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HomeMy WebLinkAbout020901 ORD - 04/03/1990AN ORDINANCE AUTHORIZING THE EXECUTION OF AIRLINE AGREEMENTS WITH CONTINENTAL AIRLINES, AIRLINES COMPANY, AND AMERICAN AIRLINES, FACILITIES AT CORPUS CHRISTI INTERNATIONAL USE AND LEASE INC., SOUTHWEST INC. FOR USE OF AIRPORT; BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the City Manager is hereby authorized to execute agreements with Continental Airlines, Inc., Southwest Airlines Company, and American Airlines, Inc., for use of facilities at Corpus Christi International Airport, all as more fully set forth in the agreements, substantial copies of which are attached hereto and made a part hereof, marked Exhibits A, B, and C respectively. \ORD-RES\90014.mm MICROFILMED The contracts for Continental Airlines, Inc., and Southwest Airlines, Co., are exhibits reflecting the actual site of terminal and signature page. Inc., American Airlines, the same except for the each office at the new THE CITY OF CORPUS CHRISTI, TEXAS CORPUS CHRISTI INTERNATIONAL AIRPORT AIRPORT USE AND LEASE AGREEMENT SIMILAR AGREEMENTS WERE APPROVED WITH CONTINENTAL AIRLINES, INC. AND AMERICAN AIRLINES, INC. ARTICLE 1 DEFINITIONS 1.01 TERM 2.01 3 PREMISES 3.01 3.02 CONTENTS PAGE Definitions 2 Term 6 Leased Premises Measurement of Space 7 7 4 PERMITTED USES 4.01 Airfield and Apron 8 4.02 Public Premises 9 4.03 Exclusive Use Premises 10 4.04 Communications Equipment 11 4.05 Employee Parking 11 4.06 Airport Access 11 4.07 Restrictions 11 5 RENTS, FEES, AND CHARGES 5.01 General Commitment 15 5.02 Terminal Rent 15 5.03 Landing Fees 15 5.04 Common Use Charges 15 5.05 Apron Charges 16 5.06 Electricity Charges 16 5.07 Other Charges 16 5.08 Adjustment of Rents, Fees, and Charges 16 5.09 Activity Report 17 5.10 Payment Provisions 17 5.11 Accounting Records 17 5.12 No Other Rents, Fees, and Charges 18 5.13 Coordination Procedures 18 6 CAPITAL IMPROVEMENTS 6.01 General 19 6.02 Capital Improvements Not Subject to Review 19 6.03 Capital Improvements Subject to Review 20 6.04 Grants -In -Aid 21 7 OBLIGATIONS OF AIRLINE 7.01 Maintenance and Operations 22 7.02 Modification to Exclusive Use Premises 23 7.03 Liens 24 7.04 Payment of Taxes 25 7.05 Payment of Utility Charges 25 7.06 Public Address System 25 7.07 Employees of Airline 25 PAGE 7.08 Civil Rights 25 7.09 Disadvantaged Business Enterprise 26 7.10 Removal of Disabled Aircraft 26 7.11 License Fees and Permits 27 8 OBLIGATIONS OF CITY 8.01 Maintenance and Operations 28 9 DAMAGE OR DESTRUCTION 9.01 Damage or Destruction 29 10 INSURANCE AND INDEMNIFICATION 10.01 Insurance 30 10.02 Indemnification 30 11 TERMINATION AND CANCELLATION 11.01 Cancellation by City 11.02 Cancellation by Airline 11.03 Surrender and Holding Over 32 33 34 12 ASSIGNMENT OR SUBLEASE 12.01 Assignment or Sublease 36 12.02 Accommodation of New Entrants 36 13 GENERAL PROVISIONS 13.01 Compliance with Law 38 13.02 Notices, Consents and Approvals 38 13.03 Federal Requirements 39 13.04 Successors and Assigns Bound by Covenants 40 13.05 Governing Law 40 13.06 Quiet Enjoyment 40 13.07 Nonliability of City's Agents and Employees 40 13.08 Incorporation of Required Provisions 41 13.09 Nonwaiver of Rights 41 13.10 Consent of the Parties 41 13.11 Force Majeure 41 13.12 Agreements with other Airlines 42 13.13 Headings 42 13.14 Incorporation of Exhibits 42 13.15 Entire Agreement 42 13.16 Severability 42 EXHIBITS A - Airport Boundaries (drawing) B - Airline Premises C Airline Premises (drawing) D Revenue-producing Area (measurements) E - Division of O&M Responsibilities F - Monthly Reporting Forms G - Example of Calculation of Airline Charges H - Debt Service Schedule CITY of CORPUS CHRISTI, TEXAS AIRPORT USE AND LEASE AGREEMENT at CORPUS CHRISTI INTERNATIONAL AIRPORT This Use and Lease "Agreement"), made of ,1989, by Texas (hereinafter and Agreement (hereinafter referred to as and entered into this day and between the City of Corpus Christi, referred to as "City"), (hereinafter referred to as "Airline") and by virtue registered to a of do corporation the laws of business in organized and existing under the State of , and the State of Texas. WITNESSETH: WHEREAS, City operates an airport known as Corpus Christi International Airport. located in the City of Corpus Christi, State of Texas: WHEREAS, Airline is engaged in the business of air transportation with respect to persons, property, cargo, and mail: and WHEREAS, the parties desire to enter into an aareement and lease for the use of premises and facilities at the Airport all as more fully hereinafter set forth: NOW, THEREFORE, for and in consideration of the mutual covenants and agreements herein contained, City and Airline do hereby mutually undertake, promise, and agree, each for itself and its successors and assigns, as follows: -1- ARTICLE I DEFINITIONS SECTION 1.01 Definitions A. In addition to any other words or terms that may be defined elsewhere herein, the following words and terms used in the Agreement shall have the following meanings unless some other meaning is plainly intended: 1. Air Transportation Business means the carriage by aircraft of persons or property as a common carrier for compensation or hire. or the carriage of mail, by aircraft. in commerce, as defined in the Federal Aviation Act of 1958, as amended. 