20131002 presentation

Board Workshop

October 2, 2013

Greater Orlando Aviation Authority

Rates by Resolution FY 2014

Wednesday, October 2, 2013

Airline Rates and Charges by Resolution Legal Basis for New Rate Regime

• The rate methodology is designed to recover from the air carriers using MCO their fairly allocated share of costs in accordance with the U.S. Department of Transportation’s Policy Regarding Airport Rates and Charges, 61 Fed. Reg. 31994 (Jun. 21, 1996), as amended, and other applicable law

3


Airline Rates and Charges by Resolution Supporting Documents

• Replace the existing Airline-Airport Lease and Use Agreement that expired

• New Documents 1. Rate Resolution-sets terms and conditions for operating at

MCO 2. Rate Book-contains specific rates and formulas 3. Operating Permit-allows an airline to operate on a monthly

basis 4. Letter of Authorization (LOA)-allows an airline to commit to

occupy and use facilities longer than a monthly basis 5. Airline Operations Procedures-contains detailed operating

rules 6. Rate and Revenue Sharing Agreement-provides for revenue

sharing

3


Airline Rates and Charges by Resolution Changes from Existing Ratemaking

• Same rates for all airlines – no premium rates • Fees per passenger for the use of Inbound and

Outbound Baggage Systems • Federal Inspection Services costs from Terminal

rental rate • Common use equipment fees are included in

Terminal rental rates

3


Airline Rates and Charges by Resolution Changes from Existing Ratemaking

• Eliminate airline Majority-In-Interest (MII) • No Extraordinary Coverage Protection • GOAA will share net revenues with those

passenger airlines that agree not to contest rates and commit to Terminal space through September 30, 2016

3


Transition Period

• October 1, 2013 - Airlines in a “holdover status” under expired lease

• November 1, 2013 - new rates become effective • December 31, 2013 - final opportunity to execute Rate

and Revenue Sharing Agreement for airlines currently operating at MCO

• February 28, 2014 - reconciliation of payments and rates during transition period (October-December 2013)

3

3

Questions?

AIRPORT MASTER PLAN UPDATE

GOAA Board Workshop October 02, 2013

AGENDA • BACKGROUND

Strategic Goals Airport Master Plan Update Challenges Passenger Activity Capacity Methodology Enhanced Terminal Capacity

• NTC Capacity Enhancement Program

Ticket Lobby Level 3 Expansion Baggage Handling Systems International Capacity / Airside 4 Improvements South Airport APM Complex

• STC Future Demand Driven Growth

STC Critical Design Impact Issues STC Master Plan Evolution

• STC Near Term Program • STC Long Term Program

10/02/2013 10

STRATEGIC GOALS To be successful the Airport Master Plan must focus on the Greater Orlando Aviation Authority’s strategic goals:

• Exceed the Expectations of the Traveling Public, with the

collaboration of our Airport Partners and the Community

• Foster Economic Development for the Region

• Operate and Maintain Safe and Secure World-Class Facilities

• Act in a Fiscally Responsible Manner

10/02/2013 11

10/02/2013 12

20 YEAR PLANNING HORIZON

AVIATION FORECAST • Passenger Forecast • Aircraft Forecasting

DEMAND CAPACITY ANALYSIS & FACILITY REQUIREMENTS • Projected Capacity Impact on Airport

Facilities • Alternatives Development • Capital Improvement Program (CIP)

AIRPORT LAYOUT PLAN • Overall Site Plan with Existing and

Proposed Future Facilities

AIRPORT MASTER PLAN UPDATE

CHALLENGES NORTH TERMINAL COMPLEX: • Reaching critical stress points • Approaching domestic capacity limits • International traffic growth limited by current facility constraints

10/02/2013 13

HISTORIC AND FORECASTED PASSENGER GROWTH

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Tota

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CAGR: 2.8%

NTC CAPACITY 45 MAP

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Compound Annual Growth Rate (CAGR)

Domestic: 2.3% International: 5.9%

NTC

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CA

PAC

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PASSENGER ACTIVITY

LEVELS OF SERVICE Levels of Service for OIA were established considering Federal and Industry Guidelines, qualified with The Orlando Experience® standard.

