Loading...
HomeMy WebLinkAboutResolution - 2014-R0300 - Lease Agreement - Condorsaa Aviation LLC - Hangar Space, LPSIA Property - 09/04/2014Resolution No. 2014-RO300 September 4, 2014 Item No. 2.7 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a Lease Agreement by and between the City of Lubbock and CONDORSAA AVIATION, LLC for hangar space and other real property located at the Preston Smith International Airport, and related documents. Said Lease Agreement is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on September 4, 2014 G • ' C. R -RTSON, MAYOR ATTEST: Rebec Garza, City Secretary APPROVED AS TO CONTENT: Kelly Campbell, Executive Director of Aviation APPROVED AS TO FORM: itc e hite, F st Assistant City Attorney RES.Lease Agrmt-CONDORSAA AVIATION,LLC 8.20.14 Resolution No. 2014-RO300 STATE OF TEXAS COUNTY OF LUBBOCK § KNOW ALL MEN BY THESE PRESENTS: LEASE AGREEMENT THIS LEASE AGREEMENT, hereinafter referred to as the "Agreement" or "Lease," is entered into by the CITY OF LUBBOCK (referred to herein as "City"), a Home Rule Municipality of Lubbock County, Texas, and CONDORSAA AVIATION, LLC (referred to herein as "Lessee") WITNESSETH WHEREAS, City owns, controls and operates the Lubbock Preston Smith International Airport (referred to herein as "Airport"), which includes, among other lands, the Leased Premises, as described below, situated at 5902 N. Cedar Avenue, Lubbock, Lubbock County, Texas, and has the authority to grant certain rights and privileges with respect thereto, including those hereinafter set forth; and WHEREAS, City deems it advantageous to itself and to its operation of the Airport to lease unto Lessee the hangar and ground area described herein, together with certain privileges, rights, uses and interests therein, as hereinafter set forth; and and WHEREAS, City owns the aircraft hangar located on the Leased Premises, as defined below; WHEREAS, the Airport Board and City Council of the City of Lubbock finds that execution of this Lease will properly serve the public interest of the citizens of the City of Lubbock. NOW THEREFORE, for and in consideration of the mutual promises, covenants, terms and conditions, both general and special, as hereinafter set forth, City hereby grants to Lessee the rights and privileges hereinafter described; Lessee agrees to accept the duties, responsibilities and obligations as hereinafter set forth; and the parties hereto, for themselves, their successors and assigns, agree as follows: ARTICLE ONE DEMISE OF LEASED PREMISES 1.01 LEASED PREMISES For and in consideration of the terms, conditions and covenants of this Lease to be performed by Lessee, all of which Lessee accepts, City does hereby lease unto Lessee certain property located on the Airport, more particularly described in Exhibit "A" which is attached to this Lease, and is incorporated into and made a part of this Lease for all purposes (collectively referred to as "Premises" or "Leased Premises"). Description of Leased Premises: Hangar #32: 6,026 square feet Land: 14,076 square feet 1.02 PURPOSE AND PRIVILEGES The Lessee is entitled to use the Leased Premises for the following activities: A. Lessee may use the Leased Premises for aircraft avionics, flight school, and testing center. B. Lessee, at its own expense, shall be responsible for securing all permits, clearances, right-of-way and other matters necessary to conduct business in a lawful manner. C. The Lessee may be entitled to use the Leased Premises for those activities set out in Section 1, Fixed Base Operator, I. Multiple Services of the Minimum Standards for Aeronautical Activities, 1991; as may be amended from time to time, with written approval of the Executive Director of Aviation. 1.03 USE OF AIRPORT During the term of this Lease, Lessee and its tenants shall have free use of, in common with others at the Airport, all runways, taxiways, public ramps and public parking areas available at the Airport, and the right of ingress to and egress from the above described Premises, which right shall extend to Lessee's employees, guests, invitees, tenants and patrons. If, during the term of this Agreement, the use of the Airport by Lessee is temporarily suspended, restricted or interfered with for a period of thirty (30) days or more for reasons beyond the practical control of the City, in such manner so as to substantially affect the use of the Leased Premises or operation of aircraft by Lessee or its tenants, all Condorsaa Aviation, LLC 2 fees during such period shall abate and the term of the Agreement shall, at the election of Lessee, be extended for an equivalent period of time. 1.04 PUBLIC BENEFIT Lessee agrees to operate the Leased Premises for the use and benefit of the public and further agrees: A. To use reasonable efforts to furnish good, prompt and efficient services adequate to meet all the demands for its services at the Airport; B. To furnish said services on a fair, equal and not unjustly discriminatory basis to all users thereof, and C. 