HomeMy WebLinkAboutReso 93-194 - Approve the Rent-A-car concession agreement & permti between COR & Vanessa Enterprises, Inc dba National Car Rentals at RMA RESOLUTION NO.
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING
APPROVING THE RENT-A-CAR CONCESSION AGREEMENT AND
PERMIT BETWEEN THE CITY OF REDDING AND VANESSA ENTER-
PRISES, INC. , DBA NATIONAL CAR RENTALS AT REDDING
MUNICIPAL AIRPORT AND AUTHORIZING THE MAYOR TO SIGN
SAME.
IT IS HEREBY RESOLVED by the City Council of the City of
Redding as follows :
1 . That the City Council of the City of Redding hereby
approves the Rent-A-Car Concession Agreement and Permit between
the City of Redding and Vanessa Enterprises, Inc . , dba National
Car Rentals, effective May 6 , 1993, a true copy of which is
attached hereto and incorporated herein by reference.
2 . That the Mayor of the City of Redding is hereby autho-
rized and directed to sign said Rent-A-Car Concession Agreement
and Permit on behalf of the City of Redding; and the City Clerk
is hereby authorized and directed to attest the signature of the
Mayor and to impress the official seal of the City of Redding
thereto.
I HEREBY CERTIFY that the foregoing Resolution was intro-
duced and read at a regular meeting of the City Council of the
City of Redding on the 4th day of May , 1993, and was
duly adopted at said meeting by the following vote:
AYES : COUNCIL MEMBERS : Anderson, Kehoe, Moss and Arnes
NOES : COUNCIL MEMBERS : None
ABSENT: COUNCIL MEMBERS : Dahl
ABSTAIN: COUNCIL MEMBERS : None
CARL ARNESS, Mayor
City of Redding
A EST: FORM APPROVED:
CONNIE STROHMAYERi Jerk RR DALL A. RY , City Attorney
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C =TY OF REDD=NG
REDD I NG MUNICIPAL AIRPORT
RENT-A-CAR CONCESSION
' AGREEMENT AND PERM=T
VANESSA ENTERPRI SES � INC
dba NAT =ONAL CAR RENTALS
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REDD=NG MUN=C=PAL AIRPORT
' RENT-A-CAR CONCESSION
AGREEMENT AND PERMX r
TABLE OF CONTENTS
ARTICLE DESCRIPTION PAGE NO.
Recitals . . . . . . . . . . . . . . . . . . 1
I Definitions . . . . . . . . . . . . . . . . 2
II Rights Granted. . . . . . . . . . . . . . . 5
III Term. . . . . . . . . . . . . . . . . . . . 6
IV Payments . . . . . . . . . . . . . . . . . . 7
V Payment Bond. . . . . . . . . . . . . . . . 10
VI Audit, Reports , Books and Records . . . . . 10
VII Improvements . . . . . . . . . . . . . . . . 12
VIII Maintenance . . . . . . . . . . . . . . . . 12
IX Liens . . . . . . . . . . . . . . . . . . . 13
XService . . . . . . . . . . . . . . . . . . 13
XI General Covenants . . . . . . . . . . . . . 15
XII Exhibits . . . . . . . . . . . . . . . . . . 24
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C I TY O F RE DD I NG
RE DD= NG MUN=C = PAL A= RP O RT
RENT-A—CAR C ONC E S S I ON
AGREEMENT AND P E RM 3E T
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THIS AGREEMENT AND PERMIT, made this 6th day of May, 1993 by
and between the CITY OF REDDING, a Municipal Corporation and
General Law City, hereinafter referred to as "CITY, " who owns and
maintains Redding Municipal Airport in the City of Redding, and
whose address is P. 0. Box 496071, Redding, California, 96049-
6071 , and VANESSA ENTERPRISES, INC. , a California Corporation, dba
NATIONAL CAR RENTALS, hereinafter referred to as the "OPERATOR, "
whose address is 215 Lake Boulevard, No. 250, Redding, California,
96003 .
W I T N E S S E T H:
WHEREAS, the CITY owns and operates the Redding Municipal
Airport, located near Redding, California, hereinafter referred to
as the "Airport" ; and
WHEREAS, it is necessary in the promotion and accommodation
of air commerce and air transportation that an adequate, economi-
cal , courteous, safe, clean, neat, and efficiently operated Rent-
A-Car Concession be maintained for the benefit of air travelers
and other members of the public; and
WHEREAS, the OPERATOR desires to conduct a Rent-A-Car Busi-
ness in and from the Airport Terminal; and
WHEREAS, the OPERATOR desires to lease space in the Terminal
from which to conduct said Business ; and
WHEREAS, the CITY is obligated to charge user fees for the
Parking Lot, as shown in Exhibit "B, " in order to provide contrib-
uting cost recovery for the Redding Municipal Airport; and
WHEREAS, the OPERATOR desires to use Ready/Return Car Parking
Spaces as defined and required herein; and
WHEREAS, the OPERATOR is one of the three Rent-A-Car conces-
sions in and from Redding Municipal Airport Terminal ; and
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WHEREAS, this is a . short-term, stand-alone Agreement and
Permit that will terminate with no holdover, option or other
extension; and
WHEREAS, prior to the termination of this Agreement and
Permit the CITY plans to have issued a request for proposal and
bid for Rent-A-Car Concession Agreements at the Redding Municipal
Airport Terminal;
NOW THEREFORE, in consideration of the Premises and of the
charges, fees , covenants, and agreements contained herein, the
parties hereby agree to all conditions as follows :
ARTICLE I
DEFINITIONS
For the purposes of this Agreement and Permit the terms
listed below will mean:
A. "Agreement" : This Rent-A-Car Concession Agreement and
Permit together with all future amendments or supple-
ments which may be executed by the parties to this
Agreement and Permit.