2. Aircraft Operator means the owner, lessee or operator of an aircraft whether the aircraft so owned, leased or chartered is used for private, military. pleasure or governmental operations, or for airline or non -airline operations, for scheduled or nonscheduled operations. "Aircraft Operator" shall not mean the pilot of an aircraft unless such pilot is also the owner or lessee thereof or a person to whom such aircraft is chartered. 3. Airfield Area means the land and all facilities, equipment. and improvements including aprons, aircraft parking areas, runways, taxiways, and facilities incidental thereto for the purpose of facilitating the movement of aircraft. 4. Airport means Corpus Christi International Airport owned and operated by the City of Corpus Christi, Texas, as shown in Exhibit "A", including any extensions, additions, or improvements thereto. 5. Airport/Airline Affairs Committee (sometimes abbreviated as "AAAC") means a committee composed of a representative of each Signatory Airline to consult and coordinate with the City in matters related to the planning, promotion, development, operation and financing of the Airport. 6. Annual Budget means the capital and operating budget for the Department of Aviation's Fund 117 prepared by the Director, approved by resolution of the City, and included in the City's annual budget. -2- 7. Apron Area means those paved areas adiacent to the Terminal Area designated for the exclusive and nonexclusive parking, loading and unloading of aircraft. 8. Capital Improvement means the whole of any single item having both a cost to the City to design, construct, and equip in excess of 5100,000 and a useful life in excess of 3 years. 9. Certificated Weight of an aircraft means its current maximum allowable cross landing weight, expressed in 1000 pound units, as operated by the Airline and certificated by Federal Aviation Administration. 10. Common Use means the use of space in common with other Airlines. 11. Common Use Formula means the formula which determines the Airline's portion of fees or rental to be paid for use of a facility, space or service in common with one or more other airlines unless otherwise agreed. Such formula shall be: twenty percent (20%) of the total rent for such space or facility apportioned equally between the common users and the eighty percent (80%) balance prorated between the common users in proportion to the Airline's Enplaned Passengers for the period compared to the total Enplaned Passengers for the same period of all common users of such space, facility or service. 12. Cost Center means those areas of the Airport grouped together for the purposes of accounting for O&M Expenses and Debt Service, and for calculating Airport rents, fees, and charges. The Cost Centers named in this agreement, taken together, comprise the entire Airport, and include the Terminal Area, the Airfield Area, the Apron Area, the Parking Area, and the Other Non -aviation Area. 13. Debt Service means, for any Fiscal Year, that portion of the principal and interest due on the debt obligations of the City which is payable from the Airport Fund 117 of the City. A schedule of such principal and interest payments is attached hereto as Exhibit H. 14. Director means the Director or Acting Director of Aviation as from time to time appointed by the City Manager and shall include such person or persons as may from time to time be authorized in writing by the City Manager or by the Director to act for him with respect to any or all matters pertaining to this Agreement. 15. Enplaned Passengers means all local boarding, interline transfer, and intraline transfer passengers at the Airport. -3- 16. Exclusive Use means the use of space exclusively by an Airline. 17. FAA means the Federal Aviation Administration of the United States Department of Transportation. or its successor agency. 18. Fiscal Year means the 12 month period beginning on August 1 of any year, and ending on July 31 of the next succeeding year or any other twelve month period adopted by the City as its fiscal year. 19. Leased Premises means the Exclusive Use, Preferential Use, and Common Use premises as herein defined. 2G. Net Allowable Cost means, for any Cost Center. for any Fiscal Year or other period for which airline charges are computed. the total amount of debt service plus O&M expenses minus revenues minus credits attributable to airline users of such Cost Center in keeping with the Calculations presented in Exhibit G. 21. Operationand Maintenance Expenses (sometimes abbreviated as "O&M Expenses") means, for any Fiscal Year, the costs incurred by the City in operating and maintaining the Airport during such Fiscal Year, either directly or indirectly, whether similar or dissimilar, which, under generally accepted accounting principles, are properly chargeable as expenses to the Airport, including expenses allocated to the Airport by City in accordance with practices and procedures of the City in accordance with the adopted budget, as may be revised by the City and taxes payable by City which may be lawfully imposed upon the Airport by entities other than the City. 22. Other Area means the land and all structures thereon related to aviation use (e.g. cargo facilities) and to non -aviation use (e.g. commercial and industrial facilities ) not elsewhere categorized. 