HomeMy WebLinkAboutResolution - 2022-R0308 - Lease Agreement with Abilene-Lubbock Aero - AirportResolution No. 2022-RO308
Item No. 5.7
July 12, 2022
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute
for and on behalf of the City of Lubbock, a Lease Agreement by and between the City of
Lubbock and Abilene Aero, Inc. d/b/a Lubbock Aero for certain real property located at
Lubbock Preston Smith International Airport (LPSIA), and related documents. Said Lease
Agreement is attached hereto and incorporated in this resolution as if fully set forth herein and
shall be included in the minutes of the City Council.
Passed by the City Council on
July 12, 2022
TRAY PA YOR
ATTEST:
Q , pg' C -
Rebe ca Garza, City Secre
APPROVED AS TO CONTENT:
Executive Director of Aviation
APPROVED AS -TO FORM:
Assistant City Attorney
ccdocs/RES.LeaseAgrmt-Lubbock Aero
June 21, 2022
Resolution No. 2022-RO308
STATE OF TEXAS §
CITY OF LUBBOCK §
LEASE AGREEMENT
KNOW ALL MEN BY THESE PRESENTS:
THIS LEASE AGREEMENT, hereinafter referred to as the "Agreement" or "Lease," is entered
into by the CITY OF LUBBOCK (referred to herein as "City"), a Home Rule Municipality of Lubbock
County, Texas, and ABILENE AERO, INC. d/b/a LUBBOCK AERO, (referred to herein as
"Lessee").
WITNESSETH
WHEREAS, City owns, controls, and operates the Lubbock Preston Smith International Airport
(referred to herein as "Airport"), situated at Lubbock, Lubbock County, Texas, and has the authority to
grant certain rights and privileges with respect thereto, including those hereinafter set forth; and
WHEREAS, City deems it advantageous to itself and to its operation of the Airport to lease unto
Lessee the premises described herein, together with certain privileges, rights, uses, and interests therein,
as hereinafter set forth; and
WHEREAS, Lessee is a corporation primarily engaged in Commercial aviation retail sales,
Aircraft repair, Aircraft Maintenance, Aircraft Fuel sales, and the general Aeronautical Activities
(referred to herein as Activities or Activity) of fixed base operations; and
WHEREAS, Lessee has indicated a willingness and an ability to properly keep, maintain, and
improve said premises in accordance with standards established by City, and
NOW THEREFORE, for and in consideration of the mutual promises, covenants, terms, and
conditions, both general and special, as hereinafter set forth, City hereby grants to Lessee the rights and
privileges hereinafter described; Lessee agrees to accept the duties, responsibilities, and obligations as
hereinafter set forth; and the parties hereto, for themselves, their successors, and assigns, agree as
follows:
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DEFINITIONS
Being consistent with the Primary Management Compliance Documents (referred to herein as PMCD's),
all defined words are identified in the General Provisions and shall be incorporated into the Agreement,
as Exhibit `B". All words or phrases defined in the PMCDs, whenever used in this Agreement, shall be
identified by use of a capital letter and the meaning shall be construed as defined therein or unless a
different meaning is specifically defined. Words or phrases that are not defined shall be construed
consistent with common meaning or as generally understood throughout the aviation industry.
ARTICLE ONE
DEMISE OF LEASED PREMISES
1.01 LEASED PREMISES
For and in consideration of the terms, conditions, and covenants of this Lease to be
performed by Lessee, all of which Lessee accepts, City does hereby lease unto Lessee
certain property located on the Airport, more particularly described in Exhibit "A" which
is attached to this Lease, and is incorporated into and made a part of this Lease for all
purposes (collectively referred to as "Premises" or "Leased Premises" in this Agreement).
Description of Leased Premises:
Executive Terminal Building: 5,240 sq. ft. and land area 33,650 sq. ft.
*Partial (5,240 of total 9,528 sq. ft.)
Hangar Building #108: 11,280 sq. ft. and land area 4,650 sq. ft.
Hangar Building #302: 11,000 sq. ft. and land area 5,175 sq. ft.
Land Fuel Storage Tanks: 2,530 sq. ft.
Land DeicingTanks: anks: 2,200 sq. ft.
Land Vehicle Parking Lot: 27,300 sq. ft. (16,107: ratio of 59% of leased sq. ft.).
Concrete Apron - Executive: 75,000 sq. ft.
Concrete Apron — Hangar # 108: 12,000 sq. ft.
Concrete Apron — Hangar #302: 12,000 sq. ft.
Asphalt Apron — Fuel Storage: 1,990 sq. ft.
If other space, currently occupied by third parties, becomes available within the
Executive Terminal, Lessee shall have the right of first refusal to lease the space. If
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Lessee chooses to lease the space, the parking lot space percentage and building square
footage amount shall be increased proportionately with written consent of the Director.
1.02 USE OF AIRPORT
Lessee shall use the Leased Premises for Commercial Aeronautical Use. Lessee shall not
use the Leased Premises identified as contrary to the Airport Layout Plan, Airport Land
Use Plan, and/or Legal Requirements. This Agreement incorporates the General Aviation
Minimum Standards as may be amended from time -to -time. This document is attached to
this Agreement as Exhibit "C".
City shall make no warranty or representation of any kind concerning the condition of the
Leased Premises or the fitness of the Leased Premises for the uses and Activities
intended. Lessee shall comply with all applicable Legal Requirements.
1.03 PUBLIC BENEFIT
Lessee agrees to operate the Leased Premises for the use and benefit of the public and
further agrees:
A. To use reasonable efforts to furnish good, prompt, and efficient services adequate
to meet all the demands for its services at the Airport;
B. To furnish said services on a reasonable, and not unjustly discriminatory, basis to
all users thereof; and
C. To charge reasonable and not unjustly discriminatory prices for each unit or
service provided the Lessee may be allowed to make reasonable and
nondiscriminatory discounts, rebates, or other similar types of price reductions to
volume purchasers.
ARTICLE TWO
TERM
2.01 TERM
The initial term of this Agreement shall be for a period of ten (10) years commencing on
the execution of this Agreement and ending on July 31, 2032, unless terminated sooner as
proved in this lease. Prior to expiration of this Lease, Lessor, and Lessee shall engage in
good faith negotiations to renew and extend this Lease.
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The term is commensurate with the amount of Capital Investment made by the Lessee in
the Leased Premises and/or on the Airport, consistent with the Capital Investment made
by the lessee in the leased premises and/or on the Airport, consistent with the FBO
Capital Investment schedule.
FNMUrIVE TERMINAL:
SQ. FT. 294,077
Amount of Investme = $1,000,000 = 10 year lease
HANGAR 108:
SQ. FT. 27,930
Amount of Investme = $ 100,000 = 10 year lease
HANGAR 302:
SQ. FT. 28,175
Amount ofInvestme = $ 100,000 = 10 year lease
2.02 HOLDING OVER
In the event Lessee remains in possession of the Leased Premises after the expiration of
this Agreement, the rents, fees, and other charges paid during the holding over period
shall be equal to a minimum of 150% of the monthly rents, fees, and other charges that
were charged by the City at the time the Agreement expired. In no case shall a holdover
by Lessee be construed to be a renewal or extension of the Lease.