10/02/2013 15

EXCEEDS EXPECTATION MEETS EXPECTATION BELOW EXPECTATION

1. International Gates & FIS Arrival/Departure Delay Time (Minutes)

2. Terminal Ramps Traffic Flow (LOS A-F)

3. Passenger Security Checkpoints Processing Time (Minutes)

4. Parking Space Availability (Occupancy)

5. Ticketing Queue and Transaction Time (Minutes)

6. Terminal Curbs Congestion (LOS A-F)

7. Baggage Handling Systems (BHS) Bags Processed in 20 Minutes

8. On-Airport Rent-a-Car (RAC) Transaction Time (Minutes)

9. Baggage Claim Wait Time (Minutes

10. Domestic Gates Arrival/Departure Delay Time (Minutes)

11. Entering and Exiting Road Weaves Traffic Flow (LOS A-F)

12. Terminal Roads Traffic Flow (LOS A-F)

13. Airfield Arrival/Departure Delay Time (Minutes)

14. Automated People Mover (APM) Wait Time (Minutes)

OPERATIONAL SYSTEMS

LEVEL OF SERVICELEVEL OF SERVICE (LOS)

MEASURE FACTOR

HIGH

CUSTOMER

SATISFACTION

LOW

CUSTOMER

SATISFACTION

CAPACITY METHODOLOGY

Enhance 4 critical Operational Systems to achieve 45 Million Annual Passengers (MAP) and the finite capacity of the North Terminal Complex (NTC)

1. Landside Terminal Ticket Lobby Expansion and Refurbishment 2. Baggage Handling System (BHS) Upgrade and Improvements 3. Airside 4 CBP and International Gate Expansion 4. South Airport Automated People Mover (APM) Complex

A. Garage Parking Expansion B. Ground Transportation Capacity Expansion C.Roads, Ramps and Curbs Capacity

These Projects provide transitional period for incremental phasing of the Intermodal Complex and Phase I of the South Terminal Complex (STC) 10/02/2013 16

ENHANCED TERMINAL CAPACITY

10/02/2013 17

NORTH

TERMINAL

COMPLEX

AIRSIDE 4

AIRSIDE 3

AIRSIDE 1

AIRSIDE 2

CAPACITY ENHANCEMENT PROGRAM

10/02/2013 18

• Expand Ticket Hall for Alternate Check-In

• Expand Infrastructure for Future Technology Advancements

• Improve Oversize Baggage Check-In

• Interior Refurbishment for The Orlando Experience®

TICKET LOBBY LEVEL 3 EXPANSION

10/02/2013 19

• Complete upgrades & conversion to an “In-Line” Baggage Screening System

• Integrated Security Technology to meet latest TSA Mandates

• 45 MAP Capacity with support from Remote Screening Facility (RSF)

BAGGAGE HANDLING SYSTEMS

CENTRAL ENERGY PLANT

80’s WING

90’s WING

70’s WING

CBP / FIS

TSA PASSENGER SCREENING

PASSENGER EXITING

10/02/2013 20

AIRSIDE 4 • 4 Additional International

Gates at (90’s wing) with Sterile Corridor

• 10,000 s.f. increase of

CBP/FIS Primary Processing • 15% Increase of 2 Bag Claim

Units

• Interior Refurbishment for The Orlando Experience®

• New Central Energy Plant

INTERNATIONAL CAPACITY IMPROVEMENTS

NORTH TERMINAL

COMPLEX

Mid-Cross field Taxiway

APM

Garage

Ground Transportation

SOUTH APM COMPLEX

10/02/2013 21

NTC Capacity Reliever • Automated People Mover

(APM) System • 200,000 s.f. Terminal Facility • 2,400 Car Garage • Additional Ground

Transportation Facility • Remote Check-In & Bag Drop

SOUTH AIRPORT APM COMPLEX

The commencement of the South Terminal Complex (STC) will be demand driven based on two trigger points:

• 40 Million Annual Passengers (MAP) at the North Terminal Complex

(NTC) initiating a Design and Construction Program for the South Terminal Complex Phase I