23. Parking Area means the land, its landscaping, and the structures thereof including parking facilities, roadways and related facilities and equipment, and areas leased to car rental and ground transportation concessions. 24. Personal Property means the equipment, loading bridges, inventory, fixtures, furniture, or supplies owned or leased by and installed or used at Airport in the conduct of Air Transportation Business which is removable from leased premises. 25. Preferential Use means the first priority in using space and/or facilities to accommodate an airline's scheduled flight operations and those of any airline being -4- handled under an approved around handlina agreement by the airline having Preferential Use rights. 26. Revenue means the total of all income and revenue from all sources, without limitation except as herein expressly provided, collected or received by City in the operation of the Airport. including all rates, charges, rentals. fees and any other compensation collected or received by the City in connection with the operation of the Airport, but specifically excluding (a) nonoperating income (or receipts) from the sale of assets, insurance claims, federal, state or local grants-in-aid, (b) amounts derived by the City for privilege fees for the use of property adiacent to the Airport frontage road, and (c) amounts received by the City from agreements in connection with the lease of FAA Tower facilities to the extent such amounts are deposited in the FAA Tower Fund in order to pay principal of, premium, if any, and interest on 1974 Certificates of Obligation. 27. Revenue Landing means any landing at the Airport of an aircraft except: (a) an aircraft which takes off from the Airport and, without making a stop at any other airport, returns to and lands at the Airport because of meteorological conditions, mechanical or operating causes, or any similar emergency or precautionary reason; and (b) an aircraft which is owned by and used exclusively in the service of the United States of America or the government of any state, territory or possession thereof or therein. 28. Rules and Regulations means those lawful and reasonable rules and regulations promulgated by City for the orderly use of the Airport by both Signatory Airlines and other tenants and users of the Airport as the same may be amended, modified, or supplemented from time to time. 29. Signatory Airline means any company conductina an Air Transportation Business at the Airport and which company has executed an Airport Lease and Use Agreement having terms and provisions substantially like those in this Agreement or made other contractual agreement(s) demonstrating a commitment to pay comparable rates, fees, and charges for comparable facilities at the Airport. 30. Terminal Area means the land and the structures thereon including the terminal building(s), concourses and holdroom areas, connecting facilities such as walkways and moving sidewalks, Federal Inspection Facilities, and terminal support facilities such as for power, heating, and refrigeration. -5- ARTICLE II TERM SECTION 2.01 Term. A. The term of this Agreement shall be for five (5) veers, commencina on January 1, 1989 and continuinc until midnight on December 31, 1993. ARTICLE III PREMISES SECTION 3.01 Leased Premises A. The City, in consideration of the compensation, covenants and agreements set forth herein to be kept and performed by the Airline, does hereby lease to the Airline, together with the right of inaress and earess, upon the conditions set forth herein, the use and occupancy of the Leased Premises described in Exhibit "B". SECTION 3.02 Measurement of Space A. It is aareed and understood that all measurements to determine the area of space leased hereunder, exclusive of space in the Terminal Apron Area, shall be made from the interior of external walls and from centerline to centerline of each interior wall, or, in the absence of such interior wall, the point where said centerline would be located if such interior wall existed. -7- ARTICLE IV PERMITTED USES SECTION 4.01 Airfield and Apron A. Subject to the Rules and Regulations, Airline shall have the richt to conduct an Air Transportation Business at the Airport, to act as a contract or private carrier, and to perform all operations and functions as are incidental, necessary or proper thereto, including the following: 1. The richt to land, takeoff, fly and move aircraft operated by Airline on the Airfield Area; 2. The richt to use Apron Area to permit Airline's employees, agents and contractors