HomeMy WebLinkAboutResolution - 5322 - Airline Lease Agreement - Continental Airlines - Operations, LIA - 10/17/1996RESOLUTION NO.5322
October 17, 1996
Item #7
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby, authorized and directed to
execute for and on behalf of the City of Lubbock an Airline Lease Agreement, attached
herewith, by and between the City of Lubbock and Continental Airlines, and any associated
documents, which Agreement shall be spread upon the minutes of the Council and as spread
upon the minutes of this Council shall constitute and be a part of this Resolution as if fully
copied herein in detail.
Passed by the City Council this 17th day of October _, 1996.
ALEX "TYt C O kE
MAYOR PRO TEMPORE
ATTEST:
Kayl biineh, City Secretary
APPROVED AS TO CONTENT:
. Earle, Director of Aviation
APPROVED AS TO FORM:
Linda L. Chamales, Supervising Attorney/
Office Practice Section
da/ccdocs/contintl. res
October 7 1996
RESOLUTION NO.5322
October 17, 1996
Item #7
AIRLINE LEASE AGREEMENT
BY AND BETWEEN
THE CITY OF LUBBOCK, TEXAS
AND
CONTINENTAL AIRLINES,'nre
THIS AGREEMENT IS SUBJECT TO ARBITRATION PURSUANT
TO THE TEXAS GENERAL ARBITRATION ACT
(ART. 224, ET SEQ. V.A.C.S.)
ARTICLE I - DEFINITIONS 2
1.01 - Definitions 2
ARTICLE II - LEASED PREMISES AND USES 5
2.01 - Description of Exclusive Leased Premises
5
2.02 - Description of Non -Exclusive Use Premises
5
2.03 - Exhibit Designating Leased Premises
6
2.04 - Description of Privileges, Uses and Rights
6
2.05 - Rights and Privileges Specifically Excluded
11
2.06 - Right of Ingress and Egress
11
2.07 - Effect of Ordinances, Rules and Regulations
11
ARTICLE III - TITLE TO LESSEE 12
3.01 - Installed Improvements and Property 12
ARTICLE IV - OBLIGATIONS OF CITY 12
4.01 - Right to Lease Property
12
4.02 - Maintenance and Operation of Airport
13
4.03 - Maintenance and Services on the
16
Exclusive Leased Premises
14
4.04 - Governmental Facilities
14
4.05 - Restaurants
14
4.06 - Ticket Counter
14
4.07 - Outbound Baggage System
15
ARTICLE V - OBLIGATIONS OF LESSEE 15
5.01 - Maintenance of Exclusive Leased Premises
15
5.02 - Porter Service
16
5.03 - Additions, Alterations or Replacements
16
5.04 - Removal and Demolition
17
5.05 - Trash and Garbage
17
5.06 - Taxes and Licenses
17
5.07 - Rules and Regulations
17
5.08 - Duty to Prevent Unauthorized Access
to the Premises
18
ARTICLE VI - TERM 18
6.01 - Term 18
ARTICLE VII - RENTALS AND FEES 20
7.01 - Rental for Exclusive Terminal Building Space
20
7.02 - Landing Fee
21
7.03 - Rental for Common Use Area
21
7.04 - Rental for Public Address System
24
7.05 - Loading Bridge Maintenance Charges
25
7.06 - Aircraft Storage
25
7.07 - Time of Payment
25
7.08 - Default for Failure to Pay Rentals, Fees
31
and Charges
26
7.09 - Airport Security Fee
26
ARTICLE VIII - READJUSTMENT OF RENTALS, FEES AND OTHER 27
CHARGES
8.01 - Procedure for Readjustment of Rentals, Fees
and Other Charges
27
ARTICLE IX - RIGHTS AND PRIVILEGES RESERVED BY CITY
28
9.01 - Right to Charge Use Fees to Others
28
9.02 - Right to Improve and Protect the Airport
28
ARTICLE X - INDEMNIFICATION, INSURANCE AND BONDS
29
10.01 - Indemnification, Etc.
29
10.02 - Insurance
31
ARTICLE XI - DAMAGE OR DESTRUCTION OF LEASED PREMISES
32
11.01 -Partial Damage
32
11.02 - Extensive Damage
33
11.03 - Complete Destruction
33
11.04 - Right to Recover Damages
34
11.05 - Limit of City's Obligations Defined
34
ARTICLE XII - TERMINATION OF LEASE, CANCELLATION,
ASSIGNMENT AND TRANSFER
34
12.01 - Termination
34
12.02 - Cancellation by Lessee
34
12.03 - Cancellation by City
36
12.04 - Notice of Termination
38
12.05 - Assignment and Subletting
38
ARTICLE XIII - PROPERTY RIGHTS UPON TERMINATION
38
13.01 - Lessee's Right of Removal
38
13.02 - City's Rights at Termination
39
ARTICLE XIV - GENERAL PROVISIONS 39
14.01 - Other Ordinances
39
14.02 - Arbitration
39
14.03 - Nondiscrimination
40
14.04 - Rules and Regulations
41
14.05 - Interpretation of Lease
41
14.06 - Invalid Provisions
41
14.07 - Sponsor's Assurances
42
14.08 - Consent Not to be Unreasonably Withheld
42
14.09 - Redelivery of Premises
42
14.10 - Holding Over
42
14.11 -Inspection
42
14.12 - Nonexclusive
43
14.13 - Lease Made in Texas
43
14.14 - Successors
43
14.15 - Headings
43
14.16 - Time of Essence
43
14.17 - Notices
43
14.18 - Understanding of the Parties
44
ARTICLE XV - MISCELLANEOUS PROVISIONS 45
15.01 - Security Charges 45
15.02 - Miscellaneous Charges 46
15.03 - Quiet Enjoyment 46
0
CERTIFICATED PASSENGER AIRLINE LEASE
Lubbock International Airport
Lubbock, Texas
THIS LEASE AGREEMENT, made this day of , 1996,
by and between the CITY OF LUBBOCK, TEXAS, (hereinafter referred to as "Lessor"), and
CONTINENTAL AIRLINES, a corporation incorporated under the laws of the State of Texas,
with its principal office at 2929 Allen Parkway, Houston, Texas 77019, (hereinafter referred to
as "Lessee").
WHEREAS, Lessor owns and operates Lubbock International Airport, located in
Lubbock County, Texas, (hereinafter referred to as "Airport"); and
WHEREAS, Lessee is engaged in the business of air transportation of persons, property
and cargo, and is certificated by the Federal Aviation Administration to provide such services
through Lubbock International Airport; and
WHEREAS, Lessor also owns and operates a terminal building at said Airport, which has
been expanded and remodeled to provide additional space for airline ticketing and operations
facilities; and
WHEREAS, Lessor and Lessee both desire to execute a lease agreement whose terms and
conditions are substantially comparable to the terms and conditions contained in leases executed
by similarly situated air carriers that are or may become tenants at the Airport;
NOW THEREFORE, for and in consideration of the mutual covenants hereof, Lessor
hereby leases to Lessee and Lessee hereby hires and takes from Lessor certain exclusive premises
(hereinafter called "Exclusive Leased Premises"), and certain non-exclusive use premises,
facilities, rights and privileges in connection with and on the Airport, as hereinafter described,
upon the terms and conditions that follow:
DEFINITIONS
The following words, terms and phrases whenever used in this Lease shall, for the
purposes of this Lease, have the following meanings:
A. Adequate heating andair conditioning facilities --- those heating and air
conditioning facilities necessary to maintain a more or less constant reasonable
temperature throughout the terminal building.
B. Approved maximum gross landing weigh --- the maximum landing weight for an
aircraft approved by the Federal Aviation Administration for that aircraft.
C. Aviation Manager --- the Aviation Manager of the City of Lubbock or his
designated representative.
D. Certificated Passenger Air Transportation Company --- for the purpose of this
Lease shall be used interchangeably with the term "air carrier" and shall mean any
commercial air carrier who on a regularly scheduled basis transports passengers,
baggage and cargo either to or from the Airport.
E. Classification of air carriers --- for the purpose of establishing different classes of
air carriers as tenants at the Airport, the following classifications shall control:
(1) standard long-term tenant --- a Certificated Passenger Air Transportation
Company which has a long-term lease with Lessor.
(2) standard short-term tenant --- a Certificated Passenger Air Transportation
Company which has a short-term lease with Lessor.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES --- PAGE 2
(3) month-to-month tenant --- a Certificated Passenger Air Transportation
Company that conducts business at the Airport but which has neither a
standard long-term lease nor a standard short-term lease with Lessor.
F. Enplaned Passenger. --- any person that initially boards an airplane at the Airport
or any person that leaves an airplane and reboards an airplane at the Airport.
G. Eederal Aviation Administration --- the Federal Aviation Administration created
by the Federal Government under the Federal Aviation Act of 1958, or such other
Federal Government authority as may be the successor thereto or be vested with
the same or similar authority.
H. Ordinance --- a legislative act enacted by the City Council of the City of Lubbock,
Texas.
I. Public airport facilities --- include, but are not limited to, approach areas,
runways, taxiways, aprons, aircraft parking areas, roadways, sidewalks,
navigational and navigational aids, lighting facilities, terminal facilities and other
public facilities appurtenant to the Airport.
J. Regulation --- any rule or order promulgated by any federal or state agency which
has authority to promulgate such rule or order, or any regulation of Lessor or the
Airport Board of Lessor which is enacted or promulgated for the health, safety or
welfare of the general public, or any other such rule promulgated by Lessor or
Airport Board as that term is herein defined.
