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SAMPLE CONTRACT - SUBJECT TO CHANGEPARKING OPERATIONS AND MANAGEMENT AGREEMENTFOR WILLIAM P. HOBBY AIRPORTTHE STATE OF TEXASCOUNTY OF HARRIS§§§KNOW ALL MEN BY THESE PRESENTS:THIS PARKING OPERATIONS AND MANAGEMENT AGREEMENT FORWILLIAM P. HOBBY AIRPORT (“Agreement”) at is made and entered into on the EffectiveDate by and between the CITY OF HOUSTON, TEXAS, a municipal corporation and home rulecity principally situated in Harris County, Texas, (“City”) and , aauthorized to do business in the State of Texas (“Parking Operator”).RECITALSWHEREAS, City is the owner and operator of William P. Hobby Airport (the “Airport”);andWHEREAS, City has been granted the authority by the State of Texas under Section22.011 of the Transportation Code to provide for the comfort and accommodation of air travelers;andWHEREAS, City objectives for purposes of this Agreement are to:Provide high quality parking operations and management services at theAirport that enhances the customer’s parking experience by offering a choice ofproducts with quality service levels at a range of cost and convenience;Have parking Facilities staffed by well-trained, efficient, friendly, andcustomer oriented personnel during all hours of Airport operation;Maintain parking Facilities in opening-day fresh condition through acomprehensive asset management and maintenance program;Provide uninterrupted parking services to the traveling public during alloperational hours at the Airport;Increase parking revenues;Improve operational efficiencies and promote best practices;Create flexibility to adopt new products, service, and technologies;Meet the M/WBE good faith goals provided for in this Agreement; and

WHEREAS, City advertised for and received competitive proposals for to operate andmanage the parking Facilities at the Airport; andWHEREAS, City has determined that the proposal submitted by the Parking Operatorprovides the best value and is the most advantageous for the City.NOW, THEREFORE, for and in consideration of the premises, benefits, and mutualcovenants contained herein, City and Parking Operator hereby agree as follows:ARTICLE 11.1PARTIESADDRESSES1.1.1 The initial addresses of the parties, which one party may change by giving writtennotice of its changed address to the other party, are as follows:1.2CityHouston Airport SystemDirector or designeePO Box 60106Houston, TX 77205-0106Parking OperatorCopy toCity of HoustonCity Attorney900 Bagby Street, 4th FloorHouston, TX 77002Copy toTABLE OF CONTENTS1.2.1 This Agreement consists of the following sections:2


1.3PARTS INCORPORATED1.3.1 All of the above described articles and exhibits are hereby incorporated into thisAgreement by this reference for all purposes.1.4CONTROLLING PARTS1.4.1 In the event of any conflict or inconsistency between or among the provisions ofsuch articles or exhibits, it is agreed that the provisions of the articles shall controlover the provisions of the exhibits.[SIGNATURE PAGE FOLLOWS]4

1.5SIGNATURES1.5.1 The City and Parking Operator have made and executed this Agreement in multiplecopies, each of which shall be deemed an original.PARKING OPERATOR:CITY:[NAME OF PARKING OPERATOR]CITY OF HOUSTON, TEXASBy:Name:Title:By:MayorATTEST/SEAL: (if a corporation)WITNESS: (if not a corporation)ATTEST/SEAL:Signed by:City SecretaryTax ID Number:APPROVED:Director, Houston Airport SystemCOUNTERSIGNED BY:City ControllerDATE COUNTERSIGNED:(“Effective Date”)APPROVED AS TO FORM:Assistant City AttorneyL.D. File No.5

