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HomeMy WebLinkAboutbocc.ord.029.1998AN ORDINANCE OF THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO APPROVING AN AMENDMENT TO ON - AIRPORT RENT -A -CAR COMPANY LICENSE AND USE AGREEMENT SUBJECT TO THE APPROVAL OF THE COUNTY MANAGER AND COUNTY ATTORNEY. ORDINANCE NO. 98-29 1. Pitkin County, Colorado (the "County") is a home -rule county organized under the Constitution and statutes of the State of Colorado. 2. The County is the owner and operator of the Aspen/Pitkin County Airport (the "Airport") which is located in Pitkin County near Aspen, Colorado. 3. The County, with respect to the Airport and pursuant to, inter alia, Sections 41-4-101, et seci., C.R.S. 1873, as amended, and Section 2.8.2 and 8.7 of the Pitkin County Home Rule Charter, has the authority to lease and license the occupancy and use of Airport land areas, building and facilities; establish fees and charges for such occupancy and use; develop (or permit the development of) Airport facilities and improvements. 4. On July 11, 1996, the County entered into separate On -Airport License and Use Agreements (the "Use Agreements") with each of the following companies: a. Avis Rent a Car System, Inc., a Delaware corporation ("Avis") b. Farabee Adventures, Inc., a Utah corporation, a licensee of Budget Rent-A-Car Systems, Inc. ("Budget') C. Eagle Rent A Car, Inc., a Colorado corporation ("Eagle") d. The Hertz Corporation, a Delaware corporation ("Hertz") e. Westrac, Inc., a Colorado corporation, as a licensee of Thrifty Rent a Car, Inc. ("Thrifty") (collectively, the "Companies"). 5. The Companies desire to construct and equip certain facilities at the Airport known as the On -Airport Rental Car Service Facility (the "Facility") pursuant to a Fee Resolution adopted by the Board of County Commissioners and dated July 22, 1998, and a Financing Agreement entered into by and between the County, the Companies and others (the "Financing Agreement') and Joint Facilities Lease and Redevelopment Agreement entered into between the County and the Companies, both of even date herewith. 6. The County and the Companies wish to extend and amend the Use Agreement to adequately provide a period over which the Companies will be given the opportunity to recoup its investment in the Facility. Ordinance No. 98-29 Page 2 7. The form of this Amendment is attached as Exhibit A. NOW THEREFORE, be it ordained by the Board of County Commissioners of Pitkin County, Colorado that the Board of County Commissioners does hereby adopt an Amendment to On -Airport Rent-A-Car Company License and Use Agreement subject to the approval of the County Manager and County Attorney. INTRODUCED, FIRST READ AND SET FOR PUBLIC HEARING ON THE 22nd DAY OF JULY, 1998. NOTICE OF PUBLIC HEARING PUBLISHED IN THE WEEKEND EDITION OF THE ASPEN TIMES ON 25 h DAY OF JULY,1998. APPROVED UPON SECOND READING AND PUBLIC HEARING ON THE 4`h DAY OF AUGUST, 1998. PUBLISHED AFTER ADOPTION IN THE WEEKEND EDITION OF THE ASPEN TIMES ON THE 15th DAY OF AUGUST, 1998. ATTEST: APPROVED AS TO FORM: John M. Ely, County Attorney Rordskacamise.ord BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO By: Dorothea Farris, Chairman Date: ?-/f 9P� This Ordinance shall become effective 30 days after publication, following final adoption by the Board of County Commissioners r CONTRACT #_Uq #OR ` ;ivA5 A 3 AMENDMENT TO ON -AIRPORT RENT -A -CAR COMPANY LICENSE AND USE AGREEMENT THIS AMENDMENT TO ON -AIRPORT RENT -A -CAR LICENSE AND USE AGREEMENT (the "Amendment") is made as of the date last below signed, is by and between the BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO, (the "County"), a Colorado home -rule County, and THE HERTZ CORPORATION, d/b/a hertz Rent- A-Car, a Delaware corporation ("Licensee" or "Company"). WHEREAS, the County is owner and operator of the Aspen/Pitkin County Airport (Sardy Field), located in Pitkin County in the vicinity of Aspen, Colorado (the "Airport"); WHEREAS, the County has. authority to operate and manage the Airport, to regulate commercial activities at the Airport and to lease and license space thereon, pursuant to, inter alis, C.R.S. Sections 30-11-107, 30-15-401, 30-35-201/202, 41-4-101 etsea., as amended, Title IV of the Pitkin County Code, as amended and Section 8.7 of the Pitkin County Home Rule Charter; . WHEREAS, the Company is