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HomeMy WebLinkAboutResolution - 3925 - Agreement - Southwest, Delta, American Airlines - Loading Bridge Maintenance - 07/09/1992Resolution No. 3925 July 9, 1992 Item #20 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock a Loading Bridge Maintenance Agreement with Southwest Airlines Co., Delta Air Lines, Inc. and American Airlines, Inc., attached hereto, which shall be spread upon the minutes of the Council and as spread upon the minutes of this Council shall constitute and be a part of this Resolution as if fully copied herein in detail. Passed by the City Council this , pity secretary APPROVED`AS-TO CONTENT: zle,� Bern Case, Director via 1 APPROVED AS TO FORM: RA roWillard,ssista t City Attorney H W:da/AGENDA-D 1 /LOADBRDG. res Resolution No. 3925 July 9,1992 Item #20 STATE OF TEXAS § COUNTY OF LUBBOCK § LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT This Loading Bridge Maintenance Funding Agreement between SOUTHWEST AIRLINES CO., DELTA AIR LINES, INC. and AMERICAN AIRLINES, INC., hereinafter collectively called "Airlines," and the CITY OF LUBBOCK, TEXAS, hereinafter called "City," provides for the establishment of a fund to be used for maintenance, repair and upkeep of five (5) loading bridges located at the following gates at the Lubbock International Airport, hereinafter called "Airport," to wit: Gate 4 Gate 5 Gate 6 Gate 7 Gate 8 1. Payments by the Airlines as set forth in this agreement shall begin immediately following execution by the City of a loading bridge maintenance agreement with a vendor qualified to perform such maintenance, provided that the following conditions are satisfied by the City: a. All deferred maintenance on the loading bridges for the above numbered gates is completed to the satisfaction of the Airlines or such other representative appointed by the Airlines. b. The -standard and level of maintenance performed upon the loading bridges must meet or exceed the manufacturers' specifications for loading bridges of the same age, make and model. C. The loading bridges must qualify under the manufacturers' maintenance contract for maintenance at standard rates and charges. d. The City, at its sole cost and expense, will be responsible for satisfying the above conditions. These costs and expenses will not be recovered by the City through maintenance and operation costs, depreciation, debt service or the fund established by this agreement. Once these conditions are satisfied, loading bridge maintenance, depreciation and/or debt service will be eliminated from the Airport's budget and from maintenance and operation cost calculations. 2. In consideration of the performance of the conditions by the City described in Section 1, above, the Airlines agree to pay the cost and expense of maintenance, repair, and upkeep of the airport's loading bridges, in accordance with the following conditions: a. The Airlines will establish a fund from which the cost and expense of maintaining, repairing and otherwise servicing the loading bridges will be paid and/or reimbursed to the City by paying a fee of $7.00 for each use of a loading bridge by the applicable Airline into such loading bridge maintenance fund. Use of a loading bridge is defined as the use by the applicable Airline for one arrival and departure of a flight. b. In the event repair and maintenance costs, other than those arising out of negligence or willful misconduct of one or more of the Airlines, in any year exceed the available balance in the loading bridge maintenance fund, the Airlines agree to pay for such repair and maintenance costs pro rata, based on enplanements as a percentage of total passengers enplaned by the Airlines. C. The total cumulative liability of the Airlines pursuant to paragraphs 2a and 2b above in any fiscal year shall not exceed $75,000.00 (the "Liability Limitation"). d. In the event costs of maintenance, repair and upkeep of the loading bridges exceed $75,000.00 in any fiscal year, the City will promptly pay the excess costs. However, these excess costs shall not be charged to the Airlines through maintenance and operation costs, depreciation, debt service, or any other budgetary process. e. Notwithstanding anything herein to the contrary, any damage caused by negligence or willful misconduct of an airline will be the responsibility of the airline causing the damage, and will not be subject to or included in the calculation of the Liability Limitation. The airline last using a loading bridge found to be damaged will be considered the airline responsible for that damage. f. For use of bridges not covered by this agreement, the Airlines agree to pay $25.00 per use, provided, however, that should such bridges be made available for use by other parties on terms or conditions more favorable, such more favorable terms and conditions will be immediately available to the Airlines. g. In the event that one or more of the loading bridges covered by