ARTICLE 22.1DEFINED TERMSIn addition to the terms define elsewhere in this agreement, thefollowing words and phrases shall have the meanings set out below.2.1.1“” means this contract between the parties, including all exhibits andwritten amendments authorized by City Council and Parking Operator.2.1.2“2.1.3“” whether capitalized or not means any day that is not aSaturday, Sunday, or City Holiday.2.1.4“2.1.5“” means the City Attorney of the City or any person designated bythe City Attorney to perform one or more of the duties of the City Attorney underthis Agreement.2.1.6“2.1.7“” means any day designated as a holiday in the SOP, as updatedfrom time to time. For purposes of this Agreement, “City Holiday” may bedifferent than the official holiday schedule approved by City Council.2.1.8“2.1.9” means William P. Hobby Airport.” is defined in the preamble hereof.” means the City of Houston’s governing body.” and “”.“” means a period of one year commencing on July 1, andending on June 30, and for every year thereafter.“” means the period commencing as of theEffective Date through June 30, 2018 or the period commencing July 1,20 , to , 20 ,, as applicable.“” whether capitalized or not, unless otherwise specifically provided,means calendar day, including weekends and City Holidays. In the case of plural‘days’, those days will be consecutive.2.1.10 “” means the Director of the Houston Airport System or any persondesignated by the Director to perform one or more of the Director's duties underthis Agreement.2.1.11 “” means all original and non-identical copy of any written, typed, orprinted matter, or electronically stored information, of any kind or description.6

2.1.12 “Controller.” means the date this Agreement is countersigned by the City2.1.13 “” or “” means (i) a location or locations at the Airport that areidentified in Exhibit A for providing Parking Operator's services, (ii) office orstorage space identified in, (iii) any temporary or permanent spaceadded to this Agreement by the Director pursuant to Section 3.1.1, and (iv)equipment identified in, as these may be modified from time to timethroughout the Term.2.1.14 “” means any federal, state, local or municipalgovernmental body; any governmental, regulatory or administrative agency,commission, body or other authority exercising or entitled to exercise anyadministrative, executive, judicial, legislative, policy, regulatory or taxingauthority or power; or any court or governmental tribunal. Notwithstanding theforegoing, Governmental Authority shall not include the Director.2.1.15 “” means the Houston Airport System, the City of Houston’s department ofaviation.2.1.16 “” means William P. Hobby Airport.2.1.17 “” is defined in the preamble of this Agreement and includes itssuccessors and assigns.2.1.18 “” means all furnishings, fixtures and equipment owned orleased by Parking Operator, that are not permanently affixed to any wall, floor,or ceiling in the Facilities and which may be removed without any damage to theFacilities. For the avoidance of any doubt, equipment owned and/or leased by theCity and listed on, as amended from time to time, are notRemovable Fixtures.2.1.19 “” means the Standard Operations and Procedures Manual as amended fromtime to time, which is further described in Section “” is , 20 , or as otherwise determined by theDirector in his sole discretion.2.1.21 “” means the entire period during which this Agreement is in effect,starting on the Effective Date and continuing through the final date oftermination or expiration of this Agreement, including any renewals orextensions.7

2.1.22 “other.” or “” shall mean a written communication from one party to the2.2. The terms “hereto,” “hereby,” “hereof,” “herein,”“hereunder” and any similar terms refer to this Agreement.2.3REFERENCES TO INCLUDING . The words “include,” “includes” and “including”are to be construed as meaning “include without limitation,” “includes withoutlimitation” and “including without limitation,” respectively.2.4REFERENCES TO SHALL . The word “shall” is always mandatory and not merelypermissive.2.5REFERENCES TO STATUTES. Each reference to a statute or statutory provisionincludes any statute or statutory provision which amends, extends, consolidates orreplaces the statute or statutory provision or which has been amended, extended,consolidated or replaced by the statute or statutory provision and includes any orders,regulations, by-laws, ordinances, codes of practice or instruments made under therelevant statute.2.6REFERENCES TO VERBS. When not inconsistent with the context, words used in thepresent tense include the future, words used in the plural number include the singularnumber, and words in the singular include the plural.2.7REFERENCES TO GOVERNMENTAL AUTHORITIES. Each reference to the Cityor a Governmental Authority is deemed to include a reference to any successor to theCity or such Governmental Authority or any organization or entity which has taken overthe functions or responsibilities of the City or such Governmental Authority. Eachreference to a private person that is not an individual is deemed to include a reference toits successors and permitted assigns.2.8REFERENCES TO DOCUMENTS AND STANDARDS. Each reference to anagreement, document, standard, principle, or other instrument includes a reference to thatagreement, document, standard, principle, or instrument as amended, supplemented,substituted, novated, or assigned.2.9REFERENCES TO TIME. In computing any period of time prescribed by thisAgreement, the day of the act, event, or default after which the designated period of timebegins to run is not to be included. The last day of the period so computed is to beincluded, unless it is a Saturday, Sunday, or City Holiday, in which event the period runsuntil the end of the next day which is not a Saturday, Sunday, or City Holiday. Saturdays,Sundays, and legal holidays shall not be counted for any purpose in any time period offive days or less.8

