGIA
FOR
ACE RENTAL CAR
ON -SITE RENTAL CAR CONCESSION AGREEMENT
THIS CONCESSION AGREEMENT (Agreement), made this day of
, by and between Augusta Richmond County (the City) on behalf of the
Augusta Aviation Commission (Commission), an agency of Augusta, Georgia and
Bentley Auto Rental, LLC, d/b /a Ace Rental Car, a corporation existing under the laws of
the state of Texas (Concessionaire).
WITNESSETH:
WHEREAS, the Augusta Regional Airport (Airport) is owned by Augusta,
Georgia and operated by the Commission; and
WHEREAS, the Commission has the right to grant the privilege of occupancy of
portions of the Airport to concessionaires and others, in accordance with applicable
Augusta Richmond County ordinances and subject to the terms and conditions hereinafter
set forth; and
WHEREAS, Concessionaire is a corporation primarily engaged in the business of
renting automobiles to Airport passengers and the public; and
WHEREAS, both the Commission and Concessionaire desire to enter into this
Agreement to serve as a basis for the Concessionaire to conduct its business at the
Airport.
NOW THEREFORE, in consideration of the mutual covenants and
considerations herein contained, the City and Concessionaire hereby agree as follows:
SECTION 1 - DEFINITIONS
1.1 "Airport" shall mean the lands and facilities owned by the County and operated by
the Aviation Commission known collectively as Augusta Regional Airport, as it now
exists and as it may change from time to time.
1.2 "Airport Concession Disadvantaged Business Enterprise" or "ACDBE" shall mean, a
business, whether it is a corporation, sole proprietorship, partnership or joint venture
Ace Car Rental Concession Agreement
certified as an ACDBE by the Airport, or State of Georgia, of which at least fifty -one
percent (51 %) of the interest is owned and controlled by one or more socially and
economically disadvantaged individuals as defined in the Airport and Airways Safety and
Capacity Expansion Act of 1987 and the regulation promulgated pursuant to 49 CFR Part
23.
1.3 "Airport Customer" shall mean (i) any person who comes to the Airport by any
means of transportation and enters into a motor vehicle rental agreement with
Concessionaire at Concessionaire's Rental Car Concession; and (ii) any person who flies
into the Airport and within twelve (12) hours thereafter, enters into a motor vehicle rental
agreement with Concessionaire at any of Concessionaire's rental car operations located
within a one (1) mile radius of the Airport's boundary line. The following are excluded
from the definition of "Airport Customer" (1) any person who flies into the Airport and
enters into a motor vehicle rental agreement with Concessionaire at any of
Concessionaire's rental car operations located outside a one (1) mile radius from the
Airport' s boundary line, (ii) any person who flies into the Airport and enters into a motor
vehicle rental agreement with Concessionaire at any of Concessionaire's rental car
operations located inside a one (1) mile radius of the Airport's boundary line if the rental
is more than twelve (12) hours after flying into the Airport's boundary line.
1.4. "Airport Director" shall mean Gary LeTellier, or any other such person designated
by the Aviation Commission to exercise functions with respect to the rights and
obligations of the Aviation Commission under this Agreement. Said term shall also
include any person expressly designated by the Aviation Commission to exercise
functions with respect to the rights and obligations of the Commission under this
Agreement.
Ace Car Rental Concession Agreement
1.5 "Augusta Aviation Commission" or "Commission" shall mean the Commissioners
tasked with the overall administration of the Airport.
1.6 "Augusta - Richmond County or City" shall mean the governing authority of Augusta -
Richmond County.
1.7 "Best Management Practices" shall include those environmental or operational
standards or guidelines specifying common and accepted practices appropriate for the
types of businesses Concessionaire, its contractors, agents or vendors engage in on the
Premises or such standards or guidelines as have been articulated by pertinent trade
associations, professional associations or regulatory agencies, including (but not limited
to) Best Management Practices developed by the Airport cooperation with its tenants,
including Concessionaire. Best Management Practices shall be subject to approval by the
Airport Director.
1.8 "Common Use Area" shall mean and refer to those portions of the Airport shared
equally by all rental car agencies or airlines.
1.9 "Concession Agreement" shall mean and refer to this concession agreement between
the City and Concessionaire, together with the exhibits to the concession agreement and
all agreements supplemental to or modifying the concession agreement, whether made
contemporaneously therewith or subsequent thereto.
1.10 "Concessionaire" shall mean and refer to Bentley Auto Rental, LLC, d/b /a Ace
Rental Car. "Concessionaire" when used in the plural, shall mean and refer to all
concessionaires having executed a Concession Lease Agreement related to the operation
of a Rental Car Concession at the Airport.
1.11 Counter Space shall mean and refer to that area designated by the Airport inside the
terminal provided to the Concessionaire for conducting rental operations.
1.12 "Customer Facility Charge" shall mean and refer to the Customer Facility Charge or
charges authorized by Section 1 -3 -8.20 of the County Code imposed by the City on rental
car transactions occurring on or about the Airport, and required to be collected by the
Concessionaire pursuant to Section 5 of this Agreement.
Ace Car Rental Concession Agreement
1.13 "Days" (whether capitalized or not) shall, unless otherwise specified, mean and refer
to calendar days, not business days.
1.14 "FAA" shall mean the Federal Aviation Administration of the U.S. Government or
any federal agencies succeeding to its jurisdiction.
1.15 "Gross Revenues" shall mean and refer to all consideration of any kind - whether
cash transactions, credit card or in kind - received, and any other form of billing used,
derived and/or billed by the Concessionaire.
1.17 "Lease Agreement" shall mean and refer to that certain lease agreement between the
City and Ace Car Rental, together with the exhibits to the lease agreement and all
agreements supplemental to or modifying the Lease agreement, whether made
contemporaneously therewith or subsequent thereto.