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. ARTICLE TWO 10D)RUT 1 2.01 TERM The initial term of this Agreement shall be for a period of five (5) years and shall begin on September 1, 2014, and terminate on August 31, 2019. Lessee shall have the option to extend this Agreement for one (1) additional five (5) year period. Such option must be in writing thirty (30) days prior to expiration date of original term. 2.02 HOLDING OVER In the event Lessee remains in possession of the Leased Premises after the expiration of this Agreement or any extension thereof, without any written renewal or extension of the 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 City's Executive Director of Aviation. Condorsaa Aviation, LLC 3 ARTICLE THREE RENTAL AND FEES 3.01 RENTALS In consideration of the rights and privileges herein granted, Lessee shall pay to the City the following rentals and fees: A. HANGAR RENTAL Hangar rental for 6,026 square feet of Leased Premises at the rate of $1.519 per square foot per year. Annual rental will be NINE THOUSAND ONE HUNDRED FIFTY-THREE AND 49/100 DOLLARS ($9,153.49) which shall be due and payable, in (12) equal monthly installments of SEVEN HUNDRED SIXTY-TWO AND 79/100 DOLLARS ($762.79). B. GROUND RENTAL Land rental for 14,076 square feet of Leased Premises at the rate of $.1700 per square foot per year. Annual rental will be TWO THOUSAND THREE HUNDRED NINETY-TWO AND 92/100 DOLLARS ($2,392.92) which shall be due and payable, in (12) equal monthly installments of ONE HUNDRED NINETY-NINE AND 41 /100 DOLLARS ($199.41). C. CONSUMER PRICE INDEX The parties hereto mutually agree that during the initial term of this Agreement, and during any renewal period, except as otherwise might be set out in this Agreement, the rental rates will be adjusted upward or downward for each ensuing calendar year beginning January 1, 2015, in direct proportion to the fluctuation in the U.S. Department of Labor, Bureau of Labor Statistics Consumer Price Index (CPI) for All Urban Consumers. Any adjustment to the rental rates resulting from changes in the CPI shall be determined by calculating the increase or decrease in the CPI for the preceding twelve (12) months. D. FUEL FLOWAGE If Lessee requests and receives authorization to operate as a Fixed Base Operator selling fuel subject to the requirements of Minimum Standards, a fuel flowage fee of four cents ($.04) per gallon for each gallon of aviation fuel delivered to Lessee or its agents for Lessee's own consumption or re -sale at Lubbock Preston Smith Condorsaa Aviation, LLC 4 International Airport, excluding that sold or delivered by Lessee to a regularly certified airline under contract with City as a part of the pecuniary consideration herefor and except flowage fees paid by the supplier on behalf of Lessee. The fuel flowage fee is subject to change with advance written notice to Lessee. The aforesaid flowage fees, if not paid by the supplier, shall be due on the twentieth (20`h) day of each month succeeding that in which the aircraft fuels and lubricants are received by Lessee. It is understood and agreed that the total gallons of fuel delivered to or purchased by Lessee, other than gasoline delivered to regularly scheduled airlines operating under a contract or lease with City, may be reduced by an amount not to exceed two percent (2%) in computing charges as a maximum loss allowance from any and all causes. E. SECURITY BADGES In addition to the above rental and fees, Lessee shall pay the City a processing fee for security badges for each of Lessee's employees on the Leased Premises. City's Executive Director of Aviation shall determine the time of payment and the amount of the processing fee, each of which shall be reasonable and uniform for all similarly situated tenants at the Airport. 3.02 PAYMENTS All payments are due and payable on or before the 201h day of each month ("Due Date") this Agreement is in effect and shall be made to the City at the Office of the Executive Director of Aviation, Lubbock Preston Smith International Airport, 5401 N. MLK Blvd., Unit 389, Lubbock, Texas 79403. Lessee shall pay City a late charge of five percent (5%) of the total amount of rentals payable if payment of such rentals is not made when due. 3.03 DEFAULT FOR FAILURE TO PAY RENTALS OR FEES If Lessee fails to pay any rent due and owing to City hereunder within fifteen (15) days after the Due Date, the City shall provide written notice to the Lessee. Thereafter, if the rent remains unpaid for more than fifteen (15) days after such notice is received, City may exercise its rights under Article Seven of this Agreement. Condorsaa Aviation, LLC 5 ARTICLE FOUR RIGHTS RESERVED TO CITY 4.01 SAFETY City reserves the right to take any action it considers necessary to protect the aerial approaches of the Airport against obstruction, together with the right to prevent Lessee from constructing or permitting construction of any building or other structure on or off the Leased Premises which, in the opinion of City, would limit the usefulness of the Airport or constitute a hazard to aircraft. 4.02 MAINTENANCE OF PUBLIC AREA City reserves the right, but shall not be obligated to Lessee, to maintain and keep in repair the landing area of the Airport and all publicly -owned facilities of the Airport. Lessee will perform no maintenance activities outside the Leased Premises without the consent of the Executive Director of Aviation. 4.03 STANDARDS City reserves the right to establish reasonable standards for the construction and maintenance of and alterations, repairs, additions or improvements of Lessee's facilities. This includes structural design, color, materials used, landscaping and maintenance of Lessee's facilities and Leased Premises. 