K. Relamn --- the replacement of any bulb in light fixtures not functioning properly.
L. Rule --- any regulation, directive or order adopted by the Airport Board of the
City of Lubbock and applicable to the operation of the Airport, and any directive
issued by the Aviation Manager.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 3
M. Similarly situated air carrier --- those Certificated Passenger Air Transportation
Companies that fall within the same classification as herein defined, examples
being as follows:
(1) all such air carriers which have a written lease agreement with Lessor
whose initial term is three (3) or more years shall be deemed similarly
situated;
(2) all such. air carriers which have a written lease agreement with Lessor
whose initial term is less than three (3) years (but who are not tenants at
will or hold over tenants) shall be deemed similarly situated;
(3) all such air carriers who are tenants at will shall be deemed similarly
situated.
N. Standard long-term lease --- a written lease agreement with Lessee or other
similarly situated air carrier which establishes the business relationship between
Lessor and Lessee or other similarly situated air carrier and has an initial term of
three (3) or more years.
O. Standard short-term lease --- a written lease agreement with an air carrier (other
than a tenant at will or hold over tenant) which establishes the business
relationship between Lessor and the air carrier and which has an initial term of
less than three (3) years.
P. Sterile area --- any area at the Airport which Lessee possesses or controls either
singularly or in conjunction with other air carriers and to which access is
controlled by the inspection of persons and property in accordance with any
security program mandated by the Federal Aviation Administration.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES --- PAGE 4
Q. Tenant at will --- a business relationship established between Lessor and an air
carrier on a month-to-month basis which may or may not be in writing but which
relationship shall not exceed a term of one (1) year.
LEASED PREMISES AND USES
A. The Exclusive Leased Premises shall consist of 3,543 square feet, more or less, in the
terminal building of the Airport.
B. It is understood and agreed that the square footage stated herein is an estimate, and Lessor
and Lessee are obligated and hereby jointly agree to measure the actual space occupied
on or before sue (6) months after occupancy thereof and to make the necessary rental rate
adjustments which will be retroactive to the beneficial occupancy date, and both Lessor
and Lessee further agree that any credits or additional rental due under this paragraph will
be applicable to the next subsequent monthly rental.
pi - I poall-MIZ1130v_ 's
In addition to the Exclusive Leased Premises hereinabove defined, Lessee is hereby
granted the non-exclusive use, in common with others elsewhere authorized, of such space and
facilities as may be designated by Lessor in and adjacent to the terminal building, which space
and facilities, without limiting the generality hereof, shall consist of:
(a) Ground area for the taxiing of aircraft.
(b) Space for a reasonable amount of Lessee's apron equipment.
(c) Loading gates.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 5
(d) Adequate and reasonably convenient vehicular parking space for use by Lessee
and its employees. Such space shall be at locations designated by the Aviation
Manager in common with other Airport employees and the use thereof shall be
provided at the same charge per month as established for other Airport employees.
SECTION 2.03 - EXHIBIT DESIGNATING LEASED PREMISES.
The location of the Exclusive Leased Premises and the Non -Exclusive Use Premises
herein leased to Lessee are each designated and set forth on Exhibit A attached hereto and by this
reference made a part hereof for all purposes.
SECTION 2.04 - DESCRIPTION OF PRIVILEGESUSES AND RI TIS.
Lessee shall be entitled, in common with others elsewhere authorized, to the general use
of all public airport facilities and improvements which are now part of the Airport, except as
hereinafter provided. Lessee's use of said public airport facilities shall be for the sole purpose of
operating a transportation system for transporting by aircraft persons, property, cargo, express
and mail (hereinafter referred to as "Air Transportation"), which use, without limiting the
generality hereof, shall include:
(a) The handling, ticketing, billing and manifesting of passengers, baggage, cargo,
express and mail in Air Transportation by Lessee or on behalf of any other
Certificated Passenger Air Transportation Company which has a lease with
Lessor.
(b) The repairing, maintaining, conditioning, servicing, testing, parking or storage of
aircraft or other equipment operated by Lessee, or of any other Certificated
Passenger Air Transportation Company. Such right and the rights referred to in
subparagraphs (c) and (d) below shall not be construed as authorizing Lessee to
conduct a separate business, but shall permit Lessee to exercise such rights only in
connection with Air Transportation.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 6
(c) The training on Airport premises of personnel either employed by or to be
employed by Lessee or any other Certificated Passenger Air Transportation
Company.
However, in all instances where such training involves aircraft either landing at or
taking off from the Airport, Lessee shall be required to pay Lessor landing fees in
accordance with Section 7.02.
(d) The sale, lease, transfer, disposal or exchange of Lessee's aircraft engines,
accessories and other equipment or supplies. Said right shall include the sale,
lease, transfer or disposal of any article or goods used by or bought for use by
Lessee in connection with Air Transportation; provided, however, that Lessee
shall not:
(1) Sell food or beverages other than for consumption by passengers on
aircraft and as provided in Subparagraph (i) of this Section 2.04.
(2) Sell gasoline, fuel, propellants, grease or other lubricants except when said
products are of a particular grade desired by others and are not otherwise
available at the Airport (except to other Certificated Passenger Air
Transportation Companies).
(e) Subject to approval of the Aviation Manager, the servicing by Lessee's employees
or others under Lessee's control of aircraft and other equipment operated by
Lessee on the apron, by truck or otherwise, with gasoline, oil, grease, lubricants
and any other fuel or propellant or other supplies required by Lessee, all of which
shall include, without limiting the generality hereof, the right of Lessee to install
and maintain on the Airport, subject to terms and conditions mutually agreeable to
the parties hereto, adequate storage facilities for such gasoline, oil, grease,
lubricants and other fuel or propellant or supplies, together with the necessary
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 7
pipes, pumps, motors, filters and other appurtenances incidental to the use thereof,
and the installation and maintenance of pipes in connection with such facilities, as
well as a pipeline or pipelines between Lessee's source of supply and said storage
facilities. Lessee shall submit to the Aviation Manager for his written approval
complete written plans and specifications for such storage facilities and pipelines
prior to installation. Lessee's exercise of its rights hereunder shall be subject to
the execution by the parties hereto of a separate lease on such terms, conditions
and consideration as may be mutually agreed upon. This provision shall not be
construed to require Lessee to obtain approval from the Aviation Manager each
time Lessee's employees or others under Lessee's control refuels or performs
routine maintenance on aircraft or other equipment operated by Lessee on the
apron.
(f) The landing, taking off, flying, taxiing, towing, parking, loading and unloading of
Lessee's aircraft or other Air Transportation equipment operated by Lessee, used
in connection with scheduled, shuttle, courtesy, test, training, inspection,
emergency, special charter, sightseeing and other flights, all of which shall
incidentally include, without limiting the generality hereof, the right to load and
unload Lessee's aircraft, or the aircraft of any other Certificated Passenger Air
Transportation Company having an existing lease with Lessor, adjacent to a
convenient entrance to the terminal building at common area loading gates located
on the loading apron at points to be designated by Lessor; provided, however, that
flights carrying cargo or freight only shall load and unload at convenient and
accessible points to be designated by the Aviation Manager.
(g) The loading and unloading of property, cargo, express and mail at said Airport by
such motor vehicles or other means of conveyance as Lessee may desire or require
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES --- PAGE 8
in the operation of its Air Transportation system, with the right to designate the
particular carrier or carriers which shall regularly transport Lessee's property,
cargo, express and mail to and from the Airport.
(h) The right to install, maintain and operate, for its own use, either by Lessee alone,
or by Lessee in conjunction with other Lessees at the Airport, or through a
nominee, a computer system, message system, or any other electronic system used
to transmit communications of any nature whatsoever. The installation,
maintenance and operation of such systems as described above shall be without
cost or expense to Lessor, and shall be subject to reasonable rental payments by
Lessee to Lessor for any space used, as well as prior written approval of the
Aviation Manager as to location, plans and specifications. Such approval shall
not be unreasonably withheld.
(i) The right to provide food and beverages for consumption in flight by passengers
and crews of Lessee or by passengers and crews of any other Certificated
Passenger Air Transportation Companies. Lessee shall also have the right to
arrange for food and beverages to be provided to its passengers and crew members
when said passengers or crew members are grounded at the Airport because of
weather, mechanical conditions or other similar emergency conditions; provided,
however, that if said passengers or crew members are to be given food and
beverages at the Airport, Lessee shall arrange for this service from the person,
firm or corporation holding concession rights from Lessor for food and beverage
service at the Airport. In addition, Lessee may furnish, free of cost, coffee and
doughnuts to its passengers, provided such items are purchased through the
person, firm or corporation holding concession rights from Lessor for food and
beverage service at the Airport. Notwithstanding the foregoing, to the extent
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 9
Lessee has food and beverages already on its aircraft from catering services
provided in Houston Intercontinental Airport, Lessee shall be entitled to serve
such food and beverages on the aircraft and would not be required to purchase
food and beverages from Lessor's concessionaire. Except to the extent
hereinabove specifically provided, nothing in this subparagraph (i) shall be
deemed to give Lessee the right to maintain or operate at the Airport a cafeteria,
restaurant, bar, cocktail lounge or vending machines or in any manner otherwise
providing for the sale of food or beverages to the public.
(j) Subject to prior approval of the Aviation Manager, the right to place signs or
replace existing signs identifying Lessee's business in or on the Exclusive Leased
Premises. Said signs shall be substantially similar to existing signs in size, type
and location. A change in existing signs as to number, type, size, design and
location shall be subject to the written approval of the Aviation Manager prior to
installation. Such installation and operation shall be without cost or expense to
Lessor.
(k) The right to install, maintain and operate singularly or in conjunction with any
other Certificated Passenger Air Transportation Companies who are Lessees at the
Airport, or through a nominee, such radio communications, meteorological and
aerial navigation equipment and facilities in or on the Exclusive Leased Premises,
without cost or expense to Lessor and subject to the written approval of the
Aviation Manager as to location, method, and type of installation prior to
installation.
