CCAA Notice Address · The basic Kiosk will be furnished by the Authority. The Kiosk shall be a freestanding unit with available nearby standard electrical outlets. The Kiosk and

Type of Agreement

Specialty Leasing Agreement - Kiosk

Tenant

Representative

Phone

E-Mail [email protected]

Tenant Notice Address

Program Manager CCAA Manager of Properties and Contracts

Phone 843-767-7000

CCAA Notice Address

Charleston County Aviation Authority

Attn: Manager of Properties and Contracts

Charleston International Airport

5500 International Blvd., Suite #101

North Charleston, SC 29418-3911

Effective Date Beneficial Occupancy of Kiosk

Term Six months or one year intervals, a maximum of three years.

Expiration

Leased Premises Per Exhibit A

Rent Percentage rate subject to Base Rental paid monthly in advance.

Reporting Requirements Sales Report due by 15th of each month covering preceding

month’s activities.

Taxes Paid by Lessee.

Utilities Paid by Lessee except electric and HVAC.

Security Deposit $1,000 due at time of signing Agreement.

Maintenance By Lessee

Authorized Use(s) Retail Merchandising or Food Service Concession

Minimum Insurance $2,000,000 General Liability

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Note: This agreement summary is presented as quick-reference information only. The full terms and conditions of the sample Lease Agreement included hereinafter shall apply in case of any discrepancy between them.

Contents

Section 1 – Term ........................................................................................................................... 3

Section 2 – Leased Premises ........................................................................................................ 3

Section 3 – Authorized Use ........................................................................................................... 4

Section 4 – Kiosk Equipment and Features ..................................................................................... 4

Section 5 – Charges and Fees ....................................................................................................... 4

Section 6 – Operation, Merchandise, and Signage ...................................................................... 6

Section 7 – Customer Service and Lessee Employees .................................................................10

Section 8 – Maintenance and Repair .......................................................................................... 12

Section 9 – Rights and Title to Property ..................................................................................... 13

Section 10 – Insurance and Indemnification .............................................................................. 13

Section 11 – Airport Concession Disadvantaged Business Enterprises (“DBE”) ........................... 14

Section 12 –Default ...................................................................................................................... 15

Section 13 – Airport Security and Badging Requirements .......................................................... 16

Section 14 – General Provisions .................................................................................................. 17

EXHIBITS: .................................................................................................................................. 19

Exhibit A – Leased Premises

Exhibit B – Approved Product List

Exhibit C – Certificate of Insurance (COI)

Exhibit D – Affidavit of Non-Collusion

Exhibit E – Monthly Sales Reporting Form

Exhibit F – Attachment 1 – Non-Discrimination Requirements

Exhibit G – Sample Kiosk Picture

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SAMPLE COMPANY, INC.

SPECIALITY LEASING PROGRAM

LEASE AGREEMENT

This Agreement made the day of , 20__, between the Charleston County Aviation Authority

(“Authority”), as the governing body of Charleston County Airport District, a body politic and

corporate, existing under the State of South Carolina, and , a (sole proprietorship,

partnership, or corporation) (“Lessee”).

WHEREAS, Authority owns and operates the Charleston International Airport (“CHS” or “Airport”); and

WHEREAS, Authority has made available to qualified small businesses a limited number of opportunities to operate a Retail Merchandise or Food Service Concession in the terminal building of the Airport (the “Terminal”); and

WHEREAS, Lessee is interested in leasing a kiosk (hereinafter the “Kiosk”) for a Specialty Retail Merchandise Concession operation; and

WHEREAS, Authority has designated locations within the Terminal for the operation of Lessee’s Specialty Retail Merchandize business; and

NOW, therefore in consideration of the foregoing and mutual promises and covenants set forth, the parties hereby agree as follows:

Section 1 – Term

The term of this Agreement shall be __________ (six months / one year) commencing _________, 20__. This Agreement may be renewed by mutual agreement of the parties for additional intervals of six (6) months or one (1) year for up to three (3) years. Lessee shall request renewal of the Agreement in writing not less than 30 days prior to the Agreement expiration date of _________, 20__.

Section 2 – Leased Premises

Authority will provide Lessee with a floor space in the Airport Terminal (post-security or pre-security area, as selected) to operate a single kiosk for the Lessee’s Specialty Retail Merchandise/ Food Service concession (all such areas of floor space, along with the kiosk, collectively referred to as the “Leased Premises” or “Premises”) as shown on the attached Exhibit A.

