HomeMy WebLinkAboutResolution - 2023-R0406 - Contract 17096, SSP America, Inc - 08/22/2023Resolution No. 2023-R04 06
Item No. 6.22
August 22, 2023
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 Restaurant Concession Agreement at the Lubbock
Preston Smith International Airport, by and between the City of Lubbock and SSP America
LLB, LLC, and related documents. Said 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 August 22, 2023
TRAY P E A OR
AS TO CONTENT:
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Executive Director of Aviation
FORM:
Assistant City Attorney
ccdocs IIIRES.Agrrr►t-SSP America LBB, LLC
August 9, 2023
Resolution No. 2023-R0406
Table of Contents
1 DEMISE OF LEASED PREMISE5 ................................................................................................... 2
1.01 LEASED PREMISES ................................................................................................................. 2
1.02 PURPOSES & CONCESSIONS ................................................................................................2
1.03 RIGHTS OF OTHERS ............................................................................................................... 2
1.04 JOINT VENTURE AGREEMENT ........................................................................................... 2
1.05 CAPITAL INVESTMENT .........................................................................................................3
1.06 PUBLIC BENEFIT .....................................................................................................................3
2 TERM OF AGREEMENT ..................................................................................................................4
2.01 TERM ...........................................................................................................................................4
2.02 TERMINATION ......................................................................................................................... 4
3 RENTALS AND FEES ........................................................................................................................ 4
3.01 RENTAL ...................................................................................................................................... 4
3.02 PAYMENTS ................................................................................................................................ 5
3.03 DEFAULT FOR FAILURE TO PAY RENTALS OR FEES ................................................. 5
3.04 SECURI'Tl' BADGES ................................................................................................................5
3.05 TRASH DISPOSAL ....................................................................................................................5
3.06 WATER SOFTENER .................................................................................................................6
3.07 U'I'ILITIES .................................................................................................................................. 6
3.08 EMPLOYEE PARKING FACILI'TIES ....................................................................................6
4 RIGHTS RESERVED TO LESSOR .................................................................................................. 6
4.01 AIRPORT HAZARDS ................................................................................................................ 6
4.02 AGREEMENT WITH UNITED STATES ............................................................................... 7
4.03 SUBORDINATION OF LESSEE'S RIGHTS ..........................................................................7
4.04 DEVELOPMENT OF AIRPORT ............................................................................................. 7
4.05 MAINTENANCE OF PUBLIC AREA ..................................................................................... 7
5 GENERAI. CONDITIONS ................................................................................................................. 7
5.01 RULES AND REGULATIONS ................................................................................................. 7
5.02 IIVIPROVEMENTS OR ALTERATIONS ................................................................................ 8
5.03 SIGN5 ...........................................................................................................................................8
5.04 LIENS ...........................................................................................................................................9
Draft Restaurant Concession Agreement 2023
5.05 REMOVAL AND DEMOLITION ............................................................................................ 9
5.06 INSPECTION OF LEASED PREMISES .................................................................................9
5.07 INSPECTION OF BOOKS AND RECORDS ..........................................................................9
5.08 JANITORIAL SERVICES .......................................................................................................10
5.09 MAINTENANCE & SERVICES .............................................................................................10
5.10 LESSEE'S DUTY TO REPAIR ...............................................................................................11
5.11 UTILITIES ................................................................................................................................12
5.12 TAXES, ASSESSMENTS, AND LICENSES .........................................................................12
5.13 INDEMNITY AND RELEASE ................................................................................................12
5.14 PUBLIC LIABILITY; PROPERTY DAMAGE AND WORKER'S COMPENSATON
INSURANCE.........................................................................................................................................13
5.15 FIRE AND HAZARD INSURANCE ......................................................................................14
5.16 AIRPORT CONCESSION DISADVANTAGED BUSINESS ENTERPRISES (ACDBE)
REQUIREMENTS, AFFIRMATIVE ACTION, AND NON-DISCRIMINATION .......................14
5.17 WARRANTY OF NO SOLICITATION ................................................................................16
5.18 NO ASSIGNMENT OR SUBLETTING .................................................................................16
5.19 WAIVER ....................................................................................................................................16
5.20 SECURITY REQUIREMENTS ..............................................................................................17
5.21 STANDARDS ............................................................................................................................18
5.22 ACCESS .....................................................................................................................................18
5.23 TITLE OF LEASED PREMISES ...........................................................................................18
5.24 STORED CONTENTS .............................................................................................................18
5.25 INDEPENDENT CONTRACTOR ..........................................................................................19
TERMINATION................................................................................................................................19
6.01 LESSEE'S RIGHT TO TERMINATE ...................................................................................19
6.02 LESSOR'S RIGHT TO TERMINATE ...................................................................................19
6.03 FIRE DAMAGE ........................................................................................................................20
6.04 VACATION OF LEASE AND OWNERSHIP OF FIXTURES ........................................... 21
6.05 SURRENDER ............................................................................................................................22
MISCELLANEOUS PROVISIONS ................................................................................................. 22
7.01 NOTICES ...................................................................................................................................22
7.02 MULTIPLE PARTIES .............................................................................................................22
7.03 PARTIES BOUND ....................................................................................................................22
7.04 APPLICABLE LAW ................................................................................................................ 22
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Draft Restaurant Concession Agreement 2023
7.05 SEVERABILI'I'Y ......................................................................................................................22
7.06 PRIOR AGREEMENTS .......................................................................................................... 23
7.07 AMENDMENT ......................................................................................................................... 23
7.08 RIGHTS AND REMEDIES CUMULATIVE ........................................................................23
7.09 A'I"TORNEY'S FEES ...............................................................................................................23
7.10 CONFLICT OF INTEREST .................................................................................................... 23
7.11 COMPLIANCE WITH CHAPTER 2270, SUBTITLE F, TITLE 10, TEXAS
GOVERNMENTCODE ...................................................................................................................... 23
7.12 NON-ARBITRATION ..............................................................................................................24
7.13 TIME OF THE ESSENCE .......................................................................................................24
Draft Restaurant Concession Agreement 2023
THE STATE OF TEXAS §
KNOW ALL MEN BY THESE PRESENTS:
COUNTY OF LUBBOCK §
RESTAURANT CONCESSION AGREEMENT
This LEASE AGREEMENT, hereinafter referred to as the "Agreement" or "Lease," is entered
into at Lubbock, Texas, by and between the CITY OF LUBBOCK, TEXAS, (referred to herein
as "Lessor"), and SSP America LBB, LLC, a Texas limited liability company (referred to herein
as "Lessee").