4.04 TIME OF EMERGENCY During time of war or national emergency, the City shall have the right to lease the landing area and any other portion of the Airport to the United States for governmental use and, if any such lease is executed, the provisions of this instrument and any associated rentals and fees, insofar as they are inconsistent with the provisions of the lease to the United States, shall be suspended. 4.05 DEVELOPMENT OF AIRPORT Lessee agrees that City has the right to further develop or improve the Airport as City sees fit, regardless of the desires or views of the Lessee, and without interference or hindrance therefrom. 4.06 SPONSOR'S ASSURANCE SUBORDINATION This Lease shall be subordinate to the provisions of any existing or future agreement between the City and the United States concerning the operation or maintenance of the Condorsaa Aviation, LLC 6 Airport, the execution of which has been or may be required as a condition precedent to the expenditure of federal funds for the development of the Airport. Should the effect of such agreement with the United States be to take any of the property under this Lease or otherwise diminish the commercial value of this Lease, the City shall not be held liable therefore. The City covenants and agrees that it will during the term of this Agreement operate and maintain the Airport as a public facility consistent with and pursuant to the assurances given by the City to the United States Government under federal law. ARTICLE FIVE RIGHTS RESERVED TO LESSEE 5.01 WAGES To the extent that it is applicable, Lessee shall comply with Ch. 2258, Tex. Govt. Code. 5.02 LESSEE'S DUTY TO REPAIR Except as provided herein, any property of City, or for which City may be responsible, which is damaged or destroyed incident to the exercise of the rights or privileges herein granted, or which damage or destruction is occasioned by the negligence of Lessee, its employees, agents, servants, patrons or invitees, shall be promptly and properly repaired or replaced by Lessee to the reasonable satisfaction of the City's Executive Director of Aviation, or in lieu of such repair or replacement, Lessee shall, if so required by the Executive Director, pay City money in any amount reasonable to compensate the City for the loss sustained or expense incurred by City as a result of the loss of, damage to, or destruction of such property. 5.03 PARKING Lessee shall at its sole cost and expense provide adequate and suitable parking areas for use by its customers, employees, patrons, guests and invitees. 5.04 WARRANTY OF NO SOLICITATION Lessee warrants that it has not employed any person employed by City to solicit or secure this Agreement upon any agreement for a commission, percentage, brokerage or contingent fee. Condorsaa Aviation, LLC 7 ARTICLE SIX GENERAL CONDITIONS 6.01 RULES AND REGULATIONS City reserves the right to issue through its Executive Director of Aviation such reasonable rules, regulations and procedures for activities and operations conducted on the Airport, including without limitation, the Leased Premises, as deemed necessary to protect and preserve the safety, security and welfare of the Airport and all persons, property and facilities located thereon. The Lessee's officers, agents, employees, servants, business invitees, invitees, and licensees will obey all rules and regulations which may be promulgated from time to time by the City or its authorized agents at the Airport, or by other lawful authority, to ensure the safe and orderly conduct of operations and traffic on the Airport. All of such rules and regulations shall have the same effect and import as if expressly included within the terms of this Lease. 6.02 OPERATION OF AIRCRAFT, COMPLIANCE WITH RULES AND REGULATIONS Lessee agrees to operate and conduct its business, including but not limited to the operation of aircraft and the occupancy of said Leased Premises, at all times in compliance with applicable federal, state and local rules and regulations. Lessee further agrees that in the event that a civil penalty or fine is levied against the Airport as a result of Lessee's failure to comply or act in accordance with regulations, statutes and/or ordinances, Lessee shall within fifteen (15) days reimburse the Airport the full amount of the penalty or fine and immediately 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 Agreement by City's Executive Director of Aviation. Provided, however, that the duty of the Lessee to reimburse City, is subject to City 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. 6.03 IMPROVEMENTS OR ALTERATIONS 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 first Condorsaa Aviation, LLC 8 submitting plans and specifications for such additions, improvements or alterations to the City's Executive Director of Aviation and securing prior written consent. Any such additions, improvements or alterations made with the consent of the Executive Director of Aviation shall be made at the sole expense of the Lessee and, unless such consent provides specifically that title to the addition or improvements so made shall vest in the Lessee, title thereto shall at all times remain in City. Such additions or improvements shall be subject to all terms and conditions of this Agreement. The Lessee agrees to hold City harmless from Mechanic's and Materialman's liens arising from any construction additions, improvements, repairs or alterations effected by the Lessee. Subject to Section 7.06, below, any property installed or added by Lessee which becomes permanently attached to the Leased Premises shall become the property of City upon termination of this Agreement, provided however, that any trade fixtures installed by Lessee may be removed by Lessee at its expense. 