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HomeMy WebLinkAboutResolution - 5053 - Fixed Base Operator Agreement - Chaparral Inc - LIA - 12_14_1995Resolution No.5053 December 14, 1995 Item #14 RESOLUTI-QN BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock a Fixed Base Operator Agreement by and between the City of Lubbock and Chaparral, Inc., attached hereto, and which shall be spread upon the minutes of the Council and as spread upon the minutes of this Council shall constitute and be a part of this Resolution as if fully copied herein in detail. Passed by the City Council this ATTEST: l �-' •- Betty - Johnson, City Secretary APPROVED AS TO CONTENT: Mark N. Earle, Aviation Manager APPROVED AS TO FORM: 1 Harold Willard, Assistant City Attorney f Mdalccdocs/a-chap.res September M 1"5 Resolution No. 5053 December 14, 1995 Item #14 FIXED BASE OPERATOR AGREEMENT THIS LEASE AGREEMENT, made this 14th day of December 19 95 , by and between the CITY OF LUBBOCK, TEXAS, acting by and through its Mayor, hereunto duly authorized. (hereinafter referred to as "Lessor") and Chaparral, Inc., a corporation incorporated under the laws of the State of Kansas, with its principal office at Lubbock, Texas, (hereinafter referred to as "Lessee"). WITNESSETH WHEREAS, Lessor owns and operates the Lubbock international Airport, located in Lubbock County, Texas, (hereinafter referred to as "Airport"); and WHEREAS, Lessee is a corporation primarily engaged in commercial aviation, retail sales and the general activities of fixed base operation and aircraft sales; and WHEREAS, Lessor 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 proposes to lease on a net basis from Lessor certain buildings and ground area located at the Airport and to avail itself of certain privileges, rights and uses pertain- ing thereto: and WHEREAS, Lessee has indicated a willingness and ability to properly keep, maintain and improve said premises in accordance with standards established by Lessor; and WHEREAS, the Airport Board of the City of Lubbock has approved and recommends that the City enter into this Agreement %vith Lessee for the term hereinafter designated, and WHEREAS, the City Council of the City of Lubbock accepts the recommendation of the Airport Board and finds that execution of this Agreement will properly serve the public interest of the citizens of this City, NOW THEREFORE: ARTICLE I PREMISES AND PRIVILEGES For and in consideration of the conditions and covenants of this Lease to be performed by Lessee, all of which Lessee accepts, Lessor does hereby lease unto Lessee certain property together with improvements thereon (hereinafter called "Leased Premises"), and certain attendant privileges, uses and rights, as hereinafter specifically set forth in this Agreement. A. DESCRIPTION OF LEASED PREMISES 1. Building, #108: Building Area 12,371 sq. ft. ri, $0.7654 per sq. ft. per year ($9,468.76 annually). Adjacent Land Area 26.132 sq. ft. (cry. $0.1035 per sq. ft. per year ($2,704.66 annually). 2. Building #302: Building Area 12.250 sq, ft. $0.7607 per sq. ft. per year ($9,318.57 annually). Adjacent Land Area 24.784 sq. ft. C $0.1035 per sq. ft per year ($2.565.14 annually) 3. Executive Terminal: Floor Space 1,211 sq. ft. @ $8.02 per sq. ft. per year ($9.712.27 annually) 4. Executive Terminal: Additional Space 756 sq. ft. @ $1.75 per sq. ft. per year ($1.323.00 annually) The above described buildings and land are located at the Lubbock International Airport. Lubbock County, Texas, and are more specifically described on Exhibit A attached hereto and incorporated herein as part of this Agreement. In addition to the above -described premises. Lessee shall have the right of first refusal to lease, on such terms as are agreeable between the Lessor and Lessee, any and all space in the Executive Terminal that becomes vacant during the term of this Agreement or during any subsequent renewal period. FIXED BASE OPERATOR AGREEMENT C 1 [APARRAL. INC. --- PAGE 2 B. PURPOSE Lessee may use the Building Area and Adjacent Land Area described in Paragraph A above as follows: 1. Lessee may engage in the business of avionics sales and service, aeronautics, engine and aircraft repairs, modifications, sales and renting of aircraft, sales of aircraft engine parts and accessories, inspections, licensing, fabrication of aircraft components, flight instruction, storage of aircraft and equipment, airplane charter flights and local short flights, and may operate at the Lubbock international Airport as a Fixed Base Operator. 2. Lessee may give flying instructions, provide pilots for aircraft for others, and carry passengers and freight for hire, subject to all appropriate laws of the Federal Government, the State of Texas, the County of Lubbock, Texas, the City of Lubbock, Texas, and the requirements of all duly authorized governmental agencies. 