A24-97514 OPERATION OF AUTOMOBILE RENTAL CONCESSIONS

Revised 12-12-23 Page 1 INVITATION TO BID - ANNUAL CONTRACT SEALED BIDS will be received by the PURCHASING DIVISION of the CITY OF BATON ROUGE, EAST BATON ROUGE PARISH until 11:00 am CST, March 7, 2024, at the location shown below. TITLE: A24-97514 OPERATION OF AUTOMOBILE RENTAL CONCESSIONS AT THE GREATER BATON ROUGE AIRPORT DISTRICT RETURN BID TO: PURCHASING DIVISION Physical Address: 222 St. Louis Street 8th Floor Room 826 Baton Rouge, LA 70802 **NOTE: U.S. Postal Regular & Expedited Mail do not deliver to our physical address; delays may occur due to City Parish Mailroom processing FILE NO: 24-97514 AD DATES: 01/29/24 & 02/05/24 SHIP TO ADDRESS: 9430 Jackie Cochran Drive Suite 300 300 Terminal Building Baton Rouge, LA 70807 Contact Regarding Inquiries: Purchasing Analyst: Dexter Stewart Telephone Number: 225-389-3259 x 3264 Email: dsstewart@brla.gov VENDOR NAME MAILING ADDRESS REMIT TO ADDRESS CITY, STATE, ZIP TELEPHONE NO.

FAX NO. E-MAIL FEDERAL TAX ID OR SOCIAL SECURITY NUMBER TITLE AUTHORIZED SIGNATURE (Required) PRINTED NAME TO BE COMPLETED BY VENDOR: CONTRACTORS LICENSE IF APPLICABLE 1. _________STATE DELIVERY DAYS MAXIMUM AFTER RECEIPT OF ORDER. 2. _________% discount for payment made within 30 days. Discount for payment made in less than 30 days, or less than 1%, or applicable to an indefinite quantity contract will be accepted but not an award consideration. Bidders should acknowledge all addenda and the date received. The Bidder acknowledges receipt of the following issued ADDENDA No. Date: No. Date: No. Date: No. Date: No. Date: No. Date: No. Date: No. Date: F.O.B.: DESTINATION - PAYMENT TERMS: NET 30 ALL BLANKS ON THIS PAGE SHOULD BE COMPLETED TO AVOID REJECTION OF BID The signature on this document certifies that proposer has carefully examined the instructions to bidders, terms and specifications applicable to, and made a part of this solicitation. By submission of this document, proposer further certifies that the prices shown are in full compliance with the conditions, terms and specifications of this solicitation. Bid must be signed in the designated space above and by person authorized to sign for bidder. No alterations, changes or additions are allowed on this solicitation, and no additional information, clarifications or other documents are to be included unless specifically required by the specification. Any errors in extensions of prices will be resolved in favor of unit prices submitted. If services are to be performed in East Baton Rouge City-Parish, evidence of a current occupational license and/or permit issued by the City-Parish shall be supplied by the successful vendor, if applicable. mailto:dsstewart@brla.gov Revised 12-12-23 Page 2 INSTRUCTIONS TO BIDDERS/TERMS & CONDITIONS FOR ANNUAL CONTRACTS Bidders are urged to promptly review the requirements of these specifications, terms and conditions and submit questions for resolution as early as possible during the bid period. Questions or concerns must be submitted in writing to the purchasing division during the bid period. Otherwise, this will be construed as acceptance by the bidders that the intent of the specifications, terms and conditions are clear and that competitive bids may be obtained as specified herein. Protests with regard to the specification, terms and conditions documents will not be considered after bids are opened. 1. Read the entire bid, including all terms and conditions and specifications. 2. Proposals are mailed only as a courtesy. The City - Parish does not assume responsibility for failure of bidders to receive proposals. Bidders should rely only on advertisements in the local newspaper, and should personally pick up proposals and specifications. Full information may be obtained, or any questions answered, by contacting the Purchasing Division, 222 Saint Louis Street, 8 th Floor, Room 826, Baton Rouge, LA 70802 or by calling (225) 389-3259 3. This proposal is to establish firm prices for materials supplies and services for the contract period to be determined. Delivery shall be made or services provided as needed throughout the contract period, or as required by the specification. Quantities, if shown, are estimated only. Smaller or larger quantities may be purchased based upon the needs of the City-Parish. There is no guaranteed minimum quantity. 4. The contract shall be firm through the one year period. Upon agreement of both the contractor and the City - Parish, the contract may be extended a second or a third year or other shortened specified time periods. Extension of the contract into the second or third time periods shall be made by letter on or before the expiration of the contract. Extension is only possible if all prices and conditions remain the same. 5. The contract title, bidder's name, address and bid opening date should be clearly printed or typed on the outside of the bid envelope. Only one bid will be accepted from each bidder for the same job. Alternates will not be accepted unless specifically requested in the proposal. Submission of more than one bid or alternates not requested may be grounds for rejection of all bids by the bidder. 6. The method of delivery of bids is the responsibility of the bidder. All bids must be received by the Purchasing Division, 222 Saint Louis Street, 8 th Floor, Room 826, Baton Rouge, LA 70802 on or before the specified bid opening date and time. Late bids will not be considered under any circumstances. NO FAXED OR EMAIL BIDS WILL BE ACCEPTED. 7. Failure to deliver within the time specified in the bid will constitute a default and may cause cancellation of the contract. Where the city has determined the contractor to be in default, the city reserves right to purchase any or all products or services covered by the contract on the open market and to charge the contractor with cost in excess of the contract price. Until such assessed charges have been paid, no subsequent bid from the defaulting contractor will be considered. 8. The City Parish specifically reserves the right to evaluate bids and award items separately, grouped or on an all or none basis, to accept the bid which is in the best interest of the City parish, and to reject all proposals if that is in the best interest of the City Parish. 9. Except for bids submitted through the www.centralauctionhouse.com on-line bidding site, bids shall be accepted only on proposal forms furnished by the City of Baton Rouge and Parish of East Baton Rouge Purchasing Division. The City- Parish will only accept bids from those bidders in whose names the proposal forms and/or specifications were issued. Altered or incomplete proposals, or the use of substitute forms or documents, shall render the bid non- responsive and subject to rejection. The entire proposal package, including the specifications and copies of any addenda issued shall be submitted to the Purchasing Division as the bid. 10. All proposals must be typed or written in ink. Any erasures, strikeover and/or changes to prices should be initialed by the bidder. Failure to initial may be cause for rejection of the bid as non-responsive. 11. All proposals must be manually signed by a properly authorized party. Failure to do so shall cause the bid to be rejected as non-responsive. 12. Where one or more vendor's exact products or typical workmanship is designated as the level of quality desired or equivalent, the Purchasing Division reserves the right to determine the acceptability of any equivalent offered. 13. If bidding other than specified, sufficient information should be enclosed with the bid in order to determine quality, suitability, and compliance with the specifications. Failure to comply with this request may eliminate your bid from consideration. If requested, literature and/or specifications must be submitted within seven (7) days. http://www.centralauctionhouse.com/ Revised 12-12-23 Page 3 14. Detailed factory specifications, illustrative literature and any deviations should be submitted with bid as required by the specifications or on the bid form. Representative samples shall be submitted upon request, if appropriate. Bidders proposing an equivalent brand or model should submit with the bid information (such as illustrations, descriptive literature, and technical data) sufficient for the City to evaluate quality, suitability, and compliance with the specifications in the solicitation. 15. Written addenda issued prior to bid opening which modifies the proposal shall become a part of the proposal for bid, and shall be incorporated within the purchase order and/or contract. Only a written interpretation or correction by Addendum shall be binding. Bidders shall not rely upon any interpretation or correction given by any other method. 16. For Printing solicitations, artwork, dies and/or molds shall become the property of the City - Parish Government and must be returned to the Purchasing Division, 222 Saint Louis Street, 8 th Floor, Room 826, Baton Rouge, LA 70802, upon completion of the order. 17. All applicable chemicals, herbicides, pesticides and hazardous materials must be registered for sale in Louisiana by the Department of Agriculture, State of Louisiana, registered with the EPA and must meet all requirements of Louisiana State Laws. Bidders should submit product label, material safety data sheet and EPA registry number with bid or within five (5) days of request from purchasing office. This information will be required on any subsequent deliveries if there is a change in chemical content or a different product is being supplied. Failure to submit this data may be cause for the bid to be rejected or the contract canceled.is being supplied. Failure to submit this data may be cause for the bid to be rejected or the contract canceled. 18. Delivery of items must be made on time to City - Parish final destinations within East Baton Rouge Parish. All freight charges shall be prepaid by vendor. EAST BATON ROUGE PARISH requires all products to be new (current) and all work must be performed according to standard practices for the project. Unless otherwise specified, no aftermarket parts will be accepted. Unless otherwise specified, all workmanship and materials must have at least one (1) year guaranty, in writing, from the date of delivery and/or acceptance of the project. Any deviations or alterations from the specifications must be indicated and/or supporting documentation supplied with bid submission. .. Late deliveries or unsatisfactory performance may be cause to cancel the Purchase Order or contract. 19. EAST BATON ROUGE PARISH requires all products to be new (current) and all work must be performed according to standard practices for the project. Unless otherwise specified, no aftermarket parts will be accepted. Unless otherwise specified, all workmanship and materials must have at least one (1) year guaranty, in writing, from the date of delivery and/or acceptance of the project. Any deviations or alterations from the specifications must be indicated and/or supporting documentation supplied with bid submission. 20. The City - Parish reserves the right to award items separately, grouped or on an all-or-none basis and to reject any or all bids and waive any informalities. 21. The State of Louisiana Code of Governmental Ethics places restrictions on awarding contracts or purchase orders to persons who are employed by any agency of the City - Parish Government, or any business of which he or his spouse has more than a twenty-five percent (25%) interest. The Code also prescribes other restrictions against conflict of interest and establishes guidelines to assure that appropriate ethical standards are followed. If any question exists regarding potential violation of the Code of Ethics, bidders should contact the Purchasing Division prior to submission of the bid. Any violation of the Code of Ethics shall be grounds for disqualification of bid or cancellation of contract. 22. All Prices bid shall remain in effect for a period of at least sixty (60) days. City - Parish purchases are exempt from state and local taxes. 