6.04 ADVERTISING The Lessee will erect no outdoor advertising or identification signs and will distribute no advertising in the Airport or on Airport property without the prior written consent of the City's Executive Director of Aviation. However, such prior written consent shall not be required for advertising placed by Lessee with any other party having the right to sell, rent or offer Airport terminal advertising space. 6.05 SECURITY PLAN Upon request of the Executive Director of Aviation, Lessee shall submit a Security Plan acceptable to the Executive Director of Aviation, the Airport Operations Supervisor and the Federal Aviation Administration. Failure to submit an acceptable Security Plan shall be grounds for immediate termination of this Agreement. 6.06 LIENS PROHIBITED The Lessee shall not bind or attempt to bind the City for payment of any money in connection with the construction, repairing, alterations, additions or reconstruction work on the Leased Premises, and Lessee shall not permit any mechanic's, materialman's or contractor's liens to arise against the Leased Premises or improvements thereon, or any equipment, machinery and fixtures thereon belonging to the City, and Lessee expressly agrees that it will keep and save the Leased Premises and the City harmless from all costs Condorsaa Aviation, LLC 9 and damages resulting from any liens of any character created or that may be asserted through any act or thing done by the Lessee. In the event that, as a result of Lessee's actions, any mechanic's lien or other lien or order for payment shall be filed against the Leased Premises or improvements thereon, or against City -owned property located thereon, Lessee shall defend on behalf of the City, at Lessee's sole cost and expense, any action, suit or proceeding which may be brought thereon or for the enforcement of such lien or order. Notwithstanding anything herein to the contrary, failure of the Lessee to comply with any requirement of this section after having received fifteen days written notice thereof shall be cause for termination of this Agreement by the City. 6.07 INSPECTION OF LEASED PREMISES Lessee agrees that the Leased Premises shall be kept reasonably clean and free of all debris and other waste matter. City reserves the right to conduct inspections of the Leased Premises at reasonable times to ensure that fire, safety and sanitation regulations and other provisions contained in this Lease are being adhered to by the Lessee. Lessee shall comply with all environmentally related laws, rules and regulations, including, but not limited to, those related to the storage or accumulation of waste or hazardous waste, disposal or release of solid or hazardous waste, and storm water and activities related thereto. 6.08 INSPECTION OF BOOKS & RECORDS The Lessee, following accepted accounting practices and procedures, will maintain true and accurate books, records and receipts which will show fuel flowage, if applicable. Such books and records may be inspected at any time by City or its duly authorized representatives at Lubbock, Texas, upon reasonable notice to Lessee. In the event Lessee requests such inspection to be performed outside the Lubbock area, such request may be honored at City's discretion; however, any and all expenses incurred by so doing shall be reimbursed by the Lessee. 6.09 MAINTENANCE The Lessee shall, at its own cost and expense, maintain the Leased Premises in a presentable condition, reasonable wear and tear excepted, reasonably free of trash, debris and weeds, and consistent with good business practices. Lessee shall repair all damages Condorsaa Aviation, LLC 10 to Leased Premises caused by its employees, patrons, weather, or business operations thereon; shall perform all maintenance and repair to the interior, including all HVAC and venting systems; and shall repaint the hangar as necessary to maintain a clean and attractive appearance. Lessee shall also maintain any drainage structures or other improvements installed for the benefit of Lessee, septic systems, ceilings, floor coverings, locks, doors, overhead doors, specialized ramp doors, window glass, parking lots and/or surfaces used for employee and/or customer parking. City shall assume no responsibility for the condition of the Leased Premises and shall not assume any responsibility for maintenance, upkeep or repair necessary to keep the Premises in a safe and serviceable condition, other than is set out herein. The City shall at its own cost and expense, maintain the roof, foundation and load bearing walls. The City shall not be responsible for the cost of repairs or replacements to the extent that insurance coverage will provide the means of payment. Lessee shall not, in any case, be required to pay for the cost of mitigation, abatement or removal of asbestos not installed by Lessee. 