to load and unload persons, property, cargo and mail upon or from aircraft operated by Airline, (and, if on a temporary basis or if permitted by a handling aareement approved in writing by the Director, by another person engaged in an Air Transportation Business) by such means as may be reasonably necessary or convenient: 3. The riaht to use Airline's Aircraft Parking Area to service aircraft and other equipment operated by Airline (and, if on a temporary basis, or if permitted by a handling agreement approved in writing by the Director, by another person enaaged in an Air Transportation Business) with Gasoline, oil greases, lubricants and other fuel or propellant, and with foods and beveraaes and other supplies and materials, by such means as may be reasonably necessary or proper; 4. The right to repair, condition, maintain, test and park aircraft and other equipment operated by Airline (and, if on a temporary basis or if permitted by a handling aareement approved in writing by the Director, by another person engaged in an Air Transportation Business) on Apron Areas; provided, however, such repair, conditioning, maintenance and testina shall be limited to those activities commonly considered routine ramp servicing (which term includes the activities referred to in item 3 above); engine run -ups are to be conducted only at the site or sites approved by the Director. 5. The right to park aircraft on Apron Areas designated from time to time by City as available for common use; 6. The right to train personnel in its employ or under its direction; 7. The right to sell, dispose or exchange its aircraft, engines, accessories, other equipment or supplies. -8- and any articles or goods used by or acquired by Airline in connection with its conduct of an Air Transportation Business; provided. however. that Airline shall not sell, dispose of or exchange any such items to persons other than its employees or other Aircraft Operators, unless such items represent surplus items at the time no longer reasonably necessary in connection with the conduct by Airline of its Air Transportation Business. Airline shall not sell. dispose of or exchange new or used gasoline, oil, areases, lubricants, fuel or other propellants unless disposed of in a manner meeting all local, state, and federal regulations for those products reauirina disposal due to routine maintenance. 8. The riaht to operate and maintain such mobile communications equipment as may be reasonably necessary or convenient for its operation; 9. The riaht to purchase or otherwise obtain and use services and personal property of any nature (includina aircraft, engines, accessories, gasoline, oil, areases, lubricants, other fuel or propellant. foods, beverages, other equipment and supplies and any articles or Goods) reasonably necessary or convenient for its operation from any supplier of its choice; 10. The right to conduct any operations or activities other than those enumerated above, reasonably related to the landing, taking -off, flying, moving, loading, unloading or ramp servicing of aircraft or the movement of passengers, which are reasonably necessary or convenient to the conduct by Airline of an Air Transportation Business; provided, however, that all such other operations and activities shall be subject to the prior written approval of the Director. B. The foregoing shall not be construed to authorize Airline to conduct any business other than an Air Transportation Business at the Airport. The rights enumerated above may be exercised by Airline, alone or in conjunction with any other Airline party jointly. The rights enumerated in Item 3 above to service aircraft and other eauipment may be exercised only with respect to aircraft and other eauipment operated by persons enaaaed in the Air Transportation Business; provided, however. that Airline may exercise such rights with respect to such Persons other than Airline only to the extent not prohibited by any agreements to which City is a party. SECTION 4.02 Public Premises A. The officers, employees, passengers, and prospective oassenaers of Airline and other persons doing business with it shall have the right to use any space, facilities. and conveniences provided by City at the Airport for use by aircraft -9- passenaers and other persons (inc-iudino waiting rooms,=obbles. hallways, and corridors, restaurants. observation canaries, toilets. streets, and hianways, and vehicular oarkina areas). -.. each case, however. only in common with others authorized tv City to do sc. and only atthe es, _. the extant. and in t.manner and for the purposes for which they are made available for such use, and only upon compliance with the terms and conditions uo^n which they are made available for such use. and only in conformity with the Rules and Regulations prescribed by City with respect to the use thereof. SECTION 4.03 Exclusive Use Premises A. Airline shall have the richt to use its Exclusive Use Premises for any and all purposes reasonably necessary, convenient or incidental to the conduct by Airline of an Air