(1) The right, except as herein otherwise specifically provided, to purchase or
otherwise obtain personal property of any nature including, but not limited to,
gasoline, fuel, propellants, lubricating oil, grease, food, beverages and other
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 10
materials, equipment and supplies deemed by Lessee necessary or incidental to its
operations, its exercise of the rights herein granted, and its discharge of the
obligations herein imposed. Said purchases may be made through any person,
partnership, firm, association or corporation Lessee may choose.
(m) The rights and privileges granted the Lessee under subparagraphs (e), (g), (h), and
(k) of this Section 2.04 may be exercised by Lessee for and on behalf of any other
Certified Passenger Air Transportation Company operating at the Airport of, by or
through a nominee of Lessee, but said nominee shall be subject to the prior
written approval of the Aviation Manager. It is specifically provided, however,
that any such nominee shall have no greater rights than Lessee hereunder, except
as otherwise granted in this Agreement.
Except as specifically provided for in Section 2.04, nothing herein shall be deemed to
give Lessee any right or permission to sell at the Airport any goods or services to the public other
than Air Transportation services. Without limiting the generality of the foregoing, this
prohibition includes insurance sales (except when not otherwise available at the Airport).
SECTION 2.06 - RIGHT OF INGRESS AND EGRESS.
Lessor hereby grants to Lessee, its employees, agents, passengers, guests, patrons,
suppliers of materials and furnishers of service the right of ingress to and egress from, but not the
use of, except as otherwise provided in this Lease, the Exclusive Leased Premises and non-
exclusive use premises described in Sections 2.01 and 2.02.
This Lease is subject to such ordinances, rules and regulations duly, enacted or adopted
for the operation, maintenance and existence of the Airport, and all such ordinances, rules and
regulations enacted or adopted which relate to the health, safety or welfare of the general public
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 11
shall always take precedence over the terms and conditions of this Lease. Such ordinances, rules
and regulations enacted or adopted which do not affect the health or safety of the general public
shall take precedence over this Lease only when such ordinances, rules and regulations are not in
direct conflict with the terms of this Lease. This Lease shall never be understood or construed as
a delegation or surrender of the City of Lubbock's governmental authority.
ARTICLE III
TITLE TO LESSEE
SECTION 3.01 - INSTA ,T ED IMPROVEMENTS AND PROPERTY.
All improvements, equipment and property installed, erected or placed by Lessee in, on
or about the Airport shall be deemed to be personalty and remain the property of Lessee, save
and except those improvements, equipment and property which are so attached to Airport
premises so as to damage the premises upon removal or impair the functional or operational use
thereof. Said improvements, equipment and property so attached shall be deemed permanent
improvements and shall become the property of Lessor upon installation.
ARTICLE _TV
OBLIGATIONS OF CITY
SECTION 4.01 - RIGHT TO LEASE PROPERTY.
Lessor represents that it has the full right to lease that portion of the Airport referred to
herein, together with all the premises, facilities, rights, licenses, services and privileges herein
granted, and has full power and authority to enter into this Lease in respect thereof.
Lessor further represents that all things have occurred that are necessary to make the
granting of this Lease effective, and Lessor warrants to Lessee peaceful possession and quiet
enjoyment of the Exclusive Leased Premises, appurtenances, facilities, rights, licenses and
privileges during the term hereof upon performance of Lessee's covenants herein.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL. AIRLINES ---- PAGE 12
111NETY05. ►1_I �_'_17111 111351-11-11a.�
Except as otherwise specifically provided herein, Lessor shall, during the term of this
Lease, operate, maintain and keep in good repair the terminal building, terminal apron and all
airport facilities utilized by the general public, as well as the improvements, machinery and
equipment placed by Lessor in these areas. Lessor shall not, however, be required under this
Lease to perform maintenance to or make repairs to the Exclusive Leased Premises or to perform
any maintenance or effect any repairs necessary due to misuse or abuse or the negligence of
Lessee, its sublessees, employees, agents, servants, patrons or invitees. However, Lessor may
perform such maintenance or make such repairs as necessary and charge the cost of same to
Lessee, provided Lessee has failed to perform such maintenance or make such repairs to the
satisfaction of the Aviation Manager within a reasonable time after receiving a written request
from said Aviation Manager.
In all areas utilized by the general public, Lessor shall provide janitorial and cleaning
services, including window washing, lighting and adequate heating and air conditioning
facilities.
The Lessor shall be responsible for structural, exterior and roof maintenance and exterior
window washing in all portions of the terminal building.
Lessor shall also provide and supply adequate lighting for vehicular parking spaces and
aircraft loading ramps and adequate field lighting.
The obligations assumed by Lessor under this Article IV shall not obligate Lessor, except
as provided in Article XI hereof, to repair or rebuild any of the facilities at said Airport in the
event of damage by the elements, fire, explosion or other causes beyond the control of Lessor.
Lessor shall deliver to Lessee all of the premises leased hereunder in a condition which
complies with Lessor's Building Code and other applicable laws and City ordinances.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 13
SECTION 4 03 - MAINTENANCE AND SERVICES ON TILE X LUSIVELEASED
PREMISES.
Notwithstanding any language to the contrary in Section 4.02, Lessor shall be responsible
for and shall be obligated to perform only the following maintenance and services on the
Exclusive Leased Premises:
(a) Adequate heating and air conditioning.
(b) Maintenance of mechanical and electrical systems installed by Lessor, excluding
relamping behind and above the ticket counter and office areas.
(c) Structural repairs to that portion of the Exclusive Leased Premises other than
those improvements, equipment and property referred to in Section 3.01
(including permanent improvements); provided, however, Lessor shall not be
required to make any such structural repairs which become necessary due to the
misuse or abuse or the negligence of Lessee, its sublessees, employees, agents,
servants, patrons or invitees.
SECTION 4.04 - GOVERNMENTAL FACILITIES.
It is expressly agreed that if funds provided by the United States Government for the
construction, maintenance and operation of the Control Tower, Instrument Landing System,
and/or other air navigation aids are discontinued even though needed for Lessee's operations at
the Airport, Lessor shall not be required to provide said facilities. However, Lessee may
terminate this Lease at any time such facilities are no longer provided.
SECTION 4.05 - RESTAURANTS.
Lessor agrees to provide space in the terminal building for a restaurant or coffee shop for
the purpose of selling food and beverages to the general public.
SECTION 4.06 - TICKET COUNTER.
Lessee is hereby granted the right to construct and install a ticket counter shell on the
Exclusive Leased Premises. Said ticket counter shell shall be constructed and installed according
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 14
to Lessee's own needs, plans and specifications, which plans and specifications shall be
submitted to the Aviation Manager of Lessor for written approval prior to construction and
installation.
Lessee is hereby granted the right to construct and install as a permanent improvement an
outbound baggage system on the Exclusive Leased Premises. Such outbound baggage system
shall be constructed and installed according to Lessee's own needs, plans and specifications,
which plans and specifications shall be submitted to the Aviation Manager for written approval
prior to construction and installation. Lessee shall maintain said outbound baggage system in
good condition and shall pay all costs of repair and maintenance for said system while this Lease
is in effect.
OBLIGATIONS OF LESSEE
Except as provided in Section 4.03, Lessee shall be obligated, without cost or expense to
Lessor, to maintain the Exclusive Leased Premises and every part thereof including, but not
limited to, the counter shell and the outbound baggage system in good order, repair and safe
condition, normal wear and tear excepted.
Lessee shall, at its own expense, provide janitorial services for the Exclusive Leased
Premises, either singularly or in conjunction with other Certificated Passenger Air Transportation
Companies which may now or hereafter be Lessees at the Airport.
Lessee shall relamp light fixtures as necessary, and shall repaint the interior of the
Exclusive Leased Premises as necessary. All such relamping and repainting shall be
accomplished with materials and workmanship comparable to the original materials and
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 15
workmanship. All paint colors or schemes shall harmonize with the decor of the passenger
terminal area and shall be subject to the prior approval of the Aviation Manager.
SECTION 5.02 - PORTER SERVICE.
Lessee may, at its option, provide porter service for the convenience of its passengers in
and adjacent to the baggage claim area of the terminal building. Said service may be provided by
Lessee alone, by Lessee in conjunction with other Certificated Passenger Air Transportation
Companies which may now or hereafter be Lessees at the Airport, or by a nominee of Lessee if
approved by the Aviation Manager.
SECTION 5.03 - ADDITIONS, ALTERATIONS OR REPLACEMENI.S.
Lessee shall have the right to construct, alter or replace on the Exclusive Leased Premises
those improvements or facilities which Lessee reasonably deems necessary for the proper
conduct and operation of Lessee's business. However, Lessee shall not construct, alter or replace
any such improvements or facilities without prior written approval of the Aviation Manager.
Lessee shall also have the right to install on the Exclusive Leased Premises such
equipment as Lessee reasonably deems necessary to conduct its Air Transportation business;
however, in all instances where electrical wiring, plumbing facilities, climactic controls or other
structural changes or alterations are required, Lessee shall obtain approval from the Aviation
Manager prior to making such changes or alterations.
In all cases where improvements or facilities installed by Lessee require structural
changes or additional wiring, plumbing or climactic controls, Lessee agrees to be responsible for
all costs in connection with such installations (including maintenance and energy costs) and to
comply with all applicable City codes. In performing any construction or other work authorized
in this Section 5.03, Lessee shall keep the Exclusive Leased Premises free fi-om accumulation of
debris as much as practically possible and perform such work so as to minimize inconvenience to
the general public and other Lessees of Lessor.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 16
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Lessee shall not remove or demolish, in whole or in part, any improvements that already
exist on the Exclusive Leased Premises without the prior written consent of the Aviation
Manager who may, in his discretion, condition such consent upon Lessee's agreement to replace
the same improvements specified in such consent upon termination of this Lease. The Aviation
Manager shall not withhold consent unreasonably and shall not impose unreasonable conditions
as a prerequisite for obtaining his consent.