6.10 UTILITIES The Lessee shall assume and pay for all costs or charges for metered utility services provided to Lessee at the Leased Premises during the term hereof. Lessee shall have the right, with written approval of City, to connect to any existing storm and sanitary sewers, if any, and water and utility outlets, the cost of usage, extension, installation and meters, where required, to be borne by the Lessee. 6.11 TRASH, GARBAGE, REFUSE, ETC. Lessee shall provide a complete and proper arrangement for the adequate sanitary handling and disposal, away from the Airport, of all trash, garbage and other refuse produced as a result of Lessee's business operations on the Leased Premises. 6.12 PAYMENT OF TAXES, FEES, AND ASSESSMENTS The Lessee agrees to pay promptly when due all federal, state and local government taxes, license fees and occupation taxes levied on either the Leased Premises or on the business conducted on the Leased Premises or on any of Lessee's property used in connection therewith. Taxation may be subject to legal protest in accordance with the provisions of the taxing authority whose levy is questioned. Any protest shall be at the Condorsaa Aviation, LLC 11 sole expense of Lessee. Delinquency in payment of such obligations after any protest has been settled shall, at the option of the City, be cause for immediate termination of this Lease. 6.13 INDEMNIFICATION AND INSURANCE The Lessee shall be deemed to be an independent contractor and operator responsible to all parties for its respective acts and omissions, and the City shall in no way be responsible therefore. Lessee shall indemnify and hold harmless, to the fullest extent permitted by law, City, and City's respected officers, employees, elected officials and agents, from and against any and all losses, damages, claims or liabilities, of any kind or nature, which arise directly or indirectly, or are related to, in any way, manner or form, the activities of Lessee contemplated hereunder. Lessee further covenants and agrees to defend any suits or administrative proceedings brought against the City and/or City's respective officers, employees, elected officials and/or agents on account of any claim for which it is obligated to indemnify City, and to pay or discharge the full amount or obligation of any such claim incurred by, accruing to, or imposed on City, or City's respective officers, employees, elected officials and/or agents, as applicable, resulting from the settlement or resolution of said suits, claims, and or administrative proceedings. In addition, Lessee shall pay to City, City's respective officers, employees, elected officials and/or agents, as applicable, all attorney fees incurred by such parties in enforcing Lessee's indemnity in this section. Indemnification — Environmental Harm. Without limiting any provisions of this Agreement, Lessee shall also defend, indemnify and hold City and its respective officers, employees, elected officials and agents harmless from and against all suits, actions, claims, demands penalties, fines liabilities, settlements, damages, costs and expenses (including but not limited to reasonable attorney's and consultant's fees, court costs and litigation expenses) of whatever kind or nature, known or unknown, contingent or otherwise, brought against City arising out of or in any way related to: 1. Any actual, threatened or alleged contamination by hazardous substances of the Premises or contamination by hazardous substances of the Airport by Lessee or its agents; Condorsaa Aviation, LLC 12 2. The presence, disposal, release or threatened release of hazardous substances by Lessee or its agents at the Airport that is on, from or affects the soil, air, water, vegetation, buildings, personal property, persons, animals or otherwise; 3. Any personal injury (including wrongful death) or property damage (real or personal) arising out of or related to hazardous substances by Lessee at the Airport; or 4. Any violation by Lessee of any Environmental Laws that affects the Airport. INSURANCE - The Lessee shall carry and maintain insurance at all times that this Lease is in effect, at Lessee's sole expense and with an underwriter authorized to do business in the State of Texas and reasonably acceptable to the City, against claims of general liability, workers' compensation and/or other claims resulting from Lessee's business activities at the Airport or on the Leased Premises, as set forth below. General Liability Insurance — Lessee will carry and maintain General Liability Insurance for the protection of City, naming City as an additional insured and insuring against all claims, losses, costs and expenses arising out of injuries to persons whether or not employed by the Lessee, damage to property whether resulting from acts or omissions, negligence or otherwise of the Lessee or any of its agents, employees patrons or other persons, and growing out of the use of the Leased Premises by Lessee, such policies to provide not less than FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($500,000.00) for Combined Single Limit General Liability Insurance; the insurance coverage shall also include Hangar Keepers Liability Coverage if Lessee stores aircraft that is not owned by Lessee. Workers' Compensation — If Lessee employs persons other than family members, Lessee shall elect to obtain workers' compensation coverage