B. "Airport" : The real property and facilities of Redding
Municipal Airport, Redding, California as they exist on
the date of the execution of this Agreement.
C. "Airport Director" : The CITY' s designated Director
(Manager) at Redding Municipal Airport acting directly
through his duly authorized representative.
D. "Automobile" : Those two or four wheel drive vehicles
(which includes recreational vehicles ) , owned or leased
by the OPERATOR, by which any person or property may be
propelled, moved or drawn upon a highway, notwithstand-
ing that the popular name of such device is other than
the term "automobile. "
If any Automobile is larger than twenty ( 20 ) feet in
length, ( i .e. recreational vehicle) it shall not be
parked in the Ready/Return Car Parking Spaces; such
Automobile shall be parked elsewhere.
E . "Fiscal Year" : Means any fiscal year adopted by the
CITY. The CITY' s current fiscal year begins on July
lst and ends on June 30th.
F . "Gross Receipts" : Gross Receipts, as used in this
Agreement, shall include:
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'! ( i ) All monies paid or payable to the OPERATOR for
Net Time and Mileage whether for cash or credit
under a Transaction entered into on the Airport,
regardless of when or whether paid for or not and
regardless of location assignment of the Automo-
biles and without regard to the manner in which,
or place at which, the Automobiles are furnished
to OPERATOR' s customers, and without regard to
whether the Automobiles are returned to the
Airport or to some other location.
( ii ) All Net Time and Mileage revenue from any Automo-
bile exchanged from OPERATOR' s Redding area
operations for an Automobile originally rented at
the Airport.
The following are exclusions from this definition:
( i) The difference between the regular rental/sales
price and the actual rental/sales price in the
case of discount transactions . (Only the net
rental/sales price will be included in "Gross
Receipts . " )
( ii ) The amount of any rental/sales taxes, so-called
"luxury taxes , " consumer excise taxes , and other
similar taxes imposed by any Federal , State,
municipal , or governmental authority directly
upon the rent of vehicles , now or hereafter, when
such taxes are added separately to the rental
price thereof and collected from customers at the
time of Transaction. All taxes must be properly
recorded and accounted for. No franchise or
capital stock tax and no income or similar tax
based upon income or profits as such will be
deducted from Gross Receipts .
( iii ) Receipts from the sale of waste or scrap materi-
als resulting from the OPERATOR' s Business at the
Terminal .
( iv) Receipts from the sale or trade-in value of any
furniture, fixtures , equipment or vehicles used
upon the Premises and owned by OPERATOR.
(v) The value of any merchandise, supplies , equipment
or vehicles exchanged or transferred from or to
other locations of Business of the OPERATOR where
the exchange or transfer is not made for the
purpose of avoiding a sale by OPERATOR which
otherwise would be made at or from the Premises .
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(vi) Receipts in the form of refunds from or the value
of, merchandise, supplies or equipment returned
to shippers , suppliers , or manufacturers .
(vii ) Receipts with respect to any Transaction where
the subject of the Transaction or some part
thereof is thereafter returned by the purchaser
to and accepted by OPERATOR, to the extent of any
refund actually granted or adjustment actually
made either in the form of cash or credit.
(viii ) Charges for damages to OPERATOR' s Automobiles
collected from the customer, incurred while the
Automobile was in the customer' s custody, or
illegal use of OPERATOR' s Automobiles .
( ix) Collision protection revenues and "Rent It Here -
Leave It There" service charges .
( x) Fees from sales of automobile liability insur-
ance, loss damage waiver insurance, and personal
accident insurance to the extent that such fees
do not exceed the cost incurred by OPERATOR to
provide insurance.
(xi ) Replacement fuel charges .
( xii ) That portion of Net Time and Mileage for a one-
way rental that is owed by the OPERATOR to the
out-of-town rent-a-car owner of the rental
vehicle of the Transaction.
The OPERATOR will not be credited with nor allowed to have
any reduction in the amount of the Gross Receipts as hereinabove
defined which results from any arrangements for illegal rebates or
illegal kickbacks or illegal hidden credits given or allowed to
customers .
G. "In-Terminal Operator" : A Business which has an
Agreement with the City of Redding to operate in the
Redding Municipal Airport Terminal .
H. "Net Time and Mileage" : This definition is further
defined as follows :
( i ) Time: is the sum of the weeks , days and hours
that an Automobile is rented, each period of
which is multiplied by the rate for the period.
( ii) Mileage: is the difference between out and in
odometer readings multiplied by the mileage rate .
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Therefore, Net Time and Mileage is defined as the
sum of Time and Mileage less any discounts . The
"rate" and "sum" stated herein are expressed in
dollars and cents .
I . "Office" : The Terminal floor space ( including the
corresponding counter space) leased under this Agre-
ement by the CITY to the OPERATOR for the uses author-
ized in this Agreement; at the beginning of this
Agreement said space consists of 245 square feet of
floor space as shown on Exhibit "A, " Sheet 1 of 1 ,
attached hereto and made a part of this Agreement.
J. "Premises" : All areas covered by this Agreement
including the Office, and Ready/Return Car Parking
Spaces .
K. "Ready/Return Car Parking Spaces" : Automobile parking
spaces in the Parking Lot to which an OPERATOR' s
customers return or pick up the rented Automobiles to
or from the OPERATOR, as shown on Exhibit "B, " Sheet 1
of 1, attached hereto and made a part of this Agre-
ement.