ARTICLE THREE
RENTAL AND FEES
3.01 RENTALS
In consideration of the rights and privileges herein granted as singularly related to its use
and enjoyment of the Leased Premises, Lessee shall pay to the City the following:
A. EXECUTIVE TERMINAL AND HANGAR BUILDINGS
Rental for the Buildings, described in Article I, Paragraph 1.01 as follows:
Executive Terminal: 5,240 sq. ft. at $6.17 per sq. ft. per year ($32,330.80 annually;
$2,694.23 monthly).
*Partial (5,240 of total 9,528 sq. ft.)
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Hangar Building #108: 11,280 sq. ft. at $1.7110 per sq. ft. per year ($19,300.08
annually; $1,608.34 monthly).
Hangar Building # 302: 11,000 sq. ft. at $1.618 per sq. ft. per year ($17,798.00
annually; $1,483.17 monthly).
Such rental for the building and hangar areas shall be payable each month in the
amount which sums are approximately equal to one -twelfth (1/12) of said annual
rental for the building and hangar areas, due hereunder.
If other space becomes available within the Executive Terminal and Lessee wishes to
lease the vacated space, Lessee responsibility and percentage of the parking lot shall
be increased proportionately.
B. GROUND/LAND AREA
Ground rental for adjacent land area described in Article I, Paragraph 1.01 as follows:
Land Area — Executive Terminal: 33,650 sq. ft.
Land Area — Hangar Building #108: 4,650 sq. ft.
Land Area — Hangar Building: 5,175 sq. ft.
Land Area — Fuel Storage Tanks: 2,530 sq. ft.
Land Area — DeicingTanks: anks: 2,200 sq. ft.
Land Area — Vehicle Parking Lot: 27,300 sq. ft. (Executive Terminal Building leased
space ratio of 59% = 16,107 sq. ft.).
TOTAL LAND AREA: 64,312 sq. ft. @ $.2034 per sq. ft. per year ($13,081.06
annually; $1,090.09 monthly).
Asphalt Apron — Fuel Storage: 1,990 sq. ft.
Concrete Apron — Executive Terminal: 75,000 sq. ft.
Concrete Apron — Hangar #108: 12,000 sq. ft.
Concrete Apron — Hangar #302: 12,000 sq. ft.
TOTAL APRON AREA: 100,990 sq. ft. @ $.2034 per sq. ft. per year ($20,541.37
annually; $1,711.78 monthly).
Such ground rental shall be payable each month in the amount which sums are
approximately equal to one -twelfth (1/12) of the annual ground rental, due hereunder.
If Lessee uses the asphalt apron west of the Executive Terminal, this Lease shall be
deemed by the Parties to have included the full area of the apron (151,300 sq. ft.), and
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Lessee shall, upon inception of said use, for the duration of the Lease, and in addition
to all other amounts, pay to Lessor for use of the asphalt apron rent based on the
current land rate.
C. ADJUSTMENT OF RENTS. The parties hereto mutually agree that during the term
of this Agreement, and during any renewal period, except as otherwise might be set
out in this Agreement, all rents shall be adjusted every five years thereafter based on
the findings of a Rent Study. The City shall engage an Appraiser to determine market
value. The Appraiser shall use current appraisal methods that are appropriate for
appraising Airport land and/or improvements used for aviation purposes. Appraiser
shall use an appropriate and justifiable rate of return for Airport properties. The
subject property shall be appraised assuming the highest and best use is aviation
related. Additionally, the appraisal shall meet the Uniform Standards of Professional
Appraisal Practice.
On an annual basis between each Rent Study, all rents shall be adjusted based on the
change in the Consumer Price Index (CPI). CPI shall mean the Consumer Price Index
for All Urban Consumers published by the United States Department of Labor, Bureau
of Labor Statistics.
Beginning January 1, 2023, the rental rates shall be adjusted upward or downward for
each ensuing calendar year in direct proportion to the fluctuation in the CPI. Any
adjustment to the rental rates from changes in the CPI shall be determined by
calculating the increase or decrease in the CPI for the preceding 12 months.
3.02 CHARGES AND FEES
The City may assess charges and fees to those using, occupying, or conducting operations
at the Airport. Any such charges and fees shall be lawful, reasonable, and
nondiscriminatory.
Lessee understands and acknowledges Fuel flowage fees and public ramp parking fees,
which pertain to commercial activities rather than the lease of property, may be assessed
on a non-discriminatory basis in accordance with Airport's rates and charges schedule, as
approved by the City Council.
If Lessee requests and receives authorization to perform self -fueling or operate as a Fixed
Base Operator selling fuel subject to the requirements of Minimum Standards, a fuel
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flowage fee of eight cents ($.08) per gallon for each gallon of aviation fuel delivered to
Lessee or its agents for Lessee's own consumption or re -sale at Lubbock International
Airport, excluding that sold or delivered by Lessee to a regularly certified airline under
contract with City as a part of the pecuniary consideration herefor and except flowage
fees paid by the supplier on behalf of Lessee. The aforesaid flowage fees, if not paid by
the supplier, shall be due on the twentieth (20th) day of each month succeeding that in
which the aircraft fuels and lubricants are received by Lessee. It is understood and
agreed that the total gallonage delivered to or purchased by Lessee, other than gasoline
delivered to regularly scheduled airlines operating under a contract or lease with City,
may be reduced by an amount not to exceed two percent (2%) in computing charges as a
maximum loss allowance from any and all causes.
No later than sixty (60) days prior to the end of each calendar year, City shall notify
Lessee in writing of changes in such charges or fees and the methodology of determining
such charges and fees.
3.03 SECURITY BADGES
In addition to the above rental and fees, Lessee shall pay the City a processing fee for
fingerprintibackground check and security badges for each of Lessee's Employees on the
Leased Premises. A security badge deposit may be established and implemented at any
time with thirty (30) days advance notice given to Lessee. The Director shall determine
the amount of the processing fees and deposit, each of which shall be reasonable and
uniform for all similarly situated tenants at the Airport. Said deposit shall be refundable
upon return of the badges to the Director.
3.04 PAYMENTS
All payments shall become due and payable on or before the 20th day of each month by
the Lessee under this Agreement and shall be made to Lubbock Preston Smith
International Airport, 5401 N. MLK Blvd. Unit 389, Lubbock, Texas 79403. Lessee shall
pay City a late payment charge of five percent (5%) of the total amount of rentals payable
if payment of such rentals is not received by City on or before the 25th day of the month.
3.05 DEFAULT FOR FAILURE TO PAY RENTALS OR FEES
If Lessee fails to pay any rent due and owing to City hereunder within fifteen (15) days of
the due date, the Director shall provide written notice to the Lessee. Thereafter, if the
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rent remains unpaid for more than fifteen (15) days after such notice is received, City
may exercise its rights under Article Seven of this Agreement.
ARTICLE FOUR
CAPITAL IMPROVEMENTS
4.01 CONSTRUCTION OF CAPITAL IMPROVEMENTS
Lessee's construction of the Leasehold Improvements shall be subject to the provisions of
this Section and shall be at Lessee's sole cost and expense, without any reimbursement
from the City. The construction of the Leasehold Improvements will be done by Lessee
pursuant to the terms of this Lease. Lessee will occupy the Premises in its `as is'
condition, and no Leasehold Improvements installed and paid for by Lessee will be
subject to subsequent buyout by the City under any circumstances. No part of the
Leasehold Improvements shall be constructed, installed, expanded, modified, or
removed; nor shall material modifications be made to the Leasehold Improvements
without the prior written consent of the Director, which shall not be unreasonably
withheld, conditioned, or delayed.