SECTION 5.05 - TRASH AND GARBAGE.
Lessee shall provide at its own expense a complete and proper arrangement for the
adequate sanitary handling and disposal, away from the Airport, of all trash, garbage and other
refuse resulting from Lessee's operations on the Airport. Lessee shall provide and use suitable
covered metal receptacles for all garbage, trash and other refuse in the areas leased by Lessee.
Piling of boxes, cartons, barrels or other similar items in an unsafe manner in or about Airport
premises shall not be permitted.
SECTION 5.06 - TAXES AND LICENSES.
Lessee shall pay all taxes of whatever character that may be lawfully levied or charged
upon Lessee's leasehold improvements or operations hereunder and upon Lessee's rights to use
Airport property. Lessee shall obtain and pay for all licenses and permits necessary or required
by law for the construction of any improvements, additions or alterations, or the installation of
equipment and furnishings, and any other licenses necessary to conduct its Air Transportation
business.
SECTION 5.07 - RULES AND REGULATIONS.
In conducting its operations hereunder, Lessee shall comply with all applicable laws of
the United States of America and the State of Texas, the rules and regulations promulgated by
their authority pertaining to aviation and air navigation, and all reasonable and applicable rules,
regulations and ordinances of Lessor now in force or hereafter prescribed or promulgated by
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 17
authority or by law, provided that such rules, regulations and ordinances of Lessor shall be in
conformity with Section 2.07 hereof, and provided further, that Lessee shall not be obligated to
make any capital repairs or structural alterations to the Leased Premises in order to comply with
this Section.
SECTION 5.08 - DUTY TO PREVENT UNAUTHORIZED ACCESS TO THE
PREMISES.
Lessee shall prohibit access or entry into the Exclusive Leased Premises and any sterile
area (as herein defined in Section 1.01) by any person or property whose access or entry is not
authorized, and Lessee agrees that in the event that a civil penalty or fine is levied against the
Airport or Lessor as a result of Lessee's failure to comply or act in accordance with this
provision, or any other applicable federal, state or local statutes, ordinances, rules and regulations
affecting the use, occupancy or operation of any of said premises, Lessee shall immediately
reimburse the Airport or Lessor the full amount of the penalty or fine and correct the act or
omission leading to, causing or contributing to the violation. In the event Lessee is responsible
in whole or in part for a civil penalty or fine under this Section 5.08, Lessee shall have the
exclusive right to defend and compromise the matter in Lessee's discretion to the extent of its
interest.
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SECTION 6.01 - TERM.
A. The initial term of this Lease shall commence on the day of ,
1996, and end on the day of . Upon written
application of Lessee, delivered to the office of the Aviation Manager within twenty (20)
days prior to the expiration of the initial term of this Lease, the Aviation Manager may
extend this Lease for a period of thirty (30) days, provided Lessee is negotiating with
Lessor for a new lease when such initial term expires. During such negotiations, Lessee
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 18
may apply for as many thirty (30) day extensions of this Lease as Lessee deems
necessary, which may or may not be granted by the Aviation Manager in his discretion,
but in no case shall this Lease be extended more than twelve (12) months beyond its
initial term. Any extension of this Lease granted under this Section 6.01 shall be in
writing and signed by the Lessee and the Aviation Manager. During any extension,
Lessee shall be subject to the rates, fees, rentals and other charges established by the
Airport Board for Certificated Passenger Air Transportation Companies that are month-
to-month tenants. Both Lessor and Lessee herein agree, however, that all negotiations for
any new lease shall be conducted in good faith.
B. Notwithstanding any provision of this Section 6.01, this Lease is also subject to earlier
termination as hereinafter provided under Article XII.
C. On or before thirty (30) days prior to the expiration of the initial term of this Lease, or
any extension of said term, as provided in this Article, the Aviation Manager may notify
Lessee in writing that this Lease shall terminate at the end of said thirty (30) day period.
Lessee agrees and hereby acknowledges that it is an essential condition of this Lease that
before the end of said thirty (30) day period Lessee will vacate all of the premises leased
hereunder, will remove all of its property and improvements (other than permanent
improvements) from same, and will restore said premises to the condition in which they
existed at the commencement of the initial term of this Lease, damage by the elements,
fire, explosion or other casualty excepted unless such damage results from act or
omission of Lessee. All such restoration shall be done in a manner satisfactory to the
Aviation Manager and shall be completed within said thirty (30) day period. If Lessee
fails to vacate said premises within said thirty (30) days after the date of written notice
from the Aviation Manager of termination, or if Lessee fails to complete such restoration
within said thirty (30) day period, the Lessor shall have the right to remove from said
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 19
premises any and all of Lessee's property and improvements remaining thereon, to
restore said portion of the terminal building and land adjacent thereto to the condition
specified above, and to charge all costs incurred by Lessor in so doing to Lessee. Lessee
agrees to pay such costs of removal and restoration incurred by Lessor. Failure by the
Aviation Manager to notify Lessee of when this Lease shall terminate shall not extend the
initial term of this Lease, or any extension of said term granted in accordance with this
article.
ARTICLE VII
RENTALS AND FEES
SECTION 7.01 - RENTAL FOR EXCLUSIVE TERMINAL BUILDING SPACE.
Rental for the 3,543 square feet of exclusive leased space within the terminal building of
the Airport, as described in Section 2.01, shall consist of a fixed fee of $5.63 per square foot
per year (to cover debt service) and a variable sum for Maintenance and Operation (M & O)
costs. The M & O portion of the rental shall be subject to adjustments as follows: At the
beginning of the initial term of this Agreement, the M & O portion of the rental shall be $7.48
per square foot per year. Effective October 1, 1996, and each year thereafter on the same
month and day for the remainder of this Lease, the M & O portion of the rental shall be adjusted
upward or downward in accordance with the increase or decrease for the preceding twelve (12)
months in the Consumer Price Index published by the Bureau of Labor Statistics of the United
States Government, hereinafter called "CPI."
Notwithstanding the date on which this Lease is executed, Lessee herein agrees to pay
Lessor rentals for the Exclusive Leased Premises retroactively in accordance with this Section
7.01 as though this Lease had been executed and became effective on
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 20
SECTION 7 02 - LANDING FEE.
At the beginning of the initial term of this Agreement, the fee for the use of the landing
area and facilities necessary for Lessee's operations hereunder shall be $.60 per 1,000 pounds of
the approved maximum gross landing weight of each actual flight operated.
Effective October 1, 1997, the fee for the use of the landing area and facilities shall be
$.65 per 1,000 pounds of the approved maximum gross landing weight of each actual flight
operated.
Notwithstanding the date on which this Lease is executed, Lessee herein agrees to pay
Lessor landing fees retroactively in accordance with this Section 7.02 as though this Lease had
been executed and became effective on
Not later than the fifth day of each month, Lessee shall file with the Aviation Manager a
report of Lessee's actual landings at the Airport for the preceding month, which report shall
include the number and type of aircraft making such landings. Lessee shall further provide
Lessor with a summary of the approved maximum gross landing weights for each type of aircraft
it operates at the Airport.
SECTION 7.03 - RENTAL FOR COMMON USE AREA.
A. Common Bag Claim Area.
As a result of expansion and remodeling of the terminal building at the Airport, there is
now approximately 16,939 square feet of common bag claim area within the terminal building,
as shown on Exhibit A attached hereto and by reference made a part hereof. Rental for the
16,939 square feet of common bag claim area shall be charged jointly to Lessee and all other
Certificated Passenger Air Transportation Companies which now or may hereafter have valid
leases at the Airport according to the common bag claim area formula, as hereinafter defined, and
Lessee herein agrees to pay its pro rata portion of such rental, which shall consist of a fixed fee
of $5.63 per square foot per year (to cover debt service) and a variable sum for Maintenance
and Operation (M & O) costs. The M & O portion of the common bag claim area rental shall be
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 21
subject to adjustments retroactively and prospectively as follows: At the beginning of the initial
term of this Agreement, the M & O portion of the rental shall be $7.48 per square foot per year.
Effective October 1, 1996, and each year thereafter on the same month and day for the
remainder of this Lease, the M & O portion of the rental shall be adjusted upward or downward
in accordance with the increase or decrease for the preceding twelve (12) months in the CPI.
Notwithstanding the date on which this Lease is executed, Lessee herein agrees to pay
Lessor rentals for use of the common bag claim area retroactively in accordance with this Section
7.03 as though this Lease had been executed and became effective on
The total common bag claim area charges shall be prorated among all Certificated
Passenger Air Transportation Companies at the Airport based on the following formula: twenty
percent (20%) of the total charges shall be divided equally among all Certificated Passenger Air
Transportation Companies and the remaining eighty percent (80%) prorated based on each such
carrier's percentage of enplanements in the preceding month. Not later than the fifth (5th) day
of each month, the Lessee shall file with the Aviation Manager a summary of the actual number
of passenger enplanements on Lessee's aircraft and the actual number of departures of Lessee's
aircraft from the Airport for the preceding month. Lessee agrees to pay its calculated pro rata
amount of common bag claim area rental monthly in accordance with the above common bag
claim area formula.