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Section 3 - Authorized Use

A. Lessee shall have the non-exclusive right to maintain and operate the Kiosk in the Leased Premises.

B. Lessee is authorized to sell the items listed on the attached Exhibit B. Any subsequent product assortment changes must be approved in writing by the Executive Director & CEO

(“Executive Director”) prior to implementation.

C. In the event Executive Director determines, in his/her sole and absolute discretion, that any of Lessee’s products are objectionable for display or sale in the Airport, Executive Director shall provide written notice to Lessee to remove such merchandise. Lessee shall remove such merchandise within twenty-four (24) hours of receipt of said notice.

Section 4 - Kiosk Equipment and Features

Lessee agrees to operate and maintain at the location designated in Exhibit A, a single Kiosk (as shown on Exhibit G) for the sale of __________________ (insert one of the following: Specialty Retail Merchandise (or) Food Products). The basic Kiosk will be furnished by the Authority. The Kiosk shall be a freestanding unit with available nearby standard electrical outlets. The Kiosk and the entirety of the Leased Premises are leased to Lessee in an as-is condition. Lessee shall not be permitted to operate more than one Kiosk in the Terminal.

Section 5 – Charges and Fees

A. Itemization of Charges and Fees - In return for the use of the Airport facilities, Kiosk unit and privileges granted herein, the Lessee agrees to pay Authority each month without set-off or deduction:

1. Base Monthly Rent/Base Rental in the amount of five-hundred dollars ($500). This is the minimum amount of monthly rent payable to the Authority regardless of the Percentage Rent described in paragraph 2 below.

2. Percentage Rent equal to eleven and one- half (11.5%) percent of the Lessee’s

Gross Monthly Revenue. This is the total amount of rent payable each month by Lessee subject to the Base Monthly Rent described in paragraph 1. above.

B. Manner and Extent of Payment - Lessee shall pay to Authority advance rent for each month equal to the Base Monthly Rental (“Base Rent”) due on or before the 1st of each month. If at the conclusion of the month, the percentage of the Gross Monthly Revenues as defined below for that month exceeds the Base Rental, Lessee must pay the difference to Authority by the 15th day of the following month. Lessee shall submit a percentage report to Authority by the 15th day of each month including the Gross Monthly Revenue for the preceding month at the time the Gross Monthly Revenue payment is submitted pursuant to paragraph (d) of this Section.

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1. Definition of Gross Monthly Revenues Gross Sales for the purposes of this Agreement include all payments derived from all business conducted by Lessee at the Airport. Gross Sales shall include all payments for products, services, merchandise display allowances, or any other item whether by cash or credit, or by way of rentals or fees, less normal allowances, discounts or credits, except as specifically excluded from Gross Revenue.

Gross Sales shall exclude:

a. The amount of any federal, state or local sales taxes separately

stated and collected from customers.

b. Cash and credit card refunds to customers for merchandise returned.

c. Amounts and credits received in settlement of claims for loss of,

or damage to merchandise

d. Insurance proceeds.

e. Tax rebates and advertising, sponsorship or marketing proceeds

Authority shall allow no deductions from Gross Sales except those specifically stated above.

C. Interest and Late Fees

All payments shall be considered complete upon receipt and deposit by Authority. Lessee shall pay interest for late or delinquent payments during the term of this Agreement and any extensions of one and one-half percent (1.5%) per month on the balance of the unpaid amount calculated from the date the amount is due until the close of the business day upon which the delinquent payment is received by Authority.

D. Statements, Books and Records

1. Monthly Reports - Lessee shall furnish Authority on or before the fifteenth (15th) day of each month, an accurate report setting forth all data necessary to calculate fees and charges due under this Agreement (see Exhibit E). If Lessee fails to furnish such report, the fees and charges will be estimated from prior months for which such data is available. Any necessary adjustments shall be calculated after an accurate report is delivered to Authority by Lessee for the month in question. Any resulting surpluses or deficits shall be applied as credits or charges to the appropriate invoice in the next succeeding month.

2. Inspection of Books and Records - Lessee shall, during the time of this Agreement, permit, upon reasonable notice to Lessee, inspections and audits by the Authority. In the event of an inspection or audit by the Authority discloses any discrepancy in any statement or statements of Gross Sales of the Lessee

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and/or in the amount of any sums of money owed to the Authority, the Lessee shall forthwith pay the sum of money owed to the Authority plus a service charge of 1.5% per month of said sum for each month said sum should have been paid to the Authority.