1.18 "Leased Premises" shall mean those areas leased to Ace Rental Car to conduct its
business as set forth in the Lease Agreement entered into by the parties.
1.19. "Legal Requirements" shall mean and refer to all laws, statutes and ordinances
including building codes and zoning regulations and ordinances and the orders, rules,
regulations and requirements (whether now or hereafter in effect) of all federal. state,
county, city or other local jurisdiction departments, agencies, bureaus, offices and other
subdivision thereof, or any official thereof, or of any other governmental, public or quasi -
public authority, which may be applicable to or have jurisdiction over the premises, or the
sidewalks or streets adjacent thereto and all requirements, obligations and conditions of
all instruments of record on the date of this Agreement.
1.20 "Lien" shall mean and refer to any mortgage, lien, security interest, encumbrance,
charge on, pledge of, conditional sale or other encumbrance on the premises.
1.21 "Notice of Default" shall mean and refer to written notice of any Event of Default to
Concessionaire. Such notice, for all purposes, shall be in lieu of, and not in addition to,
any notice required as a prerequisite to an unlawful detainer or similar action for
possession of the Premises.
1.22 "Personal Property" shall mean the trade fixtures, equipment, conveyors, inventory,
furniture, or supplies owned or leased by Concessionaire (from a party other than the
Ace Car Rental Concession Agreement
Aviation Commission) and installed or used at the Airport in the conduct of
Concessionaire's Air Transportation business that are removable from Concessionaire's
Permitted Use Premises without substantial or permanent injury or damage to
Concessionaire's Permitted Use Premises.
1.23 "Public Areas" shall mean those areas of the Terminal Building not leased to any
person, company, or corporation that are open to the general public.
1.24 "Rental Car Concession" shall mean and refer to the right to operate a rental car
concession at the Airport from the consolidated Rental Car Facility on a nonexclusive
basis for the purpose of arranging rental car services for the benefit of Airport Customers
where such rental car service is furnished by or on behalf of Concessionaire.
1.25 "Rules and Regulations" shall mean those rules, regulations, and ordinances
promulgated by the Aviation Commission or operating directives issued by the Airport
Director, as the same may be amended, modified, or supplemented from time to time to
the extent that such rules, regulations, and ordinances are not in conflict with the
purposes of this Agreement.
1.26 "TSA" shall mean the Office of Homeland Security and Transportation Security
Administration, or their authorized successor(s).
SECTION 2 — GRANT OF CONCESSION; LEASED PREMISES
2.1 For the terms and upon the conditions and for the consideration hereinafter set forth,
the City grants to Concessionaire the right to operate a Rental Car Concession at the
Airport on a nonexclusive basis for the purpose of arranging rental car and related service
for Airport Customers. The concession rights and privileges granted and awarded to
Concessionaire are expressly made subject to the terms of this Concession Agreement
and the Lease Agreement. Concessionaire acknowledges and understands that the City
intends to grant Rental Car Concessions to other qualified companies on substantially the
same terms and conditions contained herein. The award of concession rights and
privileges to other rental car operators shall not constitute a violation of this Concession
Agreement.
Ace Car Rental Concession Agreement
2.2 Concessionaire shall use the Leased Premises for the conduct of its automobile rental
operation, which includes, in the areas designated in the Lease Agreement for the
negotiation of rates for the rental of automobiles to patrons, passengers, and others.
SECTION 3 — TERM
This Agreement shall commence on , 2011 and shall continue until
, 2014 unless earlier terminated or revoked.
SECTION 4 - CONCESSION RENTS AND FEES
For the privileges herein provided for the right to conduct a rental car concession
at the Airport, Concessionaire shall pay a monthly Concession Fee of Five Thousand
Dollars and 00 /100 ($5,000.00) or ten percent (10 %) of Concessionaire's gross revenue,
whichever is greater.
4.1 In determining gross revenue from the operation of said business for the
purpose of computing the percentage rental, gross revenue shall mean all revenue or
income received or recorded to be received on said Leased Premises, including, but not
limited to, revenue from cash transactions, charge accounts locally controlled or billed
through central offices, credit card transactions, accounts and services from automobile
rentals, and any other form of billing used in the transaction of business by
Concessionaire on the Airport.
4.2 Gross revenues shall include: (a) all charges, including, but not limited to,
time and mileage charges and separately stated fees for rental of vehicles and other
related or incidental services or merchandise, and any other items or services, made at or
from Concessionaire's Rental Car Concession, regardless of where the vehicles or
services are delivered to or returned; (b) all amounts charged to the customer for
insurance offered by Concessionaire incidental to the rental of such vehicles, including
but not limited to personal accident insurance; (c) all charges attributable to any vehicle
originally rented at Concessionaire's Rental Car Concession which is exchanged at any
other location; (d) all proceeds from the long -term lease of vehicles from
Concessionaire's Rental Car Concessions; (e) all amounts charged to Concessionaire's
Ace Car Rental Concession Agreement
customers and which are separately stated on the rental agreement as an optional charge
for waiver by Concessionaire of its right to recover from customer for damage to or loss
of the vehicle rented; (f) all amounts charged by Concessionaire for items of personal
property (including, but not limited to, mobile phones, child seats, ski racks, etc.), (g) all
amounts charged to Concessionaire's customers at the commencement or the conclusion
of the rental transaction for the cost of furnishing and/or replacing fuel provided by
Concessionaire; (h) all monies, fees, or other consideration received from airlines, travel
agents or other consolidators /organizers as part of any package and/or promotion that
features Concessionaire's services, fees or rates as part of a package, (i) intercity or drop
charges, (j) all amounts charged by Concessionaire for the Recovery Fee, and (k) any
other amount, whether "above the line" or "below the line" associated with any rental
transaction.