• 2 MAP Arriving International Passengers processed through Federal Inspection Stations

10/02/2013 22

SUMMARY

10/02/2013 23

NORTH

TERMINAL

COMPLEX

FUTURE

SOUTH AIRPORT PEOPLE MOVER COMPLEX

&

SOUTH TERMINALCOMPLEX

STC FUTURE DEMAND DRIVEN GROWTH

STC CRITICAL DESIGN IMPACT ISSUES AVIATION • Increased Flexibility to meet Airline Demand of Mergers and Acquisitions • Airline Industry Impact of the more efficient Operations Model • Emerging Trends in increased International Passenger Traffic • Greater Passenger Support Area in “Post-security” Terminal Locations • Lessons Learned through the NTC Capacity Analysis

MULTI-MODAL • Development of a viable Mass Transportation Commuter Rail System • Regional Development of a viable Intercity Passenger Rail System • Strategic Geographical Location as an opportunity for Multi-Modal

Connectivity • Seamless Integration of Multi-Modal Transit in the South Terminal Complex

(STC) Master Plan Concept

FINANCIAL • Progression from a Residual to a Compensatory Model • Airport Transit Oriented Development Opportunities for Non-airline

Revenue • Reconfiguration of Crossfield Taxiways to maximize STC Development

Area

10/02/2013 24

STC MASTER PLAN EVOLUTION

10/02/2013 25

2010 STC CONCEPTUAL PLAN

TERMINAL C

TERMINAL D

2004 STC MASTER PLAN

TERMINAL C

TERMINAL D

• 40 Million Annual Passenger Capacity • 48 International “Swing” Gates • 72 Domestic Gates • 8,000 Auto Garage Parking Capacity • 2 Rail System Capacity

• 40 Million Annual Passenger Capacity • 48 International “Swing” Gates • 72 Domestic Gates • 8,000 Auto Garage Parking Capacity • 4 Rail System Capacity

10/02/2013 26

2013 STC Conceptual Plan: • Maximum Gate Flexibility for a

Diverse Aircraft Mix • 120 International/Domestic “Swing”

Gates • On Demand Incremental

Expansion • 20,000 Car Garage Parking • Seamless Multi-Modal Connectivity • Non-Aviation Revenue

Opportunities • Enhance The Orlando Experience®

• Sustainable Design Principles • 50-60 MAP Capacity


NORTH TERMINAL

COMPLEX

SOUTH TERMINAL

COMPLEX


10/02/2013 27

2013 STC CONCEPTUAL PLAN Airside Terminal

(60 Swing Gates) Airside Terminal (60 Swing Gates)

Landside Terminal

C

Landside Terminal

D

Intermodal Terminal

Hotel (400-500 Rooms)

Parking Garage (10,000 Cars)

Hotel (400-500 Rooms)

Parking Garage (10,000 Cars)

APM ALL ABOARD FLORIDA COMMUTER RAIL LIGHT RAIL STC TERMINAL APM

10/02/2013 28

STC NEAR TERM PROGRAM

10/02/2013 29

SOUTH APM COMPLEX • Initial Phase of Development • 2,400 Car Garage • Automated People Mover (APM)

Station • Additional Ground Transportation • Remote Check-In & Bag Drop

SOUTH AIRPORT APM COMPLEX

10/02/2013 30

INTERMODAL TERMINAL COMPLEX • Second Phase of Development • 2,400 Car Garage • APM Station • Passenger Rail Station • Additional Ground Transportation • Remote Check-In & Bag Drop

SOUTH TERMINAL, APM & INTERMODAL

10/02/2013 31

INTERMODAL TERMINAL & SOUTH TERMINAL COMPLEX • Third Phase of Development • 5,000 Car Garage • APM Station • Intermodal Station • Additional Ground Transportation • Remote Check-In & Bag Drop • 16 International & Domestic Gate

Terminal • Rent-A-Car


10/02/2013 32

STC LONG TERM PROGRAM

10/02/2013 33

INTERMODAL TERMINAL & SOUTH TERMINAL COMPLEX • Fourth Phase of Development • 5,000 Car Garage • APM Station • Intermodal Station • Additional Ground Transportation • Remote Check-In & Bag Drop • 32 International & Domestic Gate