this agreement is unavailable for use due to maintenance and none of the other bridges covered by this agreement are available, then the Airlines may use one of the bridges not covered by the agreement for the same fee described in paragraph 2a. 3. In the event the Airport elects to move any or all of the Airlines participating in this agreement to gates which are equipped with bridges not subject to this agreement, then: LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 2 a. The City, at its own cost and expense (not to be recovered through maintenance and operation costs, depreciation, or debt service) and prior to such move, will repair or refurbish the loading bridge at the new gate so that such bridge (i) qualifies for a standard maintenance contract at rates not to exceed those incurred for the bridge at the gate being vacated; and (ii) is in a condition at least as good as that of the bridge at the vacated gate with respect to deferred maintenance, serviceability, remaining useful life, fitness for purpose and appearance. b. The vacated bridge will no longer be part of this agreement, but will be replaced hereunder by the substitute bridge upon written consent of the airlines, such consent not to be unreasonably withheld. C. Should the substitute bridge, by reason of its model, manufacturer or other nonremediable condition, be acceptable for maintenance service only at a higher rate than the vacated bridge, the City will pay the difference between (i) what the Airlines would have paid had the bridge substitution not occurred; and (ii) what is required to be paid with the substitute bridge included. The incremental cost paid by the City will not be recovered through maintenance and operation costs, depreciation, debt service or by any other budgetary process from the Airlines. 4. City hereby represents and agrees that: a. All monies collected under this agreement, with the exception of monies collected pursuant to paragraph 2f above, will be set aside, in a separate interest-bearing account, and used exclusively for maintenance, repairs and upkeep of the subject bridges. Upon reasonable request of the Airlines, the records for such account, including but not limited to deposits and disbursements, will be made available for inspection or audit by any or all of the Airlines or their designated representatives. Any and all interest earned on such account shall become a part of the fund. The City further agrees that it will cause the records of such account to be kept in sufficient detail to enable the Airlines to identify the amount, date, parties involved, and reason for any deposit or disbursement from the account. b. All monies collected under paragraph 2f above will be set aside and used exclusively for repairs and maintenance of the loading bridges at the Airport which are not subject to this agreement. The City further agrees that it will cause the records of such receipts and disbursements to be kept in sufficient detail to enable the Airlines to identify the amount, date, parties involved, and reason for any deposit or disbursement. C. All records required to be kept hereunder will be maintained for a period of two (2) years from the date of expiration or termination of this agreement. Should the City default in its requirement to keep said records, the Airlines have the right, but not the obligation, to engage, at the City's sole cost and expense, an independent accountant to audit the books and records of the airport to re-create said records, in addition to other remedies set forth below. LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 3 d. The City shall use its best efforts to have any of the covered bridges that may be taken out of service for maintenance reasons returned to service as soon as possible, with a maximum down-time of 60 days. If a bridge is out of service for longer than 60 days, another bridge will be provided by the Airport for the same fee described in paragraph 2a until the covered bridge is returned to service. 5. Should the City default in any of its obligations under this agreement, the Airlines may, at their sole option, do any or all of the following: a. Immediately terminate this agreement and credit, as an offset against the next period's rent, on a pro rata basis, the balance in the loading bridge account. b. Seek remedies for damages and performance under this agreement in a court of law. 6. Should the Airlines wish to discontinue use of one of the loading bridges, they may cease to be obligated under the conditions of this agreement for that bridge with a 60 -day notice to the City. Should any of the Airlines wish to add a bridge to this agreement, they may do so with 60 -day notice to the City. The addition of bridges to this agreement will raise the Liability Limitation expressed in paragraphs 2c and 2d by $15,000 per bridge. The deletion of bridges from this agreement will lower the Liability Limitation expressed in paragraphs 2c and 2d by $15,000 per bridge. 