. 4.3 Gross Revenues shall, however, exclude: (a) any federal, state, county or city
sales or other similar taxes or surcharges that is levied on any rental car separately stated
to and collected from customer of Concessionaire and paid in full by Concessionaire to
the taxing authority: (b) any amount received as insurance proceeds or otherwise for
damage to vehicles or other property of Concessionaire, or for less, conversion or
abandonment of such vehicles; (c) revenue from the wholesale transfer of salvage
vehicles; (d) all non - revenue rentals to employees of Concessionaire; and (e) the
Customer Facility Charge.
4.4 Gross Revenues shall generally be determined by the total charges on the face
of an Airport Customer's Receipt, less any charges specifically excluded in the definition
of Gross Revenues. Anything not explicitly excluded from the definition of Gross
Revenues shall be included within the Gross Revenues.
4.5 Concession Fee payments shall be made on or before the twentieth (20th) day
of the calendar month following the calendar month during which the gross revenue
hereinabove described has been realized.
Ace Car Rental Concession Agreement
SECTION 5 - CUSTOMER FACILITY CHARGE
5.1 A Customer Facility Charge of $3.50 per Contract Day all on- airport rental car
transactions shall be collected by Concessionaire, as agent for the Commission, from
customers and remitted to the Commission as provided for below. The Customer Facility
Charge (CFC) shall be imposed on all transaction days for each rental agreement entered
into on or after April 1, 2007. The CFCs may be used for the following purposes:
5.1.1 To pay financial and physical planning and architecture and engineering
design costs associated with the new rental car facilities, as determined by the
Commission.
5.1.2 To pay project management and construction costs associated with the new
rental car facilities, as determined by the Commission.
5.1.3 To pay the operating and maintenance expenses of the Commission that are
allocable to the rental car operating areas.
5.2 The Concessionaire shall collect and remit the CFC revenues on behalf of the
Commission based on the following:
5.2.1 A CFC shall be imposed on all transaction days for each rental agreement
entered into on or after April 1, 2007. A CFC of $3.50 for each Contract Day shall
be levied on automobile rentals at the Airport. Each twenty -four (24) hour period
or fraction thereof within the rental period shall constitute a separate day for
which Concessionaire shall levy and collect the CFC.
5.2.2 The CFC shall be identified on a separate line of each rental car contract or
agreement entered into on the Airport or elsewhere with car pick -up at the
Airport, and described as "Customer Facility Charge" or "CFC" with a footnote
approved by the Commission explaining the abbreviation. Concessionaire shall
hold the CFC revenues collected by the Concessionaire in trust in a fiduciary
capacity for the City. All of the CFC revenues collected and held by
Concessionaire shall be the property of the City.
Ace Car Rental Concession Agreement
5.3 Proceeds to be held in Trust. Concessionaire agrees that the CFC is not income,
revenue or any other asset of Concessionaire; that Concessionaire has no ownership or
property interest in such CFCs and that Concessionaire hereby waives any claim to a
possessory or ownership interest in the CFCs. Concessionaire agrees that it holds such
CFCs in trust for the benefit of the City and the City (or a trustee on its behalf) has
complete possessory and ownership right to such CFCs. Consistent with the nature of the
CFC as funds held in trust for the City, Concessionaire shall separately account, on its
books and records, for the CFC proceeds collected by it. Notwithstanding the foregoing,
in the event that either; (i) it is determined that the Concessionaire must, as a matter of
law, establish a separate account into which all CFC proceeds must be deposited, or (ii) it
is determined, by a court of competent jurisdiction, that the failure to maintain the CFCs
in a separate account imperils the trust nature of the relationship created by this Section 5
potentially subjects any CFC amounts held by Concessionaire to the claim (or potential
claim) by Concessionaire's creditors, whether in bankruptcy or otherwise, then in that
event the City shall have the right to require Concessionaire to establish a separate
account into which all CFC proceeds collected shall be deposited and all interest (if any)
on the CFC proceeds held by Concessionaire shall inure to the benefit of, and be payable
to, the City.
5.4 Concessionaire to Promptly Remit. Concessionaire shall remit the CFC proceeds
held by the Concessionaire to the City on a monthly basis on or before the twentieth
(20th) day of each month following the month in which the CFCs were collected
provided, however, in the event that it is determined that the Concessionaire must, as a
matter of law, remit the CFCs more frequently, Concessionaire shall remit such funds
with such frequency as required by law, but Concessionaire shall not otherwise be
required to report or reconcile the amounts remitted other than on a monthly basis on or
before the twentieth (20th) day of each month. The Concessionaire shall remit the CFCs
by electronic funds transfer or other means specifically approved by the City in writing.
When remitting such CFC proceeds, the Concessionaire shall report and reconcile the
CFC proceeds remitted by it on a form required by the City and shall submit such other
Ace Car Rental Concession Agreement
and further information as may reasonably be necessary for the City to determine any
matter related to the CFC.
5.5 Concessionaire agrees that it will not be entitled to any rights of offset or other
reduction in the requirements herein and to remit all CFC revenues collected to the City
regardless of any amounts that may be owed or due to the Concessionaire by City.
5.6 Although the Commission does not anticipate any legal challenge to the CFC, the
City will defend any such challenge. If all or any part of the CFC fails to survive
challenge in a court of competent jurisdiction, then the stricken portion of the CFC will
be replaced by higher rents and fees, as determined by the Commission by making
adjustments to the Concessionaire's rents and fees.
