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Backup Documents 01/13/2015 Item #16G5 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routine lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. 2. 3. County Attorney Office 'County Attorney Office \r‘S/5-7 A7,_v\v� 4. BCC Office Board of County 11( Commissioners / 1\24,`\S 5. Minutes and Records Clerk of Court's Office `gym 421(15 311-14po PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Debbie Brue eman,Admin, Airport Phone Number 642-7878 Ex . 34 Contact/ Department Authority Agenda Date Item was 1-13-15 Agenda Item Number 16.G.5 Approved by the BCC Type of Document Concessionaire Agreement Phelps Collins Number of Original Attached Aviation, Inc d/b/a Aviation North Documents Attached PO number or account number if document is /d` to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A" in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature? 2. Does the document need to be sent to another agency for additional signatures? If yes, provide the Contact Information (Name;Agency; Address; Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman,with the exception of most letters,must be reviewed and signed -,-� by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the document or the final negotiated contract date whichever is applicable. -21;k< 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! `\ 8. The document was approved by the BCC on 1/13/15 and all changes made during the meeting have been incorporated in the attached document. The County IIV Attorney's Office has reviewed the changes,if applicable. 9. Initials of attorney verifying that the attached document is the version approved by the g;k BCC, all changes directed by the BCC have been made,and the document is ready for t e Chairman's signature. I:Forms/County Forms/BCC Forms/)Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 16G5 MEMORANDUM Date: January 27, 2015 To: Debbie Brueggeman, Operations Coordinator Collier County Airport Authority From: Teresa Cannon, Deputy Clerk Minutes & Records Department Re: Concessionaire Agreement w/Phelps Collins Aviation, Inc. d/b/a Aviation North Attached for your records, are one (1) copy of the document referenced above, (Item #16G5) approved by the Board of County Commissioners on Tuesday, January 13, 2015. The Minutes and Record's Department has kept the original document as part of the Board's Official Record's of the Board. If you have any questions, please feel free to call me at 252-8411. Thank you. 6 G AVIATION NORTH CONCESSIONAIRE AGREEMENT "Specialized Aviation Service Operations at the Marco Island Airport" THIS AGREEMENT made effective this \31‘--\r‘ day oracxy-t■x3—\rLi , 2015, between the Collier County Airport Authority (hereinafter called the "CCAA") anLL Phelps Collins Aviation, Inc., D/B/A Aviation North, a Foreign Profit Corporation, 1593 Airport Road, Alpena, MI 49707 (hereinafter called "Concessionaire"). 1. SCOPE. The CCAA hereby grants to the Concessionaire, and the Concessionaire hereby accepts from the CCAA, the right to operate the following described Specialized Aviation Service Operations (SASO) at the Marco Island Executive Airport, 2005 Mainsail Drive, Naples, FL 34114, in conformance with the purposes and for the periods stated herein and subject to all terms and conditions hereinafter set forth. a. TERM. This Agreement shall commence on the date first above written and shall continue on a month-to-month basis until at least 30 days' advance written notice to terminate is given by one party to the other party. b. FACILITIES. The CCAA shall lease to the Concessionaire the following facilities and space: Terminal Building — 62.5 square feet of office and counter space as depicted in the attached Exhibit A. Easement for ingress and egress to the properties (hereinafter "Facilities") by the Tenant and its employees and business invitees c. USES. The Concessionaire is authorized to provide specialized aviation service operations. The services provided through Aviation North shall be offered to the public at all times that a reasonable demand for such services exist. Please see attached Exhibit "B" specifically defining the Scope of Services. 