7. The City agrees to indemnify and hold harmless the Airlines, jointly and severally, and their respective officers, directors, employees, successors and assigns from any and all damages, claims or actions arising out of the use, operation, repair and maintenance of the bridges regardless of when they occur, save and except where such damages, claims or actions are caused by the negligence or willful misconduct of one or more of the Airlines, their respective officers, directors, employees, successors or assigns. 8. Nothing contained herein is intended to imply or shall imply that the Airlines have an ownership interest in either the gates or loading bridges at the Airport. 9. An airline may assign its interest herein only with the prior written consent of the other airlines and City, such consent not to be unreasonably withheld. 10. This Loading Bridge Maintenance Funding Agreement expires September 30, 1999. Upon expiration, any monies remaining in the fund, along with accrued interest, will be preserved until exhausted for payment of the cost and expense of maintenance, repair and upkeep of the loading bridges which, at the time of expiration, are subject to this agreement. 11. This Agreement shall constitute the entire understanding between the parties hereto relating to charges negotiated between such parties for loading bridge maintenance in accordance with provisions contained in other leases presently in effect. There are no other agreements or understandings regarding loading bridge maintenance funding, either written or oral, which are not incorporated herein. This Agreement shall supersede any and all previous agreements and understandings between the parties relating to loading bridge maintenance funding. LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 4 AGREED AND ACCEPTED: AMERICAN AIRLINES, INC. Lb -A Title Date DELTA AIR LINES, INC. By Title Date A YF - 0 anet Boyd, City Secretary APPROVED AS TO CONTENT: rn Case, Director of Aviation APPROVED AS TO FORM: arold Willard, Assistant City Attorney HW:da/INST-D8/A-L0ADBR.doc SOUTHWEST AIRLINES -CO. JAA(T F. PARKER - VICE PRESIDENT Title ��// GENERAL COUNSEL Date d � ) q LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 5 Resolution No. 3925 July 9, 1992 Item #20 STATE OF TEXAS COUNTY OF LUBBOCK LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT This Loading Bridge Maintenance Funding Agreement between SOUTHWEST AIRLINES CO., DELTA AIR LINES, INC. and AMERICAN AIRLINES, INC., hereinafter collectively called "Airlines," and the CITY OF LUBBOCK, TEXAS, hereinafter called "City," provides for the establishment of a fund to be used for maintenance, repair and upkeep of five (5) loading bridges located at the following gates at the Lubbock International Airport, hereinafter called "Airport," to wit: Gate 4 Gate 5 Gate 6 Gate 7 Gate 8 1. Payments by the Airlines as set forth in this agreement shall begin immediately following execution by the City of a loading bridge maintenance agreement with a vendor qualified to perform such maintenance, provided that the following conditions are satisfied by the City: a. All deferred maintenance on the loading bridges for the above numbered gates is completed to the satisfaction of the Airlines or such other representative appointed by the Airlines. b. The standard and level of maintenance performed upon the loading bridges must meet or exceed the manufacturers' specifications for loading bridges of the same age, make and model. C. The loading bridges must qualify under the manufacturers' maintenance contract for maintenance at standard rates and charges. d. The City, at its sole cost and expense, will be responsible for satisfying the above conditions. These costs and expenses will not be recovered by the City through maintenance and operation costs, depreciation, debt service or the fund established by this agreement. Once these conditions are satisfied, loading bridge maintenance, depreciation and/or debt service will be eliminated from the Airport's budget and from maintenance and operation cost calculations. - t _ 2. In consideration of the performance of the conditions by the City described in Section 1, above, the Airlines agree to pay the cost and expense of maintenance, repair, and upkeep of the airport's loading bridges, in accordance with the following conditions: a. The Airlines will establish a fund from which the cost and expense of maintaining, repairing and otherwise servicing the loading bridges will be paid and/or reimbursed to the City by paying a fee of $7.00 for each use of a loading bridge by the applicable Airline into such loading bridge maintenance fund. Use of a loading bridge is defined as the use by the applicable Airline for one arrival and departure of a flight. b. In the event repair and maintenance costs, other than those arising out of negligence or willful misconduct of one or more of the Airlines, in any year exceed the available balance in the