pursuant to Section 406.002 of the Texas Labor Code, as same may be amended. Further, Lessee shall maintain said coverage throughout the term of this Lease and shall comply with all provisions of Title 5 of the Texas Labor Code to ensure that the Lessee maintains said coverage. Any termination of workers' compensation insurance coverage by Lessee or any cancellation or nonrenewal of workers' compensation insurance coverage for the Lessee shall be a material breach of this Lease. Condorsaa Aviation, LLC 13 Employer Liability— Lessee shall carry and maintain Employer Liability coverage for the protection of the City, naming City as an additional insured, in an amount no less than FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($500,000.00). Hazard and Extended Coverage — Lessee shall procure from a company authorized to do business in the State of Texas and keep in force Hazard and Extended coverage insurance on the Leased Premises to 80% of the full insurable value and shall furnish City with evidence that such coverage has been procured and is being maintained. City shall be named as additional insured on the policy. To the extent permitted by law, the above-mentioned policies shall all include a waiver of subrogation. Certificates of insurance and the endorsements or other satisfactory evidence of insurance shall be provided to the City's Executive Director of Aviation prior to City Council approval of Lease. The policies shall require the insurer to notify the Executive Director of Aviation of any alteration, renewal or cancellation, and remain in full force and effect until at least ten (10) days after such notice of alteration, renewal or cancellation is received by the Executive Director of Aviation. City's sole remedy, in the event that Lessee shall be unable to obtain the insurance coverage requirements required by Section 6.13 with a standard insurance policy authorized to be issued by an insurance company licensed to write insurance in the State of Texas, shall be cause for termination of this Lease Agreement. Upon City's request, Lessee will provide copies of the insurance policies without expense to the City. City may make any reasonable request for deletion, revision, or modification of particular policy terms, conditions, limitations, or exclusions (except where policy provisions are established by law or regulation binding upon either of the parties hereto or the underwriter of any of such policies). Upon such request by the City, the Lessee shall exercise reasonable efforts to accomplish such changes in policy coverages and shall pay the cost thereof. 6.14 NON-DISCRIMINATION PRACTICES Lessee, its agents and employees will not discriminate against any person or class of persons by reason of age, sex, race, handicap, religion or national origin in providing any services or in the use of any of its facilities provided for the public. Lessee further agrees to comply with such enforcement procedures as the United States Government might Condorsaa Aviation, LLC 14 demand that the City take in order to comply with the Federal Aviation Administration's Sponsor's Assurances. Lessee agrees not to illegally discriminate against any employee or applicant for employment because of age, sex, race, handicap, religion or national origin. 6.15 BUSINESS SOLICITATIONS All of Lessee's business operations and solicitations will be confined to the Leased Premises and to such other premises at the Airport that are leased to the Lessee. 6.16 PROHIBITION OF SUBLEASES AND ASSIGNMENTS The Lessee will not directly or indirectly assign, sublet, sell, hypothecate or otherwise transfer any, or all, of this Lease or any portion of the Leased Premises without the prior written consent of City's Director of Aviation. 6.17 RIGHTS OF OTHERS It is clearly understood by the Lessee that no right or privilege has been granted herein which would operate to prevent any person, firm or corporation operating an aircraft at 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. The rights of said person, firm or corporation are subject to the rights of Lessee as set forth in 1.02. 6.18 ACCESS Lessee agrees to control all access to the aircraft operations area (AOA) through the Leased Premises and through gates assigned to or controlled by Lessee so as to prevent unauthorized entry to the airfield by persons, animals or vehicles. In the event that unauthorized access to the AOA is gained through the Leased Premises or any area which Lessee controls or is obligated to control, 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 operations or facilities necessary to maintain Airport security and prevent reoccurrence of any unauthorized entry. Failure to comply with this paragraph shall be cause for immediate termination of this Agreement by City. Condorsaa Aviation, LLC 15 6.19 VEHICULAR MOVEMENT Except as specifically authorized by the City's Director of Aviation, Lessee will not permit the driving of vehicles by employees, customers, guests or invitees on the apron, taxiways or runways at the Airport. 