4.02 MINIMUM CAPITAL INVESTMENT
It is expressly agreed and understood that Lessee is leasing the Premises for the purpose
of developing and constructing the Leasehold Improvements in accordance with Plans
and Specifications as specified in this Section 4 of this Lease. It is expressly agreed and
understood the Leasehold Improvements must meet or otherwise be subject to the
enforcement described therein, and that Lessee shall expend no less than an amount equal
to: ONE MILLION dollars ($1,000,000) to improve the Executive Terminal, ONE
HUNDRED THOUSAND dollars ($100,000) to improve Hangar # 108, and ONE
HUNDRED THOUSAND dollars ($100,000) to improve Hangar #302 at Lessee's sole
cost and expense. As used herein, "Minimum Capital Investment" shall mean and include
the following Leasehold Improvement costs and expenditures made by Lessee: hard
construction costs (including demolition, excavation, grading, and construction on the
Premises and general contractor overhead and profit).
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4.03 DOCUMENTATION OF MINIMUM CAPITAL INVESTMENT
Within ninety (90) days of completing construction or the issuance of a Certificate of
Occupancy for each portion of the Leasehold Improvements, whichever occurs first,
Lessee shall provide to the Director sufficient documentation, in such form and detail as
the Director may require, to establish the amount Lessee has expended towards the
Minimum Capital Investment on the Leasehold Improvements. Additionally, by ninety
(90) days after the completing the last of the Leasehold Improvements, Lessee shall
provide to the Director sufficient documentation, in such form and detail as the Director
may require, to establish the total amount Lessee has expended towards meeting the
Minimum Capital Investment on the Leasehold Improvements.
The Director may, in that individual's sole discretion, expand the time for submitting said
documentation by written notice to Lessee, and may require submittal of additional
documentation. In the event that the Director determines that Lessee has failed to expend
the total Minimum Capital Investment for the Leasehold Improvements, the Director
shall notify Lessee of any such deficiency. If the Director notifies Lessee that there was a
deficiency in the costs expended in the construction of the Leasehold Improvements, then
Lessee shall have twelve (12) months from the receipt of said notice to expend the
amount of any such deficiency on additional improvements, additions, or betterments to
the Leasehold Improvements, subject to all of the provisions of this Section 4. Lessee
shall, within thirty (30) days after the expiration of said twelve (12) month period,
provide further documentation to the Director sufficient to establish that Lessee has
expended the amount of any such deficiency on additional improvements, additions, or
betterments to the Premises via the Leasehold Improvements. If the Director determines,
after such further documentation has been provided, that Lessee has failed to expend the
Minimum Capital Investment, then the Director shall provide written notice to Lessee of
the amount of such continuing deficiency, and Lessee shall have thirty (30) days from the
date of such notice to pay to the City an amount equal to the difference between the
Minimum Capital Investment and the actual sum expended. Payment of said sum as
required herein shall be deemed to be additional Rental due and payable within said thirty
(30) day period, and shall be subject to the payment provisions of Section 3 of this Lease.
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ARTICLE FIVE
LESSEE'S RIGHTS, PRIVILEGES, AND OBLIGATIONS
5.01 LESSEE'S RIGHTS
During the term of this Lease, Lessee, and its tenants shall have use of, in common with
others at the Airport, and free of additional charge, all runways, taxiways, public ramps,
and public parking areas available at the Airport, and the right of ingress to and egress
from the above described Premises, which right shall extend to Lessee's Employees,
guests, invitees, tenants, and patrons. Lessee has the right and privilege to control activity
on its Leased Premises subject to applicable federal, state, and local rules and regulations.
If, during the term of this Agreement and Lessee is in Good Standing, the use of the
Airport by Lessee is temporarily suspended, restricted, or interfered with for a period of
thirty (30) consecutive days or more for reasons beyond the practical control of the City,
in such manner so as to substantially affect the use of the Leased Premises or operation of
Aircraft by Lessee or its tenants, all fees during such period shall abate and the term of
the Agreement shall, at the election of Lessee, be extended for an equivalent period of
time.
5.02 LESSEE'S DUTY TO REPAIR
Except as provided herein, any property of City, or for which City may be responsible,
which is damaged or destroyed incident to the exercise of the rights or privileges herein
granted, or which damage or destruction is occasioned by the negligence of Lessee, its
Employees, agents, servants, patrons, or invitees shall be properly repaired or replaced by
Lessee to the reasonable satisfaction of the Director. In lieu of such repair or
replacement, Lessee shall, if so required by the Director, pay City the replacement cost of
such property.
5.03 PARKING
Lessee shall, at its sole cost and expense, provide adequate and suitable parking areas for
use by its customers, Employees, patrons, guests, and invitees upon its Premises.
5.04 WAGES
The Parties hereto acknowledge and agree that any Improvements constructed on the
Leased Premises by Lessee shall be considered Public Works for the purposes of
determining applicability of Chapter 2258, Texas Government Code. The Parties further
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agree that all wages paid by Lessee in connection with the construction of said
Improvements shall comply with the prevailing wage requirements set forth in state and
federal law including Chapter 2258, Texas Government Code.
5.05 WARRANTY OF NO SOLICITATION
Lessee warrants that it has not employed any person employed by City to solicit or secure
this Agreement upon any agreement for a commission, percentage, brokerage, or
contingent fee.
5.06 LESSEE'S OBLIGATIONS
Lessee shall be responsible for maintaining an on -going business at the Airport and
complying with the PMCDs throughout the term of the Agreement. Additionally, any
modifications to the business or corporate structure of the Lessee shall be communicated
in advance to the Director.
Lessee shall be responsible for the conduct, demeanor, and appearance of Lessee's
representatives, officers, officials, Employees, agents, and volunteers at the Airport and
on the Lease Premises. Lessee shall be responsible for conducting Lessee's authorized
Activities in a manner that does not interfere with or disturb others while also complying
with applicable Legal Requirements.
Lessee shall be responsible for promptly paying when due and owing all:
A. UTILITIES - Lessee shall assume and pay a percentage of costs and/or charges for
metered utility services provided to Lessee at the Premises during the term of this
Agreement. The percentage will be based on the amount of leased space within the
building assigned to Lessee. Lessee shall have the right, with written approval of
City, to connect to any storm and sanitary sewers, and water, and utility outlets, the
cost of usage, extension, installation, and meters, where required, to be paid by the
Lessee. If during the lease term, Lessee becomes the sole occupant of the Executive
Terminal, Lessee will assume full responsibility of utility expenses.
B. TRASH, GARBAGE, REFUSE, ETC. - Lessee shall provide a complete and proper
arrangement for the adequate sanitary handling and disposal, away from the Airport,
of all trash, garbage, and other refuse produced as a result of Lessee's business
operations on the Leased Premises.