5.7 Records; Audit. The Concessionaire shall maintain records and controls which are
sufficient to demonstrate the correctness of the CFC proceeds collected by the
Concessionaire and the amount of CFC proceeds paid to the City. Such records shall be
maintained in accordance with, and subject to inspection and audit as set forth in, Section
12 of this Concession Agreement.
5.8 Payment of the Customer Facility Charge revenues collected by Concessionaire shall
be made to the Commission at the address provided in Section 20 and shall be paid in
U.S. dollars without exchange for foreign currency. Concessionaire agrees to promptly
remit its Customer Facility Charge revenue collections to the Commission.
5.9 The Concessionaire shall furnish to the Commission, on or before the twentieth (20th)
day following each complete calendar month during the Term of this Agreement, a
statement, certified by the Concessionaire and prepared in a manner satisfactory to the
Commission, of the Customer Facility Charge revenues collected, and the number of
Automobile Rental Contracts and Contract Days that occurred during the previous
calendar month. The CFC revenues collected shall be remitted by the Concessionaire to
the Commission by the 20th day of each month for the preceding calendar month of
operations during the entire Term of this Agreement.
Ace Car Rental Concession Agreement
SECTION 6- INTEREST ON OVERDUE PAYMENTS
There shall be added to all unpaid sums due the Commission an interest charge of
one and one -half percent (1.5 %) per month on the principal sum, computed as simple
interest; at no time will the interest actually charged exceed the highest applicable interest
rate permitted under State of Georgia law. Payments not received when due shall accrue
interest from the due date until paid in full.
SECTION 7 - CONCESSION REQUIREMENTS
The granting of the authority to the Concessionaire to operate at the Airport set
forth in this Agreement will be on the following terms and conditions:
7.1 It is understood and agreed under this contract that the Commission is the operator of
the Airport for the use and benefit of the public and that Concessionaire is only the
concessionaire of the Leased Premises herein described with only the privileges provided
for in this Agreement, and Concessionaire shall conduct its business in such a manner as
to create good will and render a quality level of service to passengers and patrons using
said Airport.
7.2 Concessionaire shall provide the highest degree and standards of quality services to
the patrons of the Airport. Concessionaire shall furnish prompt, efficient, first class
service that is adequate to meet all responsible demands for services.
SECTION 8 - EMPLOYEES OF CONCESSIONAIRE
8.1 Concessionaire shall require all of its employees and subcontractors or independent
contractors hired by Concessionaire working in view of the public and about the
Terminal Building to wear clean and neat attire and to display appropriate identification.
8.2 Concessionaire employees shall obtain identification badges from the Airport.
Concessionaire will be responsible for paying for the cost of Transportation Security
Administration required employee background checks and badging.
8.3 Concessionaire shall employ a sufficient number of trained personnel to handle
customer service, vehicle maintenance, vehicle handling, office and administrative duties
Ace Car Rental Concession Agreement
necessary for the efficient and effective operation of the Rental Car concession.
Concessionaire's employees shall be properly trained and provide good service to
customers. Employees shall conduct themselves in a professional and courteous manner
at all times. All employees shall maintain a clean, neat and well - groomed appearance and
shall wear a uniform or appropriate attire as established by Concessionaire.
8.4 Concessionaire's employees are not allowed to solicit business or to use pressure
sales tactics.
8.5 Concessionaire agrees that at least one uniformed attendant shall be on duty at all
times during the hours of operation of its counter. Attendant is to be a full -time
employee of Concessionaire and shall wear a name tag and Airport identification badge
while performing his/her duties. Employees shall at all times conduct themselves in an
acceptable manner; there shall not be loud, boisterous or use improper language on the
Premises.
SECTION 9 - HOURS OF OPERATION
The hours of operation are those hours when the Airport Passenger Terminal
Building is open for business, except when mutually agreed upon by Concessionaire and
the Airport Director and upon receipt of written acknowledgment from the Airport
Director of any such agreement.
SECTION 10 - OPERATING STANDARDS
10.1 Rental car operations shall be conducted in a safe, clean and orderly condition at all
times. No trash or debris shall be permitted to accumulate or be stored on any portion of
the Leased Premises.
10.2 Payment. Concessionaire shall accept credit cards, debit cards and traveler's check
as acceptable forms of payment for rental transactions.
10.3 Rental Vehicles. Concessionaire agrees to have available at all times well -
maintained, late -model automobiles. In no instance shall the automobiles be more than
three (3) years old.
Ace Car Rental Concession Agreement
10.3.1 Concessionaire shall maintain its vehicles in good and safe operating
condition, free from known mechanical defects. Vehicles shall be maintained in a
clean and attractive condition both inside and outside. The City shall have the
right to prohibit the Concessionaire from offering for rent any vehicle which fails
to meet the mechanical or appearance standards set forth herein.
10.3.2 Concessionaire shall have a sufficient number of vehicles to meet the
reasonably foreseeable demands of the traveling public.
10.3.3 Concessionaire shall operate all of its vehicles in a safe manner and in
accordance with all Airport, City, state and federal regulations. All vehicles shall
be properly licensed and insured.
10.4 It is agreed that should Concessionaire desire to make any improvements or
alterations to the hereinabove mentioned counter and Leased Premises, same shall be
done at Concessionaire's own expense and, before beginning such improvements or
alterations, the general plan and specifications of same shall be subject to the written
approval the Commission.
10.5 Concessionaire accepts the Leased Premises in their present condition and agrees to
maintain the Leased Premises and counter and equipment owned by Concessionaire and
installed on said premises in good state of repair at all times during the life of this
Agreement.
10.6 Concessionaire agrees to not bring onto the Leased Premises any chemical, material
or substance that could pose a hazard to the environment or any person.