Prior to expansion and remodeling of the terminal building at the Airport, there were
26,789 square feet of space and six (6) loading gates available for use as common boarding
lounge area by Certificated Passenger Air Transportation Companies. However, as a result of
expansion and remodeling of the terminal building at the Airport and negotiations with air
carriers that provide Air Transportation services at the Airport, approximately 51,685 square
feet of space and nine (9) loading gates are now available for use as common boarding lounge
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 22
area. Both Lessor and Lessee agree that for purposes of this Lease the common boarding lounge
area shall consist of those six (6) gates designated as common boarding lounge area on Exhibit A
attached hereto and by this reference made a part hereof, but such common area shall be enlarged
to include an additional gate for each Certificated Passenger Air Transportation Company that
either begins or has already begun providing Air Transportation services at the Airport after
January 1, 1987.
At the beginning of the initial term of this Agreement, the base rental rate for the
common boarding lounge area shall be $7.48 per square foot per year. Effective October 1,
1996, and each year thereafter on the same month and day for the remainder of this Lease, the
base rental rate for the common boarding lounge area shall be adjusted upward or downward in
accordance with the increase or decrease for the preceding twelve (12) months in the CPI.
Rental of the common boarding lounge area shall be charged jointly to all Certificated
Passenger Air Transportation Companies which now or may hereafter have leases at the Airport
according to the common boarding lounge area formula, as hereinafter defined, and in
accordance with the following calculation, and Lessee herein agrees to pay its pro rata portion of
such rental:
(6/9 X base rental rate X 51,685 square feet = annual rental)
However, the fraction in the above calculation has been and shall be enlarged by one -ninth (1/9)
each time that a Certificated Passenger Air Transportation Company either has begun or does
begin providing Air Transportation services at the Airport after January 1, 1987. In like manner,
the fraction shall be reduced by one -ninth (1/9) whenever any Certificated Passenger Air
Transportation Company has ceased or ceases providing Air Transportation services at the
Airport after January 1, 1987. Except, however, such fraction shall not be reduced if any Cer-
tificated Passenger Air Transportation Company with an unexpired lease takes bankruptcy and
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 23
refuses to surrender its lease or allow Lessor to reclaim the space so occupied by such Air
Transportation Company for any reason whatsoever.
Notwithstanding the date on which this Lease is executed, Lessee herein agrees to pay
Lessor retroactively in accordance with this Section 7.03 its pro rata portion of the common
boarding lounge area rental as though this Lease had been executed on
The total common boarding lounge area charges shall be prorated among all Certificated
Passenger Air Transportation Companies at the Airport based on the following formula: twenty
percent (20%) of the total charges shall be divided among all Certificated Passenger Air
Transportation Companies based on the percentage of departures in the previous month, and
eighty percent (80%) shall be prorated based on each such carrier's percentage of enplanements
in the previous month. Lessee agrees to pay its calculated pro rata amount of common boarding
lounge area rental monthly in accordance with the above common boarding lounge area formula.
Loading gates which have not been designated as common boarding lounge area shall not
be considered as such unless added to the common area in accordance with this Section 7.03.
However, Lessee may at no additional charge utilize the loading gates not included in the
common area for diversion or off -schedule operations. Lessee may similarly use these loading
gates for charter flights after negotiating a use fee with the Airport Board of Lessor. Lessor
herein agrees to train Lessee's personnel to operate such loading gates for these purposes.
SECTION 7.04 - RENTAL FOR PUBLIC ADDRESS SY TEM.
Upon execution of this Agreement, Lessee shall have use of three (3) microphones in the
terminal building of the Airport and shall pay a rental rate of $35.00 per month per microphone.
The Aviation Manager and Lessee may mutually agree that Lessee shall have use of additional
microphones at the monthly rate.
Microphones located on the non-exclusive use premises are to be used in conjunction
with other Certificated Passenger Air Transportation Companies which now or may hereafter
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 24
have valid leases at the Airport. These companies shall provide Lessor with a written schedule
of the pro rata rental due by each Lessee hereunder and Lessee agrees to pay its stated pro rata
amount monthly. The pro rata schedule so furnished to Lessor shall remain in effect until such
time as Lessor is provided a revised schedule of the pro rata rental amounts executed by all said
Lessees, which revised schedule shall remain in effect until similarly modified.
SECTION 7.05 - LOADING BRIDGE MAINTENANCE CHAR
During the initial term of this Agreement, and any extension thereof, Lessee agrees to pay
Lessor the Lessee's proportionate share of the cost and expense of maintenance, repair and
upkeep of designated loading bridges at the Airport in accordance with an agreement previously
executed between Lessor and other Certificated Passenger Air Transportation Companies serving
the Airport. A copy of such agreement is attached hereto as Exhibit B and incorporated herein as
part of this Lease.
SECTION 7.06 - AIRCRAFT STORAGE.
The Aviation Manager shall have the right to designate apron parking areas for the
storage of Lessee's aircraft.
SECTION 7.07 - TIME OF PAYMENT.
Lessee agrees to pay Lessor the rentals, fees and charges due hereunder at such place as
the Aviation Manager may from time to time designate. Unless otherwise herein stated, the
rental for the Exclusive Leased Premises shall be payable monthly in advance on or before the
last day of such month. Unless otherwise herein stated, all other rentals, fees and charges shall
be payable in monthly installments covering the preceding calendar month of operation.
In the event that the commencement or termination of this agreement falls on any date
other than the first or last day of a calendar month, the applicable rentals, fees and charges
(except landing fees and rentals, fees and charges that are pro rated on the basis of passenger
enplanements, aircraft departures and/or other such use measurements) for that month ,shall be
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 25
paid on a pro rata basis according to the number of days during which said particular premises,
facilities, rights, licenses, services and privileges were enjoyed.
The Aviation Manager shall, after the end of each calendar month, transmit to Lessee a
statement of the rentals, fees and charges incurred by Lessee during said month as hereinabove
provided. Payment shall be made by Lessee on or before the 25th day of the month in which
such statement is transmitted.
Lessee shall pay Lessor a late payment charge of five percent (5%) of the total amount
of rentals, fees and other charges payable if payment is not made when due.
It is expressly agreed that time of payment of the rentals, fees and charges hereinabove
provided is of the essence in this entire Lease. Therefore, if Lessee fails to pay any rentals, fees
or charges due hereunder within thirty (30) days after the Aviation Manager transmits a
statement therefor to Lessee, the Aviation Manager may, in his discretion, upon ten (10)
working days written notice to Lessee (unless in such ten day period Lessee shall have
corrected such failure to pay) immediately, or at any time thereafter, enter into and upon the
Exclusive Leased Premises, or any part thereof in the name of the whole, and repossess said
premises. In said event, the Aviation Manager may expel Lessee and those claiming by, through
or under Lessee and remove Lessee's effects from Airport property forcibly, if necessary,
without being deemed guilty of trespass and without prejudice to any remedy which otherwise
might be used for breach of covenant or to collect rentals, fees and charges in arrears. Upon such
re-entry this Lease shall terminate.
SECTION 7.09 - AIRPORT SECURITY FEF..
Notwithstanding any other provision contained in this Agreement, Lessee herein agrees to
pay Lessor on a monthly basis Lessee's proportionate share of the total operational costs related
to compliance with 14 C.F.R. Part 107 according to the same formula utilized herein for
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 26
determining rental for common use area, to -wit: twenty percent (20%) of the total charges shall
be divided equally among all Certificated Passenger Air Transportation Companies, and eighty
percent (80%) shall be prorated based on each such carrier's percentage of enplanements in the
previous month.
The fee jointly charged to Lessee and all other air carriers at the Airport for the
operational costs related to compliance with 14 C.F.R. Part 107 shall be the actual costs incurred
by the Airport and which are reasonably necessary to achieve compliance with 14 C.F.R. Part
107, and Lessee agrees to pay its pro rata portion of such fee monthly and in accordance with the
above formula.
Lessor herein agrees that the fee paid by Lessee in accordance with this Section shall be
no more than Lessee's pro rata portion of the actual costs incurred by the Lessor and reasonably
necessary for compliance with 14 C.F.R. Part 107 and shall only be used by the City to achieve
compliance with 14 C.F.R. Part 107 and for no other purpose.
Lessor herein also agrees to immediately adjust the monthly amounts billed to Lessee and
other air carriers for any reduction in personnel whose positions are funded by the fee
hereinabove discussed and for any other changes in the actual costs expended by the Lessor in
order to comply with 14 C.F.R. Part 107. Lessor further agrees to establish a separate fund or
account in which to maintain fees received from Lessee and other air carriers pursuant to this
Section 7.09, and that all records indicating payments into and expenditures from this fund or
account shall be subject to review by Lessee and such other air carriers.
READJUSTMENT OF RENTALS, FEES AND OTHER CHARGES
SECTION 8.01 - PROCEDURE FOR READJUSTMENT OF RENTALS, FEES AND
OTHER CHARGES.
On April 1, 1997, and every three (3) calendar years thereafter that this Lease remains
in effect, all rentals, fees and other charges for the use of any one or all of the premises and
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 27
facilities leased hereunder for the succeeding three (3) year period shall be subject to
renegotiation upon written notice by either party hereto ninety (90) days prior to the beginning
of the next three (3) year period. Either party giving notice shall, at the time, furnish the other
parry with a reasonably detailed statement supporting the proposed adjustment.
RIGHTS AND PRIVILEGES RESERVED BY CITY
Nothing in this Lease shall be deemed to restrict in any manner Lessor's right to charge
any person, partnership, firm, association or corporation fees and rentals for the use of Lessor's
property or any improvements thereon where such use of said property or improvements is of a
regular or permanent nature, as distinguished from a temporary or transitory nature, or where
such use is of such a nature as to constitute the performance of a commercial business at the
Airport. In addition, Lessor shall have the right to charge persons, partnerships, firms,
associations and corporations a fee no less than that set forth in mutual assistance ground
services agreements, as revised from time to time. This fee shall be applicable to, but not limited
to, fees for ramp use, jetway use, gate use, training flights and aircraft storage and landing fees,
which shall never be less than one hundred twenty-five percent (125%) of the landing fee
charged Lessee as set out in Section 7.02 hereof.