6.20 EXCLUSIVITY It is understood and agreed that nothing herein contained shall be construed to grant or authorize the granting of an exclusive right to conduct any aeronautical activities, including, but not limited to, charter flights, pilot training, aircraft rental, aerial photography, crop dusting, aerial advertising and surveying, air carrier operations, aircraft sales and services, sale of aviation petroleum products whether or not conducted in conjunction with other aeronautical activity, repair and maintenance of aircraft, sale of aircraft parts, and any other activities which because of their direct relationship to the operation of aircraft can be regarded as a aeronautical activity. ARTICLE SEVEN TERMINATION AND CANCELLATION 7.01 TERMINATION This Lease shall terminate at the end of the term or any extension thereof, as applicable. Lessee shall have no further right or interest in any of the Leased Premises or improvements hereby demised, except as provided herein. 7.02 TERMINATION BY LESSEE This Lease shall be subject to cancellation by Lessee upon the occurrence of any one or more of the following events: 1. The permanent abandonment of the Airport by the City as an air terminal. 2. The lawful assumption by the United States Government, or any authorized agency thereof, of the operation, control or use of the Airport, or any substantial part or parts thereof, in such a manner that substantially restricts Lessee for a period of at least ninety (90) days from operating thereon. 3. The issuance by any court of competent jurisdiction of an injunction in any way preventing or restraining the use and operation of the Airport for a period of at least ninety (90) days. Condorsaa Aviation, LLC 16 4. The default of the City in the performance of any covenant or agreement herein required to be performed by the City and the failure of the City to remedy such default for period of thirty (30) days after receipt from Lessee of written notice to remedy the same. 5. Failure of City to maintain the landing area of the Airport, or if the Lessee is otherwise suspended, restricted, or interfered with for reasons beyond the reasonable control of City, in either case, for a period of at lease sixty (60) days, which results in Lessee's inability to conduct business operations (and Lessee's rent and other charges shall abate during such sixty (60) day period). Lessee may exercise such right of termination, except as other notice periods are specifically provided herein, by giving written notice to the City to correct or cure such Default. If within thirty (30) days from the date of receipt of such notice, the Default complained of shall not have been corrected or cured, then in such event, Lessee shall have the right at once and without further notice to terminate this Lease. Rental due hereunder shall be payable only to the effective date of said termination. It is agreed that failure to declare this Lease terminated upon the default of City for any of the reasons set forth above shall not be construed as a waiver of any of the Lessee's rights hereunder or otherwise bar or preclude Lessee from declaring this Agreement cancelled as a result of any subsequent violation of any of the terms or conditions of this Agreement. Notwithstanding the termination remedy set forth herein, the Lessee may exercise any other right or remedy available to it by law, equity, contract or otherwise. All of such remedies are expressly cumulative and the exercise of one or more remedies shall not preclude the simultaneous or subsequent exercise of different or additional remedies. 7.03 TERMINATION BY CITY This Lease shall be subject to cancellation by City after the happening of one or more of the following events: 1. The taking by a court of competent jurisdiction of Lessee and its assets pursuant to proceedings brought under the provisions of any federal reorganization act. 2. The appointment of a receiver for Lessee's assets. 3. The divestiture of Lessee's assets by other operation of law. Condorsaa Aviation, LLC 17 4. The abandonment by Lessee of the Leased Premises for a period of thirty (30) days. S. The failure by Lessee to pay any rentals or other charges hereunder after notice as specified above. 6. The default by Lessee in the performance of any covenant or agreement herein required to be performed by Lessee. 7. The lawful assumption by the United States Government, or any authorized agency thereof, of the operation, control or use of the Airport, or any substantial part or parts thereof, in such a manner as to substantially restrict Lessee for a period of at least ninety (90) days from operating thereon. (The matters or events set forth herein are collectively referred to as a "Default" or "Event of Default".) City may exercise such right of termination, except as other notice periods are specifically provided herein, by giving written notice to the Lessee to correct or cure such Default. If within thirty (30) days from the date of receipt of such notice, the Default complained of shall not have been corrected in a manner satisfactory to the City, then in such event, City shall have the right, at once and without further notice to Lessee, to declare this Agreement terminated. Once Agreement is terminated, City's agents may enter upon the Leased Premises and take immediate possession of the same and remove Lessee's effects. Any rental due hereunder shall be payable to said date of termination. It is agreed that failure to declare this Lease terminated upon the default of Lessee for any of the reasons set forth above shall not be construed as a waiver of any of the City's rights hereunder or