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C. PAYMENT OF TAXES, FEES, AND ASSESSMENTS - The Lessee agrees to pay
promptly when due all federal, state, and local government taxes, license fees, and
occupation taxes levied on either the Leased Premises or on the business conducted
on the Leased Premises or on any of Lessee's property used in connection therewith,
except as provided herein.
Taxation may be subject to legal protest in accordance with the provisions of the
taxing authority whose levy is questioned. Any protest shall be at the sole expense of
Lessee. Delinquency in payment of such obligations after any protest has been settled
shall, at the option of the City, be cause for immediate termination of this Lease.
D. PAYMENT OF EXPENSES — Lessee shall pay all costs, expenses, and other
charges relating to the Leased Premises, Improvements, and/or Lessee's Activities.
5.07 BASED AIRCRAFT
If Based Aircraft are located on the Leased Premises, the Lessee shall provide an annual
Based Aircraft report to the Director in compliance with the PMCDs.
5.08 AMERICANS WITH DISABILITIES ACT
Lessee shall be solely and fully responsible for complying with the Americans with
Disabilities Act of 1990 as amended from time -to -time, with respect to the Leased
Premises and its Activities at the Airport.
5.09 NON-DISCRIMINATION PRACTICES
Lessee, its agents and Employees will not discriminate against any person or class of
persons by reason of race, creed, color, national origin, age, sex, or disability in providing
any services or in the use of any of its facilities provided for the public. Lessee further
agrees to comply with such enforcement procedures as the United States Government
might demand that the City take in order to comply with the Sponsor's Assurances.
Lessee agrees not to discriminate against any Employee or applicant for employment
because of race, creed, color, national origin, age, sex, or disability.
5.10 SECURITY ACCESS
Lessee agrees to control all access to the Aircraft Operations Area (AOA) through the
Leased Premises and through gates assigned to or controlled by Lessee so as to prevent
unauthorized entry to the airfield by persons, animals, or vehicles. In the event that
unauthorized access to the AOA is gained through the Leased Premises or any area which
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Lessee controls or is obligated to control, any fines or penalties assessed by the
Transportation Security Administration (or other authorized Agency) shall be the
responsibility of the Lessee and Lessee hereby agrees to promptly pay all such fines or
penalties without delay and make any and all requested changes in operations or facilities
necessary to maintain Airport security and prevent reoccurrence of any unauthorized
entry. Lessee shall place appropriate signage on all doors with AOA access to prevent
unauthorized access. Failure to comply with this paragraph shall be cause for immediate
termination of this Agreement by City.
ARTICLE SIX
RIGHTS RESERVED TO CITY
6.01 SAFETY
City reserves the right to take any action it considers necessary to protect the aerial
approaches of the Airport against obstruction, together with the right to prevent Lessee
from constructing or permitting construction of any building or other structure on or off
the Airport which, in the opinion of City, would limit the usefulness of the Airport or
constitute a hazard to aircraft.
6.02 MAINTENANCE OF PUBLIC AREA
City reserves the right, but shall not be obligated to Lessee, to maintain and keep in repair
the landing area of the Airport and all publicly -owned facilities of the Airport. Lessee
will perform no maintenance activities outside the Leased Premises without the consent
of the Director.
6.03 STANDARDS
City reserves the right to establish reasonable standards for the construction and
maintenance of and alterations, repairs, additions, or improvements of Lessee's facilities.
This includes structural design, color, materials used, landscaping, and maintenance of
Lessee's facilities and Leased Premises. Lessee shall comply with applicable statutes,
ordinances, building codes, and rules and regulations of all governmental agencies as
may have jurisdiction at the time. Subject to Lessee's Duty to Repair (5.02), City will
not require Lessee to reconstruct or alter an existing improvement that has been
constructed and maintained in good condition under a prior design standard.
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6.04 TIME OF EMERGENCY
During time of war or national emergency, the City shall have the right to lease the
landing area and any other portion of the Airport to the United States for governmental
use and if any such lease is executed, the provisions of this instrument and any associated
rentals and fees, insofar as they are inconsistent with the provisions of the lease to the
United States, shall be suspended.
6.05 DEVELOPMENT OF AIRPORT
City reserves the right to further develop or improve the Airport. However, the City shall
notify Lessee, in writing, prior to the planned development or improvement affecting
Lessee's Leased Premises.
6.06 SPONSOR'S ASSURANCE SUBORDINATION
This Lease shall be subordinate to the provisions of any existing or future agreement
between the City and the United States concerning the operation or maintenance of the
Airport, the execution of which has been or may be required as a condition precedent to
the expenditure of federal funds for the development of the Airport. Should the effect of
such agreement with the United States be to take any of the property under this Lease or
otherwise diminish the commercial value of this Lease, the City shall not be held liable
therefor. However, if the commercial value is appreciably diminished, City and Lessee
shall engage in good faith negotiations to determine a fair and equitable adjustment to
rentals and fees.
The City covenants and agrees that it will during the term of this Agreement operate and
maintain the Airport as a public facility consistent with and pursuant to the Assurances
given by the City to the United States Government under federal law.
6.07 INSPECTION OF LEASED PREMISES
City reserves the right to conduct inspections of the Leased Premises at reasonable times
to ensure fire, safety, and sanitation regulations and other provisions contained in this
Lease are being adhered to by the Lessee.
6.08 INSPECTION OF BOOKS & RECORDS
The Lessee, following accepted accounting practices and procedures, will maintain true
and accurate books, records and receipts, which will show Fuel flowage. Such books and
records may be inspected at any time by City or its duly authorized representatives at
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Lubbock, Texas, upon reasonable notice to Lessee. In the event Lessee requests such
inspection to be performed outside the Lubbock area, such request may be honored at
City's discretion; however, any and all expenses incurred by so doing shall be reimbursed
by the Lessee. Lessee agrees to furnish facts and figures necessary to determine the
amount to be paid City.
6.09 RESERVATION OF AVIGATIONAL EASEMENT
City reserves to itself and its successors and assignees, for the use and benefits of the
public, a right of avigation over the Leased Premises for the passage of Aircraft utilizing
the Airport.
ARTICLE SEVEN
GENERAL CONDITIONS
7.01 BUSINESS SOLICITATIONS
All of Lessee's business operations and solicitations will be confined to the Leased
Premises.
7.02 RULES AND REGULATIONS
City reserves the right to issue through its Director such reasonable rules, regulations and
procedures for activities and operations conducted on the Airport as deemed necessary to
protect and preserve the safety, security, and welfare of the Airport and all persons,
property, and facilities located thereon.
The Lessee's officers, agents, employees, and servants will obey all rules and regulations
which may be promulgated from time to time by the City or its authorized agents at the
Airport, or by other lawful authority, to ensure the safe and orderly conduct of operations
and traffic on the Airport.
7.03 OPERATION OF AIRCRAFT, COMPLIANCE WITH RULES AND
REGULATIONS
Lessee agrees to operate and conduct its business upon the Leased Premises and at the
Airport at all times in compliance with applicable federal, state, and local rules and
regulations. Lessee further agrees in the event a civil penalty or fine is levied against the
Airport as a result of Lessee's failure to comply or act in accordance with said
regulations, statutes, and/or ordinances, Lessee shall within fifteen ( 15) days reimburse
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the Airport the full amount of the penalty or fine and take reasonable steps to
immediately correct the failure, act, or omission leading to, causing, or contributing to the
violation. Failure of the Lessee to timely comply with any requirement of this paragraph
shall be cause for immediate termination of this Lease Agreement by the Director.