2. NOTICES. All notices from the CCAA to the Concessionaire shall be deemed duly served if mailed by registered or certified mail to the Concessionaire at the following address: Mr. Steven R. Hensel, President. Phelps Collins Aviation,Inc.,d/b/a Aviation North 1593 Airport Road Alpena,MI 49707 All notices from the Concessionaire to the CCAA shall be deemed served if mailed by registered mail to the CCAA at the following address: [14-RPR-01626/1140938/1] Concessionaire Agreement—Aviation North Page 1 of 7 a 16G . Collier County Airport Authority 2005 Mainsail Drive, Suite 1 Naples, Florida 34114 Attention: Executive Director 3. NO PARTNERSHIP OR AGENCY. Nothing herein contained shall create or be construed as creating a partnership between the CCAA and Aviation North. Concessionaire is not an agent of the CCAA. 4. ASSIGNMENT. Concessionaire shall not assign this Agreement or any part thereof, without the prior consent in writing of the CCAA. Any attempt to assign or otherwise transfer this Agreement, or any part herein, without the CCAA's consent, shall be void. If Concessionaire does, with approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Contractor all of the obligations and responsibilities that Concessionaire has assumed toward the CCAA. 5. PERMITS, LICENSES, TAXES. The Concessionaire shall obtain and pay for all permits and licenses necessary for the conducting of business and shall comply with all laws governing the responsibility of an employer with respect to persons employed by the Concessionaire. The Concessionaire shall also be solely responsible for payment of any and all taxes levied on the concession operation or any other taxable activity on the premises. In addition, the Concessionaire shall comply with all existing and future applicable rules, regulations and laws of CCAA, the State of Florida, or the U.S. Government. 6. CONSIDERATION. Rent and Fees. a. Rent. Beginning on the Effective Date, the Tenant shall pay the Authority an initial annual payment ("Rent"). The total initial annual amount of Rent shall be in accordance with Table "A"below,which includes applicable FL sales tax(6%). TABLE"A" INITIAL YEAR SCHEDULE ONLY Description of Facilities Rental Rate Basis Total Monthly Total Annual Rent w/Tax Rent w/Tax 62.5 sq.ft.of office/counter space $18/sq.ft./year $99.38 $1,192.50 Commercial Operating Fee(see 6.c.) $200/year $212.00 TOTAL $1,404.50 b. Adjustment of Annual Rent. Tenant Base Rent may increase on January 1 of each year; provided that there has been an increase in the cost of living using the official Consumer Price Index Urban Wage Earners (CPI-U) base published by the Bureau of Labor Statistics, United States Department of Labor. The Consumer Price Index to be used will be that for [14-RPR-01626/1140938/1] Concessionaire Agreement—Aviation North Page 2 of 7 16G5 the South Urban Size C Area (or comparable index if such index is discontinued), hereinafter called "CPI". An increase in the monthly Base Rent for successive Lease Years shall be based upon a comparison of the most recent CPI published for the current Lease Year against the most recent CPI published greater than 12 months preceding the most current CPI. The amount of the additional Base Rent shall be the percentage difference between the two preceding CPI's. In no event shall the Base Rent, once increased, be decreased,nor shall it be increased more than once in a 12-month period. c. Commercial Operating Fee. Beginning on the Effective Date of this agreement the Tenant shall pay a fixed annual commercial operating fee of$200.00 per year, plus applicable Florida sales tax. d. Utilities. Except as specified below, the Tenant shall be responsible for all utilities and services that are furnished to the Facilities. The application for and connecting of utilities, as well as all services, shall be made by and only in the name of the Tenant. The Authority shall not be responsible for payment of any utility fees,monthly service fee or otherwise. Exceptions: Rent includes basic electrical utilities in the Facilities, HVAC, water and wastewater. Tenant shall participate in energy conservation practices established by the Airport Manager in common with other tenants in the same metered facility. 