8e. Memo - Temporary Lease and Concession Agreement for Duty Free Operation

COMMISSION 
AGENDA
MEMORANDUM 
Item No.                      8e 
ACTION ITEM                              Date of Meeting      September 14, 2021 

DATE:    June 11, 2021 
TO:        Stephen P. Metruck, Executive Director 
FROM:    Dawn Hunter, Director, Aviation Commercial Management 
Khalia Moore, Interim Sr. Manager, Airport Dining and Retail 
SUBJECT:  Interim Lease and Concession Agreement for Duty-Free Operations 
ACTION REQUESTED 
Request Commission authorization for the Executive Director to execute a Temporary Lease and
Concession Agreement for Duty-Free Operations between the Port of Seattle and Dufry-Seattle
JV for space at Seattle-Tacoma International Airport. 
EXECUTIVE SUMMARY 
On September 11, 2012, the Port of Seattle Commission (Commission) authorized the Chief
Executive Officer to release a Request for Proposal (RFP) and execute a seven-year agreement
with a Duty-Free Operator. Dufry-Seattle JV (Dufry) was the successful respondent. The current
term of the Lease and Concession Agreement between the Port of Seattle (Port) and Dufry 
expired in October 2019 and has continued on a month-to-month holdover status. This
agreement included units in South Satellite, Central Terminal, Concourse A and Concourse D at
the Seattle-Tacoma International Airport (Airport).
The COVID-19 pandemic had a great impact on the entire aviation industry. The loss of
international passengers during the pandemic has severely and adversely impacted the overall
duty-free operations and sales at the Airport.  International travel has not returned in a
meaningful way to support improved sales. In an effort to preserve the viability of its business
and to protect the investments of its Airport Concessions Disadvantaged Enterprise (ACDBE)
partners, Dufry has requested to re-negotiate the terms of its expired contract. 
Approval of this temporary agreement will continue provide the additional services for the
passengers,  sustain  revenues  for  the Airport, and continue  the financial  viability of the
concession's operator until the complete Expanded Duty-Free plan is fully developed. On the
contrary, if Aviation Commercial Management (AVCM) was unable to partner with Dufry for


Template revised January 10, 2019.

COMMISSION AGENDA  Action Item No. _8e__                               Page 2 of 3 
Meeting Date: September 14, 2021 
mutually favorable terms, the Airport could possibly lose an important and valuable passenger
amenity for international passengers.
JUSTIFICATION 
After the award of the Duty-Free Agreement in 2012, the Airport embarked on Airport Dining
and Retail (ADR) Master Planning initiative, which the Port Commission authorized staff to move
forward with, in 2014. The ADR Master Plan revamps the concessions program, by staggering the
lease expiration dates, and diversifying the program from a mainly "master concessions" to right
size of the number of small and minority owned businesses who are eligible to participate in the
program. However, the ADR Master Plan does not include certain airport wide passenger
amenities like Duty Free, Currency Exchange and Vending, therefore these services would need
to be considered separately.
In 2019, staff identified the need for additional Duty-Free space in the airport. Once adequate 
space was identified, the Airport collaborated with multiple stakeholders to research and plan
for the Expanded Duty-Free project on Concourse A and the South Satellite (SSAT) upgrade; these
projects are currently in the planning phase. To prepare a comprehensive package for a Request
for Proposal (RFP), the Airport will need to fully develop the Concourse A and SSAT projects.
Information such as square footage and scope of work, delineating between base building and
tenant responsibility, are primary for a proposer to provide the best financial projections and
overall response to the RFP. With this in mind, Duty Free Planning will happen in three phases.
As stated above the first phase is the evaluation of our current duty-free footprint to develop a 
plan of integration with the new and updates spaces. Phase two is the Concourse an Expanded
Duty Free that will be brought to Commission on October 26th for approval to move the Project
Delivery Document (PDD) forward. Phase three is moving in tandem with the other phases as
ADR is working with AV Planning to develop the new SSAT upgrade plan. 
As the Airport further develops the scope associated with the Expanded Duty-Free planning, staff
recommends Commissioner approval of a temporary agreement with Dufry. Once the Expanded 
Duty-Free planning is complete, a comprehensive Duty-Free plan and subsequent RFP will be
communicated, and staff will return to Commission for approval. 
DETAILS 
Key Terms of the Agreement are: 
Agreement Term: 
o  Commence on January 1, 2021 to December 31, 2024 
Payments as Percentage Rent: 
o  Under $5 million - 16% 
o  Between $5 million and $10 million - 18% 
o  Over $10 million - 20% 
Airport Concessions Disadvantage Business Enterprise (ACDBE) Participation 
o  Concessionaire will maintain a minimum participation 12.5% ACDBE. 

Template revised June 27, 2019 (Diversity in Contracting).

COMMISSION AGENDA  Action Item No. _8e__                               Page 3 of 3 
Meeting Date: September 14, 2021 
ATTACHMENTS TO THIS REQUEST 
(1)   Draft of Duty-Free Temporary Agreement 
PREVIOUS COMMISSION ACTIONS OR BRIEFINGS 
September 11, 2012  The Commission authorized the Chief Executive Officer to release a
Request for Proposal (RFP) and execute a seven-year agreement with a Duty-Free
Operator. 















Template revised June 27, 2019 (Diversity in Contracting).

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