otherwise bar or preclude City from declaring this Agreement cancelled as a result of any subsequent violation of any of the terms or conditions of this Agreement. Notwithstanding the termination remedy set forth herein, the City may exercise any other right or remedy available to it by law, equity, contract or otherwise. All of such remedies are expressly cumulative and the exercise of one or more remedies shall not preclude the simultaneous or subsequent exercise of different or additional remedies. Condorsaa Aviation, LLC 18 7.04 REPLACEMENT AFTER DAMAGE It is agreed between the parties hereto that in the event the Leased Premises are damaged by fire or other accidental cause during the initial term of this Agreement so as to become totally or partially untenantable, the City shall have the option to restore the Leased Premises to their former condition. If the City elects to exercise the option, the City shall give Lessee notice in writing of its election within thirty (30) days of the occurrence of such damage. If the City elects to restore the Leased Premises, the City shall proceed with due diligence and there shall be an abatement of the rent until repairs have been made for the time and to the extent for which the premises, or part thereof, have been untenantable. Should the City not exercise the option to restore the premises, or should the City fail to complete the process of restoring the Premises to their former condition within one hundred twenty (120) days of the occurrence of such damage, the lease of such untenable portion of the Premises (or, this Lease in its entirety if the exclusion of such untenantable portion renders the Premises unusable by lessee for their intended purpose) shall cease and terminate effective on the date of damage by fire or other accidental cause. 7.05 CONFLICT OF INTEREST The Lessee acknowledges that it has been 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. 7.06 REMOVAL OF LESSEE'S PROPERTY The Lessee shall have the right, within thirty (30) days after the termination of this Lease, whether such termination comes upon expiration of the initial term, any extension or otherwise under any provision of this Lease, to remove from the Leased Premises all of Lessee's furniture, equipment, furnishings, trade fixtures, and other personal property which has not become the Property of the City, but except as otherwise provided in this Condorsaa Aviation, LLC 19 Lease, Lessee shall restore the Leased Premises to the original condition, normal wear and tear and damage by casualty or condemnation excepted. Property left on the premises after thirty (30) days from the date of termination of this Lease shall be deemed abandoned and will become the Property of the City, and may be disposed of as the City sees fit, without any liability to the Lessee to account for the proceeds of any sale; and the City, at its option, may require Lessee to remove the abandoned property and may charge rent from the date of the expiration or termination of this Lease through the day of final removal of the property, or of notification to the Lessee of the abandonment of the property and taking by the City, as the case may be. 7.07 TERMINATION OF LEASE AND SURRENDER OF LEASED PREMISES The Lessee covenants and agrees that, except as otherwise set forth in this lease, at the expiration of this Lease, or upon earlier termination as provided elsewhere in this Agreement, Lessee will quit and surrender the Leased Premises and the improvements not owned by it in good condition, reasonable wear and tear and damage by casualty or condemnation excepted, and the City shall have the right to take possession of the Leased Premises and such improvements, subject to the limitations expressed in Article Seven, of this Lease, with or without process of law. ARTICLE EIGHT MISCELLANEOUS PROVISIONS 8.01 NOTICES Notices to the City required or appropriate under this Agreement shall be deemed sufficient if in writing and hand delivered or mailed, registered or certified mail, postage prepaid, addressed to the Director of Aviation, Lubbock Preston Smith International Airport, 5401 N. MLK Blvd., Unit 389, Lubbock, Texas 79403. Notices to the Lessee shall be deemed sufficient if in writing and hand delivered or mailed, registered or certified mail, postage prepaid, addressed to Condorsaa Aviation, LLC, 6002 N. Cedar Avenue, Lubbock, TX 79403. Condorsaa Aviation, LLC 20 8.02 ENTIRE AGREEMENT This Lease constitutes the entire Agreement between the City and Lessee, and any other written or parole agreement for the leased premises with the City is expressly waived by Lessee. 8.03 NON -ARBITRATION The City reserves the right to exercise any right or remedy available to it by law, contract, equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this document, this provision shall control. Condorsaa Aviation, LLC 21 EXECUTED this 4th CITY: day of September_ , 2014. LESSEE: COND SAA AVIATION, LLC ATTEST: t Rebec Garza. City Secretary Aviation Attorney Condorsaa Aviation, LLC 22 Print: Eftique Saa Title: Owner Date: A� APPROVED AS TO CONTENT: W LkAellyy Campbell, Executive Director of APPROVED AS TO FORM: itch Sa i e, -irst Assiant stCity 5902 N. Cedar Avenue \ Bldg. #32 -- I 6,026 Square Feet I CONDORSAA AVIATION LLC Exhibit A _ ---- TWY.-- TWY. E Adjacent Land Area 14,076 Square Feet X ,