Provided, however, that the duty of the Lessee to reimburse City is subject to City
providing timely written notice of any potential fine or penalty. Lessee shall be provided
notice to participate in the proceeding and defend itself, with counsel of its choice, at its
own cost.
7.04 IMPROVEMENTS OR ALTERATIONS
Lessee may not, absent the prior written consent of the Director in principle to the
proposed activities, erect, maintain, alter, remodel, reconstruct, rebuild, replace, and
remove buildings and other improvements on the premises, and correct and change the
contour of the premises.
Lessee agrees any said improvements or alterations approved by Director, shall be
subject and conform to the primary management compliance documents herein `PMCDs'
and all applicable legal requirements as set forth by the Director and any amendments
thereto. No part of the Leasehold Improvements shall be constructed, installed, expanded,
modified, or removed; nor shall material modifications be made to the Leasehold
Improvements without the prior written consent of the Director, which shall not be
unreasonably withheld, conditioned, or delayed.
All improvements, located on Airport property and within the legal boundaries as
identified on the Airport Layout Plan, shall comply with the PMCDs and all applicable
Legal Requirements. Lessee shall procure all necessary permits including, but not
limited to, all City of Lubbock building, fire, safety, and other required permits for
improvements located on Airport property and within the legal boundaries as identified
on the Airport Layout Plan. Construction shall be completed within 12 months from the
beginning of the Term.
In the event Director shall consent in principle to the proposed activities of Lessee, such
activities of Lessee are subject to the following:
a. Lessee bears the cost of any such work.
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b. The premises must at all times be kept free of mechanics' and
materialmen's Liens.
Director must be notified of the time for beginning and the general nature of any such
work, other than routine maintenance of existing buildings or improvements, at the time
the work begins. Lessee shall comply with applicable statutes, ordinances, building
codes, and rules and regulations of all governmental agencies as may have jurisdiction at
the time.
7.05 ADVERTISING
The Lessee will erect no outdoor advertising or identification signs and will distribute no
advertising in the Airport or on Airport property without the prior written consent of the
Director. Said consent will not be unreasonably withheld. Lessee's signage shall be in
compliance with applicable City of Lubbock code of ordinances.
7.06 LIENS PROHIBITED
Lessee shall not bind or attempt to bind the City for payment of any money in connection
with the construction, repairing, alterations, additions, or reconstruction work on the
Leased Premises. Lessee shall not permit any mechanic's, materialman's, or contractor's
liens to arise against the Premises or improvements thereon, or any equipment,
machinery, and fixtures thereon belonging to the City. Lessee expressly agrees that it will
keep and save the Premises and the City harmless from all costs and damages resulting
from any liens of any character created or that may be asserted through any act or thing
done by the Lessee.
In the event that, as a result of Lessee's actions, any mechanic's lien or other lien or order
for payment shall be filed against the Leased Premises or improvements thereon, or
against City -owned property located thereon during the term of this Agreement, or during
any subsequent extension, Lessee shall defend on behalf of the City, at Lessee's sole cost
and expense, any action, suit, or proceeding which may be brought thereon or for the
enforcement of such lien or order. Failure of the Lessee to comply with any requirement
of this section after having received fifteen (15) days written notice thereof shall be cause
for termination of this Agreement by the City.
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7.07 MAINTENANCE
Lessee shall, at its own cost and expense, maintain the Leased Premises in a presentable
condition, reasonable wear and tear excepted, reasonably free of trash, debris, and weeds,
and consistent with good business practices. Lessee shall maintain landscaping
surrounding the Leased Premises. Lessee shall repair all damages to Leased Premises
caused by its employees, patrons, or business operations thereon; shall perform all
maintenance and repair to the interior, including all HVAC and venting systems; and
shall repaint hangar/building as necessary to maintain a clean and attractive appearance.
Lessee shall also maintain any drainage structures or other improvements installed for the
benefit of Lessee, septic systems, ceilings, floor coverings, locks, doors, overhead doors,
specialized ramp doors, window glass, parking lots, and/or surfaces used for Employee
and/or customer parking. Lessee shall pay HVAC and venting systems maintenance and
repair based on the percentage of space leased within the Executive Terminal. If Lessee
becomes the sole occupant of the facility, Lessee will assume full responsibility of
HVAC and venting systems associated with the Executive Terminal. The City shall, at its
own cost and expense, maintain the roof, foundation, floors, and load -bearing walls on
City -owned buildings/hangars. City shall not; however, be responsible for repair to the
extent that insurance coverage will provide payment. Upon written notice by City to
Lessee, Lessee shall be required to perform whatever reasonable maintenance, City
deems necessary. If said maintenance is not undertaken by Lessee within twenty (20)
days after receipt of written notice, City shall have the right to enter upon the Leased
Premises and perform the necessary maintenance, the cost of which shall be paid by
Lessee. Lessee shall not, in any case, be required to pay for cost of mitigation,
abatement, or removal of asbestos not installed by Lessee.
ARTICLE EIGHT
INDEMNIFICATION AND INSURANCE
8.01 INDEMNIFICATION
The Lessee shall be deemed an Independent Operator and contractor responsible to all
parties for its respective acts and omissions, and the City shall in no way be responsible
therefore. Lessee shall indemnify and hold harmless, to the fullest extent permitted by
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law, City, and City's respective officers, Employees, elected officials and agents, from
and against any and all losses, damages, claims or liabilities, of any kind or nature, which
arise directly or indirectly, or are related to, in any way, manner, or form, the Activities
of Lessee contemplated hereunder. Lessee further covenants and agrees to defend any
suits or administrative proceedings brought against the City and/or City's respective
officers, Employees, elected officials, and/or agents on account of any claim for which it
is obligated to indemnify City, and to pay or discharge the full amount or obligation of
any such claim incurred by, accruing to, or imposed on City, or City's respective officers,
Employees, elected officials, and/or agents, as applicable, resulting from the settlement or
resolution of said suits, claims, and or administrative proceedings. In addition, Lessee
shall pay to City, City's respective officers, Employees, elected officials and/or agents, as
applicable, all attorney fees incurred by such parties in enforcing Lessee's indemnity in
this section.
Indemnification — Environmental Harm. Without limiting any provisions of this
Agreement, Lessee shall also defend, indemnify, and hold City and its respective officers,
Employees, elected officials, and agents harmless from and against all suits, actions,
claims, demands penalties, fines liabilities, settlements, damages, costs, and expenses
(including but not limited to reasonable attorney's and consultant's fees, court costs, and
litigation expenses) of whatever kind or nature, known or unknown, contingent or
otherwise, brought against City arising out of or in any way related to:
1. Any actual, threatened or alleged contamination by hazardous substances of the
Premises or contamination by hazardous substances of the Airport by Lessee or its
agents;
2. The presence, disposal, release, or threatened release of hazardous substances by
Lessee or its agents at the Airport that is on, from, or affects the soil, air, water,
vegetation, buildings, personal property, persons, animals, or otherwise;
3. Any personal injury (including wrongful death) or property damage (real or
personal) arising out of or related to hazardous substances by Lessee at the
Airport; or
4. Any violation by Lessee of any Environmental Laws that affects the Airport.
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8.02 INSURANCE
The Lessee shall carry and maintain insurance at all times that this Lease is in effect, at
Lessee's sole expense and with an underwriter authorized to do business in the State of
Texas and acceptable to the City. To the extent permitted by law, the policies shall
include a waiver of subrogation and name the City as additional insured.