23. The City - Parish reserves the right to terminate this contract prior to the end of the contract period on twenty- four (24) hours written notice for unsatisfactory performance. Termination under this paragraph shall not relieve either party of any obligation or liability that may have occurred prior to the effective date of termination. 24. In accordance with Louisiana Revised Statutes, a preference may be allowed for equivalent products produced, manufactured or grown in Louisiana and/or firms doing business in the State of Louisiana. Do you claim this preference if allowed? YES NO If this preference is claimed, attach substantiating information to the proposal to show the basis for the claim. Revised 12-12-23 Page 4 25. Right To Audit Clause: The Contractor shall permit the authorized representative of the City-Parish to periodically inspect and audit all data and records of the Contractor relating to his performance under this contract.In accordance with the provisions of LA. R.S. 38:2212.9, in awarding contracts after August 15, 2010, any public entity is authorized to reject the lowest bid from, or not award the contract to, a business in which any individual with an ownership interest of five percent or more has been convicted of, or has entered a plea of guilty or Nolo Contendere to any state felony crime or equivalent federal felony crime committed in the solicitation or execution of a contract or bid awarded under the laws governing public contracts under the provisions of Chapter 10 of this Title, professional, personal, consulting, and social services procurement under the provisions of Chapter 16 of Title 39 of the Louisiana.Revised Statutes of 1950, or the Louisiana Procurement Code under the provisions of Chapter 17 of Title 39 of the Louisiana Revised Statutes of 1950. 26. In accordance with Louisiana Law (R.S. 12:262.1 and 12:1308.2), all corporations and limited liability companies must be in good standing with the Louisiana Secretary of State at the time of execution of the contract. 27. Terms and Conditions: This solicitation contains all terms and conditions with respect to the purchase of the goods and/or services specified herein. Submittal of any contrary terms and conditions may cause your bid to be rejected. By signing and submitting a bid, vendor agrees that contrary terms and conditions which may be included in their bid are nullified; and agrees that this contract shall be construed in accordance with this solicitation and governed by the laws of the State of Louisiana as required by Louisiana Law. 28. Certification of no suspension or debarment. By signing and submitting any bid for $25,000 or more, the bidder certifies that their company, any subcontractors, or principals are not suspended or debarred by the general services administration (GSA) in “Audit Requirements In subpart F of the Office of Management and Budget’s uniform administrative requirements, cost principles, and audit requirements for federal awards” (Formerly OMB circular a- 133). a. A list of parties who have been suspended or debarred can be viewed via the internet at http://www.sam.gov b. A contract award must not be made to parties listed on the government wide exclusions in the System for Award Management. (SAM), in accordance with OMB guidelines at 2 C.F.R. 180. SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. 29. Bid prices shall include delivery of all items F.O.B. destination or as otherwise provided. Bids containing “Payment in Advance” or “C.O.D. requirements may be rejected. Payment is to be made within 30 days after receipt of properly executed invoice or delivery, whichever is later. 30. East Baton Rouge Parish is exempt from paying sales tax under LSA-R.S. 47:301 (8)(c). All prices for purchases by East Baton Rouge Parish of supplies and materials shall be quoted in the unit of measure specified and unless otherwise specified, shall be exclusive of state and local taxes. The price quoted for work shall be stated in figures. In the event there is a difference in unit prices and totals, the unit price shall prevail. 31. Bidders may attend the bid opening, but no information or opinions concerning the ultimate contract award will be given at the bid opening or during the evaluation process. Bids may be examined within 72 hours after bid opening. Information pertaining to completed files may be secured by visiting the Purchasing Division during normal working hours. Written bid tabulations may be accessed at: http://city.brla.gov/dept/purchase/bidresults.asp. 32. Contractor agrees, upon receipt of written notice of a claim of a claim or action, to defend the claim or action, or take other appropriate measure, to indemnify, and hold harmless, the city, its agents and employees from and against all claims and actions for bodily injury, death or property damages caused by fault of the contractor, its officers, its agents, or its employees. Contractor is obligated to indemnify only to the extent of the fault of the contractor, its officers, its agents, or its employees, however the contractor shall have no obligation as set forth with respect to any claim or action from bodily injury, death or property damages arising out of the fault of the City, its officers, its agents, or its employees. 33. Vendors submitting signed bids agree to EEOC compliance and certify that they agree to adhere to the mandates dictated by Title VI and VII of the Civil Right Act of 1964, as amended by the Equal Opportunity Act of 1972, Federal Executive Order 11246, the Federal Rehabilitation Act of 1973, as amended, the Vietnam Era Veteran’s Readjustment Assistance Act of 1974, Title IX of the Education Amendments of 1972, the Age Act of 1975, and agrees to abide by the requirements of the Americans with Disabilities Act of 1990. Bidders must agree to keep informed of and comply with all federal, state and local laws, ordinances and regulations which affect their employees or prospective employees. 33..The City of Baton Rouge, Parish of East Baton Rouge launched a new Enterprise Resource Planning (ERP) system, Vendor Self Service (VSS) via Munis. VSS replaced the legacy vendor database and will be used by all departments and agencies citywide. http://city.brla.gov/dept/purchase/bidresults.asp. Revised 12-12-23 Page 5 Vendor Self-Service (VSS) enables vendors to register and maintain information about their organization for the purpose of doing business with City-Parish and receive notifications of business opportunities. The City-Parish procurement activities are subject to the State of Louisiana Public Bid Law, local city-parish ordinances as well as applicable federal statutes as directed by grant providers. Vendors must be registered to receive bid notifications. New vendors or existing vendors who need to create a VSS account can do so clicking the Registration link at http://brla.gov/vss. Vendors are encouraged to review the step by step https://www.brla.gov/DocumentCenter/View/4899/Vendor-Self-Service-Registration-Guide-PDF before beginning the registration process which may be assessed at https://www.brla.gov/DocumentCenter/View/4899/Vendor-Self- Service-Registration-Guide-PDFide. Additional information regarding how to do business with EBR City-Parish is available at: https://www.brla.gov/DocumentCenter/View/678. We also post our scheduled bid openings, as well as unofficial bid tabulations after the bids have opened at http://city.brla.gov/dept/purchase/bids.asp. Note: Commodity codes are required for setting up your profile. These numbers tell us what commodities and services that you can provide. When agencies request products or services, our buyers pull directly from these numbers to send out solicitations, bids, and quotes. The first 3 numbers are the class numbers; the subclasses are two digit numbers that better describe the commodity or service. For questions regarding commodity codes, please contact purchasing at (225) 389-3259 Ext 0. Important! - A W-9 Form is required in order to do business with City-Parish. Part of the online enrollment process requires you to upload a completed W-9 form. Please have the completed form in an electronic format so that you can submit it as part of the registration process. The W-9 form can be downloaded from the IRS website. We have created step by step directions on how to properly complete the W-9 Form. http://brla.gov/vss https://www.brla.gov/DocumentCenter/View/4899/Vendor-Self-Service-Registration-Guide-PDF https://www.brla.gov/DocumentCenter/View/4899/Vendor-Self-Service-Registration-Guide-PDF https://www.brla.gov/DocumentCenter/View/4899/Vendor-Self-Service-Registration-Guide-PDF https://www.brla.gov/DocumentCenter/View/678 http://city.brla.gov/dept/purchase/bids.asp Revised 12-12-23 Page 6 FEDERAL CLAUSES, IF APPLICABLE. I. Remedies for Breach Bidder acknowledges that contracts in excess of the simplified purchase threshold ($150,000.00) shall contain provisions allowing for administrative, contractual, or legal remedies for contractor breaches of the contract terms, and shall provide for such remedial actions as appropriate. II. Termination and Settlement Bidder acknowledges that contracts in excess of $10,000.00 shall contain termination provisions including the manner in which termination shall be effected and the basis for settlement. In addition, such provisions shall describe conditions for termination due to fault and for termination due to circumstances outside of the contractors' control. III. Access to Records Bidder acknowledges that all contracts (except those for less than the small purchase threshold) shall include provisions authorizing the recipient, US Funding Agency, the Comptroller General, or any of their duly authorized representatives access to all books, documents, papers, and records of the contractor which are directly pertinent to a specific program for the purpose of making audits, examinations, excerpts, and transcriptions. IV. Equal Employment Opportunity Bidder acknowledges that all contracts shall contain provisions requiring compliance with E.O. 11246, "Equal Employment Opportunity," as amended by E.O. 11375, "Amending Executive Order 11236 Relating to Equal Employment Opportunity," and as supplemented by regulations at 41 CFR part 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Departmen of Labor. V. Copeland "Anti-Kickback" Act Bidder acknowledges that all construction/repair contracts and sub-grants in excess of $2,000 shall include provisions requiring compliance with the Copeland "Anti-kickback" Act (18 U.S.C. §3141-3148), which provides that each contractor or sub-recipient shall be prohibited from inducing any person employed in the construction, completion, or repair of public work, to give up any part of the entitled. VI. Davis-Bacon Act Bidder acknowledges that all construction contracts in excess of $2,000 shall include a provision for compliance with the Davis-Bacon Act, which requires contractors to pay laborers and mechanics wages at a rate not less than the minimum wages specified in a wage determination made by the Secretary of Labor. Additionally, contractors shall be required to pay wages not less than once a week. Revised 12-12-23 Page 7 VII. Contract Work Hours and Safety Standards Act Bidder acknowledges that all construction contracts in excess of $2,000, and all other contracts involving the employment of mechanics or laborers in excess of $2,500 shall include provisions for compliance with sections 102 and 107 of the Contract Work Hours and Safety Standards Act, which requires each contractor to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and one-half times the basic rate of pay for all hours worked in excess of 40 hours. Section 107 is applicable to construction work and provides that no laborer or mechanic shall be required to work in surroundings or under working conditions that are unsanitary, hazardous, or dangerous. VIII. Rights to Inventions Made Under a Contract or Agreement Bidder acknowledges that contracts for the performance of experimental, developmental, or research work shall include provisions providing