Terminal • Rent-A-Car • 500 Room Hotel • Commuter Rail Station


10/02/2013 34

INTERMODAL TERMINAL & SOUTH TERMINAL COMPLEX • Fifth Phase of Development • 10,000 Car Garage • APM Station • Intermodal Station • Additional Ground Transportation • Remote Check-In & Bag Drop • 60 International & Domestic Gate

Terminal • Rent-A-Car • 500 Room Hotel • Commuter Rail Station • Light Rail Station


10/02/2013 35

INTERMODAL TERMINAL & SOUTH TERMINAL COMPLEX • Ultimate Build-Out Development • 20,000 Car Garage • Over 1 Million Square Feet of

ATOD Opportunity • Intermodal Station – 4 Rail

Systems • 120 International & Domestic

Gate Terminal • Rent-A-Car • Secure Sky Rail Gate Connector • 2 - 500 Room Hotels


10/02/2013 36


SOUTH APM TERMINAL COMPLEX Initial Phase of Development

10/02/2013 37


SOUTH APM & INTERMODAL TERMINAL COMPLEX Second Phase of Development

10/02/2013 38


SOUTH TERMINAL & INTERMODAL TERMINAL COMPLEX Third Phase of Development

10/02/2013 39


SOUTH TERMINAL & INTERMODAL TERMINAL COMPLEX Fourth Phase of Development

10/02/2013 40


SOUTH TERMINAL & INTERMODAL TERMINAL COMPLEX Fifth Phase of Development

10/02/2013 41


SOUTH TERMINAL & INTERMODAL TERMINAL COMPLEX Ultimate Build-Out with Terminals C & D

10/02/2013 42


SOUTH TERMINAL & INTERMODAL TERMINAL COMPLEX Ultimate Build-Out with Terminals C & D

10/02/2013 43


SOUTH AIRPORT APM & INTERMODAL TERMINAL COMPLEX

QUESTIONS

HISTORIC AND FORECASTED PASSENGER GROWTH

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Compound Annual Growth Rate (CAGR)

Domestic: 2.3% International: 5.9%

NTC

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PAC

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DEMAND DRIVEN GROWTH


MAIN AGREEMENTS

• Rail Line Easement Agreement • Intermodal Station Premises Agreement

• Rail Maintenance Yard Lease

Agreement


Rail Line Easement Agreement

Rail Line Easement

• Rail corridor enters airport at Narcoossee Road south of SR 528 then parallels Jeff Fuqua Boulevard.

• Corridor traverses the Runway 17L runway protection zone (RPZ) subject to terms of completed FAA settlement agreement.

• Approximately 38 acres subject to final design and field survey

• Corridor width varies from approximately 39 feet to 143 feet.


SUMMARY OF RAIL LINE EASEMENT AGREEMENT

• Rail Line Easement Property: (1) While on grade is 4 ft below rail base and up to 18 ft above rail base and approximately 50 ft wide including unusable slivers of property and slope easement and (2) while on structure (through the Rail Station and on bridges) is to the base of bridge or viaduct structure up to 18 feet above the rail and a width of approximately 50 ft increasing up to 145 feet through the Rail Station Building excluding platforms.

• Term: 99 years beginning on date of recording of Easement. • “AS-IS”: Easement granted in “AS-IS” condition without warranty

of title and without representations as to physical condition.



• Engineering Study: Rail Company shall obtain a Rail Corridor Engineering Study to provide the scope of work to be completed for the Rail Corridor and the Critical Rail Corridor Improvements.

• Critical Rail Corridor Improvements: Improvements that All Aboard Florida (“AAF”) will be required to make to the Rail Corridor for the benefit of the Authority. (e.g., design and construct a new bridges from Jeff Fuqua Blvd. to Cargo Road including expanded bridge spans to accommodate both AAF and future light rail.)



• Purchase Price: Fair Market Value as required by the FAA Revenue Use Policy set by appraisal and percentage of prior Authority investment, subject to set-off by the Critical Rail Corridor Improvements Credit.