3. Lessee shall have a non-exclusive right to sell aviation fuel, oil and other propellants or lubricants to the general public at the Airport. Lessee may use the Additional Space described in Paragraph A above for storage, TV room, day room and library purposes only and no other purpose. ARTICLE II A. The initial terns of this Agreement shall be for a period of one (1) year commencing on the 14th day of December 1995, and ending on the 14th day of nPcemt,p, 1996, and shall automatically be renewed each successive year for nine (9) consecutive one-year terms unless Lessee shall notify the Aviation Manager of Lessor at least thirty (30) days prior to the beginning of any such term that Lessee no longer desires to renew this Agreement. FIXED BASE OPERATOR AGREEMENT CHAPARRAL, INC. --- PAGE 3 B. The parties hereto mutually agree that during the initial term of this Agreement, and during any renewal period, except as otherwise provided in Article III, Paragraph D, the rental rates will be adjusted upward or downward for each ensuing calendar year beginning January 1, 1996, in direct proportion to the fluctuation in the U. S. Department of Labor, Bureau of Labor Statistics Consumer Price Index (CPI). Any adjustment to the rental rates resulting from changes in the CPI shall be determined by calculating the increase or decrease in the CPI for the preceding twelve (12) months. C. During time of war or national emergency, the Lessor shall have the right to enter into an agreement with the United States Government for military or naval use of all or part of the landing area, the publicly -owned air navigation facilities, and any other area or facilities of the Airport. If any such agreement is executed, the provisions of this Lease, insofar as they are inconsistent with the provisions of the agreement with the Government, shall be suspended. However. the term of this Lease shall be extended by the amount of the period of such suspen- sion. ARTICLE III RENTAL AND FEES In consideration of the rights and privileges herein granted. Lessee shall pay to the Lessor the following rentals and fees: A. A fuel flowage fee of four cents (40 per gallon for each gallon of aviation fuel delivered to Lessee or its agents at Lubbock International Airport, excluding that sold or delivered by Lessee to a regularly certified airline under contract with Lessor as a part of the pecuniary consideration herefor. Lessor shall be entitled to collect, and Lessee agrees to pay, a fuel flowage fee, as determined by Lessor from time to time, for each gallon of aviation fuel delivered for Lessee's consumption on the Airport, excepting that portion which is specifically excluded, unless said flowage fees are paid FIXED BASE OPERATOR AGREEMENT CHAPARRAL. INC. --- PAGE 4 by the supplier on behall' of Lessee. The aforesaid flowage fees, if not paid by the supplier, shall be due on the first (Ist) day of the month succeeding that in which the aircraft fuels and lubricants are received by Lessee, and shall be delinquent if unpaid before the fifteenth (15th) day of each month. 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 Lessor, 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. B. Ground rental for Adjacent Land Area described in Article 1, Paragraph A hereof and shown on Exhibit A hereto as follows: 1. Building #108. Adjacent Land Area 26,132 sq. ft. @ $0.1035 per sq. ft. per year ($2,704.66 annually) 2. Building #302: Adjacent Land Area 24,784 sq. ft. @ $0.1035 per sq. ft. per year ($2,565.14 annually) Such ground rental shall be paid monthly in advance on the first (1st) day of each month in the amount of TWO HUNDRED TWENTY-FIVE AND 381100 DOLLARS ($225.38) per month on Building # 108 and TWO HUNDRED AND THIRTEEN AND 76/100 DOLLARS ($213.76) per month on Building #302. which sums are approximately equal to one -twelfth (1/12) of the annual ground rental due hereunder. C. Rental for the Building Area, Floor Space and Additional Space described in Article I, Paragraph A and shown on Exhibit A as follows: 1. Building #108: Building Area 12,371 sq. ft. @ $0.7654 per sq. ft. per year ($9,468.76 annually) 2. Building #302: Building Area 12,250 sq. ft. @ $0.7607 per sq. ft. per year ($9,318.57 annually) FIXED BASE OPERATOR AGREEMENT CHAPARRAL. INC. --- PAGE 5 3. Executive Terminal: Floor Space 1,211 sq. ft. u, $8.02 per sq. ft. per year ($9,712.22 annually) 4. Executive Terminal: Additional Space 756 sq. ft. (r� $1.75 per sq. ft. per year ($1,323.00 annually) Such rental for the Building Area, Floor Space and Additional Space shall be payable in advance on the first (1st) day of each month in the amount of SEVEN HUNDRED EIGHTY-NINE AND 06/100 DOLLARS ($789.06) per month for Building #108, SEVEN HUNDRED SEVENTY-SIX AND 54/100 DOLLARS ($776.54) per month for Building 9302, EIGHT HUNDRED NINE AND 35/100 DOLLARS ($809.35) per month for Floor Space in the Executive Terminal, and ONE HUNDRED TEN AND 25/100 DOLLARS ($110.25) per month for Additional Space in the Executive Terminal, which sums are approximately equal to one -twelfth (1/12) of said annual rental for the Building Area, Floor Space and Additional Space due hereunder. D. In consideration for improvements made by Lessee to the Building Area and Adjacent Land Area, Lessee shall receive a credit for rent due for such Building Area of FOUR HUNDRED EIGHTY-ONE AND 151100 DOLLARS ($481.15) per month from the beginning of the initial term through February 2, 2000. Furthermore, Lessee shall be relieved of the obligation to pay Lessor any additional rent for Building Area from the beginning of the initial term through August 2, 1998 which would otherwise be due Lessor as a result of increases in the CPI. E. In consideration for improvements made by Lessee in the Executive Terminal as shown on Exhibit B, attached hereto and incorporated