Commercial General Liability Insurance (CGL)
$15,000,000 per occurrence to include products and completed operations,
property damage, bodily injury and personal & advertising injury. $30,000,000
general aggregate limit shall apply separately to this location or the general
aggregate limit shall be twice the required occurrence limit. $2,000,000 per
occurrence for Unlicensed Vehicles.
Automobile Liability
$1,000,000 per occurrence in a Non -Movement Area covering any auto or if
Lessee has no owned autos, hired and non -owned autos, with limit no less than
$1,000,000 per accident for bodily injury and property damage. $2,000,000 per
occurrence in a Movement Area covering any auto or if Lessee has no owned
autos, hired and non -owned autos, with limit no less than $2,000,000 per accident
for bodily injury and property damage.
Hangarkeepers Liability
With a limit not less than $10,000,000 combined single limit per occurrence and
$15,000,000 aggregate.
Environmental Liability (Combined Single Limit)
$2,000,000
Workers' Compensation and Employer Liability: Limits based upon statutory
requirements. Lessee shall obtain workers' compensation coverage pursuant to Section
406.002 of the Texas Labor Code. Further, Lessee shall maintain said coverage
throughout the term of this Agreement and shall comply with all provisions of Title 5 of
the Texas Labor Code to ensure the Lessee maintains said coverage. Any termination of
workers' compensation insurance coverage by Lessee or any cancellation or nonrenewal
of workers' compensation insurance coverage for the Lessee shall be a material breach of
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this Agreement. To the extent permitted by law, the policy shall include a waiver of
subrogation.
Current Certificates of Insurance and Endorsements shall be provided to the City, or other
satisfactory evidence of insurance shall be filed with the Director by the Lessee. The
Lessee or its insurer shall notify the Director of any alteration, renewal, or cancellation of
this coverage, which shall remain in full force and effect until at least ten (10) days after
such notice of alteration, renewal, or cancellation is received by the Director.
ARTICLE NINE
SUBLEASE, SALE, ASSIGNMENT, OR TRANSFER
9.01 SUBLEASING
Lessee shall not sublease, sell, assign, or transfer the Agreement, in whole or in part, or
any interest in the Agreement, or any rights or obligations the Lessee has under the
Agreement, without the prior written consent by the Director.
A. SUBLESSEE OBLIGATIONS
If Lessee receives written consent from the Director, Sublessee shall comply with the
PMCDs and all applicable Legal Requirements.
B. SUBLEASING RESTRICTIONS
If Lessee receives written consent from the Director, Sublessee shall be subject to all
applicable terms and conditions of the Lessee's Agreement governing the land and/or
improvements being subleased. Any Sublease made contrary to the requirements of
this section shall be null and void.
9.02 SALE, ASSIGNMENT, OR TRANSFER
Lessee shall not sell, assign, or transfer the Agreement, in whole or in part, or any interest
in the Agreement, or any rights or obligations the Lessee has under the Agreement,
without the prior written consent by the Director.
• If Lessee is desirous of such a sale, assignment, or transfer, the Lessee shall submit a
written request to the Director for approval. The request shall be accompanied by a
completed Application by the entity requesting assignment (Assignee).
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• At the time a sale, assignment, or transfer is approved in writing by the Director, the
Lessee shall reimburse the City for attorney's fees and expenses incurred by the City
relating to the sale, assignment, or transfer in the sole discretion of the City.
• The Assignee shall satisfy all criteria set forth in all PMCDs and all applicable Legal
Requirements.
Written consent of the Director is not required in connection with: (a) the merger,
consolidation, or reorganization of the Lessee with any Affiliate of the Lessee, (b) the
sale of all or substantially all of the assets of the Lessee to any Affiliate of the Lessee, or
(c) assignment to any Affiliate of the Lessee.
Any sale, assignment, or transfer, with exception of the situations and/or circumstances
noted in this section, made without the prior written consent of the Director shall be
considered null and void.
9.03 CHANGE IN CONTROLLING OWNERSHIP
Any change in the controlling ownership of a Lessee is subject to the prior written
consent of the Director, which consent, subject to the process described below, shall not
be unreasonably withheld, conditioned, or delayed.
If a Lessee is desirous of changing its controlling ownership, the Lessee shall submit a
completed Application to the Director for review. If the Application is acceptable to the
Director, the Director shall submit the Application and a recommendation to the City for
review and consideration.
• At the time the change in controlling ownership is approved in writing by the
Director, the Lessee shall reimburse the City for attorney's fees and expenses
incurred by the City relating to the application for change of controlling ownership in
the sole discretion of the City.
Any change in controlling ownership made without the prior written consent of the
Director shall be considered null and void.
9.04 ENCUMBRANCES AND MORTGAGES
Lessee shall not mortgage, pledge, assign as collateral, encumber or in any manner
transfer, convey, or dispose of the Leased Premises or any interest therein without the
prior written consent of the Director.
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If Lessee is desirous of mortgaging, pledging, assigning as collateral, encumbering or in
any manner transferring, conveying, or disposing of the Leased Premises or any interest
therein, the Lessee shall submit a written request to the Director for review. If the request
is acceptable, the Director shall submit the request and a recommendation to the City for
review and consideration.
At the time the request is approved in writing by the Director, the Lessee shall
reimburse the City for attorney's fees and expenses incurred by the City relating to
the encumbrance request in the sole discretion of the City.
Any encumbrance made without the prior written consent of the City shall be considered
null and void.
9.05 RELOCATION
In the event that relocation is deemed necessary (e.g., to correct deviations from 14 CFR
Part 77, to ensure consistency with the Airport Layout Plan, etc.), the City shall provide
Airport land and/or Improvements that are similar to the Airport land and/or
Improvements currently being occupied and/or used by the Lessee. Such Airport land
and/or Improvements shall be leased to the Lessee under the same terms and conditions
as stipulated in the existing Agreement.
If similar Airport land and/or Improvements are not available, the City may, in its sole
discretion, buyout the leasehold interest held by the Lessee at the market value
determined by an Appraiser engaged by the City. If Lessee disagrees with the market
value conclusion reached by the Appraiser, the Lessee shall have the right to initiate a
dispute resolution process.
If the relocation is solely for the benefit of the City, the City shall pay all reasonable (and
verifiable) relocation costs and expenses associated with relocating the Lessee.
Relocation shall follow all applicable federal, FAA, and Texas Legal Requirements for
relocation proceedings and any appraisal report shall meet the requirements of such.
9.06 RIGHTS OF OTHERS
It is clearly understood by the Lessee that any person, firm, or corporation operating
Aircraft at the Airport has the right or privilege to perform any services on its own
Aircraft with its own regular Employees (including, but not limited to, maintenance and
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repair). The rights of said person, firm, or corporation are subject to the rights of Lessee
as set forth in 1.02.