engaged in the business of an On -Airport commercial rental car operator at the Airport pursuant to a License and Use Agreements with the County, dated July 11, 1996 (the"Concession Agreement'); WHEREAS, jointly with other On -Airport Rental Car Companies at the Airport, the Company desires to construct and equip, or cause to be constructed and equipped, certain facilities at the Airport known as the On -Airport Rental Car Service Facility (the "Facility") pursuant to a Fee Resolution adopted by the Board of County Commissioners and dated July 22, 1998; a Financing Agreement entered into by and between the County, the Company and others (the "Financing Agreement'), and a Joint Facilities Lease and Redevelopment Agreement entered into between the County the Company and others (the "Joint Lease"), both of even date herewith; and WHEREAS, in conjunction with the Fee Resolution, the Financing Agreement and the Joint Lease, the County finds it to be in the best interests of the public, the County and the Airport to extend and amend the Concession Agreement to adequately provide a period over which the Company will be given the opportunity to recoup its investment in the Facility; and WHEREAS, the County finds that it is in the best interest of the public, the County and the Airport that a Facility be constructed on the Airport pursuant to the Fee Resolution, Financing Agreement, Joint Lease and this Amendment. Page 1 NOW, THEREFORE, for valuable consideration, including the mutual covenants, terms and conditions contained herein, the receipt and sufficiency of which are hereby acknowledged, the County and Company do mutually undertake and agree as follows: 1. Extension of Term. The Concession Agreement shall be amended by deleting the first paragraph of Section 2 thereof, and inserting and. substituting the following, in order to extend the term of the Concession Agreement for an additional period of three (3) years and provide for sooner termination by the County under certain circumstances, as follows: 2. Term. The term of this Agreement shall commence at 6:00 a.m. MDT on May 1, 1996 and expire at 10:00 p.m. MDT on April 30, 2005. Notwithstanding the forgoing, if after consideration of relevant factors, the County determines that the Note issued to Company pursuant to that certain Financing Agreement dated effective on or about August 4, 1998, has or will under then existing conditions and circumstances be paid in full prior to April 30, 2004, then County may in its sole discretion reduce the term of this Agreement by delivering written notice to Company on or before October 30, 2003, in which event the term of this Agreement shall instead expire at 10:00 p.m. MDT on April 30, 2004. 2. Minimum Annual Guarantee During Extended Term. The Concession Agreement shall be amended by adding a new subparagraph B, 1, f, 4) to provide a Minimum Annual Guaranteed payment to the County during the extended term, as follows: 4) The Minimum Annual Guarantee in each operations year of the extended term of this Agreement, that term beginning May 1, 2002, shall be an amount equal to ten - percent (10%) of eighty-five (85%) of Company's annual Gross Revenues and/or Gross Receipts derived from its operations for the preceding operations year, but in no event less than an amount equal to the Minimum Annual Guarantee set forth above in this Agreement for the operations year ending April 30, 2002. 3. Cross Defaults. The Concession Agreement shall be amended by adding a new subparagraph 18, a, 8) thereof to provided that material defaults under the Financing Agreement and the Joint Lease shall constitute a event of default under this Concession Agreement, as follows: 8) Any material default under the Financing Agreement or the Joint Lease, which material default shall remain uncured beyond the applicable cure period. 