loading bridge maintenance fund, the Airlines agree to pay for such repair and maintenance costs pro rata, based on enplanements as a percentage of total passengers enplaned by the Airlines. C. The total cumulative liability of the Airlines pursuant to paragraphs 2a and 2b above in any fiscal year shall not exceed $75,000.00 (the "Liability Limitation"). d. In the event costs of maintenance, repair and upkeep of the loading bridges exceed $75,000.00 in any fiscal year, the City will promptly pay the excess costs. However, these excess costs shall not be charged to the Airlines through maintenance and operation costs, depreciation, debt service, or any other budgetary process. e. Notwithstanding anything herein to the contrary, any damage caused by negligence or willful misconduct of an airline will be the responsibility of the airline causing the damage, and will not be subject to or included in the calculation of the Liability Limitation. The airline last using a loading bridge found to be damaged will be considered the airline responsible for that damage. f. For use of bridges not covered by this agreement, the Airlines agree to pay $25.00 per use, provided, however, that should such bridges be made available for use by other parties on terms or conditions more favorable, such more favorable terms and conditions will be immediately available to the Airlines. g. In the event that one or more of the loading bridges covered by this agreement is unavailable for use due to maintenance and none of the other bridges covered by this agreement are available, then the Airlines may use one of the bridges not covered by the agreement for the same fee described in paragraph 2a. 3. In the event the Airport elects to move any or all of the Airlines participating in this agreement to gates which are equipped with bridges not subject to this agreement, then: LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 2 a. The City, at its own cost and expense (not to be recovered through maintenance and operation costs, depreciation, or debt service) and prior to such move, will repair or refurbish the loading bridge at the new gate so that such bridge (i) qualifies for a standard maintenance contract at rates not to exceed those incurred for the bridge at the gate being vacated; and (ii) is in a condition at least as good as that of the bridge at the vacated gate with respect to deferred maintenance, serviceability, remaining useful life, fitness for purpose and appearance. b. The vacated bridge will no longer be part of this agreement, but will be replaced hereunder by the substitute bridge upon written consent of the airlines, such consent not to be unreasonably withheld. C. Should the substitute bridge, by reason of its model, manufacturer or other nonremediable condition, be acceptable for maintenance service only at a higher rate than the vacated bridge, the City will pay the difference between (i) what the Airlines would have paid had the bridge substitution not occurred; and (ii) what is required to be paid with the substitute bridge included. The incremental cost paid by the City will not be recovered through maintenance and operation costs, depreciation, debt service or by any other budgetary process from the Airlines. 4. City hereby represents and agrees that: a. All monies collected under this agreement, with the exception of monies collected pursuant to paragraph 2f above, will be set aside, in a separate interest-bearing account, and used exclusively for maintenance, repairs and upkeep of the subject bridges. Upon reasonable request of the Airlines, the records for such account, including but not limited to deposits and disbursements, will be made available for inspection or audit by any or all of the Airlines or their designated representatives. Any and all interest earned on such account shall become a part of the fund. The City further agrees that it will cause the records of such account to be kept in sufficient detail to enable the Airlines to identify the amount, date, parties involved, and reason for any deposit or disbursement from the account. b. All monies collected under paragraph 2f above will be set aside and used exclusively for repairs and maintenance of the loading bridges at the Airport which are not subject to this agreement. The City further agrees that it will cause the records of such receipts and disbursements to be kept in sufficient detail to enable the Airlines to identify the amount, date, parties involved, and reason for any deposit or disbursement. C. All records required to be kept hereunder will be maintained for a period of two (2) years from the date of expiration or termination of this agreement. Should the City default in its requirement to keep said records, the Airlines have the right, but not the obligation, to engage, at the City's sole cost and expense, an independent accountant to audit the books and records of the airport to re-create said records, in addition to other remedies set forth below. LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 3 d. The City shall use its best efforts to have any of the covered bridges that may be taken out of service for maintenance reasons returned to service as soon as possible, with a maximum down-time of 60 days. If a bridge is out of service for longer than 60 days, another bridge will be provided by the Airport for the same fee described in paragraph 2a until the covered bridge is returned to service. 