3. Audit - At any time upon ten (10) days written notice, Authority reserves the right

to audit the books and records of Lessee relating to operations at the Airport for the purpose of verifying Gross Sales. Lessee will be provided with a copy of the results of any audit. In the event an inspection or audit by or on behalf of the Authority discloses any discrepancy in any statement or statements of Gross Sales of the Lessee and/or in the amount of any sums of money owed to the

Authority, the Lessee shall forthwith pay the sum of money owed to the Authority plus a service charge of 1.5% per month of said sum for each month from the date said sum shall have been paid to the Authority to the date payment is made to the

Authority. Further, in the event an aforesaid audit or inspection discloses a single cumulative discrepancy in excess of 2% of the amount previously paid by

Lessee to Authority on account of the month period in question, Lessee shall forthwith pay to Authority the cost of the audit and/or inspection. Said cost of the audit and/or inspection shall include all direct and indirect salary cost of Authority, any charges made by any consultant of the Authority, materials,

supplies, and administrative overhead (as shall be determined by the Executive Director from time to time during the term of this Agreement).

E. Contract Security At the time this Agreement is executed, Lessee shall deposit with Authority the sum of One Thousand ($1,000) dollars in a form acceptable to Authority. The deposit will serve to secure the payment or other obligations of Lessee under this Agreement and will be returned to Lessee upon the termination of this Agreement unless required to be applied to unpaid rent or damages. Lessee’s Security Deposit will not accrue interest.

Section 6 - Operation, Merchandise, and Signage

A. Operating Standards

1. Lessee shall employ a sufficient number of properly trained personnel to manage and operate the Leased Premises at all times during the minimum required hours of operation, opening business no later than 7:00 a.m. and closing no earlier than 7: 30p.m, unless otherwise approved. Sufficient number is a number, which consistently provides customers with no unreasonable delay or inconvenience as determined by the Authority through the development of standards, in moving through point of sale or selecting products or service.

2. Hours may be adjusted based on flight activity or inclement weather, as such Lessee will be notified by the Authority. If normal operating hours or any additional hours that may be required by the Authority are not maintained, Lessee is in violation of the Agreement and is subject to default and/or damages equal to $50.00 for every hour Lessee fails to operate.

3. It is the responsibility of the Lessee to ensure all of its employees are aware of the Operating Standards. Lessee’s or its employees’ failure to meet the Operating Standards

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as specified herein and Specialty Leasing Program policy documents shall be considered as breach of agreement, and Lessee shall be subject to default and/or damages as noted herein.

B. Operating Expenses

1. Taxes and Fees Lessee shall pay all taxes of whatever character, license fees, permit fees and other charges or fees which may be levied or assessed against the fee title, Leased Premises, Leasehold Improvements, operations hereunder, and upon property or leasehold interests of Lessee located thereon or used in connection therewith, or which may be levied or assessed on account of the transaction of Lessee’s business in, on or about the Leased Premises. Lessee is responsible without deduction or set-off for obtaining and paying for all licenses and permits necessary or required by law for the construction of improvements, installation of equipment and furnishings, and any other licenses necessary for the conduct of its operations hereunder.

2. Utilities All costs relating to the operation and maintenance of the Kiosk are the sole

responsibility of Lessee, with the exception of HVAC and electric usage

which are included in the Base Rent. Hardwired telephone and data line

connections are not available for the kiosk operations, therefore, Lessee

shall arrange and pay for its own wireless solutions for such services.

3. Other Costs

Lessee shall bear all costs and expenses including, but not limited to, health inspection fees and building permit fees involved in the operation of business or arising from the occupancy by Lessee of the Leased Premises.

C. Merchandise

1. Type and Mix Lessee shall have the right to sell the product categories in the specific product list as attached in Exhibit B within its Leased Premises. Exhibit B may be updated periodically with the written authorization of the Executive Director. During the Term, Lessee shall make no changes to the quantity, quality, or price of any item on the approved product list without first obtaining prior written approval from the Executive Director.