7. DEFAULT IN PAYMENT. Monthly rent and required fees must be submitted to the CCAA and be received by the fifteenth (15t ) of each month. In the event the Concessionaire fails to pay this consideration within five (5) days of such due date, there shall be a late charge of Fifty Dollars ($50.00) for each such late payment, in addition to interest at the highest rate allowable by law. If the payment of consideration and accumulated daily penalties are not received within thirty (30) days after the normal monthly due date, then the CCAA may take possession of the Concessionaire's assets on CCAA property and may cancel this Agreement. A monthly report of activities shall be submitted to the CCAA or their designee by the fifteenth (15t) of each month. This report shall accompany the monthly statement of gross revenues and will be subject to audit. The CCAA has no duty to notify the Concessionaire of its failure to remit any such payment or report 8. FORCE MAJEURE. If closure of the facilities or loss of equipment is due to unforeseeable causes beyond the control of Concessionaire, and not due to its own fault or neglect, including but not restricted to, acts of nature or of public enemy, acts of government or of the CCAA, fires, floods, epidemics, quarantine regulations, strikes or lock-outs, the CCAA will allow pro rata adjustment of monthly payments up to the time such damage is repaired. 9. CONCESSIONAIRE NOT TO REMOVE PROPERTY. Concessionaire shall not remove from the Marco Island Airport Concession any personal property brought thereon or any replacements thereto by the Concessionaire for the purpose of this Agreement, except such items as may be removed with the express written permission of the Airport Manager. Upon expiration of the term specified in paragraph 1(a), if the Concessionaire has made full payment under this Agreement, and has fully complied with the terms of this Agreement, he may remove his personal property including equipment from the Marco Island Airport Concession and shall do so within fifteen (15) days following the expiration of this Agreement, provided [14-RPR-01626/1 140938/1] Concessionaire Agreement—Aviation North Page 3 of 7 16G5 such personal property and equipment must be removed without damage to the premises. On Concessionaire's failure to do so, the CCAA may cause same to be removed and stored at the cost and expense of the Concessionaire, and the CCAA shall have a continuing lien thereon in the amount of the cost and expense of such removal and storage until paid,and CCAA may sell such personal property and reimburse itself for such costs and expense, plus all expenses of the sale. 10. RECORDS, AUDIT. Concessionaire shall establish and maintain such records as now exist and may hereafter be prescribed by the CCAA in the future to provide evidence that all terms of this Agreement have been and are being observed. The Concessionaire grants to the CCAA the right and authority to audit all records, documents, and books pertaining to the concession operation. Such audit will be conducted at locations and at a frequency determined by the CCAA and communicated to the Concessionaire. The Concessionaire agrees to provide materials for the audit at the place designated by the CCAA within three (3) business days after the CCAA's notice to do so is received by Concessionaire,all at no cost to the CCAA. Concessionaire shall use electronic point-of-sale cash control equipment for the proper control of cash payments. Cash register tapes must be maintained and made available to the CCAA upon demand during the entire term of Agreement. All electronic cash control equipment and accounting procedures shall be with the approval of the CCAA Finance Department. 11. COOPERATION. The Concessionaire agrees to cooperate with the CCAA in the conduct of surveys and to provide reports of visitor usage of all concession services. The CCAA shall provide Concessionaire with advance notice of any special event and shall coordinate with the Concessionaire regarding same. CCAA shall provide Concessionaire with notice of the availability of plans for any remodeling of the facilities. 12. WAIVER OF INTERFERENCE. The Concessionaire hereby waives all claims for compensation for loss or damage sustained by reason of any interference with the concession operation by any public agency or official in enforcing their duties or any laws or ordinances. Any such interference shall not relieve the Concessionaire from any obligation hereunder. 13. WAIVER OF LOSS FROM HAZARD. The Concessionaire hereby expressly waives all rights, claims, and demands and forever releases and discharges the CCAA from all demands, claims, actions and causes of action arising from this Agreement, except intentional torts. 