ARTICLE 33.1Parking Operator is hereby assigned, without charge, and in “as is” condition, thefollowing parking Facilities for its use during the Term: HOU Red Garage, HOU BlueGarage, and HOU ecopark. The parking Facilities in place as of the Effective Date aredescribed in Exhibit A . Parking Operator is hereby assigned the office and storagespace Facilities described in, which may be changed or relocated in theDirector’s sole discretion, solely for administrative purposes and the storing of equipmentand supplies used in connection or necessary for Parking Operator’s services hereunder.Additional office and storage space Facilities may be made available to Parking Operatorat the then-existing rental rates being charged for such space. The City makes norepresentation that the Facilities are suitable for Parking Operator’s requirements herein. AND EQUIPMENTThe Director reserves the right, in his sole discretion, at any time throughout theTerm to add or delete parking Facilities on an interim, temporary, or permanentbasis, to increase or decrease the total number of parking spaces (including thoseparking spaces in existing Facilities), and to relocate Facilities or portions thereof.The foregoing shall not be construed as giving Parking Operator the right to useor occupy any interim or temporary location for a period beyond that specified bythe Director.Parking Operator is also assigned the Parking Revenue Control Systems (“PRCS”),Advanced Parking Guidance System (“APGS”), and certain other parking-relatedequipment to be used in performance of the services described in this Agreement. Saidequipment is listed in the asset list inC .3.2.1All equipment assigned to Parking Operator by the City is, and shall remain, theproperty of the City. All such equipment is subject to the City’s inventory controlsystem. An inventory check will be conducted on the Start Date, when suchassets are turned over to the control of Parking Operator, and from time to timethroughout the Term.3.2.2Future equipment, whether purchased by Parking Operator on behalf of the Cityor directly by the City, shall be property of the City and may be assigned, with orwithout charge, to Parking Operator for its use under this Agreement.3.2.3In addition, the Director may authorize or direct Parking Operator to purchaseadditional replacement equipment for the City as a Reimbursable Expense. Titleto such equipment shall vest in the City immediately upon purchase. ParkingOperator shall keep all equipment in good working order, normal wear and tearexcepted.From time to time throughout the Term, the Director may authorize additions, deletions,or modifications to the parking Facilities, but any such addition, decrease, ormodification will not result in a change to the compensation paid to the Parking Operatorunless such addition, decrease, or modification warrants an increase or decrease in9