WITNESSETH:
WHEREAS, Lessor owns and operates Lubbock Preston Smith International Airport
(referred to herein as "Airport"); and
WHEREAS, Lessor deems it advantageous to itself and to its operation of the Airport to
enter into a restaurant concession agreement with Lessee including leasing unto Lessee the Airport
terminal area herein described, together with certain privileges, rights, uses, and interest therein,
as set forth below; and
WHEREAS, Lessee intends to utilize the Premises for the purpose of establishing and
maintaining the exclusive liquor, restaurant, and newslgift sales for the passenger terminal at the
Airport; and
WHEREAS, the Airport Advisory Board of the City of Lubbock has approved and
recommends Lessee be granted this Agreement for the term designated below; and
WHEREAS, the City Council of the City of Lubbock accepts the recommendation of the
Airport Advisory Board and finds that execution of this Lease will properly serve the public
interest of the citizens of the City of Lubbock;
NOW THEREFORE, The Parties do hereby agree as follows:
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ARTICLE I
DENIISE OF LEASED PREMISES
1.01 LEASED PREMISES
In consideration of the mutual covenants and agreements of this Lease, and other good and
valuable consideration, Lessor demises and leases to Lessee, and Lessee lease from Lessor, certain
property in the Airport terminal building including - the kitchen, food court, alcoholic beverage
lounge, gift/news shop, offices, and related areas, all as shown on the attached hereto as Exhibit
"1," (referred to herein as "Leased Premises" or "Premises).
1.02 PURPOSES & CONCESSIONS
Lessee's use of said Leased Premises shall be for the sole purpose as set out below unless
otherwise stated herein. All such business operations at the Airport will be confined to the Leased
Premises.
Lessor grants to Lessee the exclusive liquor, restaurant, gift shop, and coffee shop
concession sales for the entire Airport terminal building including merchandising and vending
machines, except any vending machines operated by Lessor or its tenants or employees.
The concessions granted herein are described as novelties, news, magazines, books,
tobacco items, and wearing apparel. Lessor agrees to give Lessee first right of refusal on any
additional merchandise categories and locations within the Airport if and when demand specifies
such additional items be added to the assortment. Lessor reserves the right to negotiate a separate
fee structure for any such new categories or any categories added to the scope of this Agreement.
The Leased Premises do not include shoeshine areas, airline VIP clubs exclusively operated and
controlled by an airline, and game machines.
1.03 RIGHTS OF OTHERS
Nothing in this Agreement shall be construed as granting Lessee any right to operate any
other business or concession at the Airport except as enumerated herein. Lessor specifically
reserves the right to grant to other concessionaires the privileges not specifically contained within
the scope of this Agreement.
1.04 JOINT VENTURE AGREEMENT
Lessee agrees to enter into a(20%) Joint Venture Partner Agreement with a firm(s) who
qualify as an Airport Concession Disadvantaged Business Enterprises (hereinafter referred as
ACDBE(s) or DBE) under Department of Transportation Regulations. Lessee agrees to make
every effort to select this entity from the State of Texas. Lessor agrees to make every effort to
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assist Lessee in locating this entity from the existing pool of certifiable ACDBE(s) candidates
located within the State of Texas. The duration of the joint venture will be determined by the "Joint
Venture Agreement" but will not exceed the duration of this Agreement. As required by 49CFR
23.107(d)(2)(iii), the DBE firm(s) participating in the Joint Venture Agreement who is unable to
perform successfully will be replaced with another DBE firm(s) if the remaining term of the
agreement makes this feasible. The selection process will be the same as heretofore set out.
1.05 CAPITAL INVESTMENT
Lessee agrees to spend approximately ($1,985,000) in initial capital investment, with
twenty percent (20%) funding from the Joint Venture Partner, as defined in Article II of the Joint
Venture Agreement, ten percent (10%) from Paint Rock Coffee, LLC, and the remainder of the
funding from the Lessee. The initial capital investment will be used for remodeling, refurbishing,
or upgrading the kitchen area, food court, customer seating area, bar, and newslgift shop. Lessee
agrees to supply Lessor with the breakout of estimated initial capital expenditures that will make
up the total capital investment. Final level of calculation of capital investment shall be determined
within 30 days of the opening of the food court.
Lessee agrees to spend up to an additional One Hundred Ninety-Eight Thousand Five
Hundred Dollars ($198,500.00) in midterm refurbishment between agreement years 7 and 8 with
twenty percent (20%) of the funding from the Joint Venture Partner, as defined in Article II of the
Joint Venture Agreement, ten percent (10°/0) from Paint Rock Coffee, LLC, and the remaining
funding being furnished by the Lessee. The midterm refurbishment may be used to upgrade
facilities in the operated Premises, provide additional facilities, or change existing facilities if
necessary. Lessee agrees to supply Lessor with the breakout of midterm capital expenditures that
will make up the total capital investment.
1.06 PUBLIC BENEFIT
Lessee agrees to conduct business on the Leased Premises for the use and benefit of the
public and further agrees:
a. To furnish good, prompt, and efficient services adequate to meet all the demands for
Lessor's services at the Airport;
b. To furnish said services on a fair, equal, and nondiscriminatory basis to all users
thereof; and
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c. To charge fair, reasonable, nondiscriminatory prices for each unit of sale or service
provided Lessee may make reasonable, nondiscriminatory discounts, rebates, or other
similar types of price reductions of volume purchase.