14. NO LIENS. Concessionaire will not suffer or through its actions or by anyone under its control or supervision, cause to be filed upon the property any lien or encumbrance of any kind. In the event any lien is filed, Concessionaire shall cause such lien to be discharged within ten (10)days after written notice to do so from the CCAA. 15. NO IMPROPER USE. The Concessionaire will not use, nor suffer or permit any person to use in any manner whatsoever,the concession facilities for any improper, immoral or offensive purpose, nor for any purpose in violation of any federal, state, or CCAA law, ordinance, rule, order or regulation, or of any applicable governmental rule or regulation now in effect or hereafter enacted or adopted. [14-RPR-01626/1140938/1] Concessionaire Agreement—Aviation North Page 4 of 7 CD 16G5 In the event of any violation of this Agreement by the Concessionaire, or if the CCAA or its authorized representative shall deem any conduct on the part of the Concessionaire to be objectionable or improper, as noted on the Concession Inspection Report, the CCAA shall have the right to suspend the operation of the concession should the Concessionaire fail to promptly correct any such violation, conduct, or practice to the satisfaction of the CCAA. The Concessionaire shall not commence operation during such suspension until the violation has been corrected to the reasonable satisfaction of the CCAA. Uses must be in compliance with approved uses as set forth in Exhibit"A", attached. 16. PRICES. The Concessionaire agrees that prices and fees charged for specialized aviation service operations will be competitive with those charged for similar services in the general vicinity. 17. DEFAULT AND TERMINATION. If the Concessionaire fails to comply with any of the terms and conditions hereof and such default is not cured within fifteen (15) days after written notice is given to the Concessionaire, the CCAA may cancel this Agreement and revoke the privilege of the Concessionaire to come upon the CCAA's property for purposes for which the concession was granted and may oust and remove all parties who may be present, or may occupy any part of the premises for the purpose of exercising any rights so revoked. 18. NO DISCRIMINATION. There shall be no discrimination as to race, gender, color, creed or national origin in the operations referred to by this Concession Agreement; and further, there shall be no discrimination regarding any use, service, maintenance, or operation of the premises. All facilities located on the premises shall be made available to the public, subject to the right of the Concessionaire to establish and enforce rules and regulations to provide for the safety, orderly operation and security of the facilities. 19. TERMINATION. The Agreement may be terminated by the CCAA immediately due to any material breach of this Agreement. The CCAA shall be sole judge of non-performance. Further the CCAA may terminate this Agreement for its convenience by giving the Concessionaire not less than a thirty (30) day written notice of such intent. During the notification period, both parties agree to meet its respective contractual obligations in good faith. 20. CCAA CONTROLS OF THE MARCO ISLAND AIRPORT. Nothing in this Agreement will preclude the CCAA from using the public areas of the Marco Island Airport for public and/or civic purposes. In the event of occurrences previously mentioned, the Concessionaire will be notified, as deemed necessary by the CCAA or their designee. 21. VEHICLES: Vehicles shall be parked only in areas designated by the CCAA. 22. VENUE. This Agreement shall be governed by and construed in accordance with the Law of the State of Florida. 23. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Concessionaire shall indemnify and hold harmless Collier County, its officers and employees from any and all [14-RPR-01626/1140938/1] Concessionaire Agreement—Aviation North Page 5 of 7 16G5 liabilities, damages, losses and costs, including, but not limited to,reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Concessionaire or anyone employed or utilized by the Concessionaire in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of the Collier County Airport Authority. Collier County's liability is subject to the limits in Section 768.28, Florida's Sovereign Immunity Act. 24. INSURANCE. The Concessionaire shall provide all insurance deemed appropriate by the CCAA, as determined by the Collier County Risk Management Department and set forth in the attached Exhibit C. Concessionaire shall insure that all of its subcontractors comply with the same insurance requirements that Concessionaire is required to meet. The same Contractor shall provide CCAA with certificates of insurance meeting the required insurance provisions. 