4. No Other Amendment. No provision of the Concession Agreement, other than those expressly set forth above, are altered, amended, deleted, or in any way modified by this Amendment, and shall remain in full force and effect during the extended term. IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date first written above. Page 2 County FOR THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO e Date: 257 Rev 8/3/98 Company THE HERTZ CORPORATION By: 4 Its: Date: Page 3 County FOR THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO By L (Z Chair: Date: Rev 8/3/98 Company THE HERTZ CORPORATION &By Its: Dai Page 3 ,s..c CONTRACT # By ORDWANCE # - 3B AMENDMENT TO ON -AIRPORT RENT -A -CAR COMPANY LICENSE AND USE AGREEMENT THIS AMENDMENT TO ON -AIRPORT RENT -A -CAR LICENSE AND USE AGREEMENT (the "Amendment's is made as of the date last below signed, is by and between the BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO, (the "County"), a Colorado home -rule County, and AVIS RENT -A -CAR -SYSTEM, INC.. ("Licensee" or "Company"). WHEREAS, the County is owner and operator of the Aspen/Pitkin County Airport (Sardy Field), located in Pitkin County in the vicinity of Aspen, Colorado (the "Airport"); WHEREAS, the County has authority to operate and manage the Airport, to regulate commercial activities at the Airport and to lease and license space thereon, pursuant to, inter alia, C.R.S. Sections 30-11-107, 30-15-401, 30-35-201/202, 41-4-101 et sem, as amended, Title IV of the Pitkin County Code, as amended and Section 8.7 of the Pitkin County Home Rule Charter; . WHEREAS, the Company is engaged in the business of an On -Airport commercial rental car operator at the Airport pursuant to a License and Use Agreements with the County, dated July 11, 1996 (the"Concession Agreement"); WHEREAS, jointly with other On -Airport Rental Car Companies at the Airport, the Company desires to construct and equip, or cause to be constructed and equipped, certain facilities at the Airport known as the On -Airport Rental Car Service Facility (the "Facility") pursuant to a Fee Resolution adopted by the Board of County Commissioners and dated July 22, 1998; a Financing Agreement entered into by and between the County, the Company and others (the "Financing Agreement"), and a Joint Facilities Lease and Redevelopment Agreement entered into between the County the Company and others (the "Joint Lease"), both of even date herewith; and WHEREAS, in conjunction with the Fee Resolution, the Financing Agreement and the Joint Lease, the County finds it to be in the best interests of the public, the County and the Airport to extend and amend the Concession Agreement to adequately provide a period over which the Company will be given the opportunity to recoup its investment in the Facility; and WHEREAS, the County finds that it is in the best interest of the public, the County and the Airport that a Facility be constructed on the Airport pursuant to the Fee Resolution, Financing Agreement, Joint Lease and this Amendment. Page 1 NOW, THEREFORE, for valuable consideration, including the mutual covenants, terms and conditions contained herein, the receipt and sufficiency of which are hereby acknowledged, the County and Company do mutually undertake and agree as follows: 1. Extension of Term. The Concession Agreement shall be amended by deleting the first paragraph of Section 2 thereof, and inserting and. substituting the following, in order to extend the term of the Concession Agreement for an additional period of three (3) years and provide for sooner termination by the County under certain circumstances, as follows: 2. Term. The term of this Agreement shall commence at 6:00 a.m. MDT on May 1, 1996 and expire at 10:00 p.m. MDT on April 30, 2005. Notwithstanding the forgoing, if after consideration of relevant factors, the County determines that the Note issued to Company pursuant to that certain Financing Agreement dated effective on or about August 4, 1998, has or will under then existing conditions and circumstances be paid in full prior to April 30, 2004, then County may in its sole discretion reduce the term of this Agreement by delivering written notice to Company on or before October 30, 2003, in which event the term of this Agreement shall instead expire at 10:00 p.m. MDT on April 30, 2004. 2. Minimum Annual Guarantee During Extended Term. The Concession Agreement shall be amended by adding a new subparagraph B, 1, f, 4) to provide a Minimum Anneal Guaranteed payment to the County during the extended term, as follows: 4) The Minimum Annual Guarantee in each operations year of the extended term of this Agreement, that term beginning May 1, 2002, shall be an amount equal to ten - percent (10%) of eighty-five (85%) of Company's annual Gross Revenues and/or Gross Receipts derived from its operations for the preceding operations year, but in no event less than an amount equal to the Minimum Annual Guarantee set forth above in this Agreement for the operations year ending April 30, 2002. 