SECTION 9.02 - RIGHT TO IMPROVE AND PROTECT THE AIRPORT.
In addition to any other rights herein retained, Lessor specifically reserves the following
rights and privileges:
(a) The right to further develop or improve the landing area and other portions of the
Airport as Lessor deems necessary. Lessor agrees to advise Lessee of any
proposed capital expenditure in excess of ONE HUNDRED THOUSAND AND
NO/100 DOLLARS ($100,000.00) and to consult with Lessee prior to
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 28
undertaking such capital expenditure. However, nothing in this Section 9.02 or
elsewhere in this Lease shall be construed as a delegation of Lessor's authority to
determine when such capital expenditures are deemed necessary. If feasible, such
improvements shall be made in a manner which will cause Lessee as little
inconvenience as possible. Lessee shall not be assessed any rentals, fees or other
charges for such improvements unless Lessee occupies or utilizes such
improvements either exclusively or in conjunction with other air carriers, or the
improvements are required by the Federal Aviation Administration or for the safe
operation of the Airport.
(b) The right to take any action Lessor 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 which, in the opinion of Aviation Manager, would limit the
usefulness of the Airport or constitute a hazard to aircraft.
(c) The right during time of war or national emergency to lease the Airport or any
part thereof to the United States Government for military use. In the event any
such Lease is executed, the rights and privileges granted Lessee in this instrument
insofar as they are inconsistent with the rights and privileges granted to the
Government shall be suspended.
INDEMNIFICATION, INSURANCE AND BONDS
SECTION 10.01 - INDEMNIFICATION, ETC.
The parties agree that Lessee is and shall always be deemed to be an independent
contractor and operator and not an agent or employee of Lessor with respect to Lessee's acts and
omissions hereunder.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 29
The Lessee agrees that it will indemnify and save Lessor harmless fi.-om all claims arising
out of any demands of contractors, subcontractors, laborers, workers, suppliers, mechanics,
materialmen and furnishers of equipment or parts thereof, which claims may be incurred by the
activities of Lessee at the Airport or by reason of any improvements, alterations, construction or
installation on the Exclusive Leased Premises.
Lessee shall indemnify fully and save harmless Lessor, its officers, agents and employees
from any and all claims and actions and any and all expenses incidental to the investigation and
defense thereof, based upon or arising out of damages or injuries to third persons or their
property, and caused by the fault or negligence of Lessee, its contractors, agents or employees in
the construction, use or occupancy of the facilities, premises and privileges hereunder; provided,
however, that Lessor shall indemnify fully and save harmless Lessee, its officers, agents and
employees from any and all claims and actions and any and all expenses incidental to the
investigation and defense thereof, based upon or arising out of damages or injuries to third
persons or their property, and caused by the fault or negligence of Lessor, its agents or
employees, or arising out of or as a result of the condition of any of the publicly used premises in
or about said Airport, but such indemnification shall never exceed the limits of exposure set forth
in the Texas Tort Claims Act when such claims or actions fall within the terms of said Act.
Lessor shall give to Lessee prompt and reasonable notice of any claims or actions against Lessor,
and failure to so notify Lessee shall relieve Lessee of its obligations to indemnify Lessor
therefor. In all cases where Lessee is obligated to indemnify and save harmless Lessor as
hereinabove provided, Lessee shall have the right to investigate, compromise and defend any
such claims or actions to the extent of its own interest, and Lessee shall cooperate with Lessor
and protect Lessor's interest to this end. In all cases where Lessor is required to indemnify and
save harmless Lessee as hereinabove provided, Lessor shall have the right to investigate,
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES --- PAGE 30
compromise and defend any such claims or actions to the extent of its own interest, and Lessor
shall cooperate with Lessee and protect Lessee's interest to this end.
Lessee shall procure and keep in effect at all times during the term of this Lease the forms
of insurance set forth in this Section 10.02. All policies or certificates shall contain a provision
requiring the insurers to give Lessor written notice of cancellation or of any material change in
said policies or certificates at least thirty (30) days in advance of the effective date of such
cancellation or material change. Each policy shall also contain a provision waiving the right of
such insurers to subrogation.
Lessee shall maintain all insurance required hereunder with insurance underwriters
authorized to do business in the State of Texas and satisfactory to the Aviation Manager. All
policies shall name Lessor, its officers, servants, agents and employees as additional insureds.
Within thirty (30) days of execution of this Agreement, Lessee shall furnish the Aviation
Manager with certificates of insurance which indicate that all insurance and provisions required
hereunder are in full force and effect or shall provide the Aviation Manager with certified copies
of said policies:
(a) Fire Insurance - Lessee shall insure for fire and extended coverage risks all of
Lessee's improvements on the Exclusive Leased Premises. Such insurance shall
be in an amount equal to the full insurable replacement value of such
improvements. All fire insurance policies shall contain loss payable
endorsements in -favor of the parties as their respective interests may appear
hereunder. Lessor agrees that any payments received from such insurers as a
result of loss under such policies shall be applied toward repair and reconstruction
of said leasehold improvements.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 31
(b) Public Liability and Proper Damage Insurance - Prior to undertaking any
activities at the Airport, Lessee shall obtain comprehensive general liability
insurance for the protection of Lessor, its officers, agents and employees. Lessee
shall provide public liability insurance for personal injuries or death arising out of
any one accident or event in a minimum sum of THREE HUNDRED
THOUSAND AND NO/100 DOLLARS ($300,000.00) for one person and
TWO MILLION AND NO/100 DOLLARS ($2,000,000.00) for any one
accident and, in addition, shall provide property damage liability insurance in a
minimum sum of TWO HUNDRED FIFTY THOUSAND AND NO/100
DOLLARS ($250,000.00) for property damage arising out of any one accident or
event. Insurance coverages required of Lessee shall be subject to adjustment from
time to time to comply with any changes in minimum requirements determined by
the Aviation Manager to be necessary.
DAMAGE OR DESTRUCTION OF LEASED PREMISES
SECTION 11.01- PARTIAL DAMAGE.
If the Exclusive Leased Premises are partially damaged by fire, explosion, the elements, a
public enemy or other casualty, but not rendered untenantable, the same will be repaired with due
diligence by Lessor at its own cost and expense; provided, however, that if the damage is caused
by an act or omission of Lessee, its sublessees, agents or employees, Lessee shall be responsible
for repairing said premises and shall pay the cost therefor; and provided, further, that if the
damage is not caused by an act or omission of Lessee, its sublessees, agents or employees, and a
portion of the Exclusive Leased Premises is rendered untenantable, rental payments due Lessor
shall be abated proportionately until repairs are effected.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 32
SECTION 11 02 - EXTENSIVE DAMAGE.
If damage from fire, explosion, the elements, a public enemy or other casualty is so
extensive as to render that portion of the Exclusive Leased Premises situated within the terminal
building untenantable but capable of being repaired in thirty (30) days, the same shall be
repaired with due diligence by Lessor at its own cost and expense, and the rent payable herein
with respect to such premises shall be paid proportionately to the time of such damage and
thereafter cease until such time as the premises are fully restored; provided, however, that if the
damage is caused by an act or omission of Lessee, its sublessees, agents or employees, Lessee
shall be responsible for repairing said premises and shall pay the cost therefor. During any such
period where Lessee is responsible for repairing said premises under the terms of this paragraph,
the usual rental shall be payable.
The abatement of rental for the Exclusive Leased Premises, as aforesaid, shall not be
construed as a waiver of other fees due and payable under the terms of Article VII.
In the event the Exclusive Leased Premises are completely destroyed by fire, explosion,
the elements, a public enemy or other casualty, or so damaged that they will remain untenantable
for more than thirty (30) days, Lessor shall be under no obligation to repair or reconstruct said
premises, and rent payable hereunder and attributable to such destroyed premises shall be paid
proportionately to the time of such damage or destruction and shall thereafter cease until such
time as the premises are fully restored. If within one hundred fifty (150) days after the time of
such damage or destruction said premises shall not have been repaired or reconstructed, or other
reasonable facilities provided in lieu thereof, Lessee may cancel this Lease in its entirety or such
part of this Lease that pertains to the Exclusive Leased Premises by giving Lessor written notice
of such cancellation.
Notwithstanding the foregoing, if the Exclusive Leased Premises and adjoining premises
are completely destroyed as a result of an act or omission by Lessee, Lessor may, in its dis-
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 33
cretion, require Lessee to repair or reconstruct the Exclusive Leased Premises and adjoining
premises and pay the costs therefor. During any such period where Lessee repairs said premises
under the terms of this paragraph, the usual rental shall be payable.
Nothing in this Lease shall be construed as a waiver of the right of either Lessor or
Lessee to recover damages from the other arising out of the fault or negligence of the other.
W a RUMNJ u_I V MW_ausi 9 61WE43'- EMU 1�- U_ ►
It is understood that in the application of the foregoing Sections 11.01, 11.02 and 11.03,
Lessor's obligations shall be limited to repair or reconstruction of the Exclusive Leased Premises
to the same extent and quality that existed at the commencement of this Lease. Redecoration and
replacement of furniture, equipment and supplies shall be the responsibility of Lessee and any
such redecoration and refurnishing/ re-equipping shall be of equivalent quality to that originally
installed hereunder within the Exclusive Leased Premises.
TERMINATION OF LEASE
CANCELLATION, ASSIGNMENT AND TRANSFER
This Lease shall terminate at the end of the full term hereof, or earlier as provided in
Sections 12.02 and 12.03, and Lessee shall have no further right or interest in the Exclusive
Leased Premises and the non-exclusive use premises, except as provided in Article VI and in
Article XIII.