ARTICLE II
TERM OF AGREEMENT
2.01 TERM
The initial term ("Term") of this Agreement shall be for a period of ten (10) years
commencing upon the earlier of:
(i) three hundred sixty (360) days from the date on which possession of the Premises
is delivered by Lessor to Lessee, which delivery date shall be no later than February
1, 2024, or
(ii) the last unit to reopen for business to the public within the Leased Premises.,
This Agreement shall automatically extend upon expiration of the initial term for one (1)
additional five (5) year period. Prior to the approval of an extension of this Agreement, Lessor will
submit Lessee's written request for extension to the Federal Aviation Administration as required
by 49 CFR 23.107(D)(2)(ii) in order to determine if the extent of DBE participation will change.
2.02 TERMINATION
This Agreement will terminate without further notice when the Term (or any extension
thereo� expires. Upon expiration of the Term, Lessee shall be considered to be occupying the
Premises on an at will tenancy, subject to all the terms of this Lease.
ARTICLE III
RENTALS AND FEES
3.01 RENTAL
In consideration of the rights and privileges herein granted, commencing upon the delivery
of the Premises from Lessor to Lessee, Lessee shall pay to Lessor the amounts provided below on
all gross sales.
RENT SCHEDULE
All Gross Sales -- 14.0%
Gross sales shall include all monies received by Lessee from the sale of articles and
other items upon or from the Leased Premises, and from services rendered,
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operations, and business of every kind conducted upon or from the Leased Premises
less the deduction of State and Federal sales and excise taxes, gratuities, and
employee discounts.
In addition to the rent schedule above, the Lessor shall pay to the City rent for the square
footage of exclusive office space, as shown on Exhibit "2". The rental rate shall be equal to the
terminal rental rate paid by the airlines, and as adjusted annually by the City.
3.02 PAYMENTS
All payments that become due and payable by Lessee shall be made to Lubbock
Preston Smith International Airport, 5401 N. Martin Luther King Blvd., Unit 389, Lubbock, Texas
79401. Lessee shall pay Lessor a late payrnent charge of five percent (5°/0) of the total amount of
the rental payable if payment is not made on or before the twentieth (20`h) day of each month.
Lessee shall furnish the Director of Aviation an itemized statement of Gross Sales received for the
previous month and shall simultaneously pay the City amounts due thereunder.
Lessee shall provide monthly and annual gross sales reports throughout the Term of this
Agreement and any extensions thereo£ The Lessee shall utilize a computerized reporting system
and therefore Lessor reserves the right at any time during the Agreement to request the Lessee
implement a computerized system designed to generate timely gross sales reports and to further
modify the system from time to time.
3.03 DEFAULT FOR FAILURE TO PAY RENTALS OR FEES
If Lessee fails to pay rent due within fifteen (15) days of the due date, the Executive
Director shall provide written notice to the Lessee. Thereafter, if the rent remains unpaid, Lessor
may exercise its rights under Article VI of this Agreement.
3.04 SECURITY BADGES
In addition to the above rental and fees, Lessee shall pay the Lessor a processing fee for
security badges for each of Lessee's employees. Executive Director shall determine the amount
of the processing fee, which shall be reasonable and uniform for all similarly situated tenants at
the Airport.
3.05 TRASH DISPOSAL
Lessee shall pay to Lessor a trash disposal fee of TWO HUNDRED SEVENTY AND
NOI100 DOLLARS ($270.00) per month. If the Lessor's costs increase for the trash disposal,
Lessee agrees to renegotiate said fee.
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3.06 WATER SOFTENER
Lessee shall pay to Lessor FORTY-FNE AND NOI100 DOLLARS ($45.00) per month
for the water softener. If the Lessor's costs increase for the water softener, Lessee agrees to
renegotiate said fee.
3.07 UTILITIES
Lessee shall pay to Lessor each calendar month of the Lease Year and any exercised option
term of this Lease, for Lessee's use of utilities for the Premises, which are separately metered,
including but not limited to water and electricity. For metered utilities, Lessee will be billed by
the City at the rate provided to the City, due upon receipt. Lessee shall arrange for and pay the
cost of installation and usage of telephone service for the Premises, and any other utilities Lessee
desires or requires for the Premises, which are not provided to the Premises as of the date of this
Lease.
3.08 EMPLOYEE PARKING FACILITIES
Lessee shall have the right to use the automobile parking facilities for its employees.
Executive Director shall determine the amount of the processing fee, which shall be reasonable
and uniform for all similarly situated tenants at the Airport.
Such facilities are located in an area designated by the Executive Director, however, such area(s)
shall not be used for the long-term storage of vehicles and trailers. Long-term shall mean periods
greater than two (2) weeks.
ARTICLE IV
RIGHTS RESERVED TO LESSOR
The following rights are reserved unto Lessor, and Lessee agrees that all rights, powers
and privileges granted under this Lease shall be subordinated to Lessor's rights as hereinafter
stated:
4.01 AIRPORT HAZARDS
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 the Airport or constitute a
hazard to aircraft and the right to remove any such obstructions.
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4.02 AGREEMENT WITH UNITED STATES
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 this Agreement with the Government, shall be suspended. The Term of this Lease
may be extended by mutual agreement between the Lessor and Lessee by the amount of the period
of such suspension.
4.03 SUBORDINATION OF LESSEE'S RIGHTS
This Agreement shall be subordinate to the provisions of any existing or future agreement
between the Lessor and the United States pertaining to the operation and 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.
4.04 DEVELOPMENT OF AIRPORT
Lessee shall not operate in any manner that would impair Lessor's ability to secure federal
funding or affect the efficient operation of the Airport. Lessee also 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 hindrance therefrom.
4.05 MAINTENANCE OF PUBLIC AREA
Lessor 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, together with the
right to direct and control all activities of Lessee in this regard.
ARTICLE V
GENERAL CONDITIONS
This Lease granted subject to the following provisions and conditions:
5.01 RULES AND REGULATIONS
In conducting its business on the Leased Premises, Lessee shall comply with and ensure
all authorized activities conducted comply with all federal, state, and local laws, ordinances, rules,
and regulations now in force or hereinafter prescribed or promulgated by authority or by law.