10.7 Concessionaire shall obtain and maintain all such licenses and permits necessary to
operate its car rental business.
SECTION 11 - MULTI - BRANDING.
11.1 Concessionaire shall be prohibited from operating at the Airport under any brand or
trade name other than Ace Car Rental. During the term of this Agreement Concessionaire
shall operate and maintain all signage only under this name. No other brand name shall
Ace Car Rental Concession Agreement
be used or displayed at the Airport or upon the Premises. The operation of two or more
brand or trade names under this Agreement is prohibited.
11.2 If Concessionaire uses any particular brand or trade name under a license or
franchise agreement, Concessionaire represents and warrants that it has been granted the
right to use such brand or trade name for the entire term of this Agreement. At the City's
request, Concessionaire agrees to provide a copy of such franchise or license agreement
as evidence that the same is in full force and effect. Concessionaire shall immediately
notify the City if such agreement is terminated.
SECTION 12 - ACCOUNTING PROCEDURES; AUDIT
12.1 Accounting Procedures. Concessionaire covenants and agrees that it will establish
and maintain an accounting system (specifically including all books of account and
records customarily used in the type of operation permitted by this Concession
Agreement) in full and complete accordance with generally accepted accounting
principles and otherwise reasonably satisfactory to the City for the determination of any
Customer Facility Charges or other computations, or both, which may be necessary or
essential in carrying out the terms of this Concession Agreement. Concessionaire shall
maintain its records relating to the operation permitted by this Concession Agreement for
a period of at least three (3) years after the end of each Agreement year (or until the close
of any ongoing audit thereof being conducted by, or on behalf of the City); provided,
however, that the City may (prior to the expiration of the relevant retention period)
request that any such records be retained for a longer period of time, in which case
Concessionaire, at is option, may deliver such records into the custody of the City.
12.2 Audit. Representative(s) designated by the City shall be allowed to inspect and
audit Concessionaire's books of accounts and records with reference to the determination
of any matters relevant to this Concession Agreement at all reasonable times. The City
representative shall specifically be entitled to inspect and audit any records necessary, in
the auditor's professional discretion, to complete the audit consistent in a manner
consistent with generally accepted auditing standards; provided, however, nothing herein
Ace Car Rental Concession Agreement
shall authorized the City to make any investigation into the expenses or expense structure
of Concessionaire except to the extent specifically necessary for the verification of any
exclusion from Gross Revenues. The costs of such audit shall be borne by the City unless
the results of such audit reveal a discrepancy of more than one percent (1 %) for the CFCs
or three percent (3 %) for any other amount for any twelve (12) month audit period. In
the event of such discrepancy, the full cost of the audit shall be borne by the
Concessionaire, and Concessionaire shall promptly pay all additional fees owing to the
City together with interest on such sums from the date originally due until the date paid at
the Default Rate.
12.3 In the event that Concessionaire's books of accounts are not maintained in the City,
they shall be made available for audit locally within twenty (20) business days of a
request by the City, or Concessionaire shall pay in full any travel and related expenses of
City representative(s) to travel to the location outside Augusta Richmond County.
12.4 In those situations where Concessionaire's records have been generated from
computerized data (whether mainframe, minicomputer, or PC -based computer systems),
Concessionaire agrees to provide the City representative with extracts of data files in a
computer readable format on data disks, electronic mail with attached files or suitable
alternative computer data exchange formats. Concessionaire agrees to provide
appropriate work space to conduct the audit and free access to copiers; number of
Concessionaire's accounting manager or the like who have a thorough knowledge of the
accounting system as it pertains to this Concession Agreement and who will assist the
City with its audit. Concessionaire will also allow interviews of past and present
employees who were or are involved in the financial or operational activities of
Concessionaire.
SECTION 13 - RECORDS TO BE MAINTAINED BY CONCESSIONAIRE
13.1 Concessionaire shall maintain a complete and accurate set of books and records on
the business conducted on its Leased Premises and same shall be open to inspection by
Ace Car Rental Concession Agreement
the Commission or its representative at any reasonable time so as to ascertain the true
amount of Concessionaire's gross revenue from its operation on the Airport.
13.2 Upon request of the Commission, Concessionaire shall furnish the Commission,
within ten (10) days of such request, a statement indicating its total number of locally
based vehicles available for rental at said Airport. The term "local" shall mean the
counties of Richmond and Columbia, Georgia, and Aiken, South Carolina.
Concessionaire shall furnish the Commission, not later than the twentieth (20th) day of
the succeeding month, a statement indicating its gross sales from the previous month.
Upon request, Concessionaire shall provide a statement verifying monthly gross
revenues, as previously reported by Concessionaire to Commission. Said verification is to
be compiled by a competent accountant.
SECTION 14 - VENDING MACHINES
Concessionaire shall not install or maintain vending machines, public pay
telephones, or other machines operated by coins, tokens, or credit cards in or at
Concessionaire's Permitted Use Premises in areas accessible to the public except with the
prior written approval of the Airport Director. This Section 14 shall not prohibit
Concessionaire from the installation of self - ticketing or passenger check -in machines, but
the location and manner of such installation shall be subject to the prior written approval
of the Airport Director.
SECTION 15 - COMPLIANCE WITH LAW
Concessionaire agrees that its operation at the Airport shall be conducted in
conformity with all local, State, and federal laws and all published Airport regulations
and procedures. It is further agreed that the Airport Director, acting on behalf of the
Commission, shall be, at all times, in full and complete charge of the Airport in its
entirety and his directions as to policy and procedures shall be final and conclusive as
regarding Concessionaire.