herein as part of this Agreement, Lessee shall receive a credit for rent due for Floor Space and Additional Space of SIX HUNDRED FOUR AND FIXED BASE OPERATOR AGREEMENT CHAPARRAL.. INC. --- PAGE 6 18/100 DOLLARS ($604.18) per month for sixty (60) consecutive months beginning with the first rental payment for Floor Space and Additional Space. F, TWO THOUSAND FIVE HUNDRED AND NO/100 DOLLARS ($2,500.00) is the established annual Fixed Base Operator's fee; however, other applicable ground and building rentals and fuel flowage fees may be applied to satisfy the requirements of the Fixed Base Operator fee. Amounts payable under this Agreement shall be paid as follows: Monthly payments for ground and other rentals become effective upon execution of this Agreement and are payable in advance on the first (Ist) day of each month. Monthly payments for fuel flowage fees also become effective upon execution of this Agreement and are payable on the first (1st ) day of the month succeeding that in which the aircraft fuels and lubricants are received by Lessee. Operators whose payment for ground and building rentals and fuel flowage fees do not satisfy the minimum Nixed Base Operator's fee will pay a monthly pro rats amount of TWO HUNDRED EIGHT AND 34/100 DOLLARS ($208.34) payable in advance on the first (1st) day of each month. G. In addition to the above rentals and fees, Lessee shall pay the City a processing fee and a deposit for security badges for each of Lessee's employees on the Leased Premises. Lessor's Aviation Manager shall determine the time of payment and the amount of both the processing fee 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 Aviation Manager. FIXED SASE OPERA -FOR AGREEMEN C CHAPARRAL, INC. --- PAGE 7 1I. if Lessee fails to pay any rentals or fees due hereunder within fifteen (15) days of their due date, the Aviation Manager of Lessor may, at his option, upon fifteen (15) days written notice to Lessee (unless within such fifteen (15) day period Lessee shall have corrected its failure to pay) immediately or at any time thereafter, enter into and upon the Leased Premises, or any part thereof in the name of the whole, and repossess the same without being deemed guilty of trespass. Lessee shall pay Lessor a late payment charge of live percent (5%) of the total amount of rentals and fees payable if payment is not made when due. L All payments that become due and payable by Lessee shall be made to the City of Lubbock at the office of the Aviation Manager, Lubbock International Airport, Lubbock, Texas, 5401 N. Martin Luther King Blvd., Route 3, Box 389, Lubbock, Texas 79401, ARTICLE IV OBLIGATIONS AND RIGHTS OF LESSEE A. ASSIGNMENT, TRANSFER, PLEDGE Lessee shall not at any time assign, transfer, pledge or otherwise alienate this Agreement or any interest herein without the prior written consent of the Aviation Manager of Lessor. No assignment made with the consent of the Aviation Manager shall affect Lessee's obligation to make all required rental and fee payments hereunder upon default of an assignee. B. SUBLEASING Lessee shall not sublease all or any part of the premises leased hereunder without the specific written approval of the Aviation Manager of Lessor, such approval not to be unreason- ably withheld. No sublease approved by the Aviation Manager shall affect Lessee's obligation to make all required rental and fee payments hereunder upon default of the subtenant. FIXED BASE OPERATOR AGREEMENT CHAPARRAL. INC. --- PAGE 8 C. TAXES AND ASSESSMENTS Lessee agrees to pay promptly when due all taxes and assessments levied on the Leased Premises and any other taxes and assessments in connection with its business which may be levied. and will promptly pay when due all charges for water, electricity and any other utilities used in connection with Lessee's operations conducted pursuant to this Agreement. Lessee further agrees to obtain and pay for all licenses and permits necessary or required by law for the construction of any additional improvements, the installation of equipment or furnishings, and the conduct of its business. D. NONDISCRIMINATION Lessee, its agents and employees will not discriminate against any person or class of persons by reason of race, color, sex. religion or national origin in providing any services or in the use of any of its facilities provided for the public, nor shall Lessee discriminate against any person or class of persons on the basis of age in a manner that violates any prohibition against such discrimination under the Age Discrimination Act of 1975, 29 U.S.C. §§621 et. seq. Lessee further agrees to comply with such enforcement procedures as the United States might demand that Lessor take in order to comply with the Sponsor's Assurances. Lessee agrees to not discriminate against any employees or applicants for employment because of race, color, age, sex, religion or national origin. Lessee also agrees to take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, age, sex, religion or national origin. Such action shall include. but not be limited to, employment, upgrading, demotion or transfer, recruitment, layoff, rates of pay or other forms of compensation, and selection for training, including apprenticeship. Lessee will also conduct its activities and operate its facilities in accordance with the requirements of Section 544 of the Rehabilitation Act of 1973, and will assure that no qualified handicapped person shall, solely by reason of his or her handicap, be excluded from participation in, be denied the benefits of or otherwise be subjected to discrimination, including discrimination in employment, under any program or activity of Lessee. FIXED BASE OPERATOR AGREEMENT CHAPARRAL, INC. --- PAGE 9 Lessee also agrees that in the event facilities are constructed, maintained or otherwise operated on the Leased Premises for a purpose for which a Department of Transportation program or activity is extended, or for another purpose involving the provision of similar services or benefits, Lessee shall maintain and operate such facilities and services in compliance with all requirements imposed pursuant to 49 CFR Part ? 1, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said Regulations may be amended. E. PUBLIC BENEFIT Lessee agrees to operate the Leased Premises for the use and benefit of the public, and Lessee further agrees: 1. To furnish good, prompt and efficient services adequate to meet all the demands for its services at the Airport; 2. To furnish said services on a fair, equal and nondiscriminatory basis to all users thereof, and 3. To charge fair, reasonable and nondiscriminatory prices for each unit of sale or service, provided that the Lessee may make reasonable nondiscriminatory discounts, rebates or other similar types of price reductions for volume purchases. F. NON-EXCLUSIVE It is understood and agreed that nothing herein contained shall be construed to grant or authorize the granting of an exclusive right within the meaning of Section 308(a) of the Civil Aeronautics Act. G. DEVELOPMENT OF AIRPORT Lessee agrees that Lessor has the right to further develop or improve the Airport as Lessor sees fit. regardless of the desires or views of the Lessee, and without interference or hin- drance therefrom. Furthermore, all rights, privileges and interests acquired herein by Lessee, at the option of the Aviation Manager of Lessor, following thirty (30) days written notice to FIXED BASE OPERATOR AGREEMENT CHAPARRAL. INC. --- PAGE. 10 Lessee, may be suspended if such suspension is found by the Aviation Manager, acting in good faith, to be necessary to secure federal financial aid for the development of the Airport, or further development of aeronautical operations thereon. H. RIGHTS OF OTHERS It is clearly understood by the Lessee that no right or privilege has been granted which would operate to prevent any person, firm or corporation operating aircraft on the Airport from performing any services on its own aircraft with its own regular employees (including, but not limited to, maintenance and repair) that such person, firm or corporation may choose to perform. 1. OPERATION OF AIRCRAFT, COMPLIANCE WITH RULES AND REGULATIONS Lessee agrees to operate and conduct its business, including but not limited to the opera- tion of aircraft and the occupancy of said Leased Premises, at all times in compliance with all applicable federal, state and local rules and regulations and in compliance with all applicable statutes, ordinances, rules and regulations affecting the use, occupancy and operation of the Leased Premises and Airport. Lessee further agrees that in the event that a civil penalty or fine is assessed against the Airport or Lessor as a result of Lessee's failure to comply or act in accor- dance with said rules, regulations, statutes or ordinances, Lessee shall immediately reimburse the Airport or Lessor the full amount of the penalty or fine and correct the failure, act or omission leading to, causing or contributing to the violation. J. PUBLIC LIA ILITV AND PROPERTY DAMAGE INSURANCE Lessee shall maintain at all times during the term of this Lease, and during any extension or renewal thereof, at its sole expense, with an insurance underwriter acceptable to the Aviation Manager of Lessor and authorized to do business in the State of Texas, adequate insurance against claims of public liability and property damage resulting from Lessee's business activities at the Airport. The amount of insurance coverage shall not be less than ONE HUNDRED THOUSAND DOLLARS ($100,000) for property damages as a result of any one event, or less than THREE HUNDRED THOUSAND DOLLARS ($300,000) for personal injury or death of FINED BASE OPERATOR AGREEMENT CHAPARRAL, INC. --- PAGE l 1 any one person in any one event, or less than FIVE HUNDRED THOUSAND DOLLARS ($500,000) for personal injury or death of two or more persons in any one event. All policies shall contain an agreement on the part of the respective insurers waiving the right of such insurers to subrogation. Certificates of Insurance or other satisfactory evidence of insurance shall be filed with the Aviation Manager prior to the commencement of the initial term of this Lease. Each policy shall name of the City of Lubbock as an additional insured as its interest may appear, require the insurer to notify the Aviation Manager of the City of Lubbock, Texas, of any alteration, non -renewal or cancellation, and remain in full force and effect until at least ten (10) days after such notice of alteration, nonrenewal or cancellation is received by the Aviation Manager. The above insurance coverage shall also include Hangar Keeper Liability Coverage. Prior to the renewal