3. Cross Defaults. The Concession Agreement shall be amended by adding a new subparagraph 18, a, 8) thereof to provided that material defaults under the Financing Agreement and the Joint Lease shall constitute a event of default under this Concession Agreement, as follows: 8) Any material default under the Financing Agreement or the Joint Lease, which material default shall remain uncured beyond the applicable cure period. 4. No Other Amendment. No provision of the Concession Agreement, other than those expressly set forth above, are altered, amended, deleted, or in any way modified by this Amendment, and shall remain in full force and effect during the extended term. IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date first written above. Page 2 County FOR THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO Chair D. i Rev 8/3/98 Company AVIS RENT -A -CAR -SYSTEM, INC. By: / Its: Date,• Page 3 County FOR THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO,/ By: Chair: Date: Rev 8/3/98 Company AVIS RENT -A -CAR -SYSTEM, INC. By:� Date: 4 - t � - ci F Page 3 CONTRACT #, L-V% APp,0V D BY jC # ORC)d �E AMENDMENT TO ON -AIRPORT RENT -A -CAR COMPANY LICENSE AND USE AGREEMENT THIS AMENDMENT TO ON -AIRPORT RENT -A -CAR LICENSE AND USE AGREEMENT (the "Amendment") is made as of the date last below signed, is by and between the BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO, (the "County"), a Colorado home -rule County, and FARABEE ADVENTURES, INC. ("Licensee" or "Company"). WHEREAS, the County is owner and operator of the Aspen/Pitkin County Airport (Sardy Field), located in Pitkin County in the vicinity of Aspen, Colorado (the "Airport"); WHEREAS, the County has authority to operate and manage the Airport, to regulate commercial activities at the Airport and to lease and license space thereon, pursuant to, inter Alia, C.R.S. Sections 30-11-107, 30-15-401, 30-35-201/202, 41-4-101 et sea. as amended, Title IV of the Pitkin County Code, as amended and Section 8.7 of the Pitkin County Home Rule Charter; WHEREAS, the Company is engaged in the business of an On -Airport commercial rental car operator at the Airport pursuant to a License and Use Agreements with the County, dated July 11, 1996 (the "Concession Agreement'); WHEREAS, jointly with other On -Airport Rental Car Companies at the Airport, the Company desires to construct and equip, or cause to be constructed and equipped, certain facilities at the Airport known as the On -Airport Rental Car Service Facility (the "Facility") pursuant to a Fee Resolution adopted by the Board of County Commissioners and dated July 22, 1998; a Financing Agreement entered into by and between the County, the Company and others (the "Financing Agreement"), and a Joint Facilities Lease and Redevelopment Agreement entered into between the County the Company and others (the "Joint Lease"), both of even date herewith; and WHEREAS, in conjunction with the Fee Resolution, the Financing Agreement and the Joint Lease, the County finds it to be in the best interests of the public, the County and the Airport to extend and amend the Concession Agreement to adequately provide a period over which the Company will be given the opportunity to recoup its investment in the Facility; and WHEREAS, the County finds that it is in the best interest of the public, the County and the Airport that a Facility be constructed on the Airport pursuant to the Fee Resolution, Financing Agreement, Joint Lease and this Amendment. Page 1 NOW, THEREFORE, for valuable consideration, including the mutual covenants, terms and conditions contained herein, the receipt and sufficiency of which are hereby acknowledged, the County and Company do mutually undertake and agree as follows: 1. Extension of Term. The Concession Agreement shall be amended by deleting the first paragraph of Section 2 thereof, and inserting and substituting the following, in order to extend the term of the Concession Agreement for an additional period of three (3) years and provide for sooner termination by the County under certain circumstances, as follows: 2. Term. The term of this Agreement shall commence at 6:00 a.m. MDT on May 1, 1996 and expire at 10:00 p.m. MDT. on April 30, 2005. Notwithstanding the forgoing, if after consideration of relevant factors, the County determines that the Note issued to Company pursuant to that certain Financing Agreement dated effective on or about August 4, 1998, has or will under then existing conditions and circumstances be paid in full prior to April 30, 2004, then County may in its sole discretion reduce the term of this Agreement by delivering written notice to Company on or before October 30,,2003, in which event the term of this Agreement shall instead expire at 10:00 p.m. MDT on April 30, 2004. 