for the rights of the Federal Government and the recipient in any resulting invention in accordance with 37 CFR part 401, "Rights to Inventions Made by Nonprofit Organizations and the Small Business Firms under Governments Grants, Contracts, and Cooperative Agreements" IX. Clean Air Act Bidder acknowledges that the Clean Air Act (CAA) is the comprehensive federal law regulating air emissions from stationary and mobile sources. Among other things, this law authorizes EPA to establish National Ambient Air Quality Standards (NAAQS) to protect public health and public welfare and to regulate emissions of hazardous air pollutants X. Clean Water Act. The contractor hereby agrees to adhere to the provisions which require compliance with all applicable Standards, orders, or requirements issued under section 508 of the clean water act which prohibits the use under non-exempt Federal contracts, grants or loans of facilities included on the EPA list of violating facilities XI. Energy policy and conservation act The contractor hereby recognizes the mandatory standards and policies relating to energy Efficiency which is contained in the state energy conservation plan issued in compliance with the energy policy and Conservation act (P.L. 94-163). Bidders must agree to keep informed of and comply with all federal, state and local laws, ordinances and regulations which affect their employees or prospective employees. Revised 12-12-23 Page 8 ADDITIONAL REQUIREMENTS FOR THIS BID The City-Parish, its officers, employees and agents, shall not be responsible for the negligent acts and omissions of the Contractor or the Contractor's officers, employees, agents or subcontractors, nor shall the Contractor or the Contractor's officers, employees or agents be responsible for the negligent acts or omissions of the City - Parish, its officers, employees and agents. Accordingly, Contractor shall indemnify and save City - Parish, its officers, employees and agents, harmless from any and all claims, suits and actions of any character, name or description brought for or on account of any injury or damage to any person or property arising out of the work performed by the Contractor and resulting from the negligence, commission or omission of any act by the Contractor, or Contractor's officers, employees, agents or subcontractors. If work is to be performed on site, contractor shall furnish proof of insurance as required in specifications. Payment terms for services will be Net 30 days based on the monthly invoice. Agencies will be invoiced monthly in arrears by the contractor. Advanced payments shall not be made. The City-Parish reserves the right to cancel this contract with thirty (30) days written notice. Termination for Cause: The City-Parish may terminate this Contract for default by giving the contractor written notice thereof, specifying with particularity each such default. After the first such notice of default, Contractor shall have ten (10) days after receipt of notice to cure or take reasonable steps to cure the default. If the contractor fails to cure or take reasonable steps to cure the default within such ten-day period, the City-Parish may declare this Contract, as appropriate, terminated. In the event of a second notice of default, whether for the same or a different infraction of contractual obligations, the contractor will be given five (5) days to cure the default. If a third notice of default should become necessary, the contract may be terminated upon notification of said default. Termination for Convenience: The City-Parish may terminate this Agreement at any time by giving thirty (30) days written notice. Termination for Non-Appropriation Clause: Should the Invitation to Bid result in a multi-year contract, a non- appropriation clause shall be made a part of the contract terms as required by state statutes, allowing the City- Parish to terminate the contract for lack of appropriated funds on the date of the beginning of the first fiscal year for which funds are not appropriated. Cybersecurity Training Requirement: Contractor, including all principals, sub-contractors and employees who require access to City-Parish information technology assets, shall complete the cybersecurity training required by La. R.S. 42:1267 and furnish the City Parish proof of said completion prior to being granted access to said assets. Force Majeure: In case by reason of force majeure either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement, then except as otherwise expressly provided in this Agreement, if such party shall give notice and full particulars of such force majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied on, the obligations of the party giving such notice (other than the obligations of the [name of payer] to make the payments required under the terms hereof, or to comply with Section [number of section] or [number of section] hereof), as far as they are affected by such force majeure, shall be suspended during the continuance of the inability then claimed which shall include a reasonable time for the removal of the effect thereof, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term “force majeure,” as employed herein, shall mean acts of God, strikes, lockouts or other industrial disturbances, acts of the public enemy, orders of any kind of the Government of the United States or of the State or any civil or military authority, insurrections, riots, epidemics, landslides, lightning, earthquakes, fires, hurricanes, storms, floods, washouts, droughts, arrest, restraining of government and people, civil disturbances, explosions, partial or entire failure of utilities, shortages of labor, material, supplies or transportation, or any other similar or different cause not reasonably within the control of the party claiming such inability. Revised 12-12-23 Page 9 It is understood and agreed that the settlement of existing or impending strikes, lockouts, or other industrial disturbances shall be entirely within the discretion of the party having the difficulty and that the above requirements that any force majeure shall be reasonably beyond the control of the party and shall be remedied with all reasonable dispatch shall be deemed to be fulfilled even though such existing or impending strikes, lockouts, and other industrial disturbances may not be settled but could have been settled by acceding to the demands of the opposing person or persons. Revised 12-12-23 Page 10 ADDITIONAL REQUIREMENTS FOR THIS BID (continued) If the Company fails to perform any of the other provisions of this contract, or so fails to make progress as to endanger the performance of this contract in accordance with its terms, and either of these two circumstances does cure such failure within a period of ten (10) days (or such longer period as the Parish may authorize in writing), after receipt of notice from the City specifying such failure; or Continuing non-performance of the Proposer in terms of specifications shall be a basis for the termination of the contract by the City. The City shall not pay for work, equipment or supplies which are unsatisfactory. Vendors will be given a reasonable opportunity before termination to correct the deficiencies. This however, shall in no way be construed as negating the basis for termination for non-performance; or In the event the City terminates this Contract in whole or in part, as above provided, the City may procure, upon such terms and in such manner as the City may deem appropriate, items purchased similar to those terminated, and the Company shall be liable for any excess costs for such similar items, provided that the Company shall continue the performance of this contract to the extent not terminated under the provisions of this paragraph Ethics: Vendors and service providers are responsible for adhering to the Louisiana Code of Governmental Ethics throughout the duration of this contract. As such, vendors and service providers shall be responsible for determining and ensuring that there will be no conflict or violation of the Louisiana Ethics Code if their company is awarded a contract with the City/Parish. SDSs MUST BE SUBMITTED WITH BID OR WITHIN FIVE (5) DAYS OF REQUEST FROM PURHASING OFFICE– FAILURE TO PROVIDE WILL DEEM YOUR BID AS NON-RESPONSIVE: All applicable chemicals, herbicides, pesticides and hazardous materials must be registered for sale in Louisiana by the Department of Agriculture, State of Louisiana, registered with the EPA and must meet all requirements of Louisiana State Laws. Additionally, Contractor must submit product labels, safety data sheets (SDS) (formerly material safety data sheets) and EPA registry number to the agency prior to work commencing. This information will be required on any subsequent deliveries if there is a change in chemical content or a different product is being supplied. Failure to submit this data may be cause to the contract being canceled. The attached locations may be sprayed as designated by the Department of Public Works. The City- Parish reserves the right to add or delete acreage from this list during the contract period. The per acre rate bid on the types of spraying in this contract will be the per acre rate used for the addition or deletion of acreage in this contract. In the event acreage is added or deleted, an official amendment to the contract will be issued by the Purchasing Division. Mandatory Pre-Bid Conference and Mandatory Job Site Visits – Failure to attend pre-bid conference and job site visits will cause your bid to be deemed non-responsive. Vendor must inspect job sites to verify measurements and/or amount of supplies needed prior to bidding. If vendor finds conditions that disagree with the physical layout as described in this bid, or other features of the specifications that appear to be in error, it is the responsibility for the vendor to notify the Purchasing Division immediately so an Addendum to the bid specifications can be issued, if needed, prior to bids being received. Failure to do so will be interpreted that bid is as specified. Revised 12-12-23 Page 11 The City of Baton Rouge and Parish of East Baton Rouge, Purchasing Division, is offering teleconference and in-person attendance by vendors at public bid openings for bids published by our office. Any vendor who would like to listen to the opening of this bid can access the following link, at the date and time of this bid opening: Join by phone +1-408-418-9388 United States Toll Access code: 263 373 080 (followed by the # button) Alternate numbers to call if number above is not available, which may occur due to network traffic (use the same Access Code, followed by the # button): United States Toll (Boston) +1-617-315-0704 United States Toll (Chicago) +1-312-535-8110 United States Toll (Dallas) +1-469-210-7159 United States Toll (Denver) +1-720-650-7664 United States Toll (Jacksonville) +1-904-900-2303 United States Toll (Los Angeles) +1-213-306-3065 This link will provide you with live audio access to this bid opening. The link will be live at the noted bid opening time and date. Revised 12-12-23 Page 12 PRE-BID MEETING The Airport will conduct a pre-bid meeting on February 16, 2024 at 2:00 p.m. (CST) in the First Floor Conference Room, Airport Terminal Building, 9430 Jackie Cochran Dr., Baton Rouge, LA. 70807. The purpose of the pre-bid meeting will be to answer any questions regarding this Bid Document. Airport staff will be available during the meeting to explain provisions of the Bid Document and to answer questions. The pre-bid meeting is not designed as a forum to renegotiate the terms and conditions of the Lease and Concession Agreement, but rather to clarify any questions regarding the bid process. It is not mandatory that Bidders attend this pre-bid meeting. INQUIRY PERIOD An inquiry period is hereby firmly set for all interested bidders to perform a detailed review of the bid documents and to submit any written questions relative thereto. Without exception, all questions MUST be in writing. The City-Parish shall not and cannot permit an open-ended inquiry period, as this creates an