Parking Operator’s Management Fee as set forth in Section 6.3. Notwithstanding, it shallnot be necessary to amend the Agreement to reflect these additions, deletions, ormodifications, provided that the Director's authorization of the addition, deletion, ormodification to the Facilities is issued in writing. Upon the Director’s written approval,updated,, andreflecting the authorized changes shall become partof this Agreement for all purposes. An equipment inventory list shall be detailed in theSOP and shall be updated by Parking Operator as necessary to reflect equipmentacquisitions and dispositions authorized by the Director.3.4Parking Operator acknowledges that it has carefully examined the Facilities and isfamiliar with all the equipment, including the PRCS and APGS, courtesy carts, andservice vehicles, and Parking Operator hereby accepts the same as it exists on theEffective Date.3.5USE OF THE FACILITIES3.5.1Parking Operator's use of the Facilities described above shall in no way bedeemed to be a lease.3.5.2Parking Operator shall not, at any time during the Term, abandon any of theFacilities without the Director’s prior written approval.3.5.3Parking Operator shall use the Facilities only for purposes consistent with and infurtherance of its duties under the Agreement and for no other purposewhatsoever.3.6RIGHT OF ACCESS. Parking Operator, its subcontractors, and joint venture partners,as well as its agents, employees, contractors, suppliers, and invitees are hereby granted,subject to the other terms and conditions of this Agreement, the right of ingress andegress over and across walkways, passageways, and other public areas of the Airport forthe purposes contemplated under this Agreement. This right of access shall be limited tothe Facilities and shall not include a right of access to other areas of the Airport withoutthe advanced written approval of the Director.3.7RIGHT OF INSPECTION OF FACILITIES BY THE CITY. Parking Operator shallpermit the City, its agents, and employees to enter and view all the Facilities occupied byor assigned to Parking Operator at any time for inspecting, testing, or maintaining suchFacilities or for doing any other act that may be necessary or desirable for the properoperation of the Airport.3.8CONSTRUCTION DISRUPTION. Throughout the Term there will be substantialdisruption in portions of the Facilities resulting from construction activity conducted byand on behalf of the City. Parking Operator acknowledges that such disruption will occurand agrees that it will cooperate with the City and any of its contractors or subcontractorsto manage and minimize the disruption in the Facilities. Parking Operator agrees that it10

shall not be entitled to any additional compensation herein due to such constructiondisruption and its cooperative efforts in managing and minimizing such disruption.ARTICLE 44.14.2DUTIES OF PARKING OPERATORSCOPE OF OPERATIONS4.1.1Parking Operator shall provide comprehensive for parking and valetmanagement services for the Airport 24 hours per day, seven days per weekaccordance with the requirements of the Agreement and the approved SOP.Parking Operator shall provide prompt, courteous, and high-quality service to theAirport patrons at all times. Parking Operator shall ensure that the operation ismanaged in a manner acceptable to the Director and that clean, safe, efficient,attractive, and high-quality Facilities and services are provided to Airport patrons.Time is of the essence in performance of every convent and condition of thisAgreement.4.1.2The City hereby reserves the right to establish, atany time, additional parking- and valet- related services that may benefit theAirport.4.1.3. The rights granted under the Agreement arenot exclusive to Parking Operator and the City reserves the right to contract withothers for parking and valet services at the Airport without obligation to engageParking Operator to staff or manage those additional operations, to changeParking Operator's Management Fee, or any other obligation whatsoever.OPERATION OF PARKING FACILITIES. Parking Operator shall operate andmanage the parking Facilities 24 hours per day, seven days per week, performing thefollowing functions in accordance with the Agreement:4.2.1Parking Operator shall operate theexisting, comprehensive PRCS at the Airport. Parking Operator is responsible forfirst-level maintenance activities associated with the PRCS which includescorrection of minor repairs such as broken gate arms and ticket jams. ParkingOperator acknowledges and confirms that it understands and is capable ofefficiently operating the PRCS to the full capability of the PRCS, includinglicense plate recognition, license plate inventory, space control, and othersubsystems not specifically identified herein. Parking Operator will train itsemployees in the proper use of the PRCS. Parking Operator shall provide systemstatus monitoring; reporting and correction; and data backup and management forthe development of manual and computer-generated reports outlined in the SOP.The PRCS includes software developed at the City’s expense for use in ParkingOperator's operations and such software is proprietary to the City. ParkingOperator shall not copy, assign, license, sell, or use the software for purposes not11