2. Pricing Lessee must conspicuously post accurate prices of its merchandise at all times. Lessee shall observe Street Pricing for all its vended goods and services. Lessee covenants to Authority to offer for sale from the Lease Premises only high quality products at prices no more than ten percent (10%) above “Street Pricing”. For the purpose of establishing street prices, Lessee shall use (2) comparable shopping locations offering identical or similar products and

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services within the Charleston-North Charleston-Summerville Metropolitan Area. If the concept operated in a location is a brand, and that brand is located in the Charleston-North Charleston-Summerville Metropolitan Statistical Area, then that local brand location must be used as a comparable, even if it is located within the Charleston Old and Historic District. Venues specifically excluded from consideration as a comparable include entertainment or sports venues, other transportation terminals, amusement parks, zoos, resorts and hotels, and locations within the Charleston Old Historic District, except as noted herein. Upon request by Authority, Lessee shall furnish documentation to demonstrate its compliance with this provision.

D. Advertising, Signage and Appearance No advertising, signage, or television content shall be permitted in or on the Leased Premises other than that which identifies the Lessee’s trade name, products, price, and directions for use, other signage required by this Agreement, or signage that may be required by applicable laws or regulations. Lessee agrees not to install any signs without prior written approval of Authority. Only professionally produced signs will be approved (no handwritten signs allowed). The term “signs” shall mean advertising signs, billboards, identification signs or symbols, posters, displays, decorative items or logos, videos or any similar devices. All signage and any modification thereto shall be approved by the Authority, in writing, prior to installation.

E. Visual Merchandising The presentation of your merchandise is of primary importance to the Authority and as well as to your business.

1. Initial Design Lessee’s are required to obtain Authority approval in advance for its Kiosk conceptual design and layout of fixtures, props, signage, etc. Kiosks shall meet any applicable Tenant Design Standards for the terminal building.

2. Fixtures Authority will supply the Kiosk, chair and lighting. Other than normal wear, Lessee will be responsible for any repairs or replacements of Authority's property due to misuse. Authority reserves the right to use Lessee’s security deposit to offset the repair costs.

3. Alterations Lessee may not make any alterations, improvements or additions to the Kiosk or selling location without the prior written consent of Authority. Consent may be withheld at the Authority's sole discretion.

4. Lighting To best accentuate your merchandise, lighting is supplied with the Kiosk. No additional lighting fixtures are permissible unless prior approval is provided to the Lessee. Any lighting or electrical problems (i.e. bulbs, breaker switches)

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should be brought to the attention of the Authority. The light fixtures are property of the Authority and shall remain with the Kiosk at all times. Lessee must ensure that the lights are turned off before closing the Kiosk each evening.

5. Courier Deliveries The Charleston County Airport cannot accept mail and/or merchandise for you. If you wish to receive US Postal Service delivery, you must contact the USPS Store to purchase a mail box in the terminal if available. UPS and FedEx deliveries must be arranged directly with the delivery service.

6. Stocking and Storage Kiosks must, to the extent practicable, be fully stocked with Lessee’s approved merchandise at all times. Lessee shall utilize the delivery method and hours as determined by the Airport Security Department and take appropriate measures to avoid depletion of stock that generate poor impressions as well as potential loss of sales and service to the traveling public. Storage of boxes or merchandise on the floor behind or around the Kiosk is not permitted. Coats and personal belongings should be kept out of sight, secured inside the Kiosk and not on the back of chairs.

7. Appliances Personal heaters, fans or other such devices are not permitted at the Leased

Premises.

F. Operational Security Lessee is responsible for security of its operations at the Airport and to provide for the security of its Kiosk and merchandise during hours of operation and at night. The Authority is not responsible for cash, merchandise, or personal property brought anywhere on the premises.

1. Locks – Lessee is solely responsible for the keys. Lessee will be assessed a

charge to cover the cost to replace key(s) to its Kiosk or re-core lock(s).

2. Bank Deposits - Lessee is encouraged to take appropriate security measures for daily deposits and banking needs.

3. Shoplifting - It is helpful to form a policy on shoplifting and communicate that

policy to all sales associates. Suspected shoplifting incidents should be reported immediately to CCAA Police Department (843) 767-1100.

4. Lost And Found - Federal Aviation Regulations require that articles defined as

unattended luggage (suitcases, purses, boxes) be reported to the Airport Police. Smaller articles that do not fall into the above category (keys, airline tickets, and cellular phones) should be reported and delivered to the Airport Information Desk. The Airport Police will identify the contents of the unattended articles and check them into the Communications Center. All

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inquiries concerning the retrieval of Lost and Found articles should be forwarded to the Police Communications Center at the phone number above.