5. Should the City default in any of its obligations under this agreement, the Airlines may, at their sole option, do any or all of the following: a. Immediately terminate this agreement and credit, as an offset against the next period's rent, on a pro rata basis, the balance in the loading bridge account. b. Seek remedies for damages and performance under this agreement in a court of law. 6. Should the Airlines wish to discontinue use of one of the loading bridges, they may cease to be obligated under the conditions of this agreement for that bridge with a 60 -day notice to the City. Should any of the Airlines wish to add a bridge to this agreement, they may do so with 60 -day notice to the City. The addition of bridges to this agreement will raise the Liability Limitation expressed in paragraphs 2c and 2d by $15,000 per bridge. The deletion of bridges from this agreement will lower the Liability Limitation expressed in paragraphs 2c and 2d by $15,000 per bridge. 7. The City agrees to indemnify and hold harmless the Airlines, jointly and severally, and their respective officers, directors, employees, successors and assigns from any and all damages, claims or actions arising out of the use, operation, repair and maintenance of the bridges regardless of when they occur, save and except where such damages, claims or actions are caused by the negligence or willful misconduct of one or more of the Airlines, their respective officers, directors, employees, successors or assigns. 8. Nothing contained herein is intended to imply or shall imply that the Airlines have an ownership interest in either the gates or loading bridges at the Airport. 9. An airline may assign its interest herein only with the prior written consent of the other airlines and City, such consent not to be unreasonably withheld. 10. This Loading Bridge Maintenance Funding Agreement expires September 30, 1999. Upon expiration, any monies remaining in the fund, along with accrued interest, will be preserved until exhausted for payment of the cost and expense of maintenance, repair and upkeep of the loading bridges which, at the time of expiration, are subject to this agreement. 11. This Agreement shall constitute the entire understanding between the parties hereto relating to charges negotiated between such parties for loading bridge maintenance in accordance with provisions contained in other leases presently in effect. There are no other agreements or understandings regarding loading bridge maintenance funding, either written or oral, which are not incorporated herein. This Agreement shall supersede any and all previous agreements and understandings between the parties relating to loading bridge maintenance funding. LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 4 AGREED AND ACCEPTED: AMERICAN AIRLINES, INC. By 4/1 ; - Title Date DELTA AIR LINES, INC. Title Date APPROVED AS TO FORM: Harold Willard, Assistant City Attorney HW: da/INST-D8/A-LOADBR.doc SOUTHWEST AIRLINES CO. m- Title Date C *n1 AS B DAV.ON, MAYOR LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 5 Resolution No. 3925 July 9, 1992 Item #20 STATE OF TEXAS COUNTY OF LUBBOCK LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT This Loading Bridge Maintenance Funding Agreement between SOUTHWEST AIRLINES CO., DELTA AIR LINES, INC. and AMERICAN AIRLINES, INC., hereinafter collectively called "Airlines," and the CITY OF LUBBOCK, TEXAS, hereinafter called "City," provides for the establishment of a fund to be used for maintenance, repair and upkeep of five (5) loading bridges located at the following gates at the Lubbock International Airport, hereinafter called "Airport," to wit: Gate 4 Gate 5 Gate 6 Gate 7 Gate 8 Payments by the Airlines as set forth in this agreement shall begin immediately following execution by the City of a loading bridge maintenance agreement with a vendor qualified to perform such maintenance, provided that the following conditions are satisfied by the City: a. All deferred maintenance on the loading bridges for the above numbered gates is completed to the satisfaction of the Airlines or such other representative appointed by the Airlines. b. The standard and level of maintenance performed upon the loading bridges must meet or exceed the manufacturers' specifications for loading bridges of the same age, make and model. C. The loading bridges must qualify under the manufacturers' maintenance contract for maintenance at standard rates and charges. d. The City, at its sole cost and expense, will be responsible for satisfying the above conditions. These costs and expenses will not be recovered by the City through maintenance and operation costs, depreciation, debt service or the fund established by this agreement. Once these conditions are satisfied, loading bridge maintenance, depreciation and/or debt service will be eliminated from the Airport's budget and from maintenance and operation cost calculations. 