Lessee shall pay for all licenses and permits necessary for the operation of said food service and
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bar and shall pay all fees, taxes, and charges assessed under State, local, or Federal statues or
ordinances insofar as they are applicable.
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 laws, ordinances, rules, or
regulations, Lessee shall immediately reimburse the Airport the full amount of the penalty or iine
and correct the failure, act, or omission leading to, causing, or contributing to the violation. Failure
of the Lessee to comply with any requirement of this paragraph shall be cause for immediate
termination of this Lease by Executive Director. Provided, however, the duty of Lessee to
reimburse Lessor is subject to Lessor providing 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.
5.02 IMPROVEMENTS OR ALTERATIONS
Lessee may not, absent the prior written consent of Lessor 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, except
as provided by Article I, 1.05.
Lessee agrees any said improvements or alterations approved by Lessor, including the
improvements outlined in Article I, 1.05, shall comply with all applicable federal law, state law,
and city ordinances.
In the event Lessor shall consent in principle to the proposed activities of Lessee, such activities
of Lessee are subject to the following:
a. Lessee is responsible for the cost of any such work.
b. The Premises must at all times be kept free of inechanics and materialman's liens.
Lessor must be notiiied 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.
5.03 SIGNS
Lessee shall have the right to place signs identifying Lessee's business at locations approved
by the Executive Director. Said signs shall be of a type, size, and design approved in writing by
the Executive Director. The installation of such signs must comply with all applicable City
ordinances and shall be without cost to the Lessor.
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5.04 LIENS
Lessee shall not cause or permit any mechanics and materialman's liens or other liens to
be filed against the Premises or against Lessee's leasehold interest in the land or any buildings or
improvements on the Premises by reason of any work, labor, services, or materials supplied or
claimed to have been supplied to Lessee or anyone holding the Premises or any part of them
through or under Lessee. If such a mechanics or materialman's lien is recorded against the
Premises or any buildings or improvements on them, Lessee must either cause it to be removed or,
if Lessee in good faith wishes to contest the lien, take timely action to do so, at Lessee's sole
expense. If Lessee contests the lien, Lessee will indemnify Lessor and hold it harmless from all
liability for damages occasioned by the lien or the lien contest and will, in the event of a judgment
of foreclosure on the lien, cause to the lien to be discharged and removed before the judgment is
executed.
5.05 REMOVAL AND DEMOLITION
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 Executive Director, who may, in
discretion, condition such consent upon the obligation of Lessee to replace the same improvements
specified in such consent upon termination or expiration of this Lease. This provision applies to
those improvements outlined in Article I, 1.05 as well. The Executive Director shall not withhold
consent unreasonably and shall not impose unreasonable conditions on the consent.
5.06 INSPECTION OF LEASED PREMISES
Lessor, acting by and through its Executive Director or a designated representatives, shall
have the right to inspect the Leased Premises at all reasonable times during the Term of this Lease
and during any extension thereof.
5.07 INSPECTION OF BOOKS AND RECORDS
Lessee shall maintain complete digital books and records of all transactions, sales, and
income resulting from its business operations at the Airport, which books and records may be
inspected at any time by the Executive Director or a designated representative at Lubbock, Texas,
upon reasonable notice to the Lessee. In the event Lessee request such inspection to be performed
outside the Lubbock Area, the Executive Director may honor such request; however, 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
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statement certified by a Certified Public Accountant that such figures are correct and properly
stated.
5.08 JANITORIAL SERVICES
Lessee shall, at its own expense, provide janitorial services for the Leased Premises. Said
services may be provided by the Lessee alone, or by Lessee in conjunction with other tenants who
are now or may hereafter be Lessees at the Airport.
5.09 MAINTENANCE & SERVICES
Lessee shall provide the following services at the Airport at all times during the term of
this Agreement, and at Lessees own cost and expense:
a. Lessee will operate the Premises for the use and benefit of the public and furnish service
on a fair, equal, and not unjustly discriminatory basis to all customers.
b. Lessee must be open for business at the designated operating hours, unless otherwise
authorized in writing by the Executive Director. The minimum hours of operation shall
be 365 days a year, and within fifteen minutes of the checkpoint opening, with
continuous operation until the last flight has boarded. Concessionaire operations must
be flexible enough to provide extended hours to accommodate the additional business
and customer service opportunities generated as a direct result of flight delays or airline
schedule changes, to the extent there are customers in the Concourse or the possibility
of passengers deplaning.
c. All food and beverages offered for sale by Lessee must be of high quality and
comparable to first class food and beverage facilities of a similar type in the Lubbock
area.
d. Lessee will offer an employee discount of 20% to all airport tenants, City of Lubbock
Airport employees, and airline employees with respect to food and non-alcoholic
beverages.
e. Lessee shall provide electrical power and gas used in the operation of said restaurant
for cooking purposes only, provided that Lessor shall install separate meters free of
cost to Lessee, so that said fuels are correctly metered, and said fuels, if furnished
through Lessor, are to be paid for by the Lessee at the rate set forth in ordinary utility
contracts covering commercial users.
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f. Lessee shall furnish its own equipment, utensils, dishes, silverware, china, tables, and
chairs and all other equipment not specifically excluded elsewhere in this Agreement,
needed to operate a first class restaurant and bar.
g. Lessee shall provide, maintain, train, and supervise a staff of employees adequate at all
times to fulfill their obligations under this Lease.
h. At all times Lessee's employees performing services shall be neat, appropriately
attired, clean and courteous; Lessee shall not permit its contractors, agents, or
employees so engaged to conduct business in a loud, noisy, boisterous, offensive, or
objectionable manner, or to smoke on duty in public view or while preparing food.
i. Lessee shall obtain and maintain all necessary certificates required by the Texas state
Board of Health and any and all other permits and licenses required for tis operations.
j. Lessee shall, at its sole cost and expense, maintain the Leased Premises in presentable,
neat, clean, attractive, safe, and in an orderly condition consistent with good business
practices. Lessee shall keep the Leased Premises free of waste, refuse, and debris and
shall provide complete and proper arrangement for the sanitary handling and disposal
of trash, garbage, and other refuse caused as a result of its operations at the Airport.
k. Lessee agrees that Lessor reserves the right to determine the location and manner in
which publications and or other materials may be displayed in the Leased Premises.