2. Minimum Annual Guarantee During Extended Term. The Concession Agreement shall be amended by adding a new subparagraph B, 1, f, 4) to provide a Minimum Annual Guaranteed payment to the County during the extended term, as follows: 4) The Minimum Annual Guarantee in each operations year of the extended term of this Agreement, that term beginning May 1, 2002, shall be an amount equal to ten - percent (10%) of eighty-five (85%) of Company's annual Gross Revenues and/or Gross Receipts derived from its operations for the preceding operations year, but in no event less than an amount equal to the Minimum Annual Guarantee set forth above in this Agreement for the operations year ending April 30, 2002. 3. Cross Defaults. The Concession Agreement shall'be amended by adding a new subparagraph 18, a, 8) thereof to provided that material defaults under the Financing Agreement and the Joint Lease shall constitute a event of default under this Concession Agreement, as follows: 8) Any. material default under the Financing Agreement or the Joint Lease, which material default shall remain uncured beyond the applicable cure period. 4. No Other Amendment. No provision of the Concession Agreement, other than those expressly set forth above, are altered, amended, deleted, or in any way modified by this Amendment, and shall remain in full force and effect during the extended term. IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date first written above. Page 2 County Company FOR THE BOARD OF COUNTY FARABEE ADVENTURES, INC. COMMISSIONERS OF PITKIN COUNTY, COLORADO r7777r Date: Rev 8/3/98 . i t_ Date: Page 3 I County FOR THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO By: Chair: Date - Rev 8/3/98 Company FARABEE ADVENTURES, INC. By: Its: " Date: VF I Z' Page 3 �lD�r APPpOVS0 L - Z CONTRACT # OR CE �' ;5D AMENDMENT TO ON -AIRPORT RENT -A -CAR COMPANY LICENSE AND USE AGREEMENT THIS AMENDMENT TO ON -AIRPORT RENT -A -CAR LICENSE AND USE AGREEMENT (the "Amendment") is made as of the date last below signed, is by and between the BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO, (the "County"), a Colorado home -rule County, and EAGLE RENT -A -CAR, INC.. ("Licensee" or "Company"). WHEREAS, the County is owner and operator of the Aspen/Pitkin County Airport (Sardy Field), located in Pitkin County in the vicinity of Aspen, Colorado (the "Airport"); WHEREAS, the County has authority to operate and manage the Airport, to regulate commercial activities at the Airport and to lease and license space thereon, pursuant to, inter Alia C.R.S. Sections 30-11-107, 30-15-401, 30-35-201/202, 41-4-101 et sea.. as amended, Title TV of the Pitkin County Code, as amended and Section 8.7 of the Pitkin County Home Rule Charter; WHEREAS, the Company is engaged in the business of an On -Airport commercial rental car operator at the Airport pursuant to a License and Use Agreements with the County, dated July 11, 1996 (the "Concession Agreement"); WHEREAS, jointly with other On -Airport Rental Car Companies at the Airport, the Company desires to construct and equip, or cause to be constructed and equipped, certain facilities at the Airport known as the On -Airport Rental Car Service Facility (the "Facility') pursuant to a Fee Resolution adopted by the Board of County Commissioners and dated July 22, 1998; a Financing Agreement entered into by and between the County, the Company and others (the "Financing Agreement"), and a Joint Facilities Lease and Redevelopment Agreement entered into between the County the Company and others (the "Joint Lease"), both of even date herewith; and WHEREAS, in conjunction with the Fee Resolution, the Financing Agreement and the Joint Lease, the County finds it to be in the best interests of the public, the County and the Airport to extend and amend the Concession Agreement to adequately provide