date of each policy owned by Lessee, separate evidence of renewal shall be provided to the Aviation Manager of the Lessor. K. HAZARD INSURANCE Lessee shall procure from a company authorized to do business in the State of Texas and keep in force at all times for the term of this Lease, and during any extension or renewal thereof, hazard and extended coverage insurance upon the buildings located on the Leased Premises to eighty percent (80%) of the full insurable value thereof. The value of said Buildings shall be determined by the Lubbock Central Appraisal District. Lessee shall furnish the Aviation Manger of Lessor with evidence that such coverage has been procured and is being maintained. L. LESSEE'S DUTY TO REPAIR Except as provided herein, any property of Lessor, or for which Lessor may be responsi- ble, 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 satisfaction of the Aviation Manager of Lessor, or in lieu of such repair or replacement, Lessee shall, if so required by the Aviation Manager, pay Lessor money in any amount deemed FIXED BASE OPERATOR AGREEMENT CHAPARRAL. INC. --- PAGE 12 suif►cicnt by him to compensate the Lessor for the loss sustained or expense incurred by Lessor as a result of the loss of, damage to, or destruction of such property. M. INSPECTION OF BOOKS AND RECORDS Lessee shall maintain complete books and records of all transactions, sales and income resulting from its operations at the Airport, which books and records may be inspected at any time by the Aviation Manager of the Lessor at Lubbock, Texas, upon reasonable notice to Lessee. In the event Lessee requests such inspection to be performed outside the Lubbock area, the Aviation Manager may honor such request; 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 Lessor, together with a fiscal -year-end signed statement certified by a Certified Public Accountant that such figures are correct and properly stated. N. CONDITION OF PREMISES• INSPECTION Lessee agrees that the Leased Premises will be kept clean and free of all debris and other waste matter. The Aviation Manager of Lessor shall have the right at all reasonable times to enter upon the Leased Premises for the purposes of inspecting the same. O. MAINTENANCE Lessor assumes no responsibility for the condition of the Leased Premises and shall not assume any responsibility for maintenance, upkeep or repairs necessary to keep the Leased Prem- ises in a safe and serviceable condition. Lessee shall, at its sole cost and expense, maintain the Leased Premises, and the buildings, improvements and appurtenances thereto, in a presentable condition consistent with rood business practice. Lessee shall repair all damages to said Leased Premises caused by its employees, patrons or its operations thereon; shall maintain and repair all equipment thereon, including any drainage installations, paving, curbs, buildings and other improvements; and shall mow the grass and control the weeds on the Leased Premises as often as necessary to maintain a clean and attractive appearance. Lessor shall be the sole judge of the quality of maintenance, and upon written notice to Lessee by the Aviation Manager of Lessor, Lessee shall be required to perform whatever main - FIXED BASE OPERATOR AGREEMENT CHAPARRAL, INC. --- PAGE 13 tenance to the Leased Premises that the Aviation Manager deems necessary. If said maintenance is not undertaken by Lessee within ten (10) days after receipt of written notice, the Aviation Manager shall have the right to enter upon the Leased Premises and perform the necessary maintenance, the cost of which shall be borne by Lessee. P. UTILITIES Lessee shall have the right to connect to any and all storm and sanitary sewers and water and utility outlets (including metering devices) at its own cost and expense; and Lessee shall pay for any and all service charges incurred therefor. Q. TRASH, GARBAGE, REFUSE, ETC. Lessee shall, at its sole expense, provide a complete and proper arrangement for the ade- quate sanitary handling and disposal, away from the Airport, of all trash, garbage and other refuse resulting from the operation of its business on the Leased Premises, and shall, at its own expense, provide janitorial services for the Leased Premises. Said services may be provided by Lessee alone, or by Lessee in conjunction with other tenants who are now or may hereafter be Lessees at the Airport. R. SIGNS Lessee will erect no signs and will distribute no advertising at the Airport without the prior written consent of the Aviation Manager of Lessor. However, Lessee shall have the right to place signs identifying Lessee's business at locations approved by the Aviation Manager. Said signs shall be of a type, size and design approved in writing by the Aviation Manager. The installation of such signs must comply with all applicable City ordinances and shall be without cost to the Lessor. S. INDEMNITY Lessee agrees to hold the Lessor free and harmless from loss from each and every claim and demand of whatsoever nature made on behalf of or by any person or persons and resulting from Lessee's operations and/or use of the Leased Premises and of conunon areas owned by FIXED BASE OPERATOR AGREEMENT CHAPARRAL. INC. --- PAGE 14 Lessor and used by the Lessee, its agents, servants and employees, and from all losses and damages by reason of negligence of