The Executive Director, acting in good faith, shall be the sole judge of the quality of
maintenance, and upon written notice, Lessee shall be required to perform whatever maintenance
deemed necessary. If said maintenance is not commenced by Lessee within thirty (30) days after
receipt of written notice, the Executive Director shall have the right to enter upon the Leased
Premises and perform the necessary maintenance, the cost of which shall be borne by Lessee.
5.10 LESSEE'S DUTY TO REPAIR
Except as provided herein, any property of Lessor, or for which Lessor 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 satisfaction of
the Executive Director. In lieu of such repair or replacement, Lessor and Lessee may mutually
agree to the payment of an amount by Lessee to compensate Lessor from losses sustained or
expenses incurred as a result of the loss of or damage to or destruction of such property.
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5.11 UTILITIES
Lessor agrees to furnish ventilation, heat, light, air-conditioning, and water in the demised
Premises at no cost to Lessee. Lessor agrees to keep the equipment for the furnishing of said heat,
light, air-conditioning, and water in good repair during the Term of this Lease without cost to
Lessee. Lessor further agrees to provide sewage and drainage lines including installation,
maintenance, and repair thereof, except that which is caused by negligence of Lessee. In the
furnishing of water and lights, the Lessee will exercise prudent management to prevent waste. If
waste is excessive, to be determined by the Executive Director's reasonable discretion, the Lessor
may meter or otherwise determine the extent of waste and charge Lessee for excess usage.
5.12 TAXES, ASSESSMENTS, AND LICENSES
In addition to the rent specified in Article III, Lessee will pay and discharge all taxes,
general and special assessments, and other charges of any kind levied on or assessed against the
Premises and all interest in the Premises and all improvements and other property on them during
the Lease term, whether belonging to Lessor or to Lessee. Lessee will pay all the taxes, charges,
and assessments directly to the public officer charged with their collection not fewer than fifteen
(15) days before they become delinquent, and Lessee will indemnify Lessor and hold it harmless
from all such taxes, charges, and assessments. Lessee may, in good faith at its own expense contest
any such taxes, charges, and assessments and must pay the contested amount, plus any penalties
and interest imposed, if and when finally determined to be due.
Lessee shall obtain and pay for all licenses and permits necessary or required by law for
the construction of any additional improvements, the installation of equipment and furnishings,
and any other licenses necessary for the conduct of its business.
5.13 INDEMNITY AND RELEASE
Lessee shall indemnify and hold harmless, to the fullest extent permitted by law, Lessor,
and Lessor's respective officers, employees, elected officials, and agents from and against any and
all losses, business 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 contemplated hereunder,
or the omission of the activities contemplated hereunder, whether caused, or contributed to, by the
negligence or fault of Lessor, its officials and/or agents, including, but not limited to losses,
damages, claims or liabilities arising from or related to, in any way, manner or form, the act or
omission of third parties on the Premises herein leased. Lessee further covenants and agrees to
defend any suits or administrative proceedings brought against Lessor andlor Lessor's respective
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officers, employees, elected officials and/or agents on account of any such claim, and to pay or
discharge the full amount or obligation of any such claim incurred by, accruing to, or imposed on
Lessor, or Lessor's respective officers, employees, elected officials and/or agents, as applicable,
resulting from any such suits, claims and/or administrative proceedings or any matters resulting
from the settlement or resolution of said suits, claims, and/or administrative proceedings. In
addition, Lessee shall pay to Lessor, Lessor's respective officers, employees, elected officials
andlor agents, as applicable, all attorneys' fees incurred by such parties in enforcing Lessee's
indemnity in this section.
Both parties hereby agree to mutually release each other and their respective officers,
employees, elected officials, and agents shall not be liable, and both parties hereby release each
other and their respective officers, employees, elected officials, and agents, for, from, and/or
against any losses, damages, claims, or liabilities to Lessee, on any theory of legal liability,
including, but not limited to the negligence, of any type or degree, or fault, of either party, arising
from or related to, in any way, manner or form, the unenforceability or voidance, for any reason,
of all or any part of this Agreement.
The indemnity and release provided herein shall survive the termination or voidance of this
Agreement. Provided this Agreement does not release Lessor, nor indemnify or hold harmless, nor
require a legal defense of Lessor, for any losses, business losses, damages, claims, or liabilities of
any kind, which arise directly from the intentional acts or omissions of the employees, agents,
officers, official, or any other person acting for or under authority of Lessor, payrnents or other
reimbursements shall not be subrogated or otherwise made the basis of any claim by Lessor or any
third person for reimbursement by Lessee.
5.14 PUBLIC LIABILITY; PROPERTY DAMAGE AND WORKER'S
COMPENSATON INSURANCE
Lessee shall maintain at all times during the Term of this Lease, during any extension
thereof, at its sole expense, with an insurance underwriter reasonably acceptable to the Executive
Director and authorized to do business in the State of Texas, adequate insurance against claims of
public liability and property damage resulting from Lessee's activities at the Airport. The amount
of insurance coverage's shall not be less than ONE HUNDRED THOUSAND DOLLARS
($100,000) for property damages as a result in any one event, or less than THREE HUNDRED
THOUSAND DOLLARS ($300,000) for personal injury or death of any one person in any one
event, or less than FIVE HUNDERED THOUSAND DOLLARS ($500,000) for personal injury
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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 insurer to subrogation. Certificates of
insurance or other satisfactory evidence of insurance shall be filed with Executive Director prior
to the commencement of the initial term of this Lease. Each policy shall name the City of Lubbock
as additional insured as its interest may appear, require the insurer to notify the Executive Director
of any alteration, nonrenewal, 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 Executive
Director.
Lessee shall provide Worker's Compensation Insurance.
Upon the renewal date of each policy owned by Lessee, separate certificates of renewal
shall be provided to the Executive Director.