a period over which the Company will be given the opportunity to recoup its investment in the Facility; and WHEREAS, the County finds that it is in the best interest of the public, the County and the Airport that a Facility be constructed on the Airport pursuant to the Fee Resolution, Financing Agreement, Joint Lease and this Amendment. Page 1 NOW, THEREFORE, for valuable consideration, including the mutual covenants, terms and conditions contained herein, the receipt and sufficiency of which are hereby acknowledged, the County and Company do mutually undertake and agree as follows: 1. Extension of Term. The Concession Agreement shall be amended by deleting the first paragraph of Section 2 thereof, and inserting and substituting the following, in order to extend the term of the Concession Agreement for an additional period of three (3) years and provide for sooner termination by the County under certain circumstances, as follows: 2. Term. The term of this Agreement shall commence at 6:00 a.m. MDT on May 1, 1996 and expire at 10:00 p.m. MDT on April 30, 2005. Notwithstanding the forgoing, if after consideration of relevant factors, the County determines that the Note issued to Company pursuant to that certain Financing Agreement dated effective on or about August 4, 1998, has or will under then existing conditions and circumstances be paid in full prior to April 30, 2004, then County may in its sole discretion reduce the term of this Agreement by delivering written notice to Company on or before October 30, 2003, in which event the tern of this Agreement shall instead expire at 10:00 p.m. MDT on April 30, 2004. 2. Minimum Annual Guarantee Durine Extended Term. The Concession Agreement shall be amended by adding a new subparagraph B, 1, f, 4) to provide a Minimum Annual Guaranteed payment to the County during the extended term, as follows: 4) The Minimum Annual Guarantee in each operations year of the extended term of this Agreement, that term beginning May 1, 2002, shall be an amount equal to ten - percent (10%) of eighty-five (85%) of Company's annual Gross Revenues and/or Gross Receipts derived from its operations for the preceding operations year, but in no event less than an amount equal to the Minimum Annual Guarantee set forth above in this Agreement for the operations year ending April 30, 2002. 3. Cross Defaults. The Concession Agreement shall -be amended by adding a new subparagraph 18, a, 8) thereof to provided that material defaults under the Financing Agreement and the Joint Lease shall constitute a event of default under this Concession Agreement, as follows: 8) Any material default under the Financing Agreement or the Joint Lease, which material default shall remain uncured beyond the applicable cure period. 4. No Other Amendment. No provision of the Concession Agreement, other than those expressly set forth above, are altered, amended, deleted, or in any way modified by this Amendment, and shall remain in full force and effect during the extended term. IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date first written above. Page 2 County FOR THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO Chair: Date: Rev 8/3/98 Company EAGLE RENT -A -CAR, INC. By: - �Yt Its: Date: Page 3 TIE BOARD OF COUNTY )MSIONERS OF IN COUNTY, COLORADO Company EAGLE RENT -A -CAR, INC. Its: ems/ Date: Page 3 4�3 CONTRACT #�� AMENDMENT TO ON -AIRPORT RENT -A -CAR COMPANY LICENSE AND USE AGREEMENT THIS AMENDMENT TO ON -AIRPORT RENT -A -CAR LICENSE AND USE AGREEMENT (the "Amendment") is made as of the date last below signed, is by and between the BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO, (the "County"), a Colorado home -rule County, and WESTRAC, INC.. ("Licensee" or "Company"). WHEREAS, the County is owner and operator of the Aspen/Pitkin County Airport (Sardy Field), located in Pitkin County in the vicinityof Aspen, Colorado (the "Airport"); WHEREAS, the County has authority to operate and manage the Airport, to regulate commercial activities at the Airport and to lease and license space thereon, pursuant to, inter alia, C.R.S. Sections 30-11-107, 30-15-401, 30-35-201/202, 41-4-101 et sea., as amended, Title IV of the Pitkin County Code, as amended and Section 8.7 of the Pitkin County Home Rule Charter; WHEREAS, the Company is engaged in the business of an On -Airport commercial rental car operator