authorized by the Agreement except with the advanced written approval of theDirector. Parking Operator shall secure PRCS systemmaintenance services as a Reimbursable Expense from a qualified servicefirm subject to the advance written approval of the Director. ParkingOperator will provide a system for tracking PRCS repairs and maintenanceby lane. Parking Operator shall fully train all personnel operatingthe PRCS in the proper operation and procedures for the use of theequipment prior to the start of their assignments. All training shallconform to the standards and requirements set forth in the SOP. Operator shall monitor and operate all entries andexits to the parking Facilities and shall perform the cashier functions inaccordance with this Agreement and the SOP. All public parkingFacilities shall be open for public entry and exit except when full or asmay be otherwise approved with the advance written approval of theDirector. supported, Parking Operator shall assistpatrons in lane with processing transactions remotely at these facilities,through its remote monitoring and communications. Parking Operatorshall dispatch personnel as necessary. tickets shall list the parking terms andconditions, including a disclaimer, approved by the Director. ParkingOperator shall procure the ticket stock and stock the ticket dispensers asa Reimbursable Expense. Operator shall erect signage at Facilityentrances that shall list the parking terms and conditions, including adisclaimer, approved by the Director. Operator shall permit City-ownedand operated vehicles, and other categories of vehicles and groups ofindividuals as approved by the Director to park in designated parkingFacilities at no charge. Operator shall establish the necessary changefund (approved and funded by the City) for daily parking operations andshall collect and hold in trust for the City, until deposited in a bank4.2.212