5.15 FIRE AND HAZARD INSURANCE
Lessee shall acquire fire and extended insurance coverage for the Leased Premises and
fixtures on the Leased Premises and shall keep such insurance in full force and effect during the
entire term of this Lease, and during any extension thereof. Such insurance shall be in an amount
equal to not less than eighty percent (80%) of the replacement value of the Leased Premises and
fixtures. All fire insurance policies shall contain a loss payee endorsement in favor of the Lessor
as their interest may appear. The policy shall also waive the right of subrogation against the Lessor.
Lessee shall furnish evidence of certificates of insurance to the Executive Director prior to taking
possession of the Leased Premises.
5.16 AIRPORT CONCESSION DISADVANTAGED BUSINESS ENTERPRISES
(ACDBE) REQUIREMENTS, AFFIRMATIVE ACTION, AND NON-DISCRIMINATION
a) ACDBE Requirements: Lessee understands and agrees to the following
assurances: It is the policy of the Lessor that ACDBEs shall have the maximum
practicable opportunity to participate in the awarding of Lessor contracts. Lessee
agrees to use good faith efforts to promote this policy through its concession
program at the Airport. Specifically, Lessee agrees to use good faith efforts to
satisfy the Lessor's ACDBE participation goal and to abide by all applicable
provisions of the Lessor's ACDBE Program and this Agreement.
b) NONDISCRIMINATION: The Lessee, for itself, its personal representatives,
successors in interest, and assigns, as a part of the consideration hereof, does hereby
covenant and agree: (1) that no person, on the grounds of race, color, religion, creed,
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political ideas, sex, age, or physical or mental handicap, shall be excluded from
participation, denied the benefits of, or be otherwise subjected to discrimination in
the use of said facilities; (2) that in the construction of any improvements and the
furnishing of services, no person on the grounds of race, color, religion, creed,
political ideas, sex, age, or physical or mental handicaps, shall be excluded from
participation in, denied the benefits of, or otherwise be subjected to discrimination;
(3) that the Lessee shall use the Leased Premises in compliance with all other
requirements imposed by or pursuant to Title 49, Code of Federal Regulations,
Department of Transportation, Subtitle A, Office of the Secretary Part 21,
Nondiscrimination in Federally Assisted Programs of the Department of
Transportation, Effectuation of Title VI of the Civil Rights of 1964, and as said
Regulations may be amended; and (4) that Lessee will not block, close, or otherwise
cause the accessibility of handicapped accessible ingress and egress to be
nonfunctional without providing an alternative means of access approved in writing
by the Airport Director.
The Lessee shall furnish its accommodations and/or services on a fair, equal, and
nondiscriminatory basis to all users thereof, and it shall charge fair, reasonable, and
nondiscriminatory prices for each unit of service; however, the Lessee may be
allowed to make reasonable discounts or other similar type of price reductions to
purchasers (such as employees of the Lessor or other vendors at the Airport) on a
nondiscriminatory basis.
c) AFFIRMATIVE ACTION: If required by Law, Lessee assures that it will
undertake an affirmative action program, as required by 14 CFR part 152, subpart
E, to ensure that no person shall, on the grounds of race, creed, color, national
origin, or sex, be excluded from participating in any employment, contracting, or
leasing activities covered in 14 CFR part 152, subpart E. The Lessee assures that
no person shall be excluded, on these grounds, from participating in or receiving
the services or benefits of any program or activity covered by this subpart. The
Lessee assures that it will require that its sub-organizations (contractors, sub-
tenants) provide assurances to the Lessee that they similarly will undertake
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affirmative action programs and that they will require assurances from their
suborganizations, as required by 14 CFR part 152, subpart E, to the same effect.
The Lessee further agrees to comply with any affirmative action plan or steps for
equal employment opportunity required by 14 CFR part 152, subpart E, as part of
the affirmative action program, and by any Federal, State, or local agency or court,
including those resulting from a conciliation agreement, a consent decree, court
order, or similar mechanism. The Lessee agrees that State or local affirmative
action plans will be used in lieu of any affirmative action plan or steps required by
14 CFR part 152, subpart E, only when they fully meet the standards set forth in 14
CFR 152.409. The Lessee agrees to obtain a similar assurance from its
suborganizations, and to cause them to require a similar assurance of their covered
suborganizations, as required by 14 CFR part 152, subpart E.
Lessee at its expense will comply with all requirements of the Americans with
Disabilities Act (ADA) as may be amended from time to time applicable to the
Premises.
5.17 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.
5.18 NO ASSIGNMENT OR SUBLETTING
Except with the prior written consent of the Executive Director, such consent not to be
unreasonably withheld, Lessee shall not sublet any part of the Leased Premises or assign any of its
rights hereunder. No such assignment or subletting made with the consent of the Executive
Director shall affect Lessee's obligation to make all required rental and fee payments hereunder
upon default of any assignee or subtenant. Except as set forth above, Lessee shall not at any time
assign, sell, transfer, pledge, or otherwise alienate this Agreement or any interest herein without
the prior written consent of the Executive Director, such consent not to be unreasonably withheld.
5.19 WAIVER
The failure of Lessor to insist in any one or more instance upon performance of any of the
terms, covenants, or conditions of this Lease shall not be construed as a waiver or relinquishment
of the future performance of any such terms, covenants, or conditions and Lessee's obligation with
respect to such future performance shall continue to be in full force and effect. Furthermore, the
acceptance of rentals or fees by Lessor after Lessee's failure to perform, keep or observe any of
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the terms, covenants, or conditions of the Lease shall not be deemed a waiver by Lessor to cancel
this Agreement for such failure.
5.20 SECURITY REQUIREMENTS
Lessee shall provide approved escort for vendor employees and delivery personnel
requiring access to the secure area of the Terminal.
Lessee shall comply with any applicable provisions of the City's Airport Security Plan
(ASP), Security Directives issued by TSA, and any applicable rules and regulations which may be
promulgated by TSA from time to time, which have been provided to Lessee ("Security
Requirements" hereinafter). Lessee shall submit to inspections by TSA, the City and/or their
security screening contractor, to ensure compliance with Security Requirements.