Transportation Business, including the following purposes: 1. The installation, maintenance, and operation of customer relations, security, and waiting room facilities and equipment, reservation offices, administrative offices, operations offices, lockers, restrooms and related facilities, baggage, cargo and mail -handling and storaae facilities and eauipment; 2. The enplaning and deplaning of passengers, the handlina of reservations, ticketing, billing and manifesting of passenaers, and the handling of baaaaae, express cargo, property and mail, by airline employees or by self-service eauipment operated by customers or passengers of Airline; 3. The installation. maintenance, and operation of radio and other communications equipment and information and data processing eauipment; 4. The operation, by Airline or an independent contractor. of oassenaer clubs and lounges; 5. The training of personnel in the employ of or under the direction of Airline; 6. The maintenance and operation of facilities and equipment and the carrying on of activities reasonably necessary or convenient to carry out any or all of the foregoing. B. Nothing in this Agreement shall be construed to permit the use of Airline's Exclusive Use Premises for the sale of air travel insurance or for public restaurants or merchandising operations or for the conduct of any business other than Airline's Air Transportation Business. -10- SECTION 4.04 Communications Eauipment A. Airline shall have the richt to install, maintain and operate, at such location or locations at the Airport as may have the prior written approval of the Director. communications. meteorolocical and aerial naviaation ecuipment, information and data processing equipment, and other similar facilities as may be reasonably necessary or convenient to the conduct by Airline of an Air Transportation Business: provided, however, that the exercise of such riaht and privilege shall not interfere with City's operation of the Airport for the benefit of all Aircraft Operations using the Airport. B. No eauipment requiring an antenna will be installed without prior written approval of the Director of Aviation. C. All electrical circuits (high or low voltage) will he installed enclosed in EMT conduit. SECTION 4.05 Employee Parkina A. Airline shall have the richt to the use of reasonably adequate vehicle parking facilities for its employees employed at the Airport. Such Facilities shall be located in an area desianated by the City. City reserves the riaht to assess charges to Airline or its employees for such facilities. SECTION 4.06 Airport Access A. City hereby grants to Airline, its agents, suppliers, employees, contractors, passengers, guests, and invitees, the right of ingress to and egress from the Airport, subject to the provisions hereof, the Rules and Reaulations, all local, state. and federal laws and regulations, and such restrictions as Airline may impose with respect to its Exclusive Use Premises. B. The ingress and egress provided for above shall not be used, enjoyed, or extended to any person enaagina in any activity or performing any act or furnishing any service for or on behalf of Airline that Airline is not authorized to enaaae in or perform under the provisions hereof unless expressly authorized by the City. SECTION 4.07 Restrictions A. The foreaoina rights and privileges of Airline are subject to the following specific restrictions: 1. Airline shall comply with and shall require its officers and employees and any other persons over whom it has control to comply with such rules and regulations -11- governing the use of Airport facilities pursuant to this Agreement as may from time to time be adopted and promulgated by City includina. but not limited to, health, safety, environmental concerns. sanitation, and aood order. and with such amendments, revisions, or extensions thereof as may from time to time be adopted and oromuiaated by City. 2. The City reserves the right (but shall not be obliaated to the Airlines) to maintain and keep in repair the landing area of the Airport and all facilities of the Airport, together with the riaht to direct and control all activities of the Airline in this regard. 3. City may. from time to time, temporarily or permanently close down roadways. apron areas, doorways and any other areas at the Airport for the purpose of facilitating necessary construction, maintenance or repairs of facilities at the Airport, so lona as reasonable means of ingress and egress to and from the Terminal Area and the Airfield Area remain available. City shall consult with Airline prior to any such closing which would adversely affect Airline's operations at the Airport unless such closing is necessitated by circumstances which pose an immediate threat to the health or safety of persons using the Airport. Airline hereby releases and discharges City, its successors and assigns, from any and all claims, demands or causes of action which Airline may have arising from the fact that such areas have been closed. 