approved by the Director upon the expiration or termination of thisAgreement. Operator shall develop procedures for ensuring thechain of custody of all cash generated at the parking Facilities. Thisincludes cash pick-ups/drops during shifts, consolidation of funds, andother steps taken in collecting and depositing cash, and the counting ofmoney. Operator shall provide armored carservices for the secure transfer of revenue receipts to the Director’sdesignated bank account. The Parking Operator is charged withsafeguarding and ensuring that all revenue receipts are accounted for andhandled securely from cashiers, pay in lane stations, and other areas anddeposited to the bank account designated by the Director. Operator shall staff all parking Facilities so thatthere will not be exiting delays of more than a sustained period of fiveminutes (beginning when a patron first enters the exit lane and ending atthe time the patron exits the parking Facility) and providedocumentation of any system failures to the Director, which results inexit delays exceeding the above performance standard. Parking Operatorshall ensure that the average processing time at the cashier booth doesnot exceed 30 seconds for cash transactions and 45 seconds for creditcard transactions per vehicle. This includes the responsibility to monitorlate flights or other unusual conditions and provide sufficient staffing tomaintain the required service level at all times. Operator shall monitor and manage alltraffic in the parking Facilities by directing traffic, setting up and takingdown cones or barricades, and erecting or replacing delineators. Operator shall provide clear, visiblesignage for patrons showing parking Facility names and rates, anddirecting them to available parking areas. Parking Operator shallprovide parking information for the HAS website and dynamic signagein accordance with established messages, which must be approved byDirector. Parking Operator shall operate and maintain the APGS system(s)assisting patrons with finding available parking spaces in the parkingFacilities.4.2.313 Operator must ensure it prepares forinclement weather conditions and appropriate steps are to be taken as described inthe SOP. Operator shall develop a flood/hurricane planwhich shall be included in the SOP upon the Director’s written approval.The flood/hurricane plan will address staffing, stay in-place procedures,securing equipment, acquiring supplies, checking backup generators,and other preparations and procedures. Operator shall develop a snow/ice plan which shallbe included in the SOP upon the Director’s approval. The snow/ice planwill address the equipment, abrasives, anti-icing, deicing methods andchemicals. The type of ice-melting agent must be approved by theDirector prior to use. Sand may not be used inside the parking areas ofthe parking structures, but may be used on any exposed exteriorstairways. Parking Operator shall receive calls anddispatch assistance as needed, and coordinate any concerns, as required, withHAS or its representatives. Operator shall not remove or take out designated disabledparking spaces without the Director’s prior written approval. Operator shall notify the Director of apparent violation of TexasDepartment of Licensing and Regulation (“TDLR”) regarding therequired number of spaces for a parking Facility. Operator shall notify the appropriate City department whendisabled parking spaces are being used by vehicles not identified asbeing operated by persons with disabilities. Operator will have full responsibility for providing andmanaging a vehicle towing service to: stolen or abandoned vehicles from the parkingFacilities to a designated lot in conformance with Chapter683 of the Texas Transportation Code. Parking Operator willnot be entitled to any revenues or fees collected by the Cityfor the disposition or sale of any abandoned vehicles, whichmay be towed under this Agreement.14 parked vehicles that: (i) impede traffic or operations,(ii) are parked in unauthorized areas, (iii) obstructmaintenance or construction, and (iv) to clear parkingFacilities during an emergency or heighted security alert.Parking Operator may charge the towing fee, withoutmarkup, to a customer whose vehicle is towed only in thosesituations where the vehicle must be towed because it isillegally parked and not under circumstances where it mustbe moved because of an emergency or heightened securityalert (such as after the fact of parking). requested in writing by the Director, Parking Operatorshall procure tow trucks and operate the towing service withits own personnel. Parking Operator shall also, if so directedby Director, manage the public auction and sale ofabandoned and impounded vehicles in accordance withapplicable laws, rules, and regulations.4.2.8Meetings and Coordination with Airport. Parking Operator shall meet as directedby the Director with HAS staff and report on all activities as directed by theDirector. Parking Operator shall participate in construction activity coordinationmeetings, safety meetings, meetings with the TSA, and audit and riskmanagement meetings as directed by the Director.4.2.9Planning Assistance. Parking Operator, through its General Manager andmanagement staff, shall provide assistance to the City in the planning process forFacility expansions, Facility replacement projects, and changes in services withinits reasonable ability and expertise as a professional parking management firm.This may include, but is not limited to, revenue forecasting, operational plans fornew facilities and services, potential changes in technology applications related toparking services, and marketing efforts related to any existing operations forwhich the Parking Operator is responsible, or future operations that would beconsidered reasonable extensions of the existing scope of services hereto.EMPLOYEES AND STAFFING4.3.1General Staffing Requirements. Parking Operator shall recruit, hire, promote,discharge, supervise, and employ all personnel in the management and operationof the parking Facilities, including, qualified and trained supervisors, attendants,cashiers, traffic monitors, enforcement personnel, cleaners, accounting staff, andother personnel to assure a high standard of service to fulfill its obligations underthis Agreement.4.3.2Employee Retention Requirements. Parking Operator shall offer continuedemployment to existing non-supervisory personnel working for the current15

parking operator on August 31, 2017. However, Parking Operator shall not beobligated to retain such existing personnel (on an individual basis) if itdemonstrates to the satisfaction of the Director that: (i) an individual employeedoes not pass background and/or drug testing, (ii) an individual employee doesnot have the experience to provide the services that Parking Operator requires, or(iii) Parking Operator does not need as many employees as its predecessorrequired (either in total or in a particular job function and there is no opportunityfor the affected employee(s) to be repurposed). Parking Operator shall ensurethat all subcontracts, greater than 1 million annually, to which it is a party,contain the above requirements.4.3.3Staffing Levels. Parking Operator shall operate the parking Facilities inaccordance with staffing levels, schedules, and budget approved by the Director,as may be modified from time to time. This includes the responsibility to monitorlate flight conditions and to provide additional coverage beyond the normalschedule to maintain the stated service levels at all times, including those periodsof abnormal activity patterns. Staffing levels and schedules shall be described inthe SOP.4.3.4Staffing Quality. Operator shall make best efforts to attract, hire and retain

2.1.4 “City” is defined in the preamble hereof. 2.1.5 “City Attorney” means the City Attorney of the City or any person designated by the City Attorney to perform one or more of the duties of the City Attorney unde

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