9.07 VEHICULAR MOVEMENT
Except as specifically authorized by the Director, or designated other, Lessee will not
permit the driving of vehicles by Employees, customers, guests, or invitees on the ramp,
taxiways, and runways.
9.08 EXCLUSIVITY
It is understood and agreed that nothing herein contained shall be construed to grant or
authorize the granting of an Exclusive Right to conduct any Activities, including, but not
limited to charter flights, pilot training, Aircraft rental and sightseeing, aerial
photography, crop dusting, aerial advertising and surveying, air carrier operations,
Aircraft sales and services, sale of aviation petroleum products whether or not conducted
in conjunction with other Activities, repair and maintenance of Aircraft, sale of Aircraft
parts, and any other Activities which because of their direct relationship to the operation
of Aircraft can be regarded as an Activity.
9.09 NO RESIDENTIAL USE
It is understood and agreed Lessee shall not permit or enter into any arrangement that
results in permission for the leased premises to be used as a residence.
9.10 STORAGE USE
The Leased Premises shall be used solely for aviation -related purposes. Storage of non -
aviation related property inside hangars is strictly prohibited.
ARTICLE TEN
TERMINATION, CANCELLATION
10.01 TERMINATION
The Agreement shall terminate at the end of the term. Lessee shall have no further right
or interest in any of the Premises or improvements hereby demised, except as provided
herein.
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10.02 TERMINATION BY LESSEE
The Lessee may, at the Lessee's option and provided the Lessee is Current and in Good
Standing, terminate the Agreement on the occurrence of any one or more of the following
events:
1. The permanent abandonment or closure of the Airport by the City as a
commercial service airport.
2. The lawful assumption by the United States Government, or any authorized
Agency thereof, of the operation, control or use of the Airport, or any substantial
part or parts thereof, in such a manner that substantially restricts Lessee for a
period of at least ninety (90) days from operating thereon.
3. In the event of acquisition by Condemnation or the exercise of the power of
eminent domain (by any Agency permitted to take property for public use) of any
land or improvements associated with Lessee's Leased Premises, Lessee shall not
institute any action or proceeding or assert any claim against the City for
Compensation or consideration of any nature. All Compensation or consideration
awarded or paid to Lessee upon a total or partial acquisition of the Leased
Premises to the extent not related to Lessee's improvements (which for these
purposes shall not include any Compensation or consideration from City) shall
belong to the City without any participation of Lessee.
4. The issuance by any court of competent jurisdiction of an injunction in any way
preventing or restraining the use and operation of the Airport for a period of at
least ninety (90) days.
5. The default of the Lessor in the performance of any covenant or agreement
herein required to be performed by the Lessor and the failure of the Lessor to
remedy such default for a period of sixty (60) days after receipt from Lessee of
written notice to remedy the same.
6. Failure of Lessor to maintain the landing area of the Airport for a period of at
least sixty (60) days, which results in Lessee's inability to conduct business
operations.
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Lessee may recover directly from the condemning Agency the value of any claim relating
to a taking of Lessee's improvements, provided that no such claim shall diminish or
otherwise adversely affect the City's award.
In the event of an acquisition by Condemnation or eminent domain of all interest in the
Leased Premises, Lessee's obligation to pay rent shall cease and all leasehold interest
created shall cease.
In the event of an acquisition by Condemnation or eminent domain of a portion of
interest in the Leased Premises, Lessee's obligation to pay rent shall cease as it pertains
to the specific portion of the Leased Premises acquired.
If the Condemnation or eminent domain substantially impairs the conduct of the Lessee's
Activities and equates to more than 50% of the total Leased Premises, Lessee may
terminate the Agreement by notifying the City. If the Agreement is not terminated by the
Lessee, the rent shall be adjusted accordingly.
Lessee may exercise such right of termination by giving sixty (60) days advance written
notice to the City at any time after the lapse of the applicable periods of time and this
Lease shall terminate as of the sixty first (61") day after such notice is given. Rental due
hereunder shall be payable only to the effective date of said termination.
10.03 TERMINATION BY CITY
Any default or breach of this Agreement by Lessee shall constitute a default or breach of
all agreements between the City and Lessee. The City shall consider any of the following
a default or breach under the Agreement:
1. Failure to comply with Legal Requirements, Assurances, PMCDs, Airport's
policies, standards, rules, regulations, and directives.
2. Failure to perform any condition, obligation, or privilege contained in this
Agreement.
3. Failure of a Lessee to obtain prior written consent from the Director before
conducting additional Activities.
4. Failure to obtain prior written consent from the Director before making any
improvements to the Leased Premises and/or at the Airport.
5. Failure to obtain prior written consent of the Director to sublease ( or attempt to
sublease) any portion of the Leased Premises.
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6. Any sale or assignment of the Leased Premises or Agreement made ( or attempted
to be made) without the prior written consent of the Director
7. Any change in controlling ownership of Lessee made (or attempted to be made)
without the prior written consent of the Director.
8. Any encumbrance of the Leased Premises or Improvements on the Leased
Premises made (or attempted to be made) without the prior written consent of the
Director.
9. Failure to properly maintain the Leased Premises or promptly pay all utilities,
insurance, and taxes when due and owing.
10. The filing of bankruptcy and/or assignment of substantially all Lessee's assets for
the benefit of Lessee's creditors.
11. The filing of a lien against the leased Premises.
12. The voluntary abandonment of the Leased Premises.
13. Falsification of any record so as to deprive the City of any rights, privileges, rents,
fees, or other charges under the Agreement.
14. Failure to remain Current or in Good Standing.
The failure of Lessee to observe or perform any of the terms and conditions of the
Agreement, or the failure of Lessee to perform any of the terms and conditions of any
other agreement with the City in any material respect such failure which shall have
continued for thirty (30) days after written notice from the Director, and without
meaningful steps having been taken by Lessee to cure such default.
Once the Agreement is terminated, City's agents may enter upon the Leased Premises and
take immediate possession of the same and remove Lessee's effects. Any rental due
hereunder shall be payable to said date of termination.
It is agreed failure to declare this Lease terminated upon the default of Lessee for any of
the reasons set forth above shall not be construed as a waiver of any of the City's rights
hereunder or otherwise bar or preclude City from declaring this Agreement terminated as
a result of any subsequent event of default under this Agreement.
The acceptance of rentals or fees by City for any period or periods after a default of any
of the terms, covenants, or conditions herein contained shall not be construed to be or act
as a waiver by City of any subsequent default by the Lessee.
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10.04 REPLACEMENT AFTER DAMAGE
It is agreed between the parties hereto that in the event the Leased Premises are damaged
by fire or other accidental cause during the initial term of this Lease so as to become
totally or partially untenantable, the City shall have the option to restore the Premises to
their former condition. If the City elects to exercise the option, the City shall give Lessee
notice in writing of its election within thirty (30) days of the occurrence of such damage.
If the City elects to restore the Premises, the City shall proceed with due diligence and
there shall be an abatement of the rent until repairs have been made for the time and to
the extent for which the Premises, or part thereof, have been untenantable. Should the
City not exercise the option to restore the Premises, the lease of such untenantable
portion of the Premises shall cease and terminate effective on the date of damage by fire
or other accidental cause.