2. In consideration of the performance of the conditions by the City described in Section 1, above, the Airlines agree to pay the cost and expense of maintenance, repair, and upkeep of the airport's loading bridges, in accordance with the following conditions: a. The Airlines will establish a fund from which the cost and expense of maintaining, repairing and otherwise servicing the loading bridges will be paid and/or reimbursed to the City by paying a fee of $7.00 for each use of a loading bridge by the applicable Airline into such loading bridge maintenance fund. Use of a loading bridge is defined as the use by the applicable Airline for one arrival and departure of a flight. b. In the event repair and maintenance costs, other than those arising out of negligence or willful misconduct of one or more of the Airlines, in any year exceed the available balance in the loading bridge maintenance fund, the Airlines agree to pay for such repair and maintenance costs pro rata, based on enplanements as a percentage of total passengers enplaned by the Airlines. C. The total cumulative liability of the Airlines pursuant to paragraphs 2a and 2b above in any fiscal year shall not exceed $75,000.00 (the "Liability Limitation"). d. In the event costs of maintenance, repair and upkeep of the loading bridges exceed $75,000.00 in any fiscal year, the City will promptly pay the excess costs. However, these excess costs shall not be charged to the Airlines through maintenance and operation costs, depreciation, debt service, or any other budgetary process. e. Notwithstanding anything herein to the contrary, any damage caused by negligence or willful misconduct of an airline will be the responsibility of the airline causing the damage, and will not be subject to or included in the calculation of the Liability Limitation. The airline last using a loading bridge found to be damaged will be considered the airline responsible for that damage. For use of bridges not covered by this agreement, the Airlines agree to pay $25.00 per use, provided, however, that should such bridges be made available for use by other parties on terms or conditions more favorable, such more favorable terms and conditions will be immediately available to the Airlines. g. In the event that one or more of the loading bridges covered by this agreement is unavailable for use due to maintenance and none of the other bridges covered by this agreement are available, then the Airlines may use one of the bridges not covered by the agreement for the same fee described in paragraph 2a. 3. In the event the Airport elects to move any or all of the Airlines participating in this agreement to gates which are equipped with bridges not subject to this agreement, then: LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 2 a. The City, at its own cost and expense (not to be recovered through maintenance and operation costs, depreciation, or debt service) and prior to such move, will repair or refurbish the loading bridge at the new gate so that such bridge (i) qualifies for a standard maintenance contract at rates not to exceed those incurred for the bridge at the gate being vacated; and (ii) is in a condition at least as good as that of the bridge at the vacated gate with respect to deferred maintenance, serviceability, remaining useful life, fitness for purpose and appearance. b. The vacated bridge will no longer be part of this agreement, but will be replaced hereunder by the substitute bridge upon written consent of the airlines, such consent not to be unreasonably withheld. C. Should the substitute bridge, by reason of its model, manufacturer or other nonremediable condition, be acceptable for maintenance service only at a higher rate than the vacated bridge, the City will pay the difference between (i) what the Airlines would have paid had the bridge substitution not occurred; and (ii) what is required to be paid with the substitute bridge included. The incremental cost paid by the City will not be recovered through maintenance and operation costs, depreciation, debt service or by any other budgetary process from the Airlines. 