• Critical Rail Corridor Improvements Credit: The Authority will provide a credit to AAF for portions of the Critical Rail Corridor Construction Costs, but because the corridor includes space for two forms of rail, intercity and light rail, the credit percentage will vary for each Critical Rail Corridor Improvement. Maximum Credit $15,000,000.


SUMMARY OF RAIL LINE EASEMENT AGREEMENT • Right to Operate and Rail Airport Fee: The Authority shall, upon

recording the Rail Line Easement, grant Rail Company the right to operate passenger rail service into and out of the Airport. Rail Airport Fee: Rail Company shall remit a fee of $1.50 per

outbound passenger; however, Fifty Cents ($0.50) of the fee will be waived until the earlier of air passenger service beginning at the South Terminal or when train ridership reaches 1.4 million outbound passengers over a rolling 12 month period.

Adjustment: The fee shall be adjusted by the CPI, at the Authority’s option, every 5 years.


SUMMARY OF RAIL LINE EASEMENT AGREEMENT • Temporary Construction Easement: Authority will grant a Temporary

Construction Easement upon completion of the Survey by Rail Company. The Temporary Construction Easement will terminate (1) within three years if no work is commenced, (2) within six years if work is commenced but substantial completion is not reached and (3) once work within the Corridor has been completed and accepted by the Authority.

• Grant of Rail Line Easement: The Authority will grant the Rail Line Easement once the Improvements have been substantially completed.

• Reservation of Rights: The Authority reserves the right: (1) to cross under or over the Easement Property, (2) to cross the Easement Property for maintenance of other Authority facilities, (3) to enter in event of default to conduct maintenance, (4) to enter in event of emergency and (5) to impact the slope easement subject to AAF approval.


SUMMARY OF RAIL LINE EASEMENT AGREEMENT • Limitations: The following limitations shall apply:

Gambling: Rail Company agrees that there is to be neither gambling nor gambling advertisements on board the trains or in the OIA Rail Station unless gambling is legal in both Orange County and Miami/Dade County and the Authority adopts a policy allowing gambling or gambling promotion at the Airport.

Fueling: There shall be no fueling of locomotives or any other vehicle on the Easement Property.

Non-Emergency Repairs: There shall be no non-emergency repairs conducted on the Easement Property.

Display Advertising: There shall be no display advertising on the Easement Property. Allows for train “wraps” subject to Airport approval.


SUMMARY OF RAIL LINE EASEMENT AGREEMENT • Maintenance: The Rail Company is responsible for maintenance

of the Rail Line Easement and its improvements therein. The Authority will become responsible for maintenance of the Critical Rail Corridor Improvements which are not contained within the Rail Line Easement Property.

• Future Southern Connection: The Rail Line Easement will grant no rights to Rail Company relating to rail alignment allowing a passenger connection southbound out of the Airport. The Authority agrees to negotiate this in the future.


Intermodal Station Premises Lease

Station Premises Lease

• Located adjacent to South Airport APM Station

• Approximately 35,000 SF of conditioned space located on level 3 of Intermodal Terminal

• Approximately 83,500 SF of unconditioned rail platform space on level 2 of Intermodal Terminal

• Approximately 3000 SF of baggage delivery and make up space on level 1

Enlargement


SUMMARY OF INTERMODAL STATION PREMISES AGREEMENT • Term: 50 years beginning on the rent commencement date which is later

of (1) commencement of Rail Company’s revenue generating Rail business or (2) the Authority’s substantial completion of the South Airport APM Complex.

• Rent: Fair Market Value as required by the Federal Aviation Administration (“FAA”) Revenue Use Policy to be set by utilizing agreed upon rates and charges model. Initially approximately $2,825,800.

• Rent Adjustment: Once every five (5) years the Premises will be evaluated under the rates and charges model. In no event shall the rent be reduced. Increase will be limited to 35%.

• Improvements: Subject to Authority approval, AAF is responsible for constructing and installing all improvements, fixtures, furnishings, signage, trade fixtures, etc. within the Premises for its use.