Section 7 - Customer Service and Lessee Employees

Strong sales and a successful business venture come from committed owners and

associates who conduct themselves in a responsible, business-like manner.

A. Outstanding Customer Service is a top priority. Lessee is required to provide training to all Sales Associates in all aspects of servicing the customer, which should include product knowledge, sales training, and general knowledge of the airport and its facilities. Lessee is required to participate in all customer service programs, meetings, and training as may be established and implemented by the Authority as well as ensure the participation of all their employees.

B. Conduct Lessees and their employees must at all times maintain proper decorum and conduct themselves in a friendly, professional and appropriate manner. A violation of this section, at the sole and absolute discretion of the Authority, shall subject Lessee to damages of fifty dollars ($50) per occurrence and/or default under this Agreement.

C. Sales Receipt And Return Policy

A receipt shall be provided to customer with each transaction. A professionally produced return policy sign is required to be posted at the Kiosk and must accompany all sales via paper or email.

D. Packaging

Lessee will provide shopping bags for customer purchases, which should be neatly stored and not visible.

E. Credit Cards

Lessee warrants and expressly agrees to accept at least three (3) major credit/debit cards.

F. Performance Evaluations The high quality appearance of the Specialty Leasing Program is essential to its success. Periodic evaluations may be made by Authority to ensure consistency in meeting operating criteria as described herein and in Specialty Leasing Program policy documents, including but not limited to all aspects of merchandise presentation, operations and staffing and sales requirements. Adherence to the terms of the Agreement will also be reviewed. Recommendations for improvement will be made where appropriate.

G. Tip Jars and Need-A-Penny Plates Tip or “Need-A-Penny” jars, cups, baskets, containers etc. are not permitted for use in the Leased Premises.

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H. Staffing Requirements Lessee's Kiosk must be attended at all times. Kiosks left unattended will be considered closed, and penalties may be assessed as outlined in “Operation Standards". If associates need a facility break, they must post the Authority approved “break” signage and should return within 15 minutes.

I. Smoking

The Airport terminal is a non-smoking facility, however, there are designated smoking stations situated along the outer curb at the front of the terminal building. You must discard all debris and cigarette butts in the trash receptacles in these areas. A fine or other civil penalty may be assessed for smoking in an area of the Airport that is not a designated smoking area.

J. Uniforms Lessee and their employees are required to wear uniforms at all times. Uniforms are subject to the Authority’s review and approval. Violation of the uniform policy may result in a closure of the Kiosk until a suitably attired employee can reopen the Kiosk.

K. Conduct

Customer service should be the main focus of all sales associates. Therefore, the following standards should be followed at all times:

1. Breaks and phone calls should be kept to a minimum and should be avoided altogether during the peak hours.

2. Eating at the Lessees’ Kiosk should not be done if possible, however, if eating does occur it must be done discreetly, out of the customers' view and never during the peak sales periods.

3. Sales Associates may not use laptops, cell phones, and headphones for personal use. They may not use profanity, watch television, make personal calls, sleep, surf the Internet, or listen to music while working at the Kiosk.

4. Sales Associates may not have guests and may not visit other Sales Associates at other Kiosks.

5. Jackets/coats/purses and other personal belongings may not be hung on the back of the chairs. They must be stored out of sight in a cabinet underneath the Kiosk.

6. All Lessee personnel shall be clean, neat in appearance and attired in proper uniform, if required. Lessee must ensure all employees can adequately communicate with customers and are professional and courteous when interacting with customers.

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Section 8 - Maintenance and Repair

A. Housekeeping and Kiosk Care

Lessee agrees to clean and keep in good appearance the Leased Premises, at all times,

including any and all other improvements within the Leased Premises. Lessee also

agrees to keep the Leased Premises free from the accumulation of debris or trash.

Lessee shall remove, in a timely manner, all packaging and other trash to maintain

cleanliness and appearance. Lessee is responsible for final disposal of its trash/garbage

into the Airport solid waste containers provided by the Authority.

