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HomeMy WebLinkAboutECAT22-014 Colorado Mountain Express dba Epic Mountain Express_third amendment1 THIRD AMENDMENT TO AGREEMENT FOR OPERATION OF GROUND TRANSPORTATION SERVICES BETWEEN EAGLE COUNTY AIR TERMINAL CORPORATION AND COLORADO MOUNTAIN EXPRESS, INC. d/b/a EPIC MOUNTAIN EXPRESS THIS Third Amendment to the Agreement for Operation of Ground Transportation Services between the Eagle County Air Terminal Corporation, a nonprofit corporation of the State of Colorado ("CORPORATION") and Colorado Mountain Express, Inc., a Colorado corporation, d/b/a Epic Mountain Express ("CONCESSIONAIRE") (hereinafter "Second Amendment") is made and entered into effective as of the 1st day of December, 2022. RECITALS WHEREAS, CORPORATION and CONCESSIONAIRE entered into an Agreement for Operation of Ground Transportation Services dated November 21, 2017 ("Original Agreement"); and WHEREAS, the Term of the Original Agreement was scheduled to expire on November 30, 2020, and the parties entered into a First Amendment to the Original Agreement to extend the Term through the 30th day of November, 2021; and entered into a Second Amendment to the Original Agreement to extend the term through the 30th day of November, 2022; and WHEREAS, the parties desire to extend the term of the Original Agreement for an additional year, through November 30, 2023, and to amend the Compensation terms. THIRD AMENDMENT NOW THEREFORE, in consideration of the foregoing and the mutual rights and obligations as set forth below, the parties agree as follows: 1. The Original Agreement shall be amended to extend the Term to the 30th day of November, 2023. 2. Section 4.2 of the Original Agreement shall be deleted in its entirety and replaced with the following language: Section 4.2 Privilege Fee: For the concession privilege granted hereunder, and in addition to the charges paid for the premises, which are described in Section 1.1.C., and Subsection 4.1 hereof, CONCESSIONAIRE shall pay to CORPORATION beginning on the commencement of the Term and continuing for each month thereafter, the: (i) the Percentage Fee described in Section 4.2 A or (ii) the Minimum Monthly Guarantee described in Section 4.2 B., whichever sum is greater, as follows: DocuSign Envelope ID: BF4606E6-CF76-4953-B847-B347B228466F 2 A. Percentage Fee. Six percent (6%) of the monthly Gross Revenue under this Agreement in connection with its operations and business at or related to activity generated from the Airport (the “Percentage Fee”), said Gross Revenue being hereinafter defined in Subsection 4.3. B. Minimum Monthly Guarantee: December 2021: Ten Thousand Dollars ($22,500) January 2022: Thirty Thousand Dollars ($45,000) February 2022: Thirty Thousand Dollars ($45,000) March 2022: Twenty-five Thousand Dollars ($45,000) April 2022: Five Thousand Five Hundred Dollars ($22,000) 3. The first paragraph of Section 7.2 of the Original Agreement shall be deleted in its entirety and replaced with the following language: Section 7.2 Insurance. CONCESSIONAIRE further agrees to secure at its own expense, and to keep in force at all times during the Term hereof, Comprehensive General Public Liability Insurance in the minimum amount of One Million Dollars ($1,000,000.00) bodily injury and property damage combined single limit each occurrence. The required insurance coverage also shall include Personal Injury, Blanket Contractual Coverage for this AGREEMENT, and Independent Contractors Coverage. CONCESSIONAIRE shall also maintain in force, during the term of this AGREEMENT, Automobile Liability Insurance, Comprehensive Form, which shall insure all CONCESSIONAIRE's owned or hired vehicles and/or other vehicles used by CONCESSIONAIRE at AIRPORT pursuant to this AGREEMENT, in the minimum amount of One Million Dollars ($1,000,000.00) Bodily Injury and Property Damage Combined Single Limit per occurrence. CONCESSIONAIRE shall also maintain in force during the term of this AGREEMENT Workers Compensation and Employers Liability Insurance in accordance with the provisions of Colorado law. The limit of such insurance coverage shall be for statutory Worker's Compensation benefits, and shall not be less than One Hundred Thousand Dollars ($100,000.00) for employer's liability insurance. CONCESSIONAIRE agrees that CORPORATION and County shall be named as an additional insureds under such policy or policies of insurance and said policy or policies shall include the severability of interest provision. 4. Capitalized terms in this Third Amendment will have the same meaning as in the Original Agreement. To the extent that the terms and provisions of the Third Amendment conflict with, modify or supplement portions of the Original Agreement, or the First or Second Amendment, the terms and provisions contained in this Third Amendment shall govern and control the rights and obligations of the parties. 5. Except as expressly altered, modified and changed in this Third Amendment, all terms and provisions of the Original Agreement shall remain in full force and effect, and are hereby ratified and confirmed in all respects as of the date hereof. DocuSign Envelope ID: BF4606E6-CF76-4953-B847-B347B228466F 3 6. This Third Amendment shall be binding on the parties hereto, their heirs, executors, successors, and assigns. IN WITNESS WHEREOF, the parties hereto have executed this THIRD AMENDMENT effective as of the date first written above. CORPORATION: Eagle County Air Terminal Corporation By: __________________________ Jeanne McQueeney, President ATTEST: ________________________________ Jeff Shroll, Secretary CONCESSIONAIRE By: _____________________________________ Print Name:______________________________ Title: ___________________________________ DocuSign Envelope ID: BF4606E6-CF76-4953-B847-B347B228466F Vice President- Hospitality John Dawsey