unwarranted delay in the procurement cycle and operations of our departments. The city-Parish reasonably expects and requires responsible and interested bidders to conduct their in-depth review of the bid document and submit inquiries in a timely manner. All inquiries shall be received by February 21, 2024, 5:00 p.m. CST. Inquiries and/or questions shall not be entertained thereafter. Inquiries are to be directed as follows: Dexter S. Stewart Email: dstewart@brla.gov Revised 12-12-23 Page 13 TABLE OF CONTENTS I. BID INFORMATION 1. Bid Description 2. Deadline for Submission 3. Pre-Bid Meeting 4. Bid Guarantee 5. Performance Guarantee 6. Bid Withdrawal 7. Right to Reject Bids 8. Bid Requirements and Disqualification of Bidder 9. Consideration for Award 10. Responsibility of Bidders 11. Disadvantaged Business Enterprise Requirements 12. Questions from Bidders 13. Airline Information 14. Passenger Statistics 15. Historical Car Rental Gross Revenue Statistics 16. Submission Requirements II. KEY PROVISIONS OF SAMPLE LEASE AND CONCESSION AGREEMENT 1. Lease and Concession Agreement 2. Term of Agreement 3. Leased Premises 4. Annual Rental Payment 5. Allocation of Leased Premises 6. Customer Facility Charge 7. Prohibition of Diversion of Rental Car Business 8. Insurance Requirements 9. Gross Sales III. REQUIRED BID FORMS Bidder Information Form: Competitive Proposal Request Form 1: Bid Form Form 2: Bid Bond (Form 2), Certified Check, or an Irrevocable Letter of Credit Form 3: Affidavit Form 4: DBE/ACDBE Goal Form IV. SAMPLE LEASE AND CONCESSION AGREEMENT V. EXHIBITS Exhibit A: Counter and Office Spaces Exhibit B: Service Centers Exhibit C: Ready Car Area Revised 12-12-23 Page 14 I BID INFORMATION 1. BID DESCRIPTION The City of Baton Rouge and Parish of East Baton Rouge (“City”), on behalf of the Greater Baton Rouge Airport District (“Airport”), invites Bids from qualified Bidders for the management and operation of six (6) non-exclusive Car Rental Concession operations at the Airport for a term of five (5) years, with no options to renew. 2. DEADLINE FOR SUBMISSION The Bid Deadline is March 7, 2024 @ 11:00_a.m. CST (“Bid Deadline”). A total of one (1) original copy of the Bid must be submitted to: Dexter S Stewart Purchasing Department City of Baton Rouge and Parish of East Baton Rouge Room 826 222 St. Louis Street Baton Rouge, Louisiana 70802 Bids must be sealed in an envelope and be clearly marked on the outside with the words “Bid for Car Rental Concession, Greater Baton Rouge Airport District”. The name and address of Bidder must also appear on the face of the envelope. Bids received after the due date and time, or not delivered to the designated location, will not be considered. Bids will promptly be publicly opened and read after the deadline. 3. PRE-BID MEETING The Airport will conduct a pre-bid meeting on February 16, 2024 at 2:00 p.m. (CST) in the First Floor Conference Room, Airport Terminal Building, 9430 Jackie Cochran Dr., Baton Rouge, LA. 70807. The purpose of the pre-bid meeting will be to answer any questions regarding this Bid Document. Airport staff will be available during the meeting to explain provisions of the Bid Document and to answer questions. The pre-bid meeting is not designed as a forum to renegotiate the terms and conditions of the Lease and Concession Agreement, but rather to clarify any questions regarding the bid process. It is not mandatory that Bidders attend this pre-bid meeting. Revised 12-12-23 Page 15 4. BID GUARANTEE Each Bid must be accompanied by a Bid Guarantee in the form of an Irrevocable Letter of Credit, Certified Check, or Bid Bond (as shown on Form 2) payable in the amount of Twenty-Five Thousand and No/100 Dollars ($25,000.00) to the Greater Baton Rouge Airport District. The Bid Guarantee will be held by the AIRPORT, without interest, for a period no longer than sixty (60) days after the Bid Opening Date after which Bid Guarantees will be returned to all Bidders except successful Bidders. 5. PERFORMANCE GUARANTEE Each successful Bidder, within sixty (60) days after the acceptance of the Bid but not later than the Commencement Date, shall post an Irrevocable Letter of Credit or Performance Bond from a domestic bank, the form of which shall be subject to the approval of the Director of Aviation, equal to the Minimum Annual Guarantee (“MAG”) for the first year of the Lease and Concession Agreement. Each successful Bidder will be required to submit annually, no later than thirty (30) days before the anniversary date of the beginning of the term of the Lease and Concession Agreement a new irrevocable Letter of Credit or Performance Bond for that year. Should Lessee’s agreement terminate, the Irrevocable Letter of Credit can be utilized to satisfy any and all sums due to the Airport from Lessee. 6. BID WITHDRAWAL Bids may be withdrawn by requesting such withdrawal in writing at any time prior to the Bid Deadline. 7. RIGHT TO REJECT BIDS The City-Parish reserves the right to reject any Bid or Bidder. The City-Parish reserves the right to waive any irregularities, technicalities, or informalities in any Bid. 8. BID REQUIREMENTS AND DISQUALIFICATION OF BIDDER Each Bidder is required to submit the following: 1. Bidder Information Form (attached hereto as “Competitive Proposal Request”); 2. Bid Form (attached hereto as “Form 1”); 3. Certified Check, Irrevocable Letter of Credit, or Bid Bond (attached hereto as “Form 2”); 4. Affidavit (attached hereto as “Form 3”); and 5. DBE/ACBDE Goal Form (attached hereto as “Form 4”) The failure of a Bidder to submit all of the required items with the Bid completed and executed in the manner required and timely filed, shall be cause for disqualification of the Bidder by the City-Parish. Revised 12-12-23 Page 16 9. CONSIDERATION FOR AWARD In seeking six (6) different companies to operate the non-exclusive Rental Car Concessions at the Greater Baton Rouge Airport District, the Airport is desirous of providing the air traveler with rental car service of the highest possible caliber, and to receive a fair monetary return for the non-exclusive concession to be granted hereunder to use the Airport facilities and to receive rents for certain facilities. The City-Parish will award automobile rental concession contracts to the six (6) different responsible Bidders submitting the six (6) highest Bids for the first year of the concession. 10. RESPONSIBILITY OF BIDDERS Each Bidder shall carefully examine the entire contents of this Bid Document including the Agreement, subsequent Addenda, the location of the automobile rental concession counters, and the current and permanent location of the automobile rental company’s ready-car parking area. Each Bidder shall judge for itself all conditions and circumstances relative to its Bid proposals for the concession. Failure on the part of any Bidder to make such examination and on-site inspection shall not constitute a ground for declaration by Bidder that it did not understand the conditions with respect to its Bid submitted. All statistical data in this Bid Document and subsequent Addenda, if any, are to be used by Bidders at its sole risk. The AIRPORT shall not be responsible or liable in any fashion for the use of such data by any Bidder in structuring a response to this Bid Document. 11. AIRPORT CONCESSION DISADVANTAGED BUSINESS ENTERPRISE REQUIREMENTS It is the policy of the Department of Transportation (DOT) that Airport Concession Disadvantaged Business Enterprises as defined in 49 CFR Part 23 shall have the maximum opportunity to participate in the performance of concession agreements with Airports that receive Federal funds. The Baton Rouge Metropolitan Airport has established an Airport Concession Disadvantaged Business Enterprise (ACDBE) program in accordance with regulations of the U.S. Department of Transportation, 49 CFR Part 23. It is the policy of the Baton Rouge Metropolitan Airport to ensure that ACDBEs, as defined in 49 CFR Part 23 have an equal opportunity to receive and participate in contracts with the Airport. The Baton Rouge Metropolitan Airport has set an ACDBE participation goal of 2.42% for this solicitation, and the Airport continues to encourage the use of ACDBE firms certified by the Louisiana Department of Transportation and Development as vendors and subcontractors. Respondents are challenged to present a creative and responsive plan that provides for ACDBE participation that is commercially meaningful and useful including the following arrangements to ensure quality participation: (1) Participation as a prime consultant, (2) Joint Venture, (3) Partnership, and (4) Sub- consultant, (5) Vendor. Revised 12-12-23 Page 17 NONDISCRIMINATION AND ACDBE REQUIREMENTS Company for itself, its successors in interest and assigns, as a part of the consideration hereof, does hereby covenant and agree (a) that no person on the grounds of race, creed, color, national origin, sex, age, or handicap shall be excluded from participation in or denied the use of said Assigned Premises, (b) that in the construction of any improvements on, over, or under such Assigned Premises and the furnishing of services, no person on the grounds of race, creed, color, national origin, sex, age, or handicap shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, and (C) that Company shall use the Assigned Premises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination 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. In the event of the breach of any of the foregoing non-discrimination covenants, Airport shall have the right to terminate this Agreement and to re-enter and repossess said Assigned Premises and the facilities herein, and hold the same as if said Agreement had never been made or issued. This cancellation provision shall not be effective until the procedures of Title 49, Code of Federal Regulations, Part 21, are followed and completed including exercise or expiration of appeal rights. This Agreement is subject to the regulations of the U.S. Department of Transportation, 49 CFR Part 23. The COMPANY agrees that it will not discriminate against any business owner because of the owner’s race, color, national origin or sex in connection with the award or performance of any concession agreement covered by 49 CFR Part 23. The COMPANY agrees to include the above statements in any subsequent concession or sub-contractual agreements that it enters and cause those businesses to similarly include the statements in further agreements. DBE Participation in Federally-Assisted Projects 49 CFR Part 23 The Code of Federal Regulations, Title 49, Part 23 (49 CFR Part 23) as amended, and the Baton Rouge Metropolitan Airport Disadvantaged Business Enterprise (DBE) Program are hereby made a part of and incorporated by this reference into this contract. Copies of these documents are available upon request from the Baton Rouge Metropolitan Airport, 9430 Jackie Cochran Dr., Suite 300, Baton Rouge, Louisiana 70807. The requirements of 49 CFR Part 23, Regulations of the U.S. Department of Transportation, apply to this contract. It is the policy of the Airport to ensure that ACDBEs, as defined in Part 23, have an equal opportunity to receive and participate in DOT-assisted contracts. BRMA shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any DOT-assisted contract or in the administration of its DBE Program or the requirements of 49 CFR Part 23 (49 CFR Part 23.9). A goal of 2.42 % has been established for rental car concessions. Company has committed to a minimum of ___% per annum to this contract. Revised 12-12-23 Page 18 Required Contract Clauses 49 CFR Part 23.9 (1) “This agreement is subject to the requirements of the U.S. Department of Transportation's regulations, 49 CFR part 23. The concessionaire or contractor agrees that it will not discriminate against any business owner because of the owner's race, color, national origin, or sex in connection with the award or performance of any concession agreement, management contract, or subcontract, purchase or lease agreement, or other agreement covered by 49 CFR part 23.” (2) “The concessionaire or contractor agrees to include the above statements in any subsequent concession agreement or contract covered by 49 CFR part 23, that it enters and cause those businesses to similarly include the statements in further agreements.” Reporting Requirements Rental Car Concessionaires shall submit a completed ACDBE Quarterly Report Form on the 20th day of the month following the end of each quarter according to the Federal Fiscal Year which begins on October 1st. Counting ACDBE Rental Car Participation §23.53 10. As a car rental company, COMPANY may, in meeting the goal the airport has set for COMPANY, include purchases or leases of vehicles from any vendor that is a certified ACDBE. 