L. "Rent-A-Car Business" (hereinafter called "Business" ) :
The rental of Automobiles for a rental period not to
exceed sixty ( 60) days , the checking in of Automobiles ,
long distance telephone and communication service, and
hotel and motel reservations for customers . Each
rental Transaction shall be made by a separate agree-
ment, and any extensions of use by a separate agree-
ment, and any extensions of use by a renter of the
period of time exceeding sixty ( 60) days shall be
considered a separate Transaction.
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M. "Terminal" : The CITY' s airline passenger terminal ,
including its environs , at the Redding Municipal
Airport.
N. "Transaction" : A separate and distinct act of Business
between the OPERATOR and a customer.
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ARTICLE II_
i RIGHTS GRANTED
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1 . The CITY grants to the OPERATOR the right to conduct and
operate a Business from the space in the Terminal only. The CITY
agrees that, during the term of this Agreement, not more than
three ( 3 ) Rent-A-Car Operators , including the OPERATOR, will be
authorized by the CITY to operate a Business from the Terminal .
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However, nothing in this Agreement shall be construed as prohibit-
ing the CITY from authorizing Non-Terminal and Off-Airport Opera-
tors to operate a Business on the Airport .
2 . The CITY grants to the OPERATOR the right to ingress ,
egress, and occupancy of the Premises by the OPERATOR, its offi-
cers , contractors, suppliers, service personnel , guests , patrons
and invitees , subject to the security rules of the Airport, in
connection with its Business .
3 . For the purpose of pre-positioning Rent-A-Cars for customers
near the Terminal and for the purpose of providing a designated
area to which customers return Rent-A-Cars , the CITY requires the
OPERATOR and the OPERATOR agrees to use the Twenty (20) Ready/
Return Car Parking Spaces shown on Exhibit "B, " Sheet 1 of 1 .
Therefore, the CITY grants to the OPERATOR the exclusive use of
said Parking Spaces .
The OPERATOR may make arrangements to use additional
Ready/Return Car Parking Spaces from another In-Terminal Opera-
tor( s ) providing ( 1 ) said In-Terminal Operator( s ) have an agree-
ment between them to do such, ( 2 ) no fee is charged by one In-
Terminal Operator to another, and ( 3 ) prior written approval is
obtained from the Airport Director.
Non-Terminal and Off-Airport Operators will not be permitted
to rent or use the Ready/Return Car Parking Spaces . The OPERATOR
must retain the allocated Ready/Return Car Parking Spaces through-
out the term of this Agreement.
In the event Ready/Return Car Parking Spaces become avail-
able during the term of this Agreement, the Airport Director may,
at the OPERATOR' s request, allocate additional parking spaces to
the OPERATOR. The parking of non-rental or OPERATOR' s employees '
automobiles in the Ready/Return Car Parking Spaces is prohibited.
4 . The OPERATOR shall not engage in any activity on the Premis-
es other than that specifically permitted herein.
ARTICLE III
TERM
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The term of this Agreement shall be for a period of five ( 5 )
months commencing at 12 : 00 A.M. on the 6th day of May, 1993 and
ending on the 30th day of September 1993 unless sooner terminated
as herein provided.
This Agreement is entered into with the understanding that
the City of Redding will initiate an open competitive process for
the provision of rental car service at Redding Municipal Airport .
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j It is the CITY' s intention that such process will begin at least
nine ( 9 ) months prior to expiration of this Agreement.
ARTICLE IV
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PAYMENTS
1 . For use of the Premises, facilities, services, rights and
privileges granted by this Agreement, the OPERATOR hereby agrees
to pay to the CITY an OPERATOR' s fee computed as the GREATER of
the percentage fee or the monthly fees and charges and parking
space rent as follows :
A. Percentage Fee:
A monthly fee equal to the sum of ( i ) , ( ii ) , and
( iii) below as follows :
( i ) Seven percent ( 7% ) of the amount of Gross Re-
ceipts up to $19 , 999 . 99 per month;
PLUS
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( ii ) Eight percent ( 8% ) of the amount of Gross Re-
ceipts over $20 , 000 . 00 up to $39 , 999 . 99 per
month;
PLUS
( iii) Nine percent ( 9%) of the amount of Gross Receipts
over $40, 000 , 00 per month.
OR
B. Monthly Fees and Charges Being Currently Assessed:.
One-twelfth ( 1/12 ) of the annual fees and charges of
Four Thousand Six Hundred and Ninety-two Dollars
( $4 , 692 . 00 ) , And
C . Ready/Return Car Parking Spaces :
The monthly fee for each of the Ready/Return Car
Parking Spaces specified in Article II ( 3 ) the sum of :
( i ) A flat fee of Ten Dollars ( $10 . 00 ) per month for
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OPERATOR.
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2 . Payments shall be made and received as follows :
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A. On or before the 1st day of each month the OPERATOR
shall pay the CITY and the CITY shall receive one-
twelfth of the annual monthly fees and charges being
currently assessed PLUS Ready/Return Car Parking Space
fees .
B. No later than the 20th day of each month OPERATOR shall
pay the CITY and the CITY shall receive that portion of
the percentage fee for the previous month which exceeds
one-twelfth of the annual monthly fees and charges and
Ready/Return Car Parking Space rent being currently
assessed. If during any contract year, the aggregate
of the monthly percentage fees and the monthly fees and
charges and Ready/Return Car Parking Space rent being
currently assessed that are paid by the OPERATOR during
the year equals the annual total of monthly fees and
charges and Ready/Return Car Parking Space rent being
currently assessed which is Four Thousand Six Hundred
and Ninety-two Dollars ( $4 , 692 . 00 ) for Terminal space
and Two Thousand Four Hundred Dollars ( $2 , 400 . 00 ) for
parking spaces, the OPERATOR shall thereafter, for the
remainder of that year, be required to pay only the
monthly percentage fee. Forthe purpose of this
paragraph "contract year" means the twelve ( 12 ) month
period which immediately follows the anniversary date
of the term of this Agreement.