10.05 OWNERSHIP
Within ninety (90) days after expiration of this Agreement as herein provided, the Lessee
shall have the option to remove all improvements, constructed or placed thereon, except
for any pavement area constructed by Lessee and return land to a clean and level
condition. Lessee shall give City thirty (30) days written notice prior to expiration of the
Agreement of Lessee's intent to exercise such option. In the event Lessee chooses not to
exercise its option to remove from the Premises such improvements, Lessee may choose
to surrender title to such improvements to City, subject to the approval of City. Lessee
covenants and agrees to pay all reasonable costs, attorney's fees and expenses that shall
be incurred by the City in enforcing the covenants and conditions of this Agreement, in
the event the Lessee fails to pay expenses within thirty (30) days such property will be
deemed abandoned and title will revert to the City; however, this in no way relieves the
Lessee of the debt incurred.
10.06 REMOVAL OF LESSEE'S PROPERTY
The Lessee shall have the right, within thirty (30) days after the termination of this Lease,
whether such termination comes upon expiration or under any provision of this Lease, to
remove from the Leased Premises all of Lessee's furniture, fixtures, equipment,
furnishings, and other personal property which has not become the property of the City.
Lessee shall restore the Premises to the original condition, normal wear and tear
Page 28
excepted. The City, however, shall have a lien on all of Lessee's property to secure any
unpaid rentals or other revenue due the City; and Lessee's right to remove property from
the Leased Premises is conditioned upon all amounts due the City from Lessee having
been paid in full. Unless a renewal agreement is executed, property left on the Premises
after thirty (30) days from the date of termination of this Agreement shall be deemed
abandoned and will become the property of the City, and may be disposed of as the City
sees fit, without any liability to the Lessee to account for the proceeds of any sale; and the
City, at its option, may require Lessee to remove the abandoned property and may charge
rent from the date of expiration or termination of this Agreement through the day of final
removal of the property, or of notification to the Lessee of the abandonment of the
property and taking by the City, as the case may be. Lessee shall have ninety (90) days to
remove any Lessee -owned buildings.
10.07 SURRENDER LEASED PREMISES
The Lessee covenants and agrees that at the expiration of the term of this Lease, or upon
earlier termination as provided elsewhere in this Agreement, Lessee will quit and
surrender the Leased Premises and the improvements in good condition, reasonable wear
and tear excepted. City shall have the right to take possession of the Leased Premises and
the improvements, subject to the limitations expressed in Article Ten, of this Lease, with
or without process of law.
ARTICLE ELEVEN
MISCELLANEOUS PROVISIONS
11.01 CONFLICT OF INTEREST
The Lessee acknowledges that it is informed that Texas law prohibits contracts between
the City of Lubbock and its "officers" and "Employees," and that the prohibition extends
to officers and Employees of the City of Lubbock agencies, such as City -owned utilities,
and certain City of Lubbock boards and commissions, and to contract with any
partnership, corporation, or other organization in which the officers or Employees have a
substantial interest. Lessee certifies (and this Agreement is made in reliance thereon) that
neither the Lessee nor any person having an interest in this Agreement is an officer or
Employee of the City of Lubbock or any of its agencies, boards, or commissions.
Page 29
11.02 NO WAIVER
City shall not waive the right to enforce the Agreement, in whole or in part.
11.03 LICENSES, CERTIFICATIONS, AND PERMITS
Lessee shall have (and provide copies to the Director upon request) all licenses,
certifications, and permits required to conduct Lessee's Activities.
11.04 INDEPENDENT ENTITIES
This Agreement shall not be construed to establish a partnership or joint venture between
the City and Lessee.
11.05 BINDING EFFECT
This Agreement shall be binding on and for the benefit of the heirs, successors, and
assigns of the City and the Lessee.
11.06 SUBORDINATION
This Agreement is subordinate to any agreement between the City and the United States
Government, the State of Texas, or any other Agency having jurisdiction.
11.07 NON -LIABILITY OF OFFICIALS AND EMPLOYEES OF CITY
No officer, elected official, Employee, agent, or representative, etc. of City shall be
personally liable for a default or liability under this Agreement.
11.08 GOVERNING LAW AND VENUE
This Agreement shall be made in accordance with the laws of Texas and venue shall be in
a court of competent jurisdiction in Lubbock County, Texas.
11.09 PARAGRAPH HEADINGS
The paragraph headings in this Agreement shall only be used as a matter of convenience
and/or reference.
11.10 SEVERABILITY
If a provision of the Agreement is held to be unlawful, invalid, or unenforceable by final
judgment of any Agency or court of competent jurisdiction, the invalidity, voiding, or
unenforceability of such provision shall not in any way affect the validity of any other
provisions of the Agreement.
11.11 COUNTERPARTS
If this Agreement is executed in counterparts, each shall be deemed an original and which
together shall constitute one and the same Agreement.
Page 30
11.12 MODIFICATION
Any change or modification to the Agreement shall not be valid unless made in writing,
agreed to, and signed by the City and Lessee.
11.13 COMPLIANCE WITH CHAPTER 2271, SUBTITLE F, TITLE 10, TEXAS
GOVERNMENT CODE
The Lessee warrants that it is in compliance with Chapter 2271, Subtitle A, Title 8 of the
Texas Government Code by verifying that: (1) it does not boycott Israel; and (2) it will
not boycott Israel during the term of the Agreement.
11.14 NOTICES
Notices to the City required or appropriate under this Agreement shall be deemed
sufficient if in writing and hand delivered or mailed, registered or certified mail, postage
prepaid, addressed to Lubbock Preston Smith International Airport, Attn: Director, 5401
N. MLK Blvd., Unit 389, Lubbock, Texas 79403. Notices to the Lessee shall be deemed
sufficient if in writing and hand delivered or mailed, registered or certified mail, postage
prepaid, addressed to Lubbock Aero, Attn: General Manager, 6304 N. Cedar, Lubbock,
Texas 79403.
11.15 NON -ARBITRATION
The City reserves the right to exercise any right or remedy available to it by law, contract,
equity, or otherwise, including without limitation, the right to seek any and all forms of
relief in a court of competent jurisdiction. Further, City shall not be subject to any
arbitration process prior to exercising its unrestricted right to seek judicial remedy. The
remedies set forth herein are cumulative and not exclusive, and may be exercised
concurrently. To the extent of any conflict between this provision and another provision
in, or related to, this document, this provision shall control.
11.16 TIME OF THE ESSENCE
The City and Lessee shall agree that time is of the essence in performance of the
Agreement.
11.17 ENTIRE AGREEMENT This Lease constitutes the entire Agreement between the City
and Lessee, and any other written or parole agreement with the City is expressly waived
by Lessee.
Page 31
EXECUTED this 12th day of July . M2.
THE CITY OF LUBBOCK, CITY
BY:
-WA-T PAYNX49AYOR
ATTEST:
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APPROVED AS TO CONTENT:
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Ke
my400% Ex4utive Direetor of Aviation
FORM:
ABILENE AERO, INC., d/Wa
LUBBOCK HERO, LESSEE:
BY:
CHARD CASLER
remdve Vice -President
Date: CG - No - 20
City Attorney
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