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HomeMy WebLinkAboutECAT12-014 CME Sixth Amendment SIXTH AMENDMENT TO AGREEMENT FOR OPERATION OF GROUND TRANSPORTATION SERVICES BETWEEN EAGLE COUNTY AIR TERMINAL CORPORATION AND DELIV Y ACQUISITION. INC. THIS Sixth Amendment for Operatio of Ground Transportation Services ( "Sixth Amendment') is made and entered into this day of CP c-7317 , 2012 by and between the Eagle County Air Terminal Corporation ( "ECAT "), and Delivery Acquisition, Inc., d/b /a Colorado Mountain Express, a Colorado Corporation with a business address of 390 Interlocken Crescent, Suite 1000, Broomfield, Colorado 80021 ( "Delivery "). ECAT and Delivery are collectively referred to herein as the "Parties." WHEREAS, on August 8, 2006, ECAT entered into an Agreement for Operation of Ground Transportation Services with East West Resort Transport, LLC ( "EWRT ") with a term commencing June 22, 2006 and terminating on November 22, 2007 ( "Original Agreement "); WHERAS, said Original Agreement has been extended on five separate occasions; WHEREAS, EWRT sold the assets of its Colorado Mountain Express business to Delivery. As part of this transaction, EWRT assigned its interests in the Original Agreement to Delivery. WHEREAS, section 10.5 of the Original Agreement required written consent of ECAT prior to such assignment; WHEREAS, EWRT and Delivery received ECAT's consent on October 28, 2008, to such transfer and an amendment to the Original Agreement extending the term for an additional year on the terms and conditions set forth herein; WHEREAS, the Parties desire to extend the Original Agreement for an additional period from November 1, 2012 to October 31, 2013. NOW THEREFORE, in consideration of the terms and conditions of the Original Agreement, modifications, and amendments herein, the sufficiency of which is hereby acknowledged, ECAT and Delivery agree as follows: AMENDMENT SECTION 3.1 Term shall be deleted in its entirety and replaced with the following effective upon the execution of this Sixth Amendment: "Section 3.1 Term: This Agreement shall become effective on 12:01 a.m. local time on November 1, 2012 and continue for one year, expiring on 12:01 a.m. local time on October 31, 2013 subject to prior termination as provided in Article 8 hereof. Notwithstanding the foregoing, upon the defeasance of the bonds issued by Corporation to finance acquisition or construction of the Terminal Building and related facilities and services, following maturity or earlier as provided in the Trust Indenture with respect to any Bonds this Agreement shall terminate, as of the date of defeasance, and CONCESSIONAIRE shall vacate the premises leased hereunder within not more than ninety (90) days. CORPORATION will give not less than thirty (30) and not more than sixty (60) days notice of an intent to defease the bonds in accordance with the Trust Indenture. CORPORATION also will give CONCESSIONAIRE notice of the date of defeasance within two (2) business days following the actual defeasance." SECTION 4.2 Privilege Fee and Subsection A thereof shall be deleted in its entirety and replaced with the following effective upon the execution of this Sixth Amendment (for purposes of clarification, subsections B, C, and D of Section 4.2 will remain in effect): "Section 4.2 Privilege Fee: For the concession privileges granted hereunder, and in addition to the charges paid for the premises described in Section 1.1 C and Subsection 4.1 hereof, CONCESSIONAIRE shall pay to CORPORATION: the Per Trip Fee in Subsection 4.2(b); and, beginning on Commencement of the Term and for each month designated thereafter, the Minimum Monthly Privilege Fee in Subsection 4.2(a) or the Per Trip Fee in Subsection 4.2(b), whichever sum is greater, as follows: A. Minimum Privilege Fees. A minimum monthly privilege fee, as follows: December 2012 Twenty -one Thousand Five Hundred Twenty -three Dollars and Seventy -three Cents $21,523.73 January 2013 Forty Thousand Five Hundred Fifteen Dollars and Twelve Cents $40,515.12 February 2013 Forty Thousand Five Hundred Fifteen Dollars and Twelve Cents $40,515.12 March 2013 Forty Thousand Five Hundred Fifteen Dollars and Twelve Cents $40,515.12 April 2013 Twenty -one Thousand Five Hundred Twenty -three Dollars and Seventy -three Cents $21,523.73 ECAT and Delivery agree that, except as expressly altered, modified and changed in this Sixth Amendment, all terms and provisions of the Original Agreement shall remain in full force and effect, and hereby are ratified and confirmed in all respects as of the date hereof If any conflict exists between the provisions of this Sixth Amendment and the Original Agreement, the provisions of this Sixth Amendment shall control. This Sixth Amendment shall be binding on the parties hereto, their heirs, executors, successors, and assigns. IN WITNESS WHEREOF, the parties have executed this SIXTH Amendment on the day and year first above written. CORPORATION: Eagle Count Air inal re: .tion By� — Peter F. Runyon, President DELIVERY: Delivery :. " '11 , • By: t a/3 -y 7• ' 7,1C ‘4 Title: (2/? ,"V7