4. City hereby represents and agrees that: a. All monies collected under this agreement, with the exception of monies collected pursuant to paragraph 2f above, will be set aside, in a separate interest-bearing account, and used exclusively for maintenance, repairs and upkeep of the subject bridges. Upon reasonable request of the Airlines, the records for such account, including but not limited to deposits and disbursements, will be made available for inspection or audit by any or all of the Airlines or their designated representatives. Any and all interest earned on such account shall become a part of the fund. The City further agrees that it will cause the records of such account to be kept in sufficient detail to enable the Airlines to identify the amount, date, parties involved, and reason for any deposit or disbursement from the account. b. All monies collected under paragraph 2f above will be set aside and used exclusively for repairs and maintenance of the loading bridges at the Airport which are not subject to this agreement. The City further agrees that it will cause the records of such receipts and disbursements to be kept in sufficient detail to enable the Airlines to identify the amount, date, parties involved, and reason for any deposit or disbursement. C. All records required to be kept hereunder will be maintained for a period of two (2) years from the date of expiration or termination of this agreement. Should the City default in its requirement to keep said records, the Airlines have the right, but not the obligation, to engage, at the City's sole cost and expense, an independent accountant to audit the books and records of the airport to re-create said records, in addition to other remedies set forth below. LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 3 d. The City shall use its best efforts to have any of the covered bridges that may be taken out of service for maintenance reasons returned to service as soon as possible, with a maximum down-time of 60 days. If a bridge is out of service for longer than 60 days, another bridge will be provided by the Airport for the same fee described in paragraph 2a until the covered bridge is returned to service. 5. Should the City default in any of its obligations under this agreement, the Airlines may, at their sole option, do any or all of the following: a. Immediately terminate this agreement and credit, as an offset against the next period's rent, on a pro rata basis, the balance in the loading bridge account. b. Seek remedies for damages and performance under this agreement in a court of law. 6. Should the Airlines wish to discontinue use of one of the loading bridges, they may cease to be obligated under the conditions of this agreement for that bridge with a 60 -day notice to the City. Should any of the Airlines wish to add a bridge to this agreement, they may do so with 60 -day notice to the City. The addition of bridges to this agreement will raise the Liability Limitation expressed in paragraphs 2c and 2d by $15,000 per bridge. The deletion of bridges from this agreement will lower the Liability Limitation expressed in paragraphs 2c and 2d by $15,000 per bridge. 7. The City agrees to indemnify and hold harmless the Airlines, jointly and severally, and their respective officers, directors, employees, successors and assigns from any and all damages, claims or actions arising out of the use, operation, repair and maintenance of the bridges regardless of when they occur, save and except where such damages, claims or actions are caused by the negligence or willful misconduct of one or more of the Airlines, their respective officers, directors, employees, successors or assigns. 8. Nothing contained herein is intended to imply or shall imply that the Airlines have an ownership interest in either the gates or loading bridges at the Airport. 9. An airline may assign its interest herein only with the prior written consent of the other airlines and City, such consent not to be unreasonably withheld. 10. This Loading Bridge Maintenance Funding Agreement expires September 30, 1999. Upon expiration, any monies remaining in the fund, along with accrued interest, will be preserved until exhausted for payment of the cost and expense of maintenance, repair and upkeep of the loading bridges which, at the time of expiration, are subject to this agreement. 11. This Agreement shall constitute the entire understanding between the parties hereto relating to charges negotiated between such parties for loading bridge maintenance in accordance with provisions contained in other leases presently in effect. There are no other agreements or understandings regarding loading bridge maintenance funding, either written or oral, which are not incorporated herein. This Agreement shall supersede any and all previous agreements and understandings between the parties relating to loading bridge maintenance funding. LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 4 AGREED AND ACCEPTED: AMERICAN AIRLINES, INC. SOUTHWEST AIRLINES CO. By Title Date DELTA AIR LINES, INC. By 20'—"6t-- Harris Morris Title Vice President -Properties Date TTEST: anette oyd, City ecretary APZD AS TO CONTENT: e� ern Case, Director of Aviation APPROVED AS TO FORM: Harold Willard, Assistant City Attorney HW:da/INST-D8/A-L0ADBR. doc Title Date LOADING BRIDGE MAINTENANCE FUNDING AGREEMENT - Page 5