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HomeMy WebLinkAboutResolution - 1528 - Lease Agreement - Southwest Airlines Inc - Jet Fuel Tank Farm, LIA - 11/17/1983JMS:js Prrnl I ITTnAI RESOLUTION 1528 - 11/17/83 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 Non -Aero- nautical Lease Agreement between the City of Lubbock and Southwest Air- lines, Inc., attached herewith, 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 17th day of November , 1983. J�/ ALA Y,RAYOR ATTEST: velyn Ga ga, ity Secr easurer APPROVED AS TO CONTENT: Mar in Coffee, Dir or of Aviation APPROVED AS TO FORM: o M. Sherwin, Assistant City Attorney RESOLUTION 1528 - 11/17/83 (-[Tv rr...;: r. t:y.Tr:`ttSt1RFP THE STATE OF TEXAS § COUNTY OF LUBBOCK § NON -AERONAUTICAL LEASE AGREEMENT THIS AGREEMENT, entered into at Lubbock, Texas, by and between the City of Lubbock, hereinafter referred to as "Lessor", and Southwest Airlines, Inc., 1820 Regal Row, Dallas, Texas, 752359 a Texas Corporation, hereinafter referred to as "Lessee", WITNESSETH: WHEREAS, Lessor owns and operates a public airport desig- nated as Lubbock International Airport herein called "Airport", and WHEREAS, the Lessee desires to use the following described tract of land for the purpose of operating a tank farm for jet fuel; and ARTICLE I NOW THEREFORE, for and in consideration of the covenants and conditions herein contained and other valuable consideration the Lessor authorizes the Lessee to exercise the rights, powers and privileges hereinafter set forth and does hereby lease to the Lessee the premises hereinafter described and being: A tract of land located on the East Ramp of the Lubbock International Airport, Lubbock County, Texas, containing approximately 10,774 square feet, upon which are situated three 129000 gallon tanks and a small electrical control building which are Lessee's property. The term of this Lease shall be for a period of one (1) year, commencing upon June 1, 1983 and ending May 319 19849 subject to Lessor's right to extend the term of this Lease for two (2) additional one (1) year periods. Lessor shall have two (2) options to extend the term of this Lease. Lessor may exercise its first option to extend by giving written notice to Lessee on or before May 1, 1984, that it will exercise its option to extend the term of this Lease to May 31, 1985. Lessor may exercise its second option by giving written notice to Lessee on or before May 1, 1985, that it will exercise its option to extend the term of this Lease to May 319 1966. ARTICLE II In consideration of the rights and privileges herein granted, Lessee shall pay to the Lessor a ground rental for 10,774 square feet at the rate of $.071 per square foot per year or SEVEN HUNDRED SIXTY-FOUR AND 95/100 DOLLARS ($764.95) per year commencing on June 1, 1983, and thereafter payable annually in advance on January 1st of each year. Rental for the first and last year of the term shall be prorated and paid in advance. The parties hereto mutually agree that the rental rates set forth above shall be adjusted upward or downward for each ensuing year beginning January 1, 1984, in direct proportion to the fluctuation of the U.S. Department of Labor, Bureau of Labor Statistics Consumer Price Index. For the ournnse of emmntit;nn all adjustments, the Bureau of Labor Consumer Price Index as of January 1, 1983 shall be construed as the base period. ARTICLE III This Lease is granted subject to the following provisions and conditions: 1. The Lease herein granted is subject to any and all applicable laws, ordinances, rules and regulations per- taining to the Lubbock International Airport. 2. Lessor reserves the right to take any action it considers necessary to protect the aerial approaches of the Airport against obstruction, together with the right to prevent Lessee from erecting or permitting to be erected any building or other structure on the Airport or constitute a hazard to aircraft. 3. During the time of war or national emergency the Lessor shall have the right to enter into an agreement with the United States Government for military or naval use of part or all of the landing area, the publicly owned air naviga- tion facilities, and other area or facilities of the Airport. If any such agreement is executed, the provisions of this instrument, insofar as they are inconsistent with the provisions of the agreement with the Government shall be suspended. 4. This Agreement shall be subordinate to the provisions of any existing or future agreement between the Lessor and the United States relative to the operation and maintenance of the Airport, the execution of which has been or may be required as a condition precedent to the expenditure of federal funds for the development of the Airport. 5. All rights, privileges and interests acquired herein by Lessee at the option of the Lessor, following written notice of thirty (30) days, may be suspended if such suspension is found by the Lessor, acting in good faith, to be necessary to secure federal financial aid for the development of the Airport, or further development and provisions of aeronau- tical operations thereon. 6. The Lessee shall not make, permit, or suffer any additions, improvement or alterations to the property without prior written consent of the Lessor. Any such additions, improvements or alterations made with the consent of the Lessor shall be solely at the expense of the Lessee and unless such consent provides specifically that title to the addition or improvements so made shall vest in the Lessee, title thereto shall at all times remain in the Lessor and such additions or improvements shall be subject to all terms and conditions of this instrument. The Lessee agrees to hold the Lessor harmless from mechanic's and materialman's liens arising from any additions, improve- ments, repairs or alterations effected by the Lessee. 