the Lessee, its agents, servants and employees. T. USE OF AIRPORT During the initial term of this Lease, and during any extension or renewal thereof, Lessee and its tenants shall have the free and non-exclusive use, in common with others at the Airport, of all runways, ramps, parking areas and any and all public facilities available at the Airport, and the right of ingress to and egress from the above described premises, which right shall extend to Lessee's customers, employees, guests, invitees, tenants and patrons. If, during the initial term of this Agreement, or during any extension or renewal thereof, the use of the Airport by Lessee or its tenants is temporarily suspended, restricted or interfered with for a period of ten (10) days or more for reasons beyond the practical control of the Lessor, in such a manner 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 this Agreement shall, at the election of Lessee. be extended for an equivalent period of time. U. IMPROVEMENTS Lessee shall not make, permit or suffer any additions, improvements or alterations to the Leased Premises which constitute any major structural change or changes without prior written consent of the Aviation Manager of Lessor. Any such additions, improvements or alterations made with the consent of the Aviation Manager shall be solely at the expense of the Lessee, and unless such consent provides specifically that title to the additions or improvements so made shall vest in the Lessee, title thereto shall at all times remain in Lessor, and such additions, improvements or alterations shall be subject to all of the terms, covenants and conditions of this Agreement. Lessee shall not remove or demolish, in whole or in part, any improvements that already exist on the Leased Premises without prior written consent of the Aviation Manager of Lessor, who may, in his discretion, condition such consent upon the obligation of Lessee to replace the same improvements specified in such consent upon expiration or termination of this Lease. The FIXED BASE OPERATOR AGREEMENT CHAPARRAL. INC. --- PAGE 15 Aviation Manager shall not withhold consent unreasonably and shall not impose unreasonable conditions on his consent. V. LIENS Lessee shall not bind or attempt to bind Lessor for payment of any money in connection with installations, alterations, additions or repairs to the Leased Premises or to any of Lessee's equipment or facilities located on the Leased Premises and shall not permit any mechanic's, materialman's or contractor's liens to arise against the Leased Premises or any improvements, equipment, machinery or fixtures thereon belonging to Lessor, and Lessee expressly agrees that it will keep and save Lessor harmless from all costs and damages resulting from any lien or liens of any character created or that may be asserted through any act or thing done by Lessee. In the event any mechanic's or other liens or orders for payment shall be filed against the Leased Premises or improvements thereon, or the property of Lessor located thereon. during the initial term of this Agreement. or during any extension or renewal hereof, Lessee shall within ten (10) days cause the same to be canceled and discharged of record by bond or otherwise, at the election and expense of Lessee, and shall also defend on behalf of Lessor, at Lessee's sole cost and expense, any action, suit or proceeding which may be brought thereon or for the enforcement of such liens or orders. W. 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. X. VEHICULAR MOVEMENT Except for specifically authorized vehicles, Lessee will not permit the driving of vehicles by its employees, customers, guests or invitees on the apron, taxiways or runways. Y. SECURITY Lessee agrees to control all access to the air operations area (AOA) and any other secured area through the Leased Premises and through gates assigned to or controlled in whole or in part by Lessee so as to prevent unauthorized entry to the AOA and other secured areas by persons, FIXED RASE OPERATOR AGREEMENT CHAPARRAL. INC. --- PAGE 16 animals or vehicles. In the event that unauthorized access to the AOA or other secured area is obtained through the Leased Premises or any area which Lessee controls or is obligated to control either by itself or jointly with other Airport lessees, any fines or penalties assessed by the Federal Aviation Administration shall be the responsibility of the Lessee and Lessee hereby agrees to pay all such fines or penalties without delay and make any and all requested changes in its operations or facilities necessary to maintain Airport security and prevent reoccurrence of any unauthorized entry. Lessee shall submit a Security Plan to the Aviation Manager of Lessor upon execution of this lease, which is acceptable to the Aviation Manager, the Airport Security Coordinator and the Federal Aviation Administration. Failure to submit an acceptable Security Plan by such date shall be grounds for immediate termination of this Agreement Z. WARRANTY OF NO SOLICITATION Lessee warrants that it has not employed any person employed by Lessor to solicit or secure this Agreement upon any agreement for a commission, percentage, brokerage or contingent fee. ARTICLE V OBLIGATIONS AND RIGHTS OF LESSOR A. SAFETY Lessor 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 erecting or permitting