SUMMARY OF PREMISES LEASE AGREEMENT

• Employee and Guest Parking: The Authority agrees to designate an area of the adjacent parking garage for use by AAF’s guests and employees at standard rates. The garage will be operated by the Authority.

• Concession Agreement: AAF is permitted to have up to 1,000 SF of concession space to provide news and gifts and grab and go food and beverage items to its customers.

Concession Fee: Shall be 15% of gross receipts/rents.

Limitations: Shall not include Theme Retail Merchandise, Tax free

and/or duty-free, game of chance tickets or gambling, no gum or popcorn, and no tobacco products.



• Obligations of the Authority: Construct the Rail Station Building: Subject to all conditions precedent

and funding being in place to begin construction. Rental Cars: The Authority will ensure that rental car counters and

ready return spaces are available at the Rail Station Building. • Obligations of AAF:

Critical Rail Corridor Improvements: Complete the Critical Rail Corridor Improvements.

Complete tenant build out of premises.



• Limitations: The following limitations shall apply:

Gambling and gambling promotion, fueling, non- emergency repairs same as Rail Easement Agreement

Display Advertising: The parties shall enter into a display advertising agreement.

• Authority entitled to 50% of gross receipts from third party advertising within Premises.

• Authority will control location and size of third party advertising.


Vehicle Maintenance Facility Ground Lease

Maintenance Facility

• Located south of City of Orlando Conserv I Water Treatment Facility

• Approximately 80 acre lease area • Access to site from Boggy

Creek/Wetherbee Road intersection

• Site located outside future west runways’ runway protection zones.


SUMMARY OF VEHICLE MAINTENANCE LEASE AGREEMENT

• Land: Approximately 80 Acres south of City water treatment plant. • Term: 50 years beginning on the rent commencement date. • Rent: 8% of Fair Market Value set by Appraisal in compliance with the

Federal Aviation Administration (“FAA”) Revenue Use Policy. Approximately $582,400.

• Rent Adjustment: Once every five (5) years the Land will be appraised and adjusted. In no event shall the rent be reduced or increased by more than 35%. If exceeds 25%, AAF may cancel on 1 year’s notice.

• Option to Cancel and Rent Credit: During escrow period AAF may cancel Vehicle Maintenance Lease if muck removal and backfill estimated by professional engineer to exceed $5,000,000. Up to $1.5 Million for extraordinary muck removal and backfill.


SUMMARY OF RAIL MAINTENANCE YARD LEASE AGREEMENT

• Improvements: AAF is responsible for constructing and installing all improvements, buildings, track, fixtures, furnishings, signage, trade fixtures, etc. within the Land for its use. Approval: All improvements within the Land are subject to review and

approval by the Authority. • Rail Crossings:

Haul Road: Temporary crossing to be constructed by AAF and liability is AAF, subject to indemnity clause.

Future Authority Crossing: Crossing construction is at Authority expense and liability is Authority’s subject to statutory sovereign immunity limitations.

Third Party Crossing: Subject to negotiation of License with AAF.


PROVISIONS APPLICABLE TO ALL LEASE AGREEMENTS

• Indemnification: Rail Company shall indemnify the Authority and the City from claims arising from use of the Rail Line Easement premises, the terminal building premises and the rail maintenance lease property. Limited indemnity if claim in terminal buildings, parking garages and APM system outside of AAF control.

• Insurance: Rail Company shall maintain insurance as follows Commercial general liability $10,000,000 increasing to $100,000,000 upon

construction start. Rail Road Liability Insurance in an amount of $200,000,000 upon operation of the

rail road business. Workmen’s Compensation and Employer’s Liability in amount of $1,000,000. Professional Liability insurance ranging from $2,000,000-$5,000,000. Environmental Liability insurance in amount of $25,000,000 per

claim/$25,000,000 aggregate for three (3) year term. Builder’s Risk in an amount to cover the cost of improvements. Terrorism or war risk and allied perils liability in the amount of $20,000,000

property damage/$25 million aggregate. Authority may cause any insurance required but not purchased to be issued and

Rail Company will be liable for the premium.