7. The Lessor, acting by and through the Director of Aviation, or other designated representative shall have the right to inspect the property at all reasonable times during the term of this Lease. B. The Lessee agrees that it will at all times during the term of this Lease maintain in good and serviceable condi- tion all land, improvements, facilities and equipment included herein, ordinary wear and tear excepted, such maintenance to be the sole responsibility and obligation of the Lessee. 9. Except as provided herein, any property of the Lessor, or any property for which the City of Lubbock may be responsible, which is damaged or destroyed incident to the exercise of the privileges herein granted shall be properly repaired or replaced by the Lessee to the satisfaction of the Lessor and its authorized representatives, or in lieu of such repair or replacement, the Lessee shall, if so required by the Lessor, pay to the Lessor money in any amount deemed sufficient by the Lessor to compensate for the loss sustain- ed by the Lessor by reason of the loss of, damage to, or destruction of such property. 10. The Lessee agrees to indemnify, defend and forever save the Lessor, its authorized agents, representatives and employees, harmless from and against any and all penalties, liability, annoyances, expense, or loss, including attor- ney's fees, resulting from claims or court action of any nature arising directly or indirectly out of any acts or omissions of the Lessee, its agents, servants, guests, employees or business visitors under this Agreement. 11. The Lessee shall maintain at all times, at its sole expense, insurance with an insurance underwriter authorized to do business in the State of Texas and acceptable to the Lessor, against claims of public liability and property damage resulting from Lessee's business activities at the Airport. The amount of insurance coverage shall be not less than TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000) for property damage as a result of any one event, or less than THREE HUNDRED THOUSAND DOLLARS ($300,000) for personal injury or death of any one person in any one event; or less than Two MILLION DOLLARS ($2,0009000) for personal injury or death of two or more persons in any one event. Certificates of insurance or other satisfactory evidence shall be filed with the City Secretary within thirty (30) days after the execution of this Lease Agreement. Each policy shall name the Lessor, City of Lubbock, as an additional insured as its interest may appear. Each policy shall provide "It is agreed that insurer shall notify the City of Lubbock, Texas, of any alteration, renewal or cancellation of this policy and that this policy shall remain in full force and effect until thirty (30) days after such notice is received by the Director of Aviation. All policies shall contain an agreement on the part of the respective insurers, waiving the right of such insurers to subrogation. 12. Lessee shall furnish to the Lessor satisfactory evidence that it carries Workmen's Compensation Insurance in accordance with the laws of the State of Texas. 13. The Lessee shall assume responsibility for the payment of all taxes and assessments and public utility charges becoming due on the property from the date of Lessee's entry upon the premises. The Lessee agrees to pay all claims or damages for or on account of water, lights, heat, power, sewage disposal, and any other services or utilities furnished to or with respect to the property or any part thereof. The Lessor does not guarantee to furnish utilities or utility services in the future. In the event utility service is not furnished for reasons other than repair or installation of lines or nonpayment of charges, Lessee shall have the option to cancel this Lease upon thirty (30) days notice to the Lessor. 14. Within thirty (30) days following the date of expi- ration or termination of this Lease Agreement, the Lessee shall as required by the Lessor, vacate said premises, remove all property of the Lessee and restore the land, improvements, facilities and equipment included herein to as good condition on such date of expiration or termination as when received, ordinary wear and tear excepted. If the Lessee shall fail or neglect to remove said property and so restore the land, improvements, facilities and equipment included herein, within thirty (30) days of said expiration or termination, then at the option of the Lessor said property shall either become the property of the Lessor without compensation therefor or the Lessor may cause the property to be removed, the land, improvements, facilities and equipment included herein to be restored at the expense of the Lessee and no claim for damages against the Lessor or its officers, agents, or employees shall be created or made on account of such removal and restoration. 15. The Lessee, its agents and employees will not discrim- inate against any person or class of persons by reason of age, sex, race, color, creed or national origin in providing any services or in the use of any of its facilities provided for the public, in any manner prohibited by the Federal Aviation Regulations. The Lessee further agrees to comply with such enforcement procedures as the United States might demand that the Lessor take in order to comply with the Sponsor's Assurances given by the City of Lubbock. Lessee agrees to not discriminate against any employee or applicant for employment because of age, race, creed, color, sex or national origin. The Lessee agrees to take affirmative action to insure that applicants are employed and that employees are tested during employment without regard to their age, race, creed, color, sex or national origin. Such action shall include, but not be limited to employment, upgrading, demotion, or transfer, recruitment, layoff, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The Lessee will conduct its activities and operate its facilities in accordance with the requirements of Section 504 of the Rehabilitation Act of 1973 and will assure that no qualified handicapped person shall, solely by reason of his or her handicap be excluded from participation in, be denied the benefits of, or otherwise be subjected to discrimination, including discrimination in employment, under any program or activity of the Lessee. 