the erection of any building or other structure on or off the Airport which. in the opinion of the Aviation Manager of Lessor, would limit the usefulness of the Airport or constitute a hazard to aircraft. FIXED BASE OPERATOR AGREEMENT CIIAPARRAL. INC. --- PAGE 17 B. MAINTENANCE OF PUBLIC AREA Lessor reserves the right (but shall not be obligated) to maintain and keep in repair the landing area of the Airport and all publicly -owned facilities of the Airport, together with the right to direct and control all activities of Lessee in this regard. C. STANDARDS Lessor reserves the right to establish standards for the construction, maintenance, altera- tions, repairs, additions and improvements to Lessee's facilities. This will include structural design, color, materials used, landscaping and maintenance of Lessee's facilities and the Leased Premises. D. RULES, REGULATIONS AND PROCEDURES Lessor reserves the right to issue through the Aviation Manager such 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. E. FIRE DAMAGE In the event the Leased Premises are damaged by fire or other accidental cause during the initial term of this Agreement, or during any extension or renewal thereof, so as to become totally or partially unusable, Lessor shall have the option to restore such Leased Premises. If Lessor exercises its option to restore the same, Lessor shall proceed with due diligence. If the damage is so extensive as to amount practically to the total destruction of the utility of the Leased Premises for the purposes expressed in this Agreement, Lessee's obligation to pay rentals and fees hereunder shall abate for the time and to the extent that the Leased Premises have been rendered unusable. Should Lessor not exercise its option to restore the Leased Premises, this Lease shall terminate, such termination to be effective on the date of damage by fire or other accidental cause, and all rentals and fees due pursuant to this Agreement shall be apportioned to that date. FIXED BASE OPERATOR AGREEMENT CHAPARRAL, INC. --- PAGE 18 ARTICLE VI TERMINATION A. TERMINATION BY LESSEE This Agreement shall be subject to cancellation by Lessee, without further liability to Lessor, in the event of the happening of any one or more of the following contingencies: 1. The permanent abandonment of the Airport as an air terminal by the Lessor. 2. The issuance by any court of competent jurisdiction of an injunction in any way preventing or restraining the use of the Airport for a period of thirty (30) days or more. 3. The breach by Lessor of any of the terms, covenants or conditions of this Agreement to be kept, performed or observed by Lessor, and the failure of Lessor to remedy such breach for a period of thirty (30) days after written notice from the Lessee of the existence of such breach. 4. The assumption by the United States Government, or any authorized agency of same, of the operation, control or use of the Airport and its facilities in such a manner as to substantially restrict the Lessee from conducting its business under this Agreement, if such restriction is to continue or has continued for a period of three (3) months or more. B. TERMINATION BY LESSOR This Agreement shall be subject to cancellation by Lessor, without further liability to Lessee, in the event of the happening of any one or more of the following contingencies: 1. If the Lessee makes an assignment for the benefit of creditors; or files a voluntary petition of bankruptcy; or if proceedings in bankruptcy shall be instituted against Lessee and Lessee is thereafter adjudicated as bankrupt pursuant to such proceedings; or if a court shall take jurisdiction of Lessee FIXED BASE OPERATOR AGREEMENT CHAPARRAL, INC. --- PAGE 19 and its assets pursuant to proceedings brought under the provisions of any federal reorganization act; or if a receiver for Lessee's assets is appointed; or if Lessee petitions or applies to any tribunal for the appointment of a trustee or receiver for Lessee under any bankruptcy, reorganization arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect. 2. If the Lessee shall abandon and discontinue the conduct and operation of said Fixed Base Operations. 3. If the Lessee shall default in or tail to make any rental or fee payments at the time and in the amounts required of Lessee under this Agreement. 4. If the Lessee shall fail to perform, keep and observe any of the covenants and conditions contained in this Agreement to be performed, kept or observed by Lessee. 5. If the Lessee shall fail to abide by all applicable laws, ordinances, rules and regulations of the United States, State of Texas, City of Lubbock or Aviation Manager of the City of Lubbock. Except where this Lease provides for immediate termination, Lessor shall give written notice to Lessee to correct or cure any such default, failure to perform or breach and if, within ten (10) days from the date of such notice, the default, failure to perform or breach complained of shall not have been corrected in a manner satisfactory to the Aviation Manager of Lessor, then and in such event the Aviation Manager shall have the right, at once and without further notice to Lessee, to declare this Agreement terminated and to enter upon and take full possession of the Leased Premises and, provided further, that upon the happening of any one or more of the