11. As a car rental company, if COMPANY choose to meet the goal the airport has set for COMPANY by including purchases or leases of vehicles from an ACDBE vendor, COMPANY must also submit to the recipient documentation of the good faith efforts COMPANY has made to obtain ACDBE participation from other ACDBE providers of goods and services. 12. While this part does not require COMPANY to obtain ACDBE participation through direct ownership arrangements, COMPANY may count such participation toward the goal the airport has set for COMPANY. 13. The following special rules apply to counting participation related to car rental operations: AA.. Count the entire amount of the cost charged by an ACDBE for repairing vehicles, provided that it is reasonable and not excessive as compared with fees customarily allowed for similar services. BB.. Count the entire amount of the fee or commission charged by a ACDBE to manage a car rental concession under an agreement with the concessionaire toward ACDBE goals, provided that it is reasonable and not excessive as compared with fees customarily allowed for similar services. CC.. Do not count any portion of a fee paid by a manufacturer to a car dealership for reimbursement of work performed under the manufacturer's warranty. 14. For other goods and services, count participation toward ACDBE goals as provided in part 26, §26.55 and §23.55 of this part. In the event of any conflict between these two sections, §23.55 controls. 15. If COMPANY has a national or regional contract, count a pro-rated share of the amount of that contract toward the goals of each airport covered by the contract. Use the proportion of COMPANY’s applicable gross receipts as the basis for making this pro-rated assignment of ACDBE participation. Revised 12-12-23 Page 19 12. QUESTIONS FROM BIDDERS All questions or requests for additional information concerning this Bid Document shall be submitted in writing to the City-Parish, by 2:00 p.m. on Thursday, February 21, 2024 to the following address: Hand Delivered or by Courier Delivery by United States Postal Services Assistant Purchasing Director ______ Assistant Purchasing Director City-Parish Purchasing Department City-Parish Purchasing Department 222 St. Louis Street, Room 826 P. O. Box 1471 Baton Rouge, LA 70802 Baton Rouge, LA 70821 By email: dstewart@brla.gov By fax: (225) 389-4841 13. AIRLINE INFORMATION The Airport is a small hub facility providing commercial air travel connecting more than 1.6 million residents across south Louisiana. The Airport, located six miles north of downtown Baton Rouge, is the second largest airport in Louisiana and hosts daily jet flights on three (3) major airlines to/from Atlanta, Charlotte, Dallas, Houston, and Washington, D.C. The Airport is served by the following air carriers: American, Delta and United. 14. PASSENGER STATISTICS The following table of enplaned passengers at the Airport is offered for Bidder’s use. YEAR ENPLANEMENT %CHANGE FROM PREVIOUS YEAR 2018 401,667 4% 2019 411,363 2% 2020 181,626 -56% 2021 281,719 55% 2022 335,983 19% 2023 (JAN THRU OCT) 315,882 14% Revised 12-12-23 Page 20 15. HISTORICAL CAR RENTAL GROSS REVENUE STATISTICS The following summary of historical Gross Revenues for Car Rental Concessions at the Airport, as reported to the AIRPORT by the car rental companies, is offered for Bidder’s use. The City-Parish does not guarantee or warrant the accuracy of this information. YEAR AVIS BUDGET ENTERPRISE HERTZ NATIONAL TOTAL 2018 3,117,149.98 1,391,583.02 3,920,596.33 3,723,185.43 3,588,539.17 15,741,053.93 2019 2,826,604.53 1,213,592.94 3,838,076.39 3,723,185.43 3,746,668.04 15,348,127.33 2020 1,798,588.57 721,502.83 2,150,386.18 1,158,973.88 1,577,130.98 7,406,582.44 2021 4,180,594.04 2,173,936.82 5,540,519.59 4,503,794.27 3,138,641.57 19,537,486.29 2022 4,540,410.23 2,511,664.28 8,039,652.11 3,762,394.53 3,590,303.40 22,444,424.55 2023 (JAN THRU OCT) 3,138,005.27 1,947,732.87 4,252,274.00 2,353,161.79 2,912,175.00 14,603,349.13 16. SUBMISSION REQUIREMENTS The City-Parish requires that each Bidder shall include the required forms and information described below in accordance with the requirements described herein. A. Bidder Information Form (“Competitive Proposal Request) B. Bid Form (Form 1) C. Bid Bond (Form 2), Certified Check, or an Irrevocable Letter of Credit D. Affidavit (Form 3) E. Bid Guarantee (as stated in Section 4) F. DBE/ACDBE Goal Form (Form 4) Revised 12-12-23 Page 21 II. KEY PROVISIONS OF SAMPLE LEASE AND CONCESSION AGREEMENT 1. SAMPLE LEASE AND CONCESSION AGREEMENT The draft sample Lease and Concession Agreement (“Agreement”) attached hereto is the sample contract under which the Airport intends that the successful Bidders be granted the right to develop, manage, and operate Car Rental Concessions at the Airport. The Airport does not anticipate making substantial changes to the Agreement. The following paragraphs summarize key provisions of the Agreement. However, Bidders are urged to read and understand the entire text of the Agreement attached hereto before submitting their Bids. 2. DETERMINATION OF SUCCESSFUL BIDDERS The successful Bidders will be the six (6) highest Bidders, as determined by the highest Minimum Annual Guarantees for the first year of the five (5) year term. 3. CONCESSION FEE For the privilege of operating its car rental service at the Airport, each successful Bidder shall pay to the Airport the greater of the following: 1. Ten percent (10%) of Gross Revenues; or 2. Minimum Annual Guarantee (“MAG”) of not less than $225,000 The MAG for each successful Bidder for each of the five years of the Agreement shall be set as follows: Year 1: The amount bid by the Bidder, but not less than $225,000. Years 2 - 5: The Bidder’s MAG for previous year rate, shall be increased by 3.0% at the beginning of each Agreement year. 4. TERM OF AGREEMENT The term of the Agreement will be five (5) years, commencing on May 1, 2024 and end on April 30, 2029, with no options to renew. Revised 12-12-23 Page 22 5. LEASED PREMISES A. Counter and Office Space (Exhibit “A”) There are currently six (6) counter spaces and associated office spaces (“Counter and Office Spaces”). The Counter and Office Space will be chosen by the successful Bidders in descending order of their respective first year Minimum Annual Guarantee bids. The Counter and Office Space areas will be rented at a rate of $56.27 per square foot per year for the first year of the Agreement. The rate shall be increased by 3.0% at the beginning of each Agreement year. Counter/Office Area [Sq. Ft] A 441 B 473 C 357 D 462 E 504 F 511 B. Service Center Areas (Exhibit “B”) Leased Premises in the Service Center Areas consist of land and structural improvements, as described below: (i) Land Area “A” 2.00 acres at $ 13,939.20 per year Area “B” 1.50 acres at $ 10,454.40 per year Area “C” 0.74 acres at $ 6,124.54 per year Area “D” 0.75 acres at $ 5880.60 per year Area “E” 1.28 acres at $ 8,921.09 per year Area “F” 0.60 acres at $ 4,965.00 per year (This is vacant land only) Successful bidder will be required to construct a new service center facility for their operation). Said land rental rate shall be adjusted on or before January 1, 2025 at a rate not to be below appraised fair market value of the land and every five (5) years thereafter. (ii) Structural Improvements Area “A” 2,257 square foot facility at a rental rate of $2,250 per month for year one (1). The monthly rental rate shall be increased by 3.0% at the beginning of each Agreement year. Area “B” 1,449 square foot facility at a rental rate of $2,391.66 per month for year one (1). The monthly rental rate shall be increased by 3.0% at the beginning of each Agreement year. Area “C” 1,584 square foot facility at a rental rate of $1050.00 per month for year one (1). The monthly rental rate shall be increased by 3% at the beginning of each Agreement year. Revised 12-12-23 Page 23 Area “D” 685 square foot facility at a rental rate of $466.66 per month for year one (1). The monthly rental rate shall be increased by 3% at the beginning of each Agreement year. Area “E” 2679 square foot facility, plus added improvements at a rental rate of $2,254.58 per month for year one (1). The monthly rental rate shall be increased by 3.0% at the beginning of each Agreement year. Area “F” A new Service Center will be required to be constructed by successful bidder for area “F”. C. Ready Car Lot Each successful Bidder shall have the right to the use of a proportionate share of the parking area used for rental car parking. (i) Permanent Ready Car Garage (Exhibit “C”). The share of ready car parking spaces in the Permanent Ready Car Garage shall be allocated to each successful Bidder as follows: Within the limitations of the physical layout of the Permanent Ready Car Garage, the Airport will develop a plan to make available appropriately sized areas (“Assigned Areas”) designed to accommodate all successful Bidders. Based on the Minimum Annual Guarantee bids, in descending order, each successful Bidder shall, in sequence, identify its preferred Assigned Area within the plan established by the Airport. The Airport, based on its determination of the best long-term design and operation of the Permanent Ready Car Garage, taking into consideration each successful Bidder’s preferences and market share, shall designate the final determination of the location, size, and configuration of the Assigned Areas. The Airport’s determinations shall be final and binding on each successful Bidder for the duration of the Agreement. The monthly rent for ready car parking spaces in the Permanent Ready Car Garage will be (a) $40.00 per space for all spaces on the first level; (b) $35.00 per space for all spaces on the second level; (c) $30.00 per space for all spaces on the third level; and (d) $25.00 per space for all spaces on the fourth level (e) $20.00 per space for all spaces on the 5th level (uncovered) (ii) Rental Car Booths in the Permanent Ready Car Garage. Each Successful Bidder will rent one booth in the Permanent Ready Car Garage. The rent for each booth will be $500.00 per month. Note: The 5th level of the permanent ready car garage, is not covered and does not have a booth for operation. Should the successful bidder require such, it will be at the sole cost and expense of the bidder. Revised 12-12-23 Page 24 6. CUSTOMER FACILITY CHARGE Under the terms of the Agreement, the successful Bidders shall be required to collect from customers entering into each motor vehicle rental agreement with the Bidder and remit to the Airport a Customer Facility Charge (“CFC”) of $6.15 per Transaction Day. The amount of the CFC is established by the Greater Baton Rouge Airport District in accordance with the Airport Resolution No. 51980 enacted on February 24, 2016, which established such charge. The Airport reserves the right to revise, at its discretion by action of the Greater Baton Rouge Airport District, the amount of the CFC from time to time throughout the term of the Agreement. Under the terms of the Agreement, each successful Bidder will agree that it will not refer to the CFC in its motor vehicle rental agreement or otherwise as a city or Airport tax. 7. PROHIBITION OF DIVERSION OF RENTAL CAR BUSINESS Pursuant to Article XI of the Agreement, the successful Bidders will be prohibited from diverting, through direct or indirect means, rental auto revenues from the inclusion in Gross Revenue as defined in the Agreement. Pursuant to Article VI of the Agreement, the Airport may terminate the Agreement upon ten (10) days written notice to the successful Bidder if one or more events occur, including the following: Successful Bidder diverts, through direct or indirect means, rental auto revenues from the inclusion in Gross Revenue as defined in the Agreement. Diversion shall include, but not be limited to, the following situations: A. Shortage of rental autos at the Airport while having rental autos available elsewhere in East Baton Rouge Parish, renting such auto to a potential customer that arrived at the Airport and not including the resulting rental auto revenue in the Gross Revenue defined under the Agreement. B. The taking of a reservation, advertising or suggesting to a potential customer of the Airport that the customer rent a vehicle at a location in East Baton Rouge Parish other than the Airport regardless of the reason, and not including the rental auto revenue resulting from such transaction in Gross Revenue. Diversion of rental car business at the Airport shall not include the taking of a reservation at the Airport for a rental transaction outside East Baton Rouge Parish. 