Any violation of conformance with Security Requirements will be documented in writing
and a copy of the violation notice provided to the Lessee's Manager in writing. Lessee will
investigate the violation and provide a written response and/or corrective action within twenty four
(24) hours. A copy of the response will be provided to the City.
To the extent that any action or omission by Lessee, its officers or employees, to follow
Security Requirements results in the City being fined, including any type of monetary assessment
or penalty (collectively, a"Fine"), by TSA or any other governmental entity having jurisdiction,
Lessee shall promptly reimburse the City for any such Fine, together with the reasonable costs
incurred by the City in defending against the proceeding or actions which has resulted in the Fine.
The City shall notify Lessee if any such Fine has been proposed, and give Lessee the opportunity
to join in the defense of any such proceeding. Lessee shall promptly pay any Fine levied directly
against Lessee by TSA or any other governmental entity having jurisdiction, no later than five (5)
days after any protest or appeal process have run or the time for taking them has expired.
Lessee acknowledges that all products delivered and transported to the secure portion of
the Terminal are subject to inspection. All Lessee employees, officers, and escorted visitors in the
secure area of the Terminal are subject to search, and may be required to provide appropriate
credentials.
Lessee acknowledges that all Security Requirements which are shown or provided to it
above, are sensitive security information ("SSI") in accordance with 49 CFR Part 1520, that Lessee
and any involved persons are required to protect the same from unauthorized disclosure, and that
civil penalties may be imposed for failure to do so. The Lessee's general manager (the "Manager")
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is the designated primary point of contact for receiving any SSI which Lessee receives. The
Manager will acknowledge receipt of SSI to the City, and confirm any actions taken by Lessee as
required by the SSI. All SSI materials shall be stored in secured areas, or locked in secured
cabinets, within the Lessee's Premises at the Airport. Materials marked as containing SSI shall be
disposed of by shredding.
5.21 STANDARDS
Lessor reserves the right to establish reasonable standards for the construction and
maintenance of alterations, repairs, additions, or improvements to Lessee's facilities. This includes
structural design, color, material used, landscaping and maintenance of Lessee's facilities and the
Leased Premises. Lessor also reserves the right to issue through its Executive 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. Lessor also reserves the right to make
improvements and repairs at its own expense during the term of this Agreement and agrees to
maintain in good repair the spaces herein leased to the Lessee.
5.22 ACCESS
Lessee is herein granted the right of ingress to and egress from the Leased Premises over
and across common or public roadways serving the Airport. Such right of ingress and egress,
however, shall be subject to all laws, ordinances, rules, and regulations now existing or hereafter
promulgated by the City of Lubbock or other lawful authority.
5.23 TITLE OF LEASED PREMISES
Lessee agrees it does not acquire any equity or title to the Leased Premises as a result of
this Agreement and the property herein leased shall remain the sole property of Lessor. Lessor
grants Lessee a leasehold interest by and through this Agreement.
5.24 STORED CONTENTS
Lessee agrees it will not store or permit storage of gasoline, oil, paint, or any other
flammables on the Leased Premises and no smoking or open flame will be permitted thereon. It is
also understood Lessee will not use or permit the use of the Leased Premises for any purpose other
than that set forth in Section 1.02 above or uses authorized by the Executive Director.
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5.25 INDEPENDENT CONTRACTOR
Lessee is and shall be an independent contractor in the performance of this Agreement, and
Lessee shall have no authority to incur any obligation or indebtedness in the name of, or on behalf
of Lessor, or in any manner act for it or on its behalf.
ARTICLE VI
TERMINATION
This Agreement is subject to termination for the reasons set forth below, provided that ten
(10) days written notice is given to the nonterminating party, unless otherwise speciiied as follows:
6.01 LESSEE'S RIGHT TO TERMINATE
Subject to Lessor's right to cure, Lessee may terminate upon the happening of any of the
following;
a. The permanent abandonment of the Airport as an air terminal by Lessor.
b. The issuance by any court of competent jurisdiction of an injunction in any way
preventing or restraining the use of the Leased Premises for at least thirty (30) days.
c. The breach by Lessor of any of the terms, covenants, or conditions of this Agreement
to be kept, performed, and observed by Lessor, and the failure of Lessor to remedy such
breach for a period of thirty (30) days after written notice from Lessee of the existence
of such breach.
d. 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 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.
6.02 LESSOR'S RIGHT TO TERMINATE
Subject to the Lessee's right to cure, Lessor may terminate upon the happening of any of
the following:
a. If Lessee makes an assignment for the benefit of creditors; or files a voluntary petition
of bankruptcy; or if proceedings in bankruptcy are instituted against Lessee and Lessee
is thereafter adjudicated as bankrupt pursuant to such proceedings, or if a receiver for
the 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, insolvency,
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readjustment of debt, dissolution, or liquidation law of any jurisdiction, whether now
or hereafter in effect.
b. If Lessee shall abandon or discontinue operations under this Agreement.
c. If Lessee shall default in or fail to make any rental or fee payrnent at the time and in
the amounts required under this Agreement.
d. If Lessee shall fail to perform, keep, and observe all of the covenants and conditions
contained in this Agreement to be performed, kept, and observed by Lessee.
e. If Lessee shall fail to abide by all applicable laws, ordinances, rules, and regulations of
the United States, State of Texas, City of Lubbock, and Executive Director.
f. Lessee agrees to act in a manner that will not impair Lessor's ability to secure federal
financial aid for the development of the Airport, or further development of the
aeronautical operations thereon.
g. If Lessor, acting in good faith, fmds termination of the rights, privileges and interest of
Lessee acquired under this Lease be necessary to secure federal financial aid for the
development of the Airport, or further development of aeronautical operations thereon,
and Lessee is not otherwise in breach of contract, then Lessor shall pay Lessee the fair
market value of Lessee's affected rights, privileges, and interest including, but not
limited to, Lessee's lost profit for the remainder of the Term and Lessee's unamortized
Capital Investment.
h. Lessor shall give written notice to Lessee to correct or cure any such default, failure to
perform or breach and if, within thirty (30) days from the date of such notice, the
default, failure to perform, or breach complained of shall not have been corrected to
the reasonable satisfaction of the Executive Director, then and in such event the
Executive Director 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. In such event, Lessor shall take reasonable and good faith efforts to
lease the Premises to a third person and/or otherwise mitigate any damages incurred as
a result of Lessee's default.