25. LEASE MANUAL. The Concessionaire shall be provided with the Authority's Lease Manual (if any), which the Authority may amend from time to time. The terms of this manual shall be deemed to be incorporated by reference into this Agreement, and the Concessionaire shall be bound by the terms of this Lease Manual, as of the 1St day of the second month that Concessionaire receives a copy of the Lease Manual or an amended Lease Manual. With respect to any terms in this Agreement, which are in conflict with the Lease Manual, the Lease Manual shall control. 26. THIS AGREEMENT shall be administered on behalf of the Collier County Airport Authority. As used herein, the acronym "CCAA" shall refer to the Airport Director or his designee unless the context renders such construction illogical. IN WITNESS WHEREOF, the Concessionaire and the CCAA, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. AS TO THE CONCESSIONAIRE: PHELPS COLLINS AVIATION, INC.,DB/A AVIATION NORTH, a Foreign Profit .orporation I itness(signature TEVEN R. HENSEL, Preside t ii% B11tC�lo'r (pri n e) (.21 less(signature) vd L 1110- e i (print name) [14-RPR-01626/1140938/1] Concessionaire Agreement—Aviation North Page 6 of 7 16G5 AS TO CCAA: , 1 Attest: - ' ..,-••..Jo ,w. BOARD OF COUNTY COMMISSIONERS DWIGHT E. BROcK,,Clerk OF COLLIER COUNTY, FLORIDA, serving as the COLLIER COUNTY AIRPORT AUTHORITY y ' .( ''`G ' I _it l By: / G l-� IL: .st as t' Deputy Chairrn f>$ Clerk TIM NANCE CHAIRMAN signature Iuu Approved s I o j . egality: i illi►,,_1 Jeffrey A. 3 :tz •w,-.411trik `ounty Attorney [14-RPR-01626/1140938/1] Concessionaire Agreement—Aviation North Page 7 of 7 O 16 G5 EXHIBIT'A' Aviation North APRON Tie Downs Marco Island Executive Airport Terminal Building Counter A (NOT DRAWN TO SCALE) Administrative Offices Flight Planning Counter C Restrooms1 Pilot's Loun I 62.5 Sq. Ft Front I t Door Door PRE AIRCRAFT PARKING APRON 16G5 EXHIBIT B APPROVED USE OF PREMISES Administrative and customer service purposes related to commercial charter flights. As part of the Lessee's operation at the Premises, the Lessee will utilize and operate the following aircraft at the Airport: Beechcraft P-58 Baron(Twin Engine) EXHIBIT C 16G • J Insurance and Bonding Requirements-Airport Facility Leases ® Aviation Tenant ❑ Non-Aviation Tenant • Phelps Collins Aviation, Inc.d/b/a Aviation North Insurance/Bond Type Required Limits 1. ®Worker's Compensation Statutory Limits of Florida Statutes, Chapter 440 and all Federal Government Statutory Limits and Requirements 2. ❑Employer's Liability . $ single limit per occurrence 3. Z Commercial General Bodily Injury and Property Damage Liability(Occurrence Form) patterned after the current $ 1.000.000 single limit per occurrence, $2,000,000 aggregate for ISO form Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations;Independent Contractors;Products and Completed Operations and Contractual Liability 4. [31 Indemnification To the maximum extent permitted by Florida law, the Lessee shall indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Lessee or anyone employed or utilized by the Lessee in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 4. ❑Automobile Liability $ Each Occurrence;Bodily Injury&Property Damage, Owned/Non-owned/Hired;Automobile Included 5. ® Other insurance as ❑Airport Liability Insurance $ Per Occurrence noted: bodily injury and property damage ❑ Hangarkeepers Liability $ Per Occurrence per aircraft including premise liability ®Aircraft Liability Insurance $1,000.000 Per Occurrence bodily injury and property damage ❑Pollution Liability Insurance $ Per Occurrence bodily injury and property damage ®Property Insurance—Replacement Cost-All Risks of Loss 6. ® Lessee shall ensure that all sub-lessees comply with the same insurance requirements that he is required to meet. The same Lessee shall provide County with certificates of insurance meeting the required insurance provisions. 7. ® Collier County must be named as"ADDITIONAL INSURED"on the Insurance Certificate for Commercial General Liability where required Airport Lease Agreement Insurance Page 1 16G5 8. ® The Certificate Holder shall be named as Collier County Board of County Commissioners,OR,Board of County Commissioners in Collier County,OR Collier County Government,OR Collier County.The Certificates of Insurance must state the name of the Lease and location of the leased property. 9. ® Thirty(30)Days Cancellation Notice required. Lessee's Insurance Statement We understand the insurance requirements of these specifications and that the evidence of insurability may be required within five(5)days of the award of this Lease agreement. Name of Firm Date Lessee Signature Print Name Insurance Agency Agent Name Telephone Number Airport Lease Agreement Insurance Page 2 `�i