8. PROHIBITION OF DUAL BRANDING Pursuant to Article XI of the Agreement, the successful Bidders will be prohibited from operating more than one brand from their respective leased premises (commonly referred to as “dual branding”). Pursuant to Article VI of the Agreement, a successful Bidder’s operation of more than one brand from the leased premises will constitute one of the conditions under which the Airport may terminate the Agreement upon ten (10) days written notice to the successful Bidder, pursuant to Article VI of the Agreement. Revised 12-12-23 Page 25 9. INSURANCE REQUIREMENTS A Certificate of Insurance shall be provided by the successful Bidder in accordance with the Agreement as follows: a. Workers’ Compensation and Employer’s Liability insurance covering all employees engaged in services hereunder in compliance with the laws of the State of Louisiana. b. Commercial General Liability insurance coverage shall be provided with limits of no less than $5,000,000 for any one Occurrence and a General Aggregate limit of no less than twice the Occurrence limit if these coverages apply exclusively to this Agreement. If coverages are for multi-location policy, then said policy will not be restricted by an Aggregate. Coverages are to include Premises-Operations, Personal Injury, Products/Completed Operations and Contractual Liability. c. Automobile Liability coverage shall be provided with limits of not less than $1,000,000 for any one occurrence. Coverages are to include all owned, hired, and non-owned automobiles. d. Commercial Property insurance coverage in an amount equal to 100% of the value of the improvements (facility) to meet the coinsurance provisions of the policy. The following shall be named as Additional Insured under all policies of insurance: The Greater Baton Rouge Airport District The Greater Baton Rouge Airport Commission The City-Parish of East Baton Rouge The Metropolitan Council Revised 12-12-23 Page 26 III. REQUIRED FORMS Revised 12-12-23 Page 27 FORM 1 BID FORM Purchasing Director City of Baton Rouge and Parish of East Baton Rouge 222 St. Louis Street, Room 826 Baton Rouge, LA 70802 In accordance with your published invitation to receive Bids for the operation of an automobile rental concession at the Greater Baton Rouge Airport District the undersigned bidder proposes the following to-wit: To lease the advertised premises in accordance with specifications and other related documents. MINIMUM ANNUAL GUARANTEE: I/We respectfully Bid the following to be paid to the Airport as the Minimum Annual Guarantee for the first year of the Agreement (minimum acceptable bid amount of $225,000.00 $___________________________ Or Ten Percent (10%) of Gross Revenues Whichever is Greater BIDDER: (Company) Car Rental Brand BY: (Signature & Title) Note: This required form shall be submitted with Bid. Revised 12-12-23 Page 28 FORM 2 BID BOND KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned as Principal, and , As Surety, are hereby held and firmly bound unto City of Baton Rouge and Parish of East Baton Rouge on behalf of the Greater Baton Rouge Airport District as Owner in the penal sum of, ($), for the payment of which, well and truly to be made, we hereby jointly and severally bind ourselves, successors and assigns. Signed, this , day of, 20 . The Condition of the above obligation is such that whereas the principal has submitted to City of Baton Rouge and Parish of East Baton Rouge a certain Bid attached hereto and hereby made a part hereof to enter into a contract in writing, for the LEASE AND CONCESSION AGREEMENT FOR CAR RENTAL CONCESSION AT THE AIRPORT. NOW, THERFORE; (a) If said Bid shall be rejected, or in the alternate, (b) If said Bid shall be accepted and the principal shall execute and deliver a contract in the Form of Contract attached hereto (properly completed in accordance with said Bid). Then this obligation shall be void, otherwise the name shall remain in force and effect; it being expressly understood and agreed that the liability of the Surety for any and all claims hereunder shall, in no event, exceed the amount of this obligation as herein stated. The Surety, for value received, hereby stipulates and agrees that the obligations of said Surety and its bond shall be in no way impaired or affected by any extension of the time within which the Owner may accept such Bid; and said Surety does hereby waive notice of any such extension. IN WITNESS WHEREOF, the Principal and the Surety have hereunto set their hands and seals, to be hereto affixed and these presents to be signed by their proper officers, the day and year first set forth above. x *Principal x *Surety IMPORTANT: Surety companies executing bonds must appear on the Treasury Department’s most current list (Circular 570 as amended) and be authorized to transact business in the State of Louisiana. *Individuals signing on behalf of the company and surety shall submit a Power of Attorney or Corporate Resolutions clearly authorizing said individuals to execute this Bid Bond. Note: This required form shall be submitted with Bid. However, Bidder may substitute a Certified Check, or Irrevocable Letter of Credit in the amount of $25,000 in lieu of Form 2. STATE OF _____________________________ COUNTY OF ___________________________ Revised 12-12-23 Page 29 FORM 3 AFFIDAVIT ______________________________________, being duly sworn deposes and says: Individual Only: That he/she is an individual doing business under the name of _____________________________________________ at _____________________________________________ in the City of _____________________________________________ State of _____________________________________________ Partnership Only: That he/she is the duly authorized representative of a partnership, doing business under the name of: _____________________________________________ in the City of _____________________________________________ State of _____________________________________________ Limited Liability Only: That he/she is the duly authorized representative of a limited liability company, doing business under the name of: _____________________________________________ in the City of _____________________________________________ State of _____________________________________________ Corporation Only: That he is the duly authorized, qualified and acting _____________________________________________ for a corporation organized and existing under the laws of the State of _____________________________________________ Revised 12-12-23 Page 30 And that he, said partnership and limited liability company or said corporation, is filing herewith a Bid to the Greater Baton Rouge Airport District in conformity with the attached documents that it has employed no person, corporation, firm, association or other organization, either directly or indirectly, to secure the public contract under which it will make payment, other than persons regularly employed by him whose services in connection with securing the public contract were in the regular course of their duties for him, and that no part of the contract price to be received by it will be paid to any person, corporation, firm, association, or other organization for soliciting the contract, other than the payment of their normal compensation to persons regularly employed by him whose services in connection with the project were in the regularly employed by him whose services in connection with the project were in the regular course of their duties for him. _______________________________________ Signature SWORN AND SUBSCRIBED before me, on this _____ day of _________________, 20__. County of ___________________________, State of _______________________________ ___________________________________________ Notary Public NOTE: This document shall be submitted with the Bid. Revised 12-12-23 Page 31 IV. SAMPLE LEASE AND CONCESSION AGREEMENT For Car Rental Concession Greater Baton Rouge Airport District Baton Rouge, Louisiana THIS LEASE AND CONCESSION AGREEMENT (“Agreement”) made and entered into, as of the 1st day of May, 2024, by and between the City of Baton Rouge and Parish of East Baton Rouge on behalf of the Greater Baton Rouge Airport District, hereinafter referred to as “AIRPORT”, and ____________________________, a corporation organized under the laws of the State of _________________, having its office and principal place of business at _____________, hereinafter referred to as “COMPANY”. -WITNESSETH- WHERAS, AIRPORT owns and operates the Baton Rouge Metropolitan Airport located in the City of Baton Rouge, Parish of East Baton Rouge, Louisiana; and WHERAS, AIRPORT, as operator, operates the Airport as a governmental function for the primary purpose of providing to the public the services of air transportation; and WHERAS, COMPANY, is an automobile rental company engaged in the business of operating a car rental service; and WHERAS, COMPANY, desires the privilege of using the Airport and its facilities upon the terms and conditions hereinafter set forth: NOW, THEREFORE, in consideration of the premises, and of the mutual covenants and agreements herein contained, and for such other good and valuable consideration, the AIRPORT authorizes the COMPANY to exercise the rights, powers and privileges hereinafter set forth. ARTICLE I. TERM This Agreement shall commence upon the 1st day of May 2024, and shall continue for a period of five (5) years, ending on April 30, 2029, with no option to renew. ARTICLE II. LEASED PREMISES The premises hereinafter described shall be used solely by COMPANY for the purpose of providing rental car service at the AIRPORT, and for no other purposes. The Leased Premises leased by the COMPANY shall consist of Counter and Office Space, the Service Center Area, and the Ready Car Area, as follows: Revised 12-12-23 Page 32 COUNTER AND OFFICE SPACE COMPANY shall have the right to exclusive use of Counter and Office Space in the Ryan Terminal Building as shown on the drawing marked Exhibit “A”, attached hereto and made a part hereof. [Note: This paragraph is provided for informational purposes only. The actual Lease and Concession Agreement to be executed by each successful Bidder will be individualized for each successful Bidder’s leased premises.] In the operation of the COMPANY’S activities hereunder, the AIRPORT shall provide the following for the Counter and Office Space: Initial electrical outlets in the concession area.Initial lighting fixtures for general area illumination. Heating and air conditioning in both the counter and office space. Telephone utilities, excluding data lines and all data related equipment, to the point of the outlet in the counter and office space. Counter space without inserts. COMPANY may, without charge and subject to the prior approval in writing of the Director of Aviation, erect and maintain upon the exclusive premises, at its own expense, suitable