C. Each payment specified in 2 (B) above shall be submitted
with a Certified Activity Report which shall state the
OPERATOR' s Gross Receipts during the calendar month for
which payment is made and which must be presented using
the CITY' s form. An example of the CITY' s form is
attached as Exhibit "C. "
D. Payments due under this Agreement must be made in cash
or by check, bank draft, or money order made payable to
the City of Redding and received at: 760 Parkview
Avenue, Redding, California 96001 .
E . Any rent, charge, fee, or other consideration which is
due and unpaid at the expiration, termination, or
cancellation of this Agreement will be a charge against
the OPERATOR and his property, real or personal .
F . The OPERATOR shall make written records of all Transac-
tions pertaining to the Business conducted on the
Airport and shall make copies available if requested by
the CITY.
G. OPERATOR realizes that the late payment of rent, any
other fees , or late submittal of the required Certified
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Activity Report. causes CITY to incur costs not contem-
plated by this Agreement, and it would be very diffi-
cult to determine the exact amount of those costs .
Therefore, if any rents , fees, or required Certified
Activity Reports due CITY are received by CITY after
the due date, an administrative fee of $50 . 00 shall be
added to the payment due, and the total amount shall
become immediately due and payable to the CITY.
H. Any payment due and not received accrues interest from
the due date until paid in full at the annualized rate
of twelve percent ( 12% ) . Interest on disputed amounts
may not be charged to OPERATOR if the dispute is
resolved in OPERATOR' s favor.
I . If OPERATOR fails to furnish CITY with the Certified
Activity Report required in paragraph 2 (C) above, by
the 20th day of each month, CITY may determine
OPERATOR' s payment due by assuming that the difference
between the percentage of Gross Receipts and the
monthly fees and charges and Ready/Return Car Parking
Space rent being currently assessed for the preceding
month was 110% of the OPERATOR's previous month ' s Gross
Receipts . After delivery of a late Certified Activity
Report by OPERATOR, CITY will recalculate the underpay-
ment, but any overpayment will not be repaid to
OPERATOR. OPERATOR remains responsible for submitting
a Certified Activity Report for each month regardless
of any estimate made by CITY.
ABATEMENT
3 . Abatement Event. OPERATOR is entitled to abate the annual
fees and charges being currently assessed and payable under this
Agreement upon the occurrence of , and for the duration of, any of
the following:
A. Any event (not the fault of OPERATOR) which so damages
the Premises that the normal conduct of OPERATOR' s
business is prevented for a period exceeding thirty
( 30 ) consecutive days ;
B. Any event which results in the partial or complete
closure of the Airport to _commercial air transport of
passengers for a period exceeding thirty ( 30 ) consecu-
tive days .
4 . Abatement Amount . If any abatement event as described in
events A and B, of paragraph 3 of this Article occurs , the annual
fees and charges being currently assessed and payable by OPERATOR,
with respect to the period during which the abatement event
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remains unremedied, must .be reduced in an equitable manner in
light of the impact of the abatement event on OPERATOR' s profit-
ability, but in no event by less than the same percentage of
OPERATOR' s reasonably anticipated Gross Receipts for that period
(based upon past experience under this or similar concession
agreements at the Airport) which OPERATOR lost as a result of the
abatement event.
ARTICLE V
PAYMENT BOND
The OPERATOR will post a payment bond in the amount of Three
Thousand Dollars ( $3, 000 . 00 ) to assure payment under the terms set
forth herein. For the purpose of this Article, the term "payment
bond" will be construed to include a negotiable instrument issued
by a National or State bank in a form acceptable to the CITY.
Said deposit or bond will be subject to attachment by the CITY
upon the expiration of thirty ( 30 ) days after any monthly fee
required by this Agreement becomes due and payable. The OPERATOR
will furnish the CITY with a copy of the payment bond. The
payment bond will be maintained and renewed as necessary to remain
in force throughout the term of this Agreement.
ARTICLE VI
AUDIT, REPORTS, BOOKS AND RECORDS
1 . In order to provide a satisfactory basis for being able to
determine payments due the CITY hereunder, the OPERATOR must
establish and, maintain books and records with respect to the
operation and services authorized by this Agreement, in accordance
with generally accepted accounting principles . The OPERATOR' s
books and records must, in the determination of the CITY, enable
the OPERATOR to accurately report and the CITY to easily check the
i payments due the CITY hereunder.
2 . All books, ledgers , journals , accounts and records related
to the Business performed under this Agreement shall be open for
examination and audit by the CITY, during ordinary business hours .
All such books , records and supporting data will be kept by the
OPERATOR on the Airport, if feasible. However, if it is not
feasible for the OPERATOR to maintain their books on the Airport,
the CITY will have the option of either having the necessary books
transported to a location in Redding for said examination or audit
OR have the audit performed at a location outside the City of
Redding. If the CITY elects to have the audit performed at a
location outside the City of Redding, the OPERATOR will pay the
CITY for the audit costs incurred. The audit costs will include
roundtrip travel from the auditor' s duty station to the location
at which the books and records are maintained as well as per diem
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at the current out-of-City. rate for each day of travel and on-site
audit work. Subsequent to the audit, the CITY will bill the
OPERATOR for the costs incurred and the billing will be supported
by a copy of the travel authorization form then currently in use
by the CITY.