4. City may prohibit the use of the Airfield Area by any aircraft operated or controlled by Airline which exceeds the design strength of the paving of the runways and taxiways, so long as such prohibition also extends to similar aircraft operated by other Aircraft Operators. 5. Except as otherwise expressly provided herein or unless otherwise expressly permitted to do so, Airline shall not install, maintain or operate, or permit the installation, maintenance or operation in the Terminal Area of any amusement or vending machines, public pay phones or other machines operated by coins. tokens or credit cards. Self -ticketing machines may be installed in Exclusive Use premises of the Airline. 6. Airline shall not do or authorize to be done anything which may interfere with the effectiveness or accessibility of the drainage and sewage system, water system, communications system, fire protection system, or any other part of the utility, electrical or other systems installed or located from time to time at the Airport. 7. Airline shall not do or authorize to be done anything at the airport (a) which may constitute a hazardous condition so as to increase the risks normally attendant -12- upon operations permitted by this Agreement (b) which will invalidate or conflict with any insurance policies coverina the Airport. If, by reason of anv failure on the part of Airline to comply with provisions of this subsection. the cost of any such insurance or extended coverage is at anv time higher than it otherwise would be. then Airline shall at its option (1) provide an eauivalent insurance policy written by an insurance company auaiified to do business in the State of Texas. or (2) pay City that part of all premiums paid by City which are charged because of such violation or failure by Airline. 8. Airline shall coordinate training flights and other nonscheduled flight activities into and out of Airport with representatives of the Department of Aviation of City. If requested by City, Airline shall restrict all such activities to certain hours so as to not interfere with scheduled flight activities of other Aircraft Operators using the Airport. 9. City, by its officers. employees, agents. representatives. contractors and furnishers of utilities and other services, shall have the riaht at all reasonable times to enter Airline's Exclusive Use premises for the purpose of inspecting the same. for emergency repairs to utilities systems. and for the doina of any act which City may be obligated or have the richt to do under this Agreement: provided. however, that in exercisina such rights, City shall not unreasonably interfere with Airline's use and occupancy of its Exclusive Use premises. 10. City shall have the right to perform maintenance and make repairs and replacements in any case where the Airline is obligated to do so and has failed after reasonable notice to do so, in which event the Airline shall reimburse the City for the reasonable cost thereof promptly upon demand. 11. Airline shall not do or authorize to be done any alterations to City property or its leased area unless (a) written approval has been given by the Director in advance of alteration; (b) all City of Corpus Christi building permits have been obtained: (c) plans of alterations have been approved and meet all existina City building and national electric codes. 12. City shall have the right to establish a licensina or permit procedure for vehicles requiring access to the Airport operational areas and to levy directly against Airline or its suppliers a reasonable regulatory or administrative charae for issuance of such Airport access license or permit. -13- 13. The City reserves the right to assess fees and charges upon any user of the Airport when such use involves provision of services for profit. 14. There is hereby reserved to the City, its successors and assigns, for the use and benefit of the public, a free and unrestricted richt of flight for the passage of aircraft in the airspace above the surface of the premises herein conveyed, together with the rioht to cause in said airspace such noise as may be inherent in the operation of aircraft, now known or hereafter used for navigation of or flight in the air, using said airspace or landing at, taking off from, or operating on or about the Airport. 15. This Lease shall become subordinate to provisions of any existing or future agreement between the City and the United States of America or any agency thereof relative to the operation, development or :maintenance of the Airport, the execution of which has been or may be reauired as a condition precedent to the expenditure of federal funds for the development of the Airport. -14- ARTICLE V RENTS, FEES, AND CHARGES SECTION 5.01 General Commitment A. For the purpose of fairly allocatina the cost of operating. maintaining, and develonina the Airport among Airlines, various areas of the Airport have been grouped toaether for the purpose of accounting for O&M Expenses and Debt Service. Each area is a Cost Center as defined in Article I. The Net Allowable Cost of each Cost Center shall be determined