Ace Car Rental Concession Agreement
SECTION 16- ASSIGNMENT
16.1 Concessionaire may not, without the prior written consent of the Commission
endorsed hereon, assign this Agreement or any interest hereunder, or sublet the Leased
Premises or any part thereof, or permit the use of the Leased Premises by any party other
than Concessionaire. Consent to one such assignment or sublease shall not destroy or
waiver this provision, and all later assignments and subleases shall likewise be made only
upon the prior written consent of the Commission.
16.2 Subtenants or assignees shall become liable directly to the Commission for all
obligations of Concessionaire hereunto, without relieving Concessionaire's liability.
16.3 It is expressly understood that Concessionaire shall not sell or otherwise change
ownership of its concession business or permit representation by any person or persons
other than Concessionaire without the prior written approval of the Commission.
SECTION 17- SECURITY
Concessionaire, its officers, employees, agents, and those under its control, shall comply
with security measures required of Concessionaire or the Commission by the Federal
Aviation Administration, Transportation Security Administration (TSA), or U. S.
Department of Transportation, or contained in any Airport master security plan approved
by the TSA, to include an Airport Tenant Security Program as outlined in 49 CFR Part
1542 regarding Concessionaire's Exclusive Use Space. If Concessionaire, its officers,
employees, agents, or those under its control shall fail or refuse to comply with said
measures and such noncompliance results in a monetary penalty being assessed against
the Commission, then Concessionaire shall be responsible and shall reimburse the
Ace Car Rental Concession Agreement
Commission in the full amount of any such monetary penalty or other damages, including
attorney's fees and other costs to defend the Commission against such claims.
SECTION 18 - DEFAULT AND TERMINATION
18.1 At any time that Concessionaire is not in default in its payments or other obligations
to Commission hereunder, Concessionaire may terminate this Agreement and terminate
all of its future obligations hereunder by giving Commission thirty (30) days advance
written notice after the default by Commission in the performance of any covenant or
agreement herein required to be performed by Commission and the failure of the
Commission to remedy such default for a period of thirty (30) days after receipt from
Concessionaire of written notice to remedy the same. Rents, fees, and charges due
hereunder shall be payable only to the date of said termination by Concessionaire.
18.2 Events of Default:
18.2.4 If Concessionaire fails to make any payment of Concession Fee, rents,
Customer Facility Charge or any other required payment and when due hereunder,
where such failure shall continue for a period of three (3) days following service
of notice thereof upon Concessionaire by Commission.
18.2.5 An audit finding that the amount owed to the City would be 5% higher on a
monthly basis than what has been paid by the Concessionaire.
18.2.6 The failure by Concessionaire to collect and remit the Customer Facility
Charge as required by the Lease Agreement when due.
18.2.7 If Concessionaire uses or permits the use of its Leased Premises at any
time for any purpose which at that time is not authorized by this Agreement.
Upon the occurrence of any material default and breach of this Agreement by
Concessionaire, Commission may then immediately, or at any time thereafter,
terminate this Agreement by service of a ten (10) days advance written notice to
such effect upon Concessionaire and this Agreement shall terminate at 11:59:59
p.m. on the termination date specified within such notice.
Ace Car Rental Concession Agreement
SECTION 19 - INDEMNIFICATION AND INSURANCE
19.1 During the term of this Concession Agreement, Concessionaire shall provide, pay
for, and maintain with companies reasonably satisfactory to the City and the Aviation
Commission, the types of insurance as set forth in the Augusta - Richmond County Code,
and Georgia law as the same may be amended from time to time, and as described herein.
All insurance shall be issued by insurance companies eligible to do business in the State
of Georgia and Best Rated A or equivalent. In the event of a conflict between the
provisions of the Augusta - Richmond County Code and this Concession Agreement, the
more stringent requirement shall govern. In no event shall Concessionaire maintain any
insurance less than the requirements set forth in the Augusta - Richmond County Code, as
amended.
19.2 All policies of Concessionaire and its sub - concessionaires shall provide coverage
that includes, or has the same substantive effect as the following:
19.2.1 Richmond County and each of its Commissioners, officers, agents, elected
representatives, Aviation Commission, and employees, in their respective capacities as
such, shall be named additional insured hereunder with respect to all operations of the
named insured.
19.2.2 It is agreed that this insurance policy shall apply as primary, and any
insurance and/or self - insurance as may be maintained by the City or its Commissioners,
officers, agents, elected representatives, volunteers, and employees shall apply in excess
of, and shall not contribute with insurance provided by this policy."
19.2.3 This insurance shall not be materially changed, altered, canceled, or non -
renewed until after thirty (30) days advanced written notice has been given to the City
except that only ten (10) days notice shall be required in the event of cancellation due to
non - payment of premium."
19.2.4 All such evidence of insurance shall be in the form of certificates of
insurance satisfactory to the City and its Risk Manager, accompanied by a certified true
copy of an endorsement to each policy containing the above language. The insurance
coverage and limits required shall be evidenced by properly executed certificates of
Ace Car Rental Concession Agreement
insurance. These certificates shall be signed by the authorized representative of the
insurance company shown on the certificate. The required policies of insurance shall be
in compliance with the laws of the State of Georgia.
19.2.5 If at any time the Aviation Director requests a written statement from the
insurance company as to any impairment to the aggregate limit, Concessionaire shall
promptly authorize and have delivered such statement to the Aviation Commission.
Concessionaire authorizes the Aviation Commission and/or the City's Risk Manager to
confirm with Concessionaire's insurance agents, brokers, and insurance companies all
information furnished.
19.3 The acceptance of delivery to the City and the Aviation Commission of any
certificate of insurance evidencing the insurance coverage and limits required under this
Concession Agreement does not constitute approval or acceptance by the City or the
Aviation Commission that the insurance requirements in this Concession Agreement have
been met. No operations shall commence at the Airport unless and until the required
certificates of insurance are in effect and approved by the City.