• Termination Events of Default: Conduct by Rail Company of any business not authorized by

agreement with the Authority. Rail Company’s failure to make a payment required which is not

remedied within 180 days of demand. Rail Company’s repeated failure (6 times in 12 months) to make a

required payment. Rail Company abandons the Easement by ceasing to provide service

for 180 days provided however if Rail Company or its assigned successor, is reorganizing and service ceases for 365 days.

Any of Rail Company’s trains fail to provide scheduled passenger rail service at to OIA.

Rail Company violates gambling restriction. Filing of a bankruptcy proceeding by or against Rail Company if it has

defaulted on the Agreement within 180 days preceding the filing.



• Non-Termination events of Default: Rail Company’s failure to cure a default in a timely fashion. Placement of a construction lien upon Easement property. Rail Company’s failure to provide a required financial report. Rail Company’s failure to pay fees when due. Rail Company’s failure to maintain insurance coverage. Appointment of a receiver of Rail Company’s assets. The divesture of Rail Company by operation of law.



• Authority Remedies: Any remedy provided by law or in equity including but not limited to: Accounting for monies owed. Injunction. Appointment of receiver. Suing for amounts due, including attorney’s fees. Specific Performance.

• Authority events of default: Authority fails to perform under the Easement Agreement for at least 30

days after receiving notice Airport is permanently closed as a multimodal transportation facility Rail Company is unable to use Airport for at least 180 days due to

government order or court injunction US government assumes control of the Airport for at least 60 days,

restricting Rail Company from conducting operations


• Bonds: Rail Company shall obtain payment and performance bonds for any improvements greater than $200,000 equal to the amount of the construction contract awarded by the Rail Company, naming the Authority as an obligee. Payment Bonds equal to the full amount of the construction

contract awarded. Performance Bonds to guarantee the performance of

necessary construction and completion of improvements. Demolition Bond shall guarantee the removal of the

improvements upon termination of the Easement. It shall be renewed for ten (10) years.

Alternate Form of Security may be provided by Rail Company in the form of cash, , money order, certified check or irrevocable letter of credit.



• Assignment: Rail Company may not sublet or assign without prior consent of Authority but may transfer an equity interest under certain conditions without the Authority’s consent.

• Improvements: Rail Company will own all improvements constructed on the Rail Company Premises. Upon termination of the Easement Agreement the Authority will have the option to require the removal of all improvement or accept title to same.

• Environmental: Rail Company is responsible for any releases of hazardous substances, contamination of soil or groundwater, or toxic materials buried on the Rail Company Premises by the Rail Company.

• Recognized Mortgagee: Rail Company may execute a mortgage on its interest in the Rail Line Easement, Premises Lease and Rail Maintenance Lease interests.



ESCROW AGREEMENT

• Escrow Release Conditions: The Rail Line Easement Agreement, Premises Lease and Vehicle Maintenance Lease will be held in Escrow until the following have been met: Finalized Legal Descriptions are agreed to by the parties. All escrow documents are complete. Condition of title is determined acceptable to AAF. The Authority adopts a funding plan for South Airport APM Complex

and funding receives all governmental approvals. The FAA’s delivery of the letter and deed of release. Funding from the State of Florida for design, engineering, permitting

and construction is in place. AAF obtains its Environmental Impact Study. AAF receives its St. John’s River Water Management District, FDOT,

FRA and other permits required for the project. The Authority reviews and finds AAF financials acceptable. The parties agree on the master construction schedule.


RECOMMENDED ACTION

It is respectfully requested that the Aviation Authority Board resolve to: 1) approve the Rail Line Easement Agreement, Premises Lease and Use Agreement and the Vehicle Maintenance Facility Ground Lease Agreement (the “Agreements”); 2) request concurrence by the Orlando City Council of a lease term in excess of 10 years and approval of a grant of an easement interest in real property; 3) request FAA provide a deed of release for the Rail Line Easement; and 4) Authorize an Aviation Authority officer or the Executive Director to execute the Agreements, and all documents necessary and reasonable to carry out the Agreements following satisfactory review by legal counsel.

Board Workshop

October 2, 2013

20131002 presentation

Business

airport rates

airline rates

new rates

rate resolution

existing airlineairport

specific rates

airport partners

airport rent