6.03 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 thereof, so as to become totally or partially
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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 the Agreement, Lessee's obligation to pay rental 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 Lease Premises, this Lease shall terminate, such
termination to be effective on the date of damage by fire or other accidental cause, and all rentals
fees due pursuant to this Agreement shall be apportioned to that date.
6.04 VACATION OF LEASE AND OWNERSHIP OF FIXTURES
Within thirty (30) days after expiration or termination of this Agreement, as herein
provided, the Lessee, at Lessee's sole expense, shall remove any furniture, machinery, equipment,
chattels, goods, or other trade fixtures at Leased Premises such as operating equipment. In the
event of the failure on the part of Lessee to remove from the Leased Premises, all such above
described property owned by Lessee under the requirements set forth in this paragraph, Lessor
may effect such removal and deliver said property to Lessee at Lessee's expense. However, this in
no way relieves the Lessee of the debt incurred. Lessee shall pay monthly a sum equal to the rental
paid the preceding month for 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 its business on the Leased Premises at any time prior to expiration of the term, or the
expiration of any subsequent extension, Lessor shall retain ownership of Lessee's improvements
to the extent of the rentals due for the remainder of the term or extension if paid at the rate paid
for the month prior to termination.
Lessee's right to remove its property is subject to the condition that Lessee has paid in full
all amounts due and owed to Lessor under this Agreement. If Lessee shall fail or neglect to remove
said property on or before said expiration or termination of Agreement, then at the option of Lessor,
said property shall either become the property of Lessor without compensation therefor, or the
Executive Director may cause such property to be removed at the expense of Lessee, and no claim
for damages against the Lessor, or its officers, agents or employees shall be created or made on
account of such removal and restoration. In the event that there are any substantial disagreements
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concerning the Vacation of Lease and Ownership of Fixtures, Lessor and Lessee agree to Dispute
Resolution as set out in Article VII.
6.05 SURRENDER
The Lessee covenants at the termination of this Agreement it will surrender the Leased
Premises to Lessor without notice further than is herein provided in as good condition as when
entered into by said Lessee, reasonable wear and tear expected. Upon the expiration or termination
of this Agreement, or any renewal thereof, Lessee shall remove the trade fixtures, equipment and
utensils installed by Lessee.
ARTICLE VII
NIISCELLANEOUS PROVISIONS
7.01 NOTICES
Notices to the Lessor provided for herein shall be sufficient if sent certified mail, postage
prepaid, addressed to the Lubbock Preston Smith International Airport, Executive Director, 5401
N. Martin Luther King Blvd., Unit 389, Lubbock, Texas 79401, and notices to Lessee, if sent by
certified mail, postage prepaid, to the address for Lessee on file with the Executive Director.
7.02 MULTIPLE PARTIES
If this lease names more than one Lessor or Lessee, service of any notice on any one Lessee
or Lessor is considered service on all Lessees or Lessors, respectively.
7.03 PARTIES BOUND
This Agreement binds, and insures to the benefit of, the parties to the lease and their
respective heirs, executers, administrators, legal representatives, successors, and assigns.
7.04 APPLICABLE LAW
This Agreement is to be construed under Texas law, and all obligations of the parties
created by this lease are performable in Lubbock County, Texas. Venue for any action brought
pursuant to this Agreement, or any activity contemplated hereby, shall lie exclusively in Lubbock
County, Texas.
7.05 SEVERABILITY
If any one or more of the provisions contained in this Lease are for any reason held to be
invalid, illegal, or unenforceable in any respect, the invalidity, illegality, or unenforceability will
not affect any other provision in the Lease, which will be construed as if it had not included the
invalid, illegal, or unenforceable provision.
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7.06 PRIOR AGREEMENTS
This Lease constitutes the parties' sole agreement and supersedes and replaces any prior
contracts, agreements, understandings or oral agreements between the parties with respect to the
subject matter.
7.07 AMENDMENT
No amendment, modification, or alteration of this Lease is binding unless in writing, dated
subsequent to the date of this Lease, and duly executed by the parties.
7.08 RIGHTS AND REMEDIES CUMULATIVE
The rights and remedies provided by this Lease Agreement are cumulative, and either party
using any right or remedy will not preclude or waive its right to use any other remedy. The rights
and remedies are given in addition to any other rights the parties may have by law, statute,
ordinance, or otherwise.
7.09 ATTORNEY'S FEES
In the event of any dispute under this Agreement, Lessor and Lessee shall iirst attempt to
resolve such difference in good faith through a neutral mediator, each party bearing their own
expense. If inediation fails, the parties may then proceed to enforce and/or litigate their dispute in
a court of law under the jurisdictional and venue requirements outlined in Section 7.04 of this
Agreement.
7.10 CONFLICT OF INTEREST
The Lessee acknowledges 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.
7.11 COMPLIANCE WITH CHAPTER 2270, SUBTITLE F, TITLE 10, TEXAS
GOVERNMENT CODE
Lessee warrants it is in compliance with Chapter 2270, Subtitle F, Title 10 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 this Agreement.
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7.12 NON-ARBITRATION
Lessor 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, Lessor 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.
7.13 TIME OF THE ESSENCE
Time is of the essence of this Agreement.
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EXECUTED this the 22nd day of Au�ust , 2023.
LESSOR:
CITY OF LUBBOCK
BY:
Tray P , M or
A EST:
Courtney Paz, City Se et
APPROV�D�4S TO
APPROV
�� �-�� %�1 � �
ket�� (,�,�,��z,�
Executive Director of Aviation
stant City Attorney
LESSEE:
SSP America LBB, LLC
BY:
Name: atrick
Title: Executive Vice President
ATTEST:
Dottie Kennedy, ecutive ssistant BD
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