19.4 The Concessionaire and the City understand and agree that the minimum limits of
the insurance herein required may, from time to time, become inadequate, and
Concessionaire agrees that it will increase such minimum limits upon receipt of written
notice defining the basis of the increase. The Concessionaire shall furnish the City,
within sixty (60) days of the effective date thereof, a certificate of insurance evidencing
that such insurance is in force.
19.5 Concessionaire's insurance companies or its authorized representative shall give the
City and the Aviation Commission thirty (30) days prior written notice of any
cancellation, intent not to renew, or material reduction in any policy's coverage, except in
the application of the Aggregate Limit Provisions. In the event of a reduction to the
Aggregate Limit, it is agreed that immediate steps will be taken to have the prior
Aggregate Limit reinstated.
19.6 If at any time the Airport Director requests a written statement from the insurance
companies as to any impairments to the Aggregate Limit, prompt authorization and
Ace Car Rental Concession Agreement
delivery of all requested information will be given to the Aviation Commission. Renewal
Certificates of Insurance must be provided to the City and Aviation Commission as soon
as practical but in every instance prior to expiration of current coverage.
19.7 The amounts and types of insurance shall conform to the following minimum
requirements with the use of Insurance Service Office policies, forms, and endorsements
or broader, where applicable. Notwithstanding the foregoing, the wording of all policies,
forms, and endorsements must be reasonably acceptable to the City and Aviation
Commission.
19.8 Workers' Compensation and Employer's Liability Insurance shall be maintained in
force by Concessionaire during the term of this Agreement for all employees engaged in
the operations under this Agreement. The limits of coverage shall not be less than:
Workers' Compensation Georgia Statutory
Employer's Liability $1,000,000 Limit Each Accident
$1,000,000 Limit Disease Aggregate
$1,000,000 Limit Disease Each Employee
19.9 Property Damage. Property damage liability insurance including coverage of motor
vehicles with limits not less than $5,000,000, naming the City and the Aviation
Commission as an additional insured.
19.10 Automobile Liability Insurance - Covering all owned, non -owned and hired
vehicles, used in connection with the Car Rental Concession in the amount of
$ 5,000,000.
This policy must be endorsed to indicate that any premium, whether deposit or final, will
be the sole obligation of the Concessionaire.
19.11 Contractual Liability Insurance - Covering all liability arising out of the terms of
the Concession Agreement Documents, in the amount of $1,000,000.
19.12 The Commercial General Liability Insurance coverage in the amount of
$3,000,000 as listed in Standard Liability Insurance Manuals, which are applicable to the
operations of the Concessionaire in the performance of this Concession Agreement.
19.13 An insurance binder letter or a Certificate of Insurance must be sent to:
Ace Car Rental Concession Agreement
City of Augusta
Risk Manager
530 Greene Street
Room 217
Augusta, Ga. 30901
(706) 821 -2502 (Fax)
19.14 Indemnification and Hold Harmless
Except where, and to the extent caused by the gross negligence of the City, its
agents, employees, Concessionaires, officers or the Board of the Aviation Commission,
Concessionaire shall protect, defend, reimburse, indemnify, and hold Augusta - Richmond
County, the Aviation Commission, its members, agents, employees, and elected officers
and each of them, free and harmless at all times as set forth in the Augusta - Richmond
County Code, and particularly Article 1, Chapter 3, Division 1, Section 1- 3 -8.5,
Indemnity and Insurance, as the same may be amended from time to time, and described
herein. In the event of a conflict between the provisions of the Augusta - Richmond
County Code and this Concession Agreement, the broader requirement shall govern.
19.15 Loss Control and Safety
Concessionaire shall retain control over its employees, agents, servants and
subcontractors, as well as control over its invitees, and its activities on and about the
premises and the manner in which such activities shall be undertaken and to that end,
Concessionaire shall not be deemed to be an agent of the Commission or County.
Precaution shall be exercised at all times by Concessionaire for the protection of all
persons, including employees and property. Concessionaire shall make special effort to
detect hazards and shall take prompt action where loss control/safety measure should
reasonably be expected.
19.16 Attorneys' Fees; Payment On Behalf Of Commission
Concessionaire agrees to pay on behalf of the City and/or the Commission, as
well as provide a legal defense, both of which will be done only if and when requested by
the City and/or the Commission, for all claims as described in the Hold Harmless
subparagraph. Such payment on behalf of the City and/or the Commission shall be in
Ace Car Rental Concession Agreement
addition to any and all other legal remedies available to the City and /or the Commission
and shall not be considered to be the City and/or the Commission's exclusive remedy.
SECTION 20 -TIME AND PLACE OF PAYMENTS
The rents, fees, and charges described in this Agreement shall be payable at the
times stated above. Payments to the Commission may be made by wire transfer to the
following accounts:
Concessions Rents and Fees
Bank: Citigroup Smith Barney
Routing Number: 021272655
Address: One Tenth Street Suite 600
Augusta, GA 30901
Account Number: 1020838403
CFC's Payment
Bank: Citigroup Smith Barney
Routing Number: 021272655
Address: One Tenth Street Suite 600
Augusta, GA 30901
Account Number: 1083672930
If Concessionaire elects not to make payments by wire transfer, payments to the
Aviation Commission shall be made at the Office of the Airport Director as set forth
below or such other place as may hereafter be designated by the Aviation Commission.
Airport Director
Augusta Regional Airport
1501 Aviation Way
Augusta, Georgia 30906
SECTION 21 - NON - DISCRIMINATION
21.1 Concessionaire shall furnish its accommodations and /or services on a fair, equal and
not unjustly discriminatory basis to all users thereof and it shall charge fair, reasonable,
and non - discriminatory prices for each unit or service, provided that Concessionaire may
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be allowed to make reasonable and non - discriminatory discounts, rebates, or other similar
type of price reductions to volume purchasers.