contin- gencies enumerated in Article VI, Section B, numbered Paragraph I hereof, this Agreement shall be deemed to be breached by Lessee and thereupon "ipso facto," and without entry or any other action by Lessor, this Agreement shall automatically terminate, and be reinstated only if such involuntary bankruptcy or insolvency proceedings, petition for reorganization. trusteeship, FIXED BASE OPERATOR AGREEMENT CHAPARRAL, INC. --- PAGE 20 receivership or other legal act divesting Lessee of its rights under this Agreement shall be denied, set aside, vacated or terminated in Lessee's favor within thirty (30) days from the happening of the contingencies. Upon the happening of said latter events, this Agreement shall be reinstated as if there had been no breach occasioned by the happening of the contingency, provided that Lessee shall, within ten (10) days after the final denial, vacating or setting aside of such petition or vacating, terminating or setting aside of such appointment, pay or discharge any and all sums of money which may have become due under this Agreement in the interim and remain unpaid, and shall likewise fully perform and discharge all other obligations which may have accrued and become payable in the interim. The acceptance of rentals or fees by Lessor for any period or periods after a default of any of the terms, covenants or conditions herein contained and to be performed, kept or observed by Lessee shall not be deemed a waiver of any rights on the part of Lessor to cancel this Agreement for failure by Lessee to so perform, keep and observe any of the terms, covenants or conditions hereof to be performed, kept or obsen ed. No waiver by Lessor of any of the terms, covenants or conditions of this Agreement to be kept, performed or observed by the Lessee shall be construed to be or act as a waiver by Lessor of any subsequent default by the Lessee. C. OWNERSHIP Within thirty (30) days after expiration or termination of this Agreement as herein pro- vided, the Lessee shall remove all improvements constructed or placed on the Leased Premises such as buildings, equipment, goods, chattels and fixtures belonging to Lessee and restore the Leased Premises to the condition in which they were received, reasonable wear and tear and damage by fire or the elements excepted. In the event of the failure on the part of Lessee to remove from the Leased Premises all property owned by Lessee under the requirements set forth in this paragraph, the Aviation Manager of Lessor may effect such removal and store such property at Lessee's expense. Lessee covenants and agrees to pay all reasonable costs, attorneys' fees and expenses that shall be incurred by Lessor in enforcing the covenants and conditions of this Agreement. In the event the Lessee fails to pay the expenses of removal, storage and 1=IXFD BASE OPERA"rOR AGREEMENT CHAPARRAL. INC. --- PAGE 21 restoration within thirty (30) days, such property will be deemed abandoned and title will vest in Lessor; however, this in no way shall relieve the Lessee of the debt incurred. Lessee shall pay a sum equal to the rentals stipulated herein, prorated to the period of time that Lessee's property remains on the Leased Premises after expiration or termination of this Agreement. In the event Lessor terminates this Agreement for cause, as contained herein, or if Lessee discontinues Fixed Base Operations at any time prior to expiration of the initial term, or expiration of any extension or renewal, Lessor shall retain ownership of Lessee's improvements to the extent of the rentals due for the remainder of the term or extension. D. HOLDING OVER In the event Lessee remains in possession of the Leased Premises after the expiration of this Agreement, without any written renewal or extension of this Agreement, such holding over shall not be deemed as a renewal or extension of this Lease, and may be terminated at any time by the Aviation Manager of Lessor. E. SUBORDINATION TO OTHER LEASES This Lease shall be subordinate to the provisions of any existing or future agreement between the Lessor and the United States of America. ARTICLE VII NOTICE Any required notice to Lessor provided for herein shall be sufficient if sent by certified mail, postage prepaid, to the Aviation Manager, City of Lubbock, Route 3, Box 389, Lubbock, Texas 79401, and any such notice to the Lessee shall be sufficient if sent in the same manner addressed to Chaparral, Inc., Route 3 Box 29, Lubbock, Texas 79401, or such other addresses as may be designated by Lessor or Lessee in writing from time to time. FIXED BASE OPERATOR AGREEMENT CHAPARRAL. INC. --- PAGE 22 IN WITNESS WI IEREOF, the parties have executed this Agreement on this the 14th day of December . 1995 _- ESS LESSEE: CITY OF VNBOCK, TIXA—v,, Chaparral, Inc. R ATTEST: Betty A Johnson, CUty Secretary APPROVED AS TO CONTENT: JA� k N —.Earle, Aviation Manager APPROVED AS TO FORM: arold WillYr , Assistant City Attorney HW:da/cityatt/chap.doc September 2l 1995 A /: retar FIXED BASE OPERATOR AGREEMENT CHAPARRAL, INC. --- PAGE 23 f Building #108 - 12,371 sq. ft. Adjacent land area - 26,132 sq. ft. f� i i t J i i EXECUTIVE TERMINAL Building #302 - 12,250 sq. ft. Adjacent land area - 24,784 sq. ft. � t r -- -j TANKS 3A3 W 35 36 37 NATIONAL WEATHER SERVICE NEXRAD C^ 1 7'r EXHIBIT A z D r z C xis u �UG FU TANK \ 43 A �EXISTIN(