3 . Should any examination, inspection or audit of OPERATOR' s
books and records by the CITY disclose an underpayment by
OPERATOR, the OPERATOR shall promptly pay the difference including
all costs incurred in the conduct of the examination or audit plus
interest as specified in Article IV, Payments . If the difference
is collected by the CITY through litigation, the OPERATOR shall be
liable to the CITY for its full costs and attorney' s fees incurred
to collect such underpayment . Further, the OPERATOR shall be
liable for such full costs and attorney' s fees in the event of any
legal action to levy and collect on the payment bond under Article
V or any and all actions to collect monies due the CITY.
4 . Should any examination, inspection or audit of OPERATOR' s
books and records by the CITY disclose an overpayment by OPERATOR,
then the CITY and OPERATOR shall negotiate with respect to estab-
lishing reimbursement for such overpayment on a cash and/or credit
basis .
5 . All books , figures, records , reports, and statements submit-
ted to the CITY by OPERATOR become public information which is
available for public review.
6 . OPERATOR shall furnish the CITY with such other financial or
statistical reports as the CITY may require from time to time
regarding the concession or components thereof . This subsection
shall not be construed as requiring the OPERATOR to submit data to
the CITY which is in the nature of confidential business informa-
tion or trade secrets .
7 . Within ninety ( 90 ) days after the end of each calendar year
during the term of this Agreement, the OPERATOR must furnish the
CITY' s Airport Director with a true and accurate financial state-
ment reflecting the OPERATOR' s Gross Receipts derived from Busi-
ness transacted under this Agreement during the preceding calendar
year. The statement must be a compilation by a Certified Public
Accountant with a separate verification by the OPERATOR that the
information supplied to the Certified Public Accountant was
accurate.
8 . The OPERATOR agrees to use serially numbered documents for
each Transaction and shall keep record of all such documents , both
used and unused.
9 . In addition to the reports and records specifically required
by this Article VI , the OPERATOR shall supply to the CITY any
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other reasonable financial, or statistical reports related to this
j Agreement that the CITY may require during the term of this
Agreement.
ARTICLE VII
IMPROVEMENTS
1 . The OPERATOR accepts the Premises in their present condi-
tion. Any alterations, construction, or improvements desired by
the OPERATOR on the Premises must be performed at no cost to the
CITY and shall be subject to the prior written approval of the
Airport Director. When required by the CITY to do so, the
OPERATOR will submit plans and specifications prior to any altera-
tions , construction or improvements .
2 . The display by the OPERATOR of any signs , advertising or
similar matter on the Premises without the prior written approval
of the Airport Director is prohibited. Any advertisement not
directly related to the OPERATOR' s Business is prohibited.
3 . The OPERATOR is required to provide a Business "logo" type
sign at its corresponding counter location. OPERATOR is required
to provide signage for its Ready/Return Car Parking Spaces; these
signs must be approved by the Airport Director.
4 . Unless otherwise agreed by the parties, any partitions ,
wiring and piping, or other improvements installed on the Premises
by the OPERATOR must be removed by the OPERATOR, at the termina-
tion. or expiration of this Agreement, and thereby leaving the
Premises in good condition. The CITY may grant additional time
for the removal of improvements if hardship is established by the
OPERATOR. If, in the CITY' s opinion, removal will damage the
Premises or the Terminal, the CITY may either prohibit removal or
require the OPERATOR to repair all damage connected with removal .
5 . Title to any improvements not removed from the Premises as
provided herein passes to the CITY.
6 . Upon request by the CITY, the OPERATOR shall deliver to the
CITY three ( 3 ) copies of as-built drawings showing the location
and dimensions of improvements placed or constructed on the
Premises by the OPERATOR.
ARTICLE VIII
MAINTENANCE
1 . The OPERATOR shall maintain the Premises in good repair and
appearance and in a safe condition at all times . The OPERATOR
shall do, or cause to be done without delay, all those things
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which, in the opinion of -the Airport Director, are necessary or
desirable in the interest of safety or to maintain the Premises in
good repair and appearance.
2 . The CITY reserves the right to enter onto the Premises to
make any repairs or alterations necessary to the proper function-
ing of the Terminal without liability to the OPERATOR for any
damage to the Premises . As a result of any entry pursuant to this
provision, the CITY will only be liable for its own negligence and
for returning the Premises to their former condition using Stan-
dard materials .
3 . The CITY will maintain the structure of the Terminal, the
roofs and exterior walls . The CITY will also clean and maintain
the public areas in the Terminal .
4 . The CITY will maintain the electrical , plumbing, and heating
systems on the Premises and in the Terminal in good condition and
repair. The CITY may refuse to maintain any systems installed on
the Premises by the OPERATOR and may charge the OPERATOR for any
repair resulting from the OPERATOR' s negligence.
5 . The OPERATOR hereby expressly waives any and all claims and
holds the CITY harmless for damages arising or resulting from
failures or interruption of utility services furnished by the CITY
herein including but not limited to stoppages in electrical
energy, the quantity or temperature of water, space heating, or
for the failure or interruption of any public or passenger conve-
niences .
ARTICLE IX
LIENS
The OPERATOR shall keep the Premises free of all liens , pay
all costs for labor and materials arising out of any construction
or improvements by the OPERATOR on the Premises, and hold the CITY
harmless from liability for any liens , including costs and attor-
ney fees . By this provision, the CITY does not recognize that it
is in any way liable for any liens on the Premises .
ARTICLE X
SERVICE _
OPERATOR shall operate the Business in accordance with the
highest standards and practices of the automobile rental trade.
Further, OPERATOR understands and acknowledges that the CITY' s
obligation to facilitate air travel of the public at the Airport
includes efficiently operated Rent-A-Car Concessions for the use
of air travelers and other members of the public . Consequently,
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and as an additional consideration to the CITY for awarding this
Agreement to the OPERATOR, OPERATOR covenants as follows :
A. To conduct its operations in a quiet, orderly and
courteous manner, so as not to annoy, disturb, or
offend customers, patrons , or tenants of the Airport.