This Lease shall be subject to cancellation by Lessee after the occurrence of any one or
more of the following events:
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES -- PAGE 34
(a) The permanent abandonment of the Airport as an airline terminal or the
permanent removal of scheduled airline service from the Airport for a period of
ninety (90) days or more.
(b) 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.
(c) The issuance of an injunction by any court of competent jurisdiction which
prevents or restrains the use of the Airport, or any substantial part thereof, for
Airport purposes, provided such injunction remains in force for a period of at least
ninety (90) days.
(d) The inability of Lessee to use the Airport for a period in excess of ninety (90)
days or to enjoy any of the rights, licenses, services or privileges granted to
Lessee hereunder as a result of fire, explosion, earthquake or other casualty or act
of God or a public enemy, provided that the same is not caused by negligence or
willful acts or failure to act on the part of Lessee, its sublessees, agents or
employees.
(e) Any failure or refusal by the Federal Aviation Administration which prevents
Lessee from operating into, from or through said Airport such aircraft as Lessee
may reasonably desire to operate.
(f) The default by Lessor in the performance of any covenant or agreement herein
required to be performed by Lessor and the failure of Lessor to remedy such
default for a period of ninety (90) days after receipt from Lessee of written notice
to remedy the same; provided, however, that no notice of cancellation, as below
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 35
required, shall be of any force or effect if Lessor shall have remedied the default
prior to the receipt of Lessee's notice of cancellation.
Lessee may exercise such right of cancellation by giving the Aviation Manager sixty (60)
days advance written notice at any time after the lapse of the applicable period of time herein
stated, and this Lease shall terminate at the end of such sixty (60) day period. Rental due
hereunder shall be payable only to the date of said termination, except such. portion of the rental
attributable to the Exclusive Leased Premises when such premises shall have been completely
destroyed by fire, explosion, the elements, a public enemy or other casualty, and such premises
remain untenantable for more than thirty (30) days, in which event the rental shall be payable as
provided in Article XI, Section 11.03 hereof.
Lessee's performance of all or any part of this Lease for or during any period(s) after
failure of Lessor to perform any of the terms, covenants and conditions herein contained shall not
be deemed a waiver of any right Lessee has to cancel this Lease for any subsequent failure by
Lessor to so perform, keep or observe any of the terms, covenants or conditions hereof.
SECTION 12.03 - CANCELL.ATION BY CITY.
This Lease shall be subject to cancellation by Lessor after the occurrence of any one or
more of the following events:
(a) 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.
(b) The appointment of a receiver of Lessee's assets.
(c) The divestiture of Lessee's assets herein by other operation of law.
(d) The abandonment by Lessee of its Air Transportation business at the Airport for a
period of thirty (30) days or more for reasons other than strikes, boycotts or
other events beyond Lessee's reasonable control.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 36
(e) The default by Lessee in the performance of any covenant or agreement herein
required to be performed by Lessee and the failure of Lessee to remedy such
default for a period of sixty (60) days after receipt of written notice by the
Aviation Manager to remedy same, except that default for failure to pay any
rentals, fees or charges shall be governed by Section 7.08.
(f) The lawful assumption by the United States Government, of the operation, control
or use of the Airport, or any substantial part or parts thereof, or any authorized
agency thereof, in such a manner as to substantially restrict Lessee for a period of
at least ninety (90) days from operating thereon.
(g) In addition to the foregoing, all rights, privileges and interests acquired hereunder
by Lessee may, at the option of Lessor and following written notice of ninety (90)
days, be suspended or finally terminated if such suspension or termination is
found by the Aviation Manager, acting in good faith, to be necessary to enable
Lessor to undertake construction for expansion of the terminal building, or to
secure federal financial aid for the development of the Airport, or for the
development or promotion of aeronautical operations thereon.
If any of the aforesaid events occur, the Aviation Manager may enter the Exclusive
Leased Premises and take immediate possession of the same and remove Lessee's effects. Upon
said entry this Lease shall terminate, and 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 or in Section 7.08 hereof shall not operate to bar or destroy the
right of Lessor to declare this Lease null and void as a result of any subsequent violation of the
terms of this Lease.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 37
SECTION 12 04 - NOTICE OF TERMINATION.
If any of the events enumerated in Section 12.03 shall occur, Lessor may cancel and
terminate this Lease by giving Lessee five (5) working days written notice, such cancellation
and termination to be effective upon the date specified in such notice. Rental due shall be
payable only to the date of cancellation.
SECTION 12.05 - ASSIGNMENT AND SUBLETTING.
Lessee shall not sell, assign or transfer this Lease, or any part thereof, and shall not
sublease all or any portion of the Exclusive Leased Premises without the prior written consent of
the Aviation Manager; provided, however, that Lessee shall have the right: to assign all or any
part of its rights and interests under this . Agreement to any affiliated Air Transportation
Company, or any successor to its business through merger, consolidation, voluntary sale, or
transfer of substantially all of Lessee's assets, and the consent of the Aviation Manager thereto
shall not be required, but due notice of any such assignment shall be given to him within ten (10)
working days prior to such assignment hereunder.
PROPERTY RIGHTS UPON TERMINATION
SECTION 13.01 - LESSEE'S RIGHT OF REMOVAL.
Upon cancellation or termination of this Lease for any reason, Lessee shall have the right
for a period of thirty (30) days after the date on which notice of termination is placed in the
United States mail, as provided in Article XIV, Section 14.17 hereinafter, to remove any or all of
its property from the Airport. Furthermore, within said thirty (30) day period, Lessee shall
restore said premises to the condition in which they existed at the commencement of this Lease,
damage by the elements, fire, explosion or other casualty excepted, unless such damage occurs as
a result of an act or omission of Lessee, its sublessees, agents or employees, in which event
Lessee shall repair and restore said premises as aforesaid.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 38
SECTION 13 02 - CITY'S RIGHTS ATT RMINATION.
Title to any and all improvements and property not removed by Lessee prior to the
expiration of the aforesaid thirty (30) day period shall vest in Lessor; provided, however, that
Lessor reserves the right to require Lessee to remove such improvements and property, the cost
of which shall be borne by Lessee in the event Lessor removes same on failure of Lessee to
perform its obligation hereunder.
Lessor also reserves the right to charge a reasonable rental for any period of continued
occupancy by Lessee after cancellation or termination of this Lease; provided, however, that no
charge shall be made to Lessee if Lessee shall remove its property from the Exclusive Leased
Premises within the aforesaid thirty (30) day period.
ARTICLE XIV
GENERAL PROVISIONS
SECTION 14.01 - OTHER ORDINANCES.
This Lease supersedes all prior ordinances and any amendments thereto passed by the
City Council of Lessor and which pertain to rental rates and landing fees at the Airport.
SECTION 14.02 - ARBITRATION.
In any event, and notwithstanding any provisions made in this Lease, Lessor and Lessee
agree to submit to arbitration any question or dispute, except nonpayment of rentals, fees or other
charges, arising between said. parties and requiring an interpretation of any term, condition or
covenant herein contained, or concerning any matter of compliance or noncompliance with the
terms of this Lease. Before submitting any question or dispute to arbitration, Lessor and Lessee
shall each select one arbitrator and the two so chosen shall then select a competent and
disinterested third arbitrator; and the three arbitrators collectively shall then consider the question
or dispute submitted to them in writing by the parties hereto. The decision in writing of any two
arbitrators shall determine the particular question or dispute under consideration. The parties
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 39
hereto shall bear equally the expense of said arbitration. The decision of the arbitrators shall be
final and enforceable against the parties hereto in any court of competent jurisdiction.
SECTION 14.03 - NONDISCRIMINATION.
The Lessee for itself, its personal representatives, successors in interest and assigns, as a
part of the consideration hereof, does hereby covenant and agrees as a covenant running with the
land that: (1) no person on the grounds of race, color or national origin shall be excluded from
participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of
said Airport facilities; (2) that in the construction of any improvements on, over or under such
land and the furnishing of services thereon, no person on the grounds of race, color or national
origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to
discrimination; (3) that the Lessee shall use the premises in compliance with all other
requirements imposed by or pursuant to 49 C.F.R. Part 21, Nondiscrimination in Federally
Assisted Programs of the Department of Transportation, and as said Regulations may be
amended.
The Lessee assures that it will undertake an affirmative action program as required by 14
C.F.R. 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 activities covered in 14
C.F.R. 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 covered suborganizations
provide assurances to the Lessee that they similarly will undertake affirmative action programs
and that they will require assurances from their suborganizations, as required by 14 C.F.R. Part
152, Subpart E, to the same effect.
Each party hereto will comply with all federal, state and local laws and executive orders
and regulations issued pursuant thereto including, without limitation, and to the extent applicable
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 40
to this Agreement, the provisions contained within Section 202 of Executive Order 11246, as
amended, and the implementing regulations of the Office of Federal Contract Compliance
Programs, 41 C.F.R. Parts 60-1, gam., which provisions are incorporated herein by reference as
if set forth in full.
In the event of breach of any of the preceding nondiscrimination covenants, Lessor shall
have the right to terminate this Lease, and to reenter and repossess said land and the facilities
thereon, and hold the same as if said Lease had never been made or issued.
SECTION 14.04 - RULES AND REGULATIONS.
Lessor shall have the right to and may from time to time adopt and enforce reasonable
rules and regulations, which Lessee agrees to observe and obey, pertaining to the use of the
Airport, public terminal building and appurtenances, provided that such rules and regulations
shall not be inconsistent with rules, regulations or orders of the Federal Aviation Administration
pertaining to aircraft operations at the Airport, or with the procedures prescribed or approved
from time to time by the Federal Aviation Administration pertaining to the operation of Lessee's
aircraft at the Airport.