The Authority strives to keep the terminal and airport clean and attractive at all times. Lessee shall cooperate and keep its Leased Premises neat, clean and orderly. The Kiosks are very valuable pieces of equipment. Lessee is fully responsible for the maintenance, service and repair of the Kiosk while in its custody and control. They should be cleaned regularly, during non-peak selling hours. Lessees may not deface the Kiosks in any way and may not attach merchandise or display fixtures with nails, screws, double-sided tape, bolts, staples, etc. Nothing should be attached to the Kiosk, placed on the roof or hung from the Kiosk itself without an approved fixture. Lessee is responsible for dusting the Kiosk on a daily basis. Damage to the Kiosk will be deducted from the Lessee’s security deposit.

B. Inspection and Repair of Leased Premises Authority, by its authorized officers, employees, agents, contractors, subcontractors and

other representatives shall have the right (at reasonable times and with as little interruption of Lessees’ business as is reasonably practical), to enter upon the Leased

Premises, if practical for the following purposes:

1. To inspect such area to determine whether Lessee has complied and is in compliance with the terms and conditions of this Agreement. Authority shall be the sole judge of the quality of maintenance.

2. Upon reasonable notice, to perform such maintenance, cleaning, or repair as Authority deems reasonably necessary and, if Lessee fails to perform its obligations under this section, Authority may perform the work and recover the reasonable cost of such maintenance, cleaning, or repair from Lessee, plus a 25% administrative charge from Lessee on the next payment date.

D. Relocation

Lessee shall not move or relocate its Kiosk from the Leased Premises without the advanced written approval of the Authority at the Authority’s sole discretion. Authority may, at any time, for any reason, after providing thirty (30) days advance written notice, require the temporary or permanent removal and/or relocation of the Leased Premises.

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Section 9 - Rights and Title to Property

A. Title and Property Rights during Term

The Kiosk furnished to Lessee by the Authority shall at all times remain the property of the Authority. All improvements, additions and alterations made to the Kiosks or any other part of the Leased Premises by Lessee, regardless of whether paid for by Authority in any portion, shall be considered the property of Lessee during the Term with respect to all requirements hereunder, including without limitation insurance and maintenance requirements. At the termination of the Agreement (whether by expiration of the term, cancellation, forfeiture or otherwise), all leasehold improvements, additions and alterations shall become the property of Authority, at Authority’s option and at no cost to Authority. However, notwithstanding the above subsections, proprietary leasehold improvements that include branded signs, logos, items displaying names or logos, and applicable franchise or concept rights for all current and future Airport locations shall remain the property of Lessee throughout the term of the Agreement, and after the termination of the Agreement. At the termination of the Agreement, all such proprietary items shall be removed from the Leased Premises at the Lessee’s expense.

B. Title and Property Rights upon Termination

Upon termination of this Agreement, Lessee will quit and deliver the Leased Premises to Authority, peaceably, quietly and in good order and condition, reasonable use and wear thereof, casualty not caused by Lessee, excepted.

Section 10 - Insurance and Indemnification

A. Insurance Lessee shall, during the term or renewal term of this Agreement, carry liability insurance coverage with limits as hereinafter stated, but the carrying of such insurance coverage shall not relieve Lessee of any of its obligations under this Agreement. Lessee shall provide Authority with certificates evidencing the insurance overages required hereby. The Authority shall be listed as the insurance certificate holder and included as an additional insured on the policy. The following statement is required on the face of the insurance certificate:

"Charleston County Aviation Authority, its officials, servants, agents, and

employees are named as additional insureds."

The minimum limits of coverage shall be as follows:

1. Comprehensive General Liability Insurance Per Occurrence Limit…………………………………………$2,000,000

2. Automobile Liability Insurance

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Combined Single Limit……………………………………….$2,000,000

3. Property Insurance (Contents, Improvements, etc. within Assigned Area): 100% of replacement cost of improvements

4. Workers Compensation: Per State Law

B. Indemnification

Lessee covenants that it and all of its agents, servants, employees, and independent contractors will use due care and diligence in all of its or their activities and operations at the Airport and that Lessee hereby agrees to indemnify and hold harmless Authority for all damages to the property of Authority which shall be caused by an act or omission on the part of Lessee, its agents, servants, employees, or independent contractors, and Lessee shall pay on behalf of Authority all sums which Authority shall become obligated to pay by reason of the liability, if any, imposed by law upon Authority for damages because of bodily injury, including damages for care and loss of service, and including death at any time resulting from bodily injury, and because of injury to or destruction of property including the loss of use thereof, which may be caused by or result from any of the activities, omissions, or operations of Lessee, its agents, servants, employees, or contractors and shall defend, or cause to be defended, suits for damages, brought on account of such injuries or damages, in the name and on behalf of Authority; Lessee shall pay or cause to be paid all costs incurred by Authority in any legal proceeding defended by Lessee aforesaid. Lessee shall hold harmless and indemnify Authority from all such costs even where a jury may find Lessee and Authority jointly liable.