B. All Automobile safety related items must be maintained
in an operable condition at all times .
C. All Automobiles used by the OPERATOR for the Business
must have a Business logo or name placed in a consis-
tent location on the windshield or rear window of each
Automobile. Minimum logo size shall be two ( 2 ) square
inches in area.
D. OPERATOR or employees are not permitted to smoke in the
public view areas , i .e. counter space area .
E. OPERATOR .and its employees shall abide by all reason-
able rules, regulations , policies, and instructions of
the Airport Director or his designee.
F. OPERATOR shall provide hours of operations in a manner
that will serve the needs of the traveling public who
use regularly scheduled passenger flights .
G. OPERATOR shall insure a copy of its current and updated
schedule of hours of operation is maintained on file
with the Airport Director.
H. Except in case of emergencies , the OPERATOR shall
obtain the approval of the Airport Director prior to
any extended periods of concession space closure, such
extended period being defined as anything in excess of
five ( 5 ) calendar days .
I . OPERATOR shall provide both local rentals and Nation-
wide one-way rentals .
J. OPERATOR shall be part of a Nationwide computerized
reservations system allowing rental car reservations to
be made from anywhere in the Nation through airline and
travel agent computer systems
K. OPERATOR shall have a Nationwide "800" phone number
reservation service.
L. OPERATOR shall provide Nationwide rental car replace-
ment to the customer for rental cars that develop
mechanical problems .
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ARTICLE XI
GENERAL COVENANTS
1 . TERMINATION BY CITY
A. The CITY may cancel this Agreement and recover posses-
sion of the Premises by giving the OPERATOR thirty ( 30)
days prior written notice upon the happening of any of
the events listed below, unless the breach is cured
within said thirty ( 30 ) days:
( i ) Failure by OPERATOR to account for and pay to
CITY, as provided herein any and all amounts due
and owing to CITY from OPERATOR.
( ii ) Failure by OPERATOR to submit a timely and
accurate Certified Activity Report with the
payment to the CITY as required by Article IV,
paragraph 2 .
( iii) The occurrence of any act or omission on the part
of OPERATOR which deprives it of the rights ,
powers, licenses , permits , and authorizations
necessary for the lawful and proper conduct and
operation of the services and activities author-
ized herein.
( iv) The filing by or against OPERATOR of any petition
in bankruptcy, either voluntary or involuntary,
or the making by OPERATOR of any assignment for
the benefit of creditors , either of which actions
shall terminate this Agreement and bar the
passing thereunder of any benefits to creditors ,
assignees or transferees of OPERATOR, provided,
however, that OPERATOR will have sixty ( 60 ) days
to dismiss any petition filed against it.
(v) The abandonment, discontinuance, or assignment by
OPERATOR, without written consent of the CITY, of
any or all of the operations and services permit-
ted or required herein, except as provided
herein.
(vi ) The appointment of a trustee or receiver for the
OPERATOR' s assets in a proceeding brought by or
against the OPERATOR.
(vii ) The filing of any lien against the Premises as a
result of any act or omission of OPERATOR and
such lien is not removed, enjoined or a bond for
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satisfaction of such lien is not posted within
sixty ( 60) days .
(viii ) The levy of any attachment or execution, or the
appointment of any receiver or the execution of
any other process of any court of competent
jurisdiction which is not vacated, dismissed or
set aside within a period of ninety ( 90 ) days and
which does, or as a direct consequence of such
process will, interfere with OPERATOR' s use of
the Premises or with its operations under this
Agreement.
( ix) The failure of the OPERATOR to operate the
business authorized in this Agreement for a
period of more than fourteen ( 14 ) consecutive
calendar days .
( x) Cessation or deterioration of any service for any
period which, in the determination of the CITY,
materially and adversely affects the operation or
service required to be performed by OPERATOR
under this Agreement.
(xi ) The failure of the OPERATOR to perform any
provision or covenant in this Agreement.
(xii ) The failure of the OPERATOR to keep in force, for
any length of time, the insurance required by
Article XI , paragraph 4 of this Agreement.
No waiver by the CITY at any time of any default on the
part of OPERATOR in the performance of any of the terms ,
covenants or conditions hereof to be performed, kept or
observed by OPERATOR shall be, or be construed to be, a
waiver at any time thereafter by the CITY of any other or
subsequent default in performance of any of said terms ,
covenants or conditions , and no notice by the CITY shall be
required to restore or revive time as of the essence hereof
after waiver by the CITY of default in one or more instanc-
es . The granting of a waiver by the CITY of any provision
or covenant in this Agreement cannot be enforced or relied
upon unless the waiver is in a writing signed on behalf of
the CITY.
B. Upon termination by the CITY, all rights , powers ,
privileges and authority granted to OPERATOR under this
Agreement shall cease immediately and OPERATOR hereby
agrees to vacate the Premises used or occupied by it in
connection with its operation hereunder.
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C. The exercise by the CITY of the remedies and rights
provided in this Agreement shall not be exclusive but
shall be cumulative and shall in noways affect any
other right or remedy available to CITY.
2 . VACATION OF PREMISES BY OPERATOR
OPERATOR covenants and agrees to yield and deliver posses-
sion of the Premises to the CITY on the date of the termination,
cancellation or expiration of this Agreement promptly, peaceably,
quietly and in as good order and condition as the same now or may
be hereafter improved by OPERATOR or the CITY, reasonable use and
wear and tear excepted.