at the Airport pursuant to a License and Use Agreements with the County, dated July 11, 1996 (the "Concession Agreement'; WHEREAS, jointly with other On -Airport Rental Car Companies at the Airport, the Company desires to construct and equip, or cause to be constructed and equipped, certain facilities at the Airport known as the On -Airport Rental Car Service Facility (the "Facility") pursuant to a Fee Resolution adopted by the Board of County Commissioners and dated July 22, 1998; a Financing Agreement entered into by and between the County, the Company and others (the "Financing Agreement"), and a Joint Facilities Lease and Redevelopment Agreement entered into between the County the Company and others (the "Joint Lease"), both of even date herewith; and WHEREAS, in conjunction with the Fee Resolution, the Financing Agreement and the Joint Lease, the County finds it to be in the best interests of the public, the County and the Airport to extend and amend the Concession Agreement to adequately provide a period over which the Company will be given the opportunity to recoup its investment in the Facility; and WHEREAS, the County finds that it is in the best interest of the public, the County and the Airport that a Facility be constructed on the Airport pursuant to the Fee Resolution, Financing Agreement, Joint Lease and this Amendment. NC ;%7, THEREFORE, for valuable consideration, including zhc mutual covenants, terms Page 1 and conditions contained herein, the receipt and sufficiency of which are hereby acknowledged, the County and Company do mutually undertake and agree as follows: 1. Extension of Term. The Concession Agreement shall be amended by deleting the first paragraph of Section 2 thereof, and inserting and substituting the following, in order to extend the term of the Concession Agreement for an additional period of three (3) years and provide for sooner termination by the County under certain circumstances, as follows: 2. Term. The term of this Agreement shall commence at 6:00 a.m. MDT on May 1, 1996 and expire at 10:00 p.m. MDT on April 30, 2005. Notwithstanding the forgoing, if after consideration of relevant factors, the County determines that the Note issued to Company pursuant to that certain Financing Agreement dated effective on or about August 4, 1998, has or will under then existing conditions and circumstances be paid in full prior to April 30, 2004, then County may in its sole discretion reduce the tern of this Agreement by delivering written notice to Company on or before October 30, 2003, in which event the term of this Agreement shall instead expire at 10:00 p.m. MDT on April 30, 2004. 2. Minimum Annual Guarantee During Extended Term. The Concession Agreement shall be amended by adding a new subparagraph B, 1, f, 4) to provide a Minimum Annual Guaranteed payment to the County during the extended term, as follows: 4) The Minimum Annual Guarantee in each operations year of the extended term of this Agreement, that term beginning May 1, 2002, shall be an amount equal to ten - percent (10%) of eighty-five (85%) of Company's annual Gross Revenues and/or Gross Receipts derived from its operations for the preceding operations year, but in no event less than an amount equal to the Minimum Annual Guarantee set forth above in this Agreement for the operations year ending April 30, 2002. 3. Cross Defaults. The Concession Agreement shall be amended by adding a new subparagraph 18, a, 8) thereof to provided that material defaults under the Financing Agreement and the Joint Lease shall constitute a event of default under this Concession Agreement, as follows: 8) Any material default under the Financing Agreement or the Joint Lease, which material default shall remain uncured beyond the applicable cure period. 4. No Other Amendment. No provision of the Concession Agreement, other than those expressly set forth above, are altered, amended, deleted, or in any way modified by this Amendment, and shall remain in full force and effect during the extended term. IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date first written above. Page 2 County Company FOR THE BOARD OF COUNTY WESTRAC, INC. COMMISSIONERS OF PITKIN COUNTY, COLORADO Chair: � Its: Date: �- Dater Rev 8/3/98 Page 3 County Company FOR THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO By: 1 Chair: Date: Rev 8/3/98 WESTRAC, INC. Page 3