rental counter inserts and signs advertising its business. All sales counters, signs and other improvements shall be of a type, color and design compatible with other and similar installations in the terminal building. If at any time during the term of this Agreement, the modification or expansion of the Airport Terminal Building makes it necessary to relocate the above-described counter to another location of comparable size, all costs and expense of the move will be borne by the AIRPORT. This Agreement shall not be cancelled or rents abated or reduced during this period. B. SERVICE CENTER AREA COMPANY shall have the right to the exclusive use of Service Center Area as shown on the drawing marked Exhibit “B” attached hereto and made a part hereof. [Note: The following information regarding each Service Center Area is provided for informational purposes only. The actual Lease and Concession Agreement executed by each successful Bidder will be tailored to include only the specific Service Center Area to be leased by that successful Bidder.] The Leased Premises in the Service Center Areas consist of land and structural improvements, as follows: (i) Land Area “A” 2.00 acres Area “B” 1.50 acres Area “C” 0.74 acres Area “D” 0.75 acres Area “E” 1.28 acres Area “F” 0.60 acres Revised 12-12-23 Page 33 (ii) Structural Improvements – Area “A” 2,257 square foot facility Area “B” 1,449 square foot facility Area “C” 1,584 square foot facility Area “D” 685 square foot facility Area “E” 2679 square foot facility Area “F” Vacant Land Only – New Service Center will be required by successful bidder. The AIRPORT hereby grants to the COMPANY such easements over, upon, through or under Airport property as may be reasonably necessary, as approved in writing and in advance by the Director of Aviation, for the connection of utility services of any nature or kind to the aforesaid capital improvements installed upon said service facility areas. AIRPORT shall, at its sole expense, and its own approved location, construct, install and maintain, or have constructed, installed and maintained to the boundary of the demised Service Center Area premises, domestic electric powers, water, gas sewage lines, sufficient for the purposes of COMPANY pursuant hereto. COMPANY shall have the right, at its sole expense, to construct, install and maintain, or to have constructed, installed and maintained, all necessary tap lines and facilities and to connect the same to the aforesaid supply lines, and to receive all said utilities and service. COMPANY shall have the right, in common with others, to use the public roadways and driveways of the Baton Rouge Metropolitan Airport for the movement of its vehicles. Vehicles moved by COMPANY employees on any AIRPORT owned property shall be done within the proper motor vehicle laws, including speed limits as are applicable and COMPANY shall see that this is rigidly enforced. Preparation of COMPANY’s vehicles of any nature such as, but not limited to: washing, oil change, waxing, fueling, or minor repairs shall be performed in the Service Center Area only within a facility approved by the Director of Aviation, and at no other location on or off Airport property, except at the Texaco Food and Gas Mart on Veteran’s Memorial Boulevard. C. READY CAR GARAGE The garage to be used for ready car parking (the “Ready Car Garage”) is available as of the beginning of the term of the Agreement. COMPANY’s current allocation of spaces in the existing Ready Car Area shall remain in effect until the new allocation is made on May 1, 2024. The ready car parking spaces in the Ready Car Garage shall be allocated as follows: Within the limitations of the physical layout of the Permanent Ready Car Garage, the Airport will develop a plan to make available appropriately sized areas (“Assigned Areas”) designed to accommodate all successful Bidders. Based on the Minimum Annual Guarantee bids, in descending order, each successful Bidder shall, in sequence, identify its preferred Assigned Area within the plan established by the Airport. The Airport, based on its determination of the best long- term design and operation of the Permanent Ready Car Garage, taking into consideration each successful Bidder’s preferences and market share, shall designate the final determination of the location, size, and configuration of the Assigned Areas. The Airport’s determinations shall be final and binding on each successful Bidder for the duration of the Agreement. Each successful Bidder will be assigned a booth in the Permanent Ready Car Garage by the Airport. Revised 12-12-23 Page 34 Within the Permanent Ready Car Garage AIRPORT shall provide all exterior maintenance and repairs of paved surfaces. However, such repairs occasioned by negligence of the COMPANY shall be repaired by the COMPANY at its own expense within twenty (20) days of the date of written request from the AIRPORT to COMPANY’s local manager, and in a manner subject to prior written approval by the AIRPORT. In the event the COMPANY does not make or does not complete such repairs in accordance with the time schedule and in the manner approved by the AIRPORT, the AIRPORT, at its option, may make such repairs and bill the COMPANY for the costs thereof. Facilities and Services to be provided by the COMPANY COMPANY shall rent all vehicles from reservation counter area provided in the terminal and not use areas other than those designated for rental car area. The Director of Aviation must approve any other area in writing. No rental car will be left in any Airport area other than an approved rental car parking area for more than five (5) minutes except for handicapped individuals. Rental car customers must pick up all cars from an approved rental car parking area. In the operation of the counter and office space facilities, the COMPANY shall provide the following facilities and services:  Janitorial service within the office/counter leased area of the reservation area in the terminal, all garage kiosks.  All interior furnishings, subject to the prior written approval of the AIRPORT.  All concession equipment, subject to the prior written approval of the AIRPORT.  Counter inserts.  Special accounting equipment adequate for providing records of Gross Revenue.  Any inter-communication systems (excluding public address systems).  Connection of utilities to operating equipment.  All interior maintenance and repair of Leased Premises, including the maintenance and repair of the sales counter inserts and the replacement of light bulbs and tubes, except the light fixtures used for general area illumination.  All permits, licenses, notices and other requirements specified by federal, state or local governmental rules or regulations.  All costs for installation and maintenance of COMPANY’s equipment such as but not limited to specialized circuits shall be borne by COMPANY. o In the operation of the facilities in the Service Center Area, the COMPANY shall maintain all facilities, including the provision of the following facilities and services:  Janitorial service within the Leased Premises.  All interior furnishings.  All necessary car service equipment not supplied as fixtures to the premises by the AIRPORT.  All permits, licenses, notices and other requirements specified by federal, state or local governmental rules or regulations, including but not limited to operations of the fuel storage tank.  All cost for installation and maintenance of COMPANY’s equipment.  Routine and proper maintenance of the fuel storage tanks, including changing of fuel filters on a regular basis. Revised 12-12-23 Page 35  Landscape maintenance to a level as reasonably determined by the AIRPORT.  Trash removal in garage and service areas.  Routine maintenance and registration of the fuel facility and maintenance of COMPANY installed fixtures and equipment. In the operation of the Permanent Ready Car Garage, the AIRPORT shall provide the garage structure and the initial striping of the parking spaces. The COMPANY shall re-stripe the parking spaces every two years, at the beginning of years 3 and 5 of the Agreement. The COMPANY shall maintain the booth assigned to the COMPANY. Equipment Installation and Penalty COMPANY shall provide all equipment, décor and interior furnishings for its operation, including all necessary installation work, subject to the prior written approval of the AIRPORT. The AIRPORT reserves the right to inspect the work of COMPANY and its contractors to ensure that all equipment, décor and installations are in strict conformity with the true claims and specifications provided to the AIRPORT. After commencement of operations hereunder, the COMPANY shall not install, remove or replace any interior equipment or furnishings without notification to and receipt of prior written approval by the Director of Aviation. The COMPANY agrees that the AIRPORT has the right to inspect the Counter and Office Space Area, the Interim and Permanent Ready Car Areas, and the Service Center Area, including inspection of the fuel storage tank and fuel equipment, at its discretion at any time. Equipment Disposal at Termination of Lease At the termination of this Agreement, or any extension or renewal hereof, whether by expiration, mutual agreement, or by default on the part of the COMPANY, the COMPANY shall forthwith remove from the Airport all of its equipment and furnishings which have been attached to or become a part of the premises. Property and facilities of the AIRPORT used in the operation of the car rental concession including the Service Center Area shall be left in good condition, normal wear and tear excepted. ARTICLE III. PAYMENT A. CONCESSION FEE 1. For the privilege of operating its car rental service at the airport, COMPANY agrees to pay to AIRPORT each year of the term, either (1) ten percent (10%) of all Gross Revenues, as hereinafter defined, received by COMPANY during such year, or (2) the minimum annual guarantee applicable to such year as set forth in subparagraph A (2) of this Article III, whichever is greater, on an annual basis. 2. The minimum annual guarantee for each year of the term shall be as follows: a. For the first year, [enter amount bid] (Minimum $225,000). b. Years 2-5, the Bidder’s MAG for previous year rate shall increase by 3% at the beginning of each Agreement year. 3. The term “year”, as used in this Article III, means contract year and not calendar year. COMPANY further agrees to pay for the term of this Agreement, the Counter and Office Space rental on ______ square feet, identified as Counter and Office Space _______ and illustrated in Revised 12-12-23 Page 36 Exhibit A, based on $56.27 per square foot per year. The rate shall be increased by 3% at the beginning of each Agreement year. COMPANY further agrees to pay Service Center Area Ground Rent on ________ acres, identified as Service Center ___ and illustrated in Exhibit B, based on the minimum rate of $________ per year. Said rate shall be adjusted on or before January 1, 2025 at a rate not to be below appraised fair market value of the land and every five (5) years thereafter. [Note: The following is provided for informational purposes. The actual Lease and Concession Agreement will be tailored to include only the payment requirements of the Service Center Area leased by each successful Bidder. In addition to the Service Center Area Ground Rent, if COMPANY is occupying Service Center “A”, “B”, “C”, “D” or "E", COMPANY shall pay, in accordance with the procedures set forth in this article, the minimum monthly building rent of: (1) Service Center “A”: $2,250 per month for a 2,257 square foot building, underground fuel storage tank(s), canopy, paved parking, and fencing. Said rate shall be increased by 3.0% per year at the beginning of each year. (2) Service Center “B”: $2,391.66 per month for a 1,449 square foot building, underground fuel storage tank(s), canopy, paved parking, and fencing. Said rate shall be increased by 3.0% per year at the beginning of each year. (3) Service Center “C”: $1,050.00 per month for a 1,584 square foot combined office and metal