The OPERATOR shall be allowed a maximum of forty-eight ( 48 )
hours following the effective date of the cancellation of the
Agreement within which to remove all of the OPERATOR' s personal
property, equipment, furniture and fixtures from the Premises .
The OPERATOR and the CITY agree, as part of the consideration for
this Agreement, that all property remaining on the Premises after
the expiration of said forty-eight ( 48) hours will become the sole
property of the CITY, with full title vested in the CITY, and the
CITY may remove, modify, sell, or destroy the property as it sees
fit.
3 . ASSIGNMENT
The Agreement herein granted shall not be assigned by
OPERATOR, nor shall OPERATOR authorize or permit any person or
persons to use any space herein set aside to OPERATOR without
first securing the written approval of the CITY.
4 . INDEMNIFICATION AND INSURANCE
A. This Permit is granted upon the express condition that
CITY, its officers , agents , and employees, shall be
free from any and all liability and claims for damages
for personal injury, death, or property damage in any
way connected with OPERATOR' s activities at said
Airport, including claims of OPERATOR, its officers ,
agents, employees , and invitees . CITY, its officers ,
agents, and employees , shall be held harmless from any
and all liability, loss, cost, or obligation on account
of or arising out of any such injury, death, or loss ,
however occurring.
B. The OPERATOR shall procure and maintain during the
entire period of performance under this Agreement the
following minimum insurance coverage:
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( 1 ) Comprehensive General Liability Insurance - Five
Hundred Thousand Dollars ( $500 , 000 . 00 ) combined
single limits .
( 2 ) Automotive Liability Insurance - Five Hundred
Thousand Dollars ( $500, 000 . 00 ) combined single
limits .
The OPERATOR shall furnish to the City of Redding, Risk
Manager, a Certificate of Insurance showing the above
required insurance coverages are in effect and naming
the City of Redding, its agents , officers and employees
as additional insureds . The certificate shall guaran-
tee the CITY at least ten ( 10) days ' written notice of
cancellation or reduction in coverage .
C . The CITY requires evidence of workers compensation
insurance and it shall meet the minimum requirements of
the California Labor Code. A Certificate of Insurance
shall be furnished to the City of Redding, Risk Manager
and shall guarantee the CITY at least ten ( 10 ) days '
written notice of cancellation or reduction in cover-
age.
D. The requirement for insurance coverage does not relieve
the OPERATOR of any other obligation under this Agre-
ement.
5 . FAA REQUIREMENTS
A. To comply with Federal Aviation Administration require-
ments , OPERATOR, for himself, his heirs , executors ,
administrators , legal representatives , successors , and
assigns , as a part of the consideration hereof, does
hereby covenant and agree, as a covenant running with
the land:
( 1 ) That in the event facilities are constructed,
maintained, or otherwise operated on the Premises
described in this Agreement for a purpose for
which a Department of Transport program or
activity is extended, or for another purpose
involving the provision of similar services or
benefits , OPERATOR shall maintain and operate
such facilities and services in compliance with
all other requirements imposed pursuant to Title
49 , Code of Federal Regulations , DOT, Subtitle A,
Office of the Secretary, Part 21 , Nondiscrimi-
nation in Federally-Assisted Programs of the
Department of Transportation Effectuation of
Title VI of the Civil Rights Act of 1964 , and as
said Regulations may be amended.
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'j ( 2 ) That (a) .no person on the grounds of race, color,
or national origin shall be excluded from partic-
ipation in, denied the benefits of, or be other-
wise subjected to discrimination in the use of
said facilities ; (b) that in the construction of
any improvements on, over, or under such land and
the furnishing of services thereon, no person on
the grounds of race, color, or national origin
shall be excluded from participation in, denied
the benefits of, or otherwise be subject to
discrimination; and (c) that OPERATOR shall use
the Premises in compliance with all other re-
quirements imposed by or pursuant to Title 49 ,
Code of Federal Regulations , Department of
Transportation, Subtitle A, Office of the Secre-
tary, Part 21, Nondiscrimination in Federally-
Assisted Programs of the Department of Transpor-
tation--Effectuation of Title VI of the Civil
Rights Act of 1964 , and as said Regulations may
be amended.
( 3 ) That in the event of breach of any of the above
nondiscrimination covenants , CITY shall have the
right to terminate this Agreement and to re-enter
and repossess said land and the facilities
thereon, and hold the same as if said Agreement
had never been made or issued. This provision
does not become effective until the procedures of
49 CFR Part 21 are followed and completed,
including expiration of appeal rights .
( 4 ) That OPERATOR shall furnish his accommodations
and/or services on a fair, equal , and not unjust-
ly discriminatory basis to all users thereof, and
it shall charge fair, reasonable, and not unjust-
ly discriminatory prices for each unit or ser-
vice; provided that OPERATOR may be allowed to
make reasonable and nondiscriminatory discounts ,
rebates, or other similar types of price reduc-
tions to volume purchasers .
( 5 ) That noncompliance with paragraph 5 (A) ( 4 ) above
shall constitute a material breach thereof, and
in the event of noncompliance CITY shall have the
right to terminate this Agreement and the estate
hereby created without liability therefor, or at
the election of CITY or the United States either
or both said Governments shall have the right to
judicially enforce provisions .
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'i
( 6 ) That OPERATOR agrees that he shall insert the
above five provisions 5 (A) ( 1 ) through 5 (A) ( 5 ) in
any agreement, contract, etc . , by which said
OPERATOR grants a right or privilege to any
person, firm, or corporation to render accommoda-
tions and/or services to the public on the
Premises herein leased.
i ( 7 ) That OPERATOR assures that he 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 partic-
ipating in any employment activities covered in
14 CFR Part 152 , Subpart E . OPERATOR 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. OPERATOR assures that he will
require that his covered suborganizations provide
assurances to OPERATOR that they similarly will
undertake affirmative action programs , and that
they will require assurances from their sub-
organizations, as required by 14 CFR 152 , Subpart
E, to the same effort.