SECTION 14.05 - INTERP T+.TATION OF LEASE.
Nothing in this Lease shall be construed or interpreted in any manner whatsoever as
limiting, relinquishing or waiving any rights or ownership enjoyed by Lessor in the Airport
property, or in any manner waiving or limiting Lessor's control over the operation, maintenance,
improvement or alteration of Airport property, or in derogation of such governmental rights as
Lessor possesses, except as specifically provided for herein.
SECTION 14.06 - INVALID PROVISIONS.
In the event any covenant, condition or provision herein contained is held to be invalid by
any court of competent jurisdiction, the invalidity of any such covenant, condition or provision
shall in no way affect any other covenant, condition or provision herein contained; provided that
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 41
the invalidity of such covenant, condition or provision does not materially prejudice either
Lessor or Lessee in its respective rights and obligations contained in the valid covenants,
conditions or provisions of this Lease.
SECTION 14.07 - SPONSOR'S ASSURANCES.
This Lease shall be subject to the terms of the Sponsor's Assurances, as amended. Lessor
represents that none of the provisions of this Lease violate any of the provisions of said
Sponsor's Assurances.
SECTION 14.08 - CONSENT NOT TO BE UNREASONABLY WITHHELD.
Whenever consent is required hereunder by either Lessor or Lessee, such consent is not to
be unreasonably withheld or delayed for an unreasonable period of time.
SECTION 14.09 - REDELIVERY OF PREMISES.
Lessee shall, upon termination or cancellation of this Lease, quit. and deliver up the
Exclusive Leased Premises to Lessor peaceably, quietly and in the condition in which they
existed at the time this Lease is signed by the parties hereto, damage by the elements, fire,
explosion or other casualty excepted unless such damage occurs as a result of an act or omission
of Lessee, its sublessees, agents or employees.
SECTION 14.10 - HOLDING OVER.
In the event Lessee remains in possession of the Exclusive Leased Premises after the
expiration of this Lease without any written renewal thereof, such holding over shall not be
deemed as a renewal or extension of this Lease, but shall create only a tenancy from day to day
which may be terminated at any time by Lessor subject, however, to the rights set forth in Article
XII hereof.
Upon prior notification to Lessee, the Aviation Manager shall have the right at all
reasonable times to enter upon the Exclusive Leased Premises to inspect said premises, to
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 42
observe the performance by Lessee of its obligations hereunder, and to do any act which Lessor
may be obligated or have the right to do under this Lease. In the event of an emergency, prior
notification shall be unnecessary.
V-11) CD ►/► 0.11COW111L
It is hereby agreed that nothing herein contained shall be construed to grant or authorize
the granting of an exclusive right prohibited by Section 308 of the Federal Aviation Act of 1958,
49 U.S.C.S. §1349, as amended, and Lessor reserves the right to grant to others the privilege and
right of conducting any one or all of the aeronautical activities listed herein, or any other activity
of an aeronautical nature.
This Lease has been executed in and shall be construed in accordance with the laws of the
State of Texas, and venue of any lawsuit filed by either party concerning this Lease shall be in
Lubbock County, Texas.
This Lease shall bind and inure to the benefit of any successor of Lessor and any
successor, assignee or sublessee of Lessee.
The article and section headings contained herein are for convenience in reference and are
not intended to define or limit the scope of any provision of this Lease.
Time is of the essence of this Lease.
PINTUIRK10
Notices to Lessor provided for herein shall be sufficient if sent by certified mail, postage
prepaid, and addressed to: Aviation Manager, Lubbock International Airport, Route 3, Boz
389, Lubbock, Texas 79401, and notices to Lessee, if sent by certified mail, postage prepaid,
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 43
and addressed to: Continental Airlines, 2929 Allen Parkway, Houston, Texas 77019, or to
such other addresses as the parties may designate to each other in writing from time to time.
SECTION 1418 - UNDERSTANDING OF THE PARTIES.
A. Both parties to this Lease agree and understand that the City of Lubbock has created three
classifications of Certificated Passenger Air Transportation Companies that may provide
Air Transportation services at the Airport and that this Lease is the standard lease for
such air carriers that desire a long-term lease with Lessor as defined in Section 1.01. The
parties hereto recognize each of the different classifications as defined in Section 1.01 of
this Lease and that the City of Lubbock may apply or agree to different terms and
conditions in creating business relationships with Certificated Passenger Air
Transportation Companies that fall into a different classification than Lessee so long as
the terms and conditions agreed to, as to such other classified air carriers, are consistent
and uniform within each classification. It is further understood that any Certificated
Passenger Air Transportation Company which desires a lease at the Airport with an initial
term of three (3) or more years will execute this standard long-term lease and that the
terms and conditions of this long-term lease shall not change or be substantially modified
unless herein stated or agreed to in writing by all Certificated Passenger Air
Transportation Companies at the Airport classified as holders of standard long-term
leases.
B. It is the further understanding of the parties hereto that Lessor has classified Certificated
Passenger Air Transportation Companies who desire to conduct business at the Airport in
accordance with the term of their lease or business relationship with Lessor in order to
provide the broadest possible Air Transportation services to the general public, to
encourage new air carriers to test the market for these services in the Lubbock area and to
maintain a fee and rental structure for the facilities and services being; provided by Lessor
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES -- PAGE 44
through its Lubbock International Airport which will make the Airport as self-sustaining
as possible.
C. It is the further understanding of the parties that Lessor reserves the right to offer different
terms and conditions to Certificated Passenger Air Transportation Companies in different
classifications as herein defined so long as the terms and conditions offered to the air
carriers are the same or substantially similar within each classification. However,
notwithstanding anything set forth in this Section 14.18, the formulas for calculating
rental for the common boarding lounge area and common bag claim.area will be followed
by Lessor for all classifications of Certificated Passenger Air Transportation Companies
doing business at the Lubbock International Airport. Furthermore, Lessor herein agrees
not to assess Lessee any rates for rentals, fees and other charges less favorable than those
rates for rentals, fees and other charges assessed to standard short-term tenants and
month-to-month tenants (as herein defined in Section 1.01) for comparable space or
facilities. However, Lessor reserves the right to assess higher rates for rentals, fees and
charges to short-term and month-to-month tenants in the future.
This Lease shall be executed in triplicate and each executed document shall be deemed to
be an original document.
ARTICLE XV
MISCELLANEOUS PROVISIONS
SECTION 15.01 - SECURITY CHAR
Notwithstanding anything to the contrary contained in this Lease, a charge of twenty-five
cents ($.25) shall be assessed to Lessee for each of Lessee's enplaned passengers at the Airport
for backup security reimbursement.
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 45
No rentals, fees or charges other than those herein expressly stated shall be assessed to
Lessee save and except those miscellaneous fees and charges that are assessed to all other
similarly situated air carriers at the Airport such as, but not necessarily limited to, dump station
service charges and reasonable fees for the use of dumpsters, and costs incurred as a result of
FAA -mandated security procedures or other requirements which are likewise assessed to all such
similarly situated air carriers.
SECTION 15.03 - QUIET ENJOYMENT.
Lessor covenants that on paying the rentals, fees and other charges and performing the
covenants herein contained, Lessee shall peacefully and quietly have, hold and enjoy the rights
granted herein for the agreed term.
IN WITNESS WHEREOF, the Parties have hereunto set their hands this 17th day
of October
LESSOR:
CITY OF L Boar; S
BY:
DA cAb&r
ALEX "TY" OKE, MAYOR PRO TEM
ATTEST:
KAYTHIE DARNELL, CITY SECRETARY
APPROVED AS TO CONTENT:
Mar Earle, Director of Avia ion
APPROVED AS TO FORM:
19 96
LESSEE:
CONTINENTAL AIRLINES sivr.
BY: ON
STAFF VIC ESID
ATTEST: CORPORATE REAL ESTATE
& ENVIRONMENTAL
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 46
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
ALE% "TY" COOKE, Mayor Pro Tem
BEFORE ME, the undersigned authority,lh Notary Public in and for said County and
State, on this day personally appeared of the City of Lubbock,
known to me to be the person whose name is subscribed to the foregoing instrument and
acknowledged to me that he executed the same for the purposes and consideration therein
expressed and in the capacity herein stated as the act and deed of the CITY OF LUBBOCK.
GIVEN UNDER MY HAND AND SEAL OF OFFICE THIS 17.9- day of
ocbooer '1996.
PWI
r KATHERINE EGGER Notary Public anfor the State of Texas
s ; Notary Public, State of Texas
e�.�a;.= My COMMIS*fl EVhS 10-6-97
„ My Commission Expires: 10.6.q-7
THE STATE OF
COUNTY OF
BEFORE ME, the undersigned authority, a Notary Public in and for said County and
State, on this day personally appeared ,
known to me to be the person whose name is subscribed to the foregoing instrument and
acknowledged to me that he executed the same for the purposes and consideration therein
expressed and in the capacity herein stated as the act and deed of CONTINENTAL AIRLINES.
GIVEN UNDER MY HAND AND SEAL OF OFFICE THIS
, 1996.
HW jsICA-LSE.DOC
D4-Airport/rev. August 29, 1996
Notary Public in and for the State of
My Commission Expires:
CERTIFICATED PASSENGER AIRLINE LEASE
CONTINENTAL AIRLINES ---- PAGE 47
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EXHIBIT A
Continental Airlines
Exclusive Operations/Cargo Area
Lubbock International Airport
Passenger Terminal Ruildinn
EXHIBIT A
Continental Airlines
Exclusive Ticketing and Office Area
Lubbock International Airport
Passenger Terminal Building
Main Level
1 1
1 1
1 1
1 1
1
1
1
1