building, paved parking and fencing. Said rate shall be increased by 3.0% per year at the beginning of each year. (4) Service Center “D”. $466.66 per month for a 685 square foot combined metal building and open covered structure, paved parking and fencing. Said rate shall be increased by 3.0% per year at the beginning of each year. (5) Service Center “E” – $2,254.58 per month for a combined 2679 square foot facility, paved parking, fencing, electrical gate and other added improvements. Said rate shall be increased by 3% per year at the beginning of each year. Service Center “F” – new construction will be required by successful bidder. Each successful Bidder shall have the right to the use of a proportionate share of the parking area used for rental car parking. (i) Permanent Ready Car Garage (Exhibit “C”). The share of ready car parking spaces in the Permanent Ready Car Garage shall be allocated to each successful Bidder as follows: Within the limitations of the physical layout of the Permanent Ready Car Garage, the Airport will develop a plan to make available appropriately sized areas (“Assigned Areas”) designed to accommodate all successful Bidders. Based on the Minimum Annual Guarantee bids, in descending order, each successful Bidder shall, in sequence, identify its preferred Assigned Area within the plan established by the Airport. The Airport, based on its determination of the best long-term design and operation of the Permanent Ready Car Garage, taking into consideration each successful Bidder’s preferences and market share, shall designate the final determination of the location, size, and configuration of the Assigned Areas. The Airport’s determinations shall be final and binding on each successful Bidder for the duration of the Agreement. Revised 12-12-23 Page 37 The monthly rent for ready car parking spaces in the Permanent Ready Car Garage will be (a) $40.00 per space for all spaces on the first level; (b) $35.00 per space for all spaces on the second level; (c) $30.00 per space for all spaces on the third level; (d) $25 per space for all spaces on the fourth level and (e) $20.00 for uncovered parking. (ii) Rental Car Booths in the Permanent Ready Car Garage. Each Successful Bidder will rent one booth in the Permanent Ready Car Garage. The rent for each booth will be $500.00 per month. Note: The 5th level of the permanent ready car garage, is not covered and does not have a booth for operation. Should the successful bidder require such, it will be at the sole cost and expense of the bidder Rentals for the Counter and Office Space, Ready Car Parking Areas and Service Center Areas shall be due and payable in advance on the first day of each month during the term of this Agreement. The Concession fees payable under subparagraph A of this Article III shall be payable in monthly installments calculated on a calendar month basis for each year of the term of this Agreement. On or before the fifteenth (15th) day following the end of each calendar month throughout the term of this Agreement. COMPANY shall pay AIRPORT as the concession fee for such calendar month one-twelfth of the Minimum Annual Guarantee for such year as provided in subparagraph A above, or ten percent (10%) of Company’s monthly Gross Revenues, whichever sum is the greater. An officer of the COMPANY shall certify a report on all Gross Revenues for the preceding month, accompanying check, as correct. Within sixty (60) days after the close of each year hereunder, COMPANY shall furnish the AIRPORT a statement certified as correct by an officer of the COMPANY showing all Gross Revenues derived from its operations of the automobile rental concession at the Airport for said year. If the aggregate payments made for any year hereunder shall exceed the greater of the (1) Minimum Annual Guarantee applicable to such year or (2) ten percent (10%) of said Gross Revenues during such year, the excess balance shall be credited to Company’s account and applied against one or more of the next succeeding monthly payments during the next ensuing year, or for the final year of the Agreement and amounts due will be settled prior to expiration of the Agreement. All sums due hereunder and the reports of statements of Gross Revenue shall be delivered to the Greater Baton Rouge Airport District Finance/Accounting Department. The term “Gross Revenues” as used herein shall mean, for all purposes hereof, the aggregate of the entire amount of all revenues received or billed and services performed or derived by the COMPANY or any of its affiliates, subsidiaries, contractors for cash, credit, exchange or otherwise of every kind, name, and nature arising out of or from, or in connection with the rental of vehicles or other services provided for the customer on, at, or from the Premises or elsewhere on the property of the Airport, regardless of actual collection. Gross Revenue shall also include all revenues from customers who rent a vehicle at the COMPANY’s Customer Service Area, after being transported from the Airport by any conveyance, or delivered by others to that facility. All amounts paid or payable on any vehicle exchanged elsewhere when such vehicle was originally contracted for, delivered, supplied or rented at the Airport shall also be considered as “Gross Revenue.” Revised 12-12-23 Page 38 Gross Revenue shall include all revenues derived from the contracting for, delivering, picking up or renting of vehicles (and related accessories and/or equipment) from Airport property, regardless of ownership, area, fleet or location assignment and without regard to the manner in which, or place at which the vehicles or other products or services are ordered, furnished or where the vehicles are returned and without regard to duration, or of where, how, or by whom the payment is made. Gross Revenue shall also include all revenues from equipment or other contracts or business services performed for the customer. The term “Gross Revenue” shall include (but is not limited to) the following: Time and Mileage or Rental Charges All charges related to vehicle fuel Insurance Other charges including, but not limited to, the following: Personal accident insurance Additional Fees Charged to Customers Additional drivers Underage driver Upgrade of vehicle Exchanges Other Petroleum products Intercity Fees (drop charges) Facility charges Transportation charges or valet parking services Late fees (for vehicle not returned on time) Other charges considered now or in the future Equipment Charges Child restraint seats Cellular phone fees (including revenue from use of) Car Racks for Recreational Gear (Ski, bike racks, etc.) Recreational Gear (bikes, skiing equipment, bating equipment, fishing tackle, golf clubs, etc. Tire Chains Portable personal computers Portable facsimile machines Supplemental Liability Insurance Gross Revenue shall also include the value of coupons and vouchers purchased by corporations and tour companies, either in advance, or invoiced after use, if the rental charges are not shown on the actual closing Rental Agreement. If a vehicle is rented at or from the AIRPORT, all Gross Revenue shown on the Rental Agreement shall be reported to the Airport. Revised 12-12-23 Page 39 The term “Gross Revenue” shall not include the following: Customer Facility Charges (CFC), Collision Damage Waiver (CDW), or Loss Damage Waiver (LDW). The amount of any federal, state, or municipal sales or other similar taxes separately stated on the Rental Agreement and collected from customer of COMPANY now or hereinafter levied or imposed. Any Sums received by COMPANY as compensation for damage to vehicles or other property of COMPANY, or for loss, conversion, or abandonment of such vehicles. Amounts collected from customers for vehicles dropped off at the Airport, which were originally rented at another location to which COMPANY pays a concession fee. If and to the extent that COMPANY provides any of the goods or services through the use of subcontractors, all revenue received or derived by such subcontractors on account of such goods or services, shall be deemed included in Gross Revenue (regardless of what portion, if any, of such revenue is received or retained by COMPANY). The Airport shall authorize all chosen subcontractors. If it is determined that subcontractors are not authorized by the Airport, the COMPANY shall be deemed to be in default of the Agreement. Gross Revenue shall not be reduced by reason of any AIRPORT or other amount paid out or rebated by the COMPANY to travel agents or others with respect to any such rental. The COMPANY shall not allocate receipts to any other location, regardless of which city or location owns the vehicle, or where the vehicle is ultimately returned. Gross Revenue shall not include receipts for car rentals resulting from reservations taken at the Airport for rentals outside of East Baton Rouge Parish. There shall be no deduction allowed for bank charges or uncollected or un-collectible credit accounts or charges made by collection agencies. Bad debt losses shall not be deducted from Gross Revenue. In addition, each transaction made on installment or credit shall be treated as a transaction for the full price in the month during which such charge or transaction is made, regardless of the time when the COMPANY received payment (whether full or partial) therefore. In no event shall the COMPANY’s Gross Revenue from any rental be negative in any revenue category for purposes of this Agreement. Books and Records. The COMPANY shall maintain a true and accurate set of books and records which, among other things, show all sales made and services performed for cash, credit or otherwise. AIRPORT may audit COMPANY’s books and records at any time by a Certified Public Accountant selected by the AIRPORT. If the report of the accountant discloses an error in the COMPANY’s books resulting in an underpayment to AIRPORT greater than five percent (5%) of the monthly amounts owed pursuant to this Agreement, all expenses of the audit shall be paid by the COMPANY together with any sum disclosed by the audit to the AIRPORT. In all other cases, the cost of the audit shall be paid by the AIRPORT. The final report of the Certified Public Accountant retained by the AIRPORT is conclusive upon both parties. Late Charge. Payments due pursuant to the provisions of this Agreement that are received more than 10 days after the due date of any month shall include interest at the rate of one and one-half percent (11⁄2%) per month pro-rated daily from the due date until paid. Acceleration of Amounts Due. If COMPANY is determined to be in default of this Agreement, all amounts owed to AIRPORT for the remainder of the term of the Agreement shall become due and payable to AIRPORT immediately. Revised 12-12-23 Page 40 Credits. If AIRPORT has elected to accelerate the rental for the un-expired term of the lease, then at AIRPORT’S option, AIRPORT shall have the further option to re-enter the premises and to attempt to lease them for such rental and on such terms as AIRPORT may be able to obtain, in reduction of the amount due AIRPORT, or to let them on a month-to-month basis, and credit the net amount realized on the payment of the rental due for the full un-expired term of the lease, reserving the right to sue thereafter for any balance remaining due after credit for the rental actually received or estimated to be received. Any balance thus due shall be considered rental due under this lease and shall be secured by the AIRPORT’S privilege and right of detention. Exercise of this right of re-entry and privilege to re-let shall not in any way prejudice AIRPORT’S right to hold COMPANY liable for any amount due under this lease in excess of the amount for which the property is re-let. In addition, if the COMPANY fails or refuses to permit AIRPORT to re-enter the premises, AIRPORT shall have the right to evict COMPANY in accordance with the provisions of Louisiana Law, without forfeiting any of AIRPORT’S rights under this paragraph or under the other terms of this lease, and AIRPORT may at the same time or subsequently, sue