( 8 ) That CITY reserves the right to further develop
or improve the landing area of Redding Municipal
Airport as it sees fit, regardless of the desires
or view of OPERATOR and without interference or
hindrance.
( 9 ) That CITY reserves the right, but shall not be
obligated to OPERATOR, to maintain and keep in
repair the landing area of Redding Municipal
Airport and all publicly-owned facilities of said
Airport, together with the right to direct and
control all activities of OPERATOR in this
regard.
( 10 ) That this Agreement shall be subordinate to the
provisions and requirements of any existing or
future agreement between CITY and the United
States relative to the development, operation, or
maintenance of the Redding Municipal Airport.
( 11 ) That there is hereby reserved to CITY, its
successors and assigns , for the use and benefit
of the public, a right-of-flight for the passage
of aircraft in the airspace above the surface of
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i the Premises herein leased. This public right-
of-flight shall include the right to cause in
said airspace any noise inherent in the operation
of any aircraft used for navigation or flight
through said airspace or landing at, taking off
from, or operation of Redding Municipal Airport.
( 12 ) That OPERATOR agrees to comply with the notifica-
tion and review requirements covered in Part 77
of the Federal Aviation Regulations in the event
future construction of a building is planned for
the leased Premises, or in the event of any
planned modification or alteration of any present
or future building or structure situated on the
leased Premises .
( 13 ) That OPERATOR, by accepting this Agreement,
expressly agrees for himself, his heirs , execu-
tors , administrators, legal representatives ,
successors, and assigns , that he will not erect
nor permit the erection of any structure or
object, not permit the growth of any tree, on the
land leased hereunder above the mean sea level
elevation of 550 feet . In the event the afore-
said covenants are breached, CITY reserves the
right to enter upon the land leased hereunder and
to remove the offending structure or object and
cut the offending tree, all of which shall be at
the expense of OPERATOR.
( 14 ) That OPERATOR, by accepting this Agreement,
agrees for himself, his heirs, executors , admin-
istrators , legal representatives , successors, and
assigns , that he will not make use of the leased
Premises in any manner which might interfere with
the landing and taking off of aircraft from the
Redding Municipal Airport, or otherwise consti-
tute a hazard. In the event the aforesaid
covenant is breached, CITY reserves the right to
enter upon the Premises hereby leased and cause
the abatement of such interference at the expense
of OPERATOR.
( 15 ) It is understood and_ agreed that nothing herein
contained shall be construed to grant or author-
ize the granting of an exclusive right within the
meaning of Section 308a of the Federal Aviation
Act of 1958 ( 49 U. S .C. 134a) .
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6 . DISCRIMINATION
Notwithstanding any other provisions of this Agreement,
OPERATOR shall make its services available to the public without
unjust discrimination; provided, however, that OPERATOR shall have
the privilege of refusing service to any person or persons for
just cause, but not to discriminate by virtue of race, creed, sex,
or color. OPERATOR shall furnish said services on a fair, equal,
and not unjustly discriminatory basis to all persons and users
thereof, and will charge fair, reasonable, and not unjustly
discriminatory prices for such services .
7 . TAXES
OPERATOR agrees to pay promptly all taxes and assessments
which shall be assessed upon any real or personal property,
including possessory interest taxes , owned by OPERATOR or in which
OPERATOR has leasehold interest to the extent of OPERATOR' s
interest therein, as such interest may appear at the time when
said taxes or assessments become due or payable under any levy or
assessment by any legally authorized governmental agency.
8 . INTEGRATION AND MERGER
This Agreement sets forth all the terms , conditions, and
agreements of the parties and supersedes any previous understand-
ings or agreements regarding the Premises whether oral or written.
No modification or amendment of this Agreement is effective unless
in writing and signed by both the parties .
IN WITNESS WHEREOF, the parties hereto have executed this
Rent-A-Car Concession Agreement and Permit, consisting of this and
the preceding 21 pages, in the presence of their respective
officers duly authorized in that behalf on the days and year set
forth below.
CITY OF REDDING
DATED: 1993 By:
CARL ARNESS, Mayor
VANESSA ENTERPRISES, INC. dba
NATIONAL CAR RENTALS
DATED: Z�a 3 1993 By:
MIC ELLE E. WHEELER, President
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ATTEST:
CONNIE STROHMAYER, City Clerk
FORM APPROVED;
RANDALL A. HAYS, City Attorney
1 -23-
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EffiBIT "A"
CITY OF RBDDING
TERMIZtAL BUILDING RENTAL SPACE
REDDING MUNICIPAL AIRPORT
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EXHIBIT "B"
CITY OF REDDING
READY/RETURN CAR PARKING SPACES
REDDING MUNICIPAL AIRPORT
REDDING MUNICIPAL AIRPORT
RENT-A-CAR CONCESSION AGREEMENT AND PERMIT
' CERTIFIED ACTIVITY REPORT (CAR)
From the period of to
Operator Name
Date Prepared
GROSS RECEIPTS CONCESSION FEE % CONCEESSION FEE DUE
$ x $
Less Monthly Fees and Charges $
Being Currently Assessed
Concession Fee Balance Due $
Total Car Rental Transactions for the Reporting Month
I hereby certify that the above is a true statement from the
records of:
Business
Address
Signature
Title
i
ffiO3IBIT "C"
CITY OF REDDING
REDDING MUNICIPAL AIRPORT