16. The Lessee warrants that it has not employed any person employed by the Lessor to solicit or secure this Lease Agreement upon any agreement for a commission, percentage, brokerage, or contingent fee. 17. Except with prior written consent of the Lessor the Lessee shall not sublet any part of the premises or assign this Lease or any of Lessee's rights hereunder. 18. The failure of the Lessor to insist in any one or more instance upon performance of any of the terms or conditions of this Lease Agreement shall not be construed as a waiver or relinquishment of the future performance of any such term or conditions but the Lessee's obligation with respect to such future performance shall continue in full force and effect. 19. The obligation of the Lessee to maintain the property to the satisfaction of the Lessor or its representative and to restore the same to its present condition shall extend not only to the property hereinabove described but to the adjacent streets and roadways used for ingress and egress to said property, except for ordinary wear and tear occasioned by normal and customary uses. 20. Lessee shall provide a complete and proper arrangement for the adequate sanitary handling and disposal away from the Airport, of all trash, garbage and other refuse caused as a result of the operation of its business at its sole expense. 21. Lessee agrees that the Lessor shall have, and it hereby grants the Lessor a lien on all Lessee's property of whatsoever nature placed in or upon the premises, to guarantee the payment of any and all arrearages. 22. In the event Lessee remains in possession of the Leased Premises after the expiration of this Lease Agreement without any written renewal or extension of this Lease, 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. ARTICLE IV This Agreement is subject to termination for the reasons set forth below, provided that thirty (30) days written notice is given to the non-terminating party. The Lessee may terminate upon the happening of any of the following: 1. The permanent abandonment of the Airport as an air terminal. 2. The issuance by any court of competent jurisdiction of an injunction in any way preventing or restraining the use of the Airport and the remaining in force of such injunction for at least thirty (30) days. 3. The breach by the Lessor of any of the terms, covenants or conditions of this Agreement to be kept, performed and observed by the Lessor, and the failure of the Lessor to remedy such breach for a period of sixty (60) days after written notice from the Lessee of the existence of such breach. 4. The assumption by the United States Government, or any authorized agency of same, of the operation, control or use of the Airport and its facilities in such a manner as to substantially restrict the Lessee from operating under the terms of this Agreement, if such restriction is to continue or has continued for a period of three (3) months or more. The Lessor may terminate upon the happening of any of the following: 1. If the Lessee shall file a voluntary petition of bankruptcy; or, if the proceedings in bankruptcy shall be instituted against it and it is thereafter adjudicated a bankrupt pursuant to such proceedings; or if a court shall take jurisdiction of Lessee and its assets pursuant to proceedings brought under the provisions of any federal reorganization act; or if a receiver for Lessee's assets is appointed; or if Lessee shall be divested of its rights, powers and privileges under this Agreement by other opera- tion of law. 2. If the Lessee shall abandon and discontinue operations under this Agreement. 3. If the Lessee shall default in or fail to make any payments at the time and in the amounts as required of it under this Agreement. 4. If the Lessee shall fail to perform, keep and observe all of the covenants and conditions contained in this Agreement to be performed, kept and observed by it. 5. If the Lessee shall fail to abide by all applicable laws, ordinances and rules and regulations of the United States, State of Texas, City of Lubbock or Director of Aviation of the City of Lubbock. 6. If Lessor, acting in good faith, finds termination of the rights, privileges and interests of Lessee acquired under this Lease to be necessary to secure Federal Financial aid for the development of the Airport, or further develop- ment and provisions of aeronautical operations thereon. ARTICLE V 1. Notices to the Lessor required or appropriate under this Lease shall be deemed sufficient if in writing and mailed by registered mail with postage prepaid to the Director of Aviation, Lubbock International Airport, Route 3, Box 389, Lubbock, Texas 79401. Notices to the Lessee required or appropriate under this Lease shall be deemed sufficient if in writing and mailed by registered mail with postage prepaid to Southwest Airlines, Inc., 1820 Regal Row, Dallas, Texas 75235. 2. Should Lessor institute legal action to collect rentals due under this Lease Agreement or damages for breach of any covenant made herein, a reasonable sum shall be added to the amount of recovery for attorney's fees together with all costs of court. 3. Both parties hereby agree that this instrument consti- tutes the final agreement of the parties and that all other previous agreements, leases, and contracts between the parties which pertain to the property described herein are hereby declared null and void. EXECUTED this 17th day of November, 1983. LESSOR: LESSEE: -CITY OF LUBBOCK, TEXAS SOUTHWEST AIRLINES, INC. BY: BY: • ALA NRY, AYO T le: ATTEST: ATTEST: J Evelyn affga141 cretary City Secretary -Treasur APPROVED AS TO CONTENT: Marvin Coffee Director of Aviation APPROVED AS TO FORM: ao"��11 J#qfn M. Sherwin s istant City Attorney