C. Non-Liability of Authority

Authority shall not in any event be liable for any acts or omissions of Lessee or its agents, servants, employees, or independent contractors, or for any condition resulting from the operations or activities of any such Lessee, tenant, or concessionaire, Lessee, agents, servants, employees, or independent contractors, or for any conditions resulting from the operations or activities of Lessee’s agents, servants, employees, or independent contractors either to Lessee or to any other person.

Authority shall not be liable for any loss or damages suffered by Lessee arising out of the interruption or cessation of the business conducted by Lessee under this Agreement.

Section 11- Airport Concession

Disadvantaged Business Enterprises (“DBE”)

A. This Agreement is subject to the requirements of the U.S. Department of Transportation's regulations, 49 CFR Part 23. The Lessee 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

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covered by 49 CFR Part 23.

B. The Lessee 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.

C. The Authority is committed to achieving significant and meaningful participation of

minority, woman, and disabled-owned disadvantaged business enterprises in all of its contracting activities. To this end, Authority staff is accountable to report to FAA the percentage of gross receipts generated by ACDBE-certified businesses in the airport's overall concession program. ACDBE-certified Lessees must submit to the Authority an annual ACDBE Report indicating its total gross receipts. ACDBE reporting forms are available in the CCAA Administrative Office.

Section 12 –Default

If Lessee defaults by:

A. Failing to pay rent and the default continues for ten (10) days after receiving written notice from Authority; or

B. Abandoning the property by being absent from the Leased Premises for more

than thirty (30) days; or

C. Failing to perform any other term of this Agreement and the default continues

for thirty (30) days after receiving written notice from Authority; or

D. The transfer of Lessee’s interest in this Agreement by execution or other process of

law when said process of law is not discharged within fifteen (15) days thereafter; or

a. The adjudication of Lessee as bankrupt, Lessee’s general assignment for the benefit

of creditors, the utilization of the benefits of any insolvency act, or the appointment of a permanent receiver or trustee in bankruptcy for Lessee’s property if the appointment is not vacated within ninety (90) days; or

b. Abandonment of Lessee’s operations, which shall be defined as Lessee’s failure to

conduct regular and continuing operations at the Airport in accordance with the requirements of this Agreement for one (1) month;

Authority has the right to:

A. Terminate this Agreement immediately or at any time after the default;

B. Reenter and remove Lessee and its property from the Leased Premises by lawful proceedings under South Carolina law; and

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C. Pursue any other action against Lessee allowed by law.

Authority’s termination and reentry do not prevent Authority from seeking damages and past due rent for the full term of the Agreement based on the Lessee’s failure to perform under this Agreement. Lessee agrees to indemnify Authority against all loss of rents and expenses including reasonable attorney’s fees Authority has suffered or paid by reason of such termination during the remainder of the term.

Section 13- Airport Security and Badging Requirements

A. Lessee agrees to comply with the intent of Federal Aviation Regulations and Transportation Security Administration regulations related to aviation security under 49 CFR Part 1542 and 1540, and Authority security policies as outlined in Authority’s federally-approved Airport Security Plan. Lessee further agrees that any charges, fees, or fines levied upon and paid by the Charleston County Aviation Authority through enforcement of Federal Aviation regulations, Transportation Security Administration regulations or any subsequent regulation due to acts by Lessee’s employees, agents, suppliers, guests or patrons shall be borne by Lessee.