21.2 Concessionaire shall make its accommodations and/o services available to the public
on fair and reasonable terms without discrimination on the basis of race, creed, color, sex,
sexual orientation, age, national origin, or disability.
21.3 Non - compliance with the above paragraphs, after written findings, shall constitute a
material breach thereof and in the event of such non - compliance, the Commission shall
have the right to terminate this Agreement or at the election of the County and/or the
Commission or the United States, either or both said governments shall have the right to
judicially enforce the above paragraphs.
21.4 Concessionaire assures that it will undertake an affirmative action program to ensure
that no person shall on the grounds of race, creed, color, national origin, sex, or disability
be excluded from participating in any employment activities covered in 14 C.F.R. Part
152, Subpart E, and /or 49 C.F.R. Part 21. 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. Concessionaire assures that it will
require that its covered sub - organization provide assurances to Concessionaire that they
similarly will undertake affirmative action programs and that they will require assurances
from their sub - organizations, as required by the aforesaid regulations, to the same effect.
21.5 Concessionaire will maintain open hiring and employment practices and will accept
applications for employment in all positions from all qualified individuals.
21.6 Concessionaire will provide to the City any information needed in the preparation of
reports or documents and other data relative to equal employment.
21.7 Concessionaire shall include similar clauses in any subcontracts and shall cause such
subcontractors to include these clauses in any contract related to the provision of services.
SECTION 22 - AIRPORT CONCESSION DISADVANTAGED BUSINESS
ENTERPRISES
Ace Car Rental Concession Agreement
22.1 Certification Required. It is the policy of the City to support participation of
Airport Concession Disadvantaged Business Enterprises (ACDBEs), as defined in 49
CFR Part 23, in concession activities at the Airport. This Agreement is subject to the
provisions of 49 CFR Part 23 as applicable.
22.2 Opportunities for Participation. It is the policy of the City to ensure that
ACDBEs, as defined in 49 CFR Part 23, and other small businesses have an equal
opportunity to receive and participate in Department of Transportation (DOT) assisted
contracts. The City encourages the Concessionaire to make every reasonable effort to
maximize contracting opportunities for ACDBEs and other small businesses in any
construction or architectural changes to the premises and in the procurement of goods and
services necessary for the operation of the Rental Car Concession at this Airport.
Reports. Concessionaire shall submit ACDBE participation reports to the City as required
for the purpose of demonstrating compliance with 49 CFR Part 23.
22.3 Non - Discrimination in Contracts. The City encourages Concessionaire to create
and maintain a diverse workforce, contractor and supplier base. The Concessionaire shall
not create barriers to open and fair opportunities for minority business enterprises
(MBEs), women's business enterprises (WBEs), small business enterprises (SBEs) and
disadvantaged business enterprises (DBEs) to participate in all rental car contracts at the
City and to obtain or compete for contracts and subcontracts as sources of supplies,
equipment, construction and services. In considering offers from and doing business with
contractors and suppliers, the Concessionaire shall not discriminate on the basis of race,
color, creed, religion, sex, age, disability, nationality, marital status, sexual orientation or
disability.
SECTION 23 — NOTICE
All notices, demands, and requests which may or are required to be given by either
Airport or Lessee to the other shall be in writing and shall be deemed to have been
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properly given when sent postage pre -paid by registered or certified mail (with return
receipt requested) addressed as follows:
Augusta Aviation Commission
Attn: Executive Director
1501 Aviation Way
Augusta, GA 30906
Bentley Auto Rental, LLC d/b /a Ace Rental Car
Attn: Charles Bentley
133 Charlestowne Place
Aiken, SC 29803
Either party may change the address and name of addressee to which subsequent notices
are to be sent by notice to the other given as aforesaid.
SECTION 24 - ENTIRE AGREEMENT
This Agreement contains the entire agreement of the parties and no
representation, inducements, promises, or agreement, oral or otherwise, between the
parties not embodied herein shall be of any force or effect. No failure of the City to
exercise any power at variance with the terms hereof shall constitute a waiver of the
City's right to demand exact compliance with the terms hereof.
SECTION 25 - GOVERNING LAW
This Agreement and all disputes arising hereunder shall be governed by the laws of the
State of Georgia.
SECTION 26 - VENUE
All claims, disputes, and other matters in question between the City and
Concessionaire arising out of or relating to this Agreement, or the breach hereof, shall be
decided in the Superior Court of Richmond County, Georgia. Concessionaire, by
executing this Agreement, specifically consents to jurisdiction and venue in Richmond
Ace Car Rental Concession Agreement
County and waives any right to contest jurisdiction and venue in the Superior Court of
Richmond County, Georgia.
SECTION 27 - ATTORNEY'S FEES
If the Commission is reasonably required to obtain counsel to enforce any of its
rights under this Agreement or to collect its fees and charges, the Commission shall be
entitled to recover from concessionaire reasonable attorney's fees incurred by it in
connection with such proceedings.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
day and year first above written.
City of Augusta Augusta Aviation Commission:
By: & By: AFL
Mayor Chairman V
RA Date: / y,1 //l
Attese ��0®� � 4�I
i ale ,� s
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Dale:
BENTLEY AUTO RENTAL, LLC D/B /A ACE RENTAL CAR:
Title: Q env ,
Date: 421\
Ace Car Rental Concession Agreement
Approved as to content:
By:
Airport Director
Approved as to form:
By:
City Attorney
Date:
Ace Car Rental Concession Agreement