B. All personnel hired to conduct business on airport property, and who require access

to the SIDA/Secured area in the performance of duties must obtain Access ID Media and clearance pursuant to 49 CFR Part 1542 from the Authority’s Pass and ID Office. Lessee is responsible to ensure that all employees obtain photo identification badges, fingerprinting results per application for the badge, prior to operating. If any Lessee's employee ID Badge is lost, stolen or damaged, the cost of a replacement badge is the responsibility of the business ownership. If Lessee's employee is currently employed by another merchant and will remain so under the Lessee's employment, the employee must have both company names listed on their badge. There is a fee associated with adding the name of the additional operation to the employee's badge. If the employee has a dual badge and is no longer employed by one of the merchants, the employee must immediately remove that merchant's name from his/her badge. There is no fee to remove a name from a badge. All persons obtaining an ID badge will comply with all rules, regulations, guidelines, and policies concerning airport security and use of the badge. A ten-year verifiable background check is also required. Violation of the rules and regulations set forth by the FAA, as well as access to an unauthorized area without a badge, may result in FAA fines up to ten thousand-dollars ($10,000.00). Lessees and their employees must wear badges visibly on their outer garments, above their waists at all times. Authority will assess a fine of one hundred dollars ($100.00) if Lessee's or any of his or her employees' badges are not visible.

C. Lessee understands and agrees that in the event the TSA assesses a civil penalty or

fine against Authority for any violation of Transportation Security Regulation or other federal statute as a result of any act or failure on the part of Lessee, Lessee will reimburse Authority in the amount of the civil penalty assessed plus any costs for defending the civil penalty, including reasonable attorneys’ fees. Authority will provide Lessee notice of the allegation, investigation or proposed or actual civil penalty. Failure of Lessee to reimburse Authority within one hundred twenty (120) days of receipt of written notice of the assessed civil penalty shall be an event of

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default.

Section 14 - General Provisions

A. Non-discrimination

The Authority is subject to Title VI of the Civil Rights Act of 1964, as amended. Lessee covenants and agrees that it shall at all times fully comply with all of the Nondiscrimination Requirements outlined in Exhibit F attached hereto and made part of this Agreement in its entirety.

B. Compliance with All Laws

Lessee shall comply with all applicable federal, state and local laws, including those of Authority. Authority shall have the right to adopt and enforce reasonable rules and regulations with respect to the use of the Airport, Terminal Building and related facilities, which Lessee agrees to observe and obey.

C. South Carolina Law

This Agreement is governed by South Carolina law. Lessee consents to personal jurisdiction and venue in the courts of the State of South Carolina.

D. Parking

If not otherwise provided, Lessee shall have the right to the use of reasonably adequate vehicular parking facilities for its employees employed at the Airport in common with other employees, which shall be located in an area designated by Authority. Authority reserves the right to assess a reasonable charge for such employee parking facilities based on the cost of providing, operating, and maintaining the facilities.

E. Notice

All notices required by law or this Agreement must be in writing and delivered in person or sent by mail to the following addresses or to any other address that one party provides to the other party in writing as the official address. Notice is deemed given when it is hand delivered or placed in the mail. Notices shall be delivered as follows:

Authority Address: Charleston County Aviation Authority Attn: Manager of Properties and Contracts Charleston International Airport 5500 International Blvd., Suite #101 North Charleston, SC 29418-6911

Lessee Address:

Sample Company, Inc.

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Attn: Joe Smith

123 ABC Lane,

Anywhere, AB, 12345

F. Rights Reserved

All rights under this Agreement, unless specifically granted to Lessee under the

terms and conditions herein, are reserved to Authority and no waiver of such

rights shall be implied for any reason unless given in writing by Authority.

Lessee is required to remain in good standing and in accordance with all terms

and conditions of the Agreement and Airport Rules and Regulations. The

Authority reserves the right to modify the Operation Standards at any time,

notifying the Lessee in writing of such changes, granting the Lessee a twenty-four

(24) hour period in which to ensure full compliance.

G. Severability

Any provision or provisions of this Agreement which shall prove to be

invalid, unenforceable, void or illegal shall in no way affect, impair or invalidate

any other provision hereof, and the remaining provisions hereof shall nevertheless

remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above

written.

LESSEE:

ATTEST Sample Company, Inc.

____________________________ By: _________________________________

Title: _____________________________

ATTEST CHARLESTON COUNTY AVIATION AUTHORITY

___________________________ By: _________________________________

Executive Director & CEO

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EXHIBITS:

Exhibit A – Leased Premises

Exhibit B – Approved Product List

Exhibit C – Certificate(s) of Insurance

Exhibit D – Affidavit of Non-Collusion

Exhibit E - Monthly Sales Reporting Form

Exhibit F - Attachment 1– Non-Discrimination Requirements

Exhibit G – Sample Kiosk Picture