in keeoina with the calculations presented in Exhibit "G': A prorata share of the Net Allowable Cost of each Cost Center shall be charged to Airline and to each other Airline as part of the Airport rents, fees, and charaes. During a Fiscal Year, the aaareaate of the rents, fees, and charaes paid by Airlines toaether with all other Revenue of the Airport Fund 117 shall be sufficient to pay the O&M Expenses and Debt Service of the Airport Fund 117 during such Fiscal Year. B. In order to minimize the rents, fees, and charaes which Airline is obligated to pay under this Aareement, City shall promote and develop non -Airline revenue in a manner consistent with that of a reasonably prudent airport operator. SECTION 5.02 Terminal Rent A. At such times and in such manner as provided in this Article V. Airline shall pay rentals to the City equal to the average rental rate per square foot for Exclusive Use Premises determined in keeping with the calculations presented in Exhibit "G" attached. hereto. SECTION 5.03 Landing Fees A. At such times and in such manner as provided in this Article V, Airline shall pay a landing fee to City for each Revenue Landing of an aircraft operated by Airline. The Landing Fee shall be an amount equal to the product of (1) the number of thousands of pounds of Certificated Weight of the aircraft involved in Revenue Landing and (2) the landing fee rate determined in keeping with the calculations presented in Exhibit "G" attached hereto. SECTION 5.04 Common UseCharaes A. At such times and in such manner as provided in this Article V. Airline shall pay common use charges to the City in an amount equal to Airline's share of the Net Allowable Costs of Common Use facilities and services as determined by the Common Use Formula. -15- SECTION 5.05 Apron Charaes A. At such times and in such manner as provided in this Article V, Airline shall pay apron charges to City for preferential use of each aircraft nate position. SECTION 5.06 Electricity Charges A. To the extent that the cost of electricity consumed by Airline in its Exclusive Leased Premised is not included in the Net Allowable Cost for the computation of the averaae rental rate, Airline shall pay to City for such consumption based on metered usage. SECTION 5.07 Other Charaes A. Other charaes payable by Airline. in addition to those specified elsewhere in this Aareement. shall be as follows: 1. Employee Parkina Charaes: Should Airline elect to furnish parking for its employees, Airline shall pay to City in advance on the first day of each month, without demand or invoicing, charges as are reasonably established by the City for the use of employee parking areas designated in Section 3.02 herein. 2. Miscellaneous: Charges for miscellaneous items or activities not specified herein (e.g. badges. extraordinary electrical usage. etc.) shall be assessed by City and paid by Airline as reasonably determined by Director. SECTION 5.08 Adjustment of Rents, Fees, and Charaes A. Rates for rents, fees, and charaes identified in Exhibit "G" shall be reviewed annually and may be adjusted by the Director of Aviation as necessary effective upon the first day of each Fiscal Year; effective upon the first day of January to reflect the effect of the audited financial statements on the calculation of rents, fees. and charaes: and at any other time that unaudited monthly Airport financial data indicate that total rents. fees, and charges payable pursuant to the then current rate schedules together with all other Revenue of the Airport will not be sufficient to pay O&M Expenses and Debt Service during such Fiscal Year. B. Adjustments to rents. fees, and charges shall apply without the necessity of formal amendment of this Aareement. A statement showing the calculation of adjusted rates for rents. fees, and charaes as shown in Exhibit "G" attached hereto shall be prepared by City and transmitted to Airline. Said statement shall then be deemed part of this Aareement. -16- C. If the rates for all rents. fees. and charges herein are not adjusted in accordance with the schedule set out in Section 5.13, then the current rates will continue in effect until the adjustment is concluded at which time all rents. fees, and charges herein shall be retroactively adjusted to the date such adjustment would have been effective had the Section 5.13 schedule been observed. SECTION 5.09 Activity Report A. Airline shall furnish to City on or before the tenth day of each month an accurate report of Airline's operations at the Airport during the preceding month, setting forth all data necessary to calculate the fees and charges due under this Agreement. Said report shall include (1) Airline's total number of aircraft arrivals for the month by type of aircraft, Certificated Weight of each aircraft, and the total landed weight for the month; (2) the total number of enplaning and deplaning revenue passengers; and (3) the amount of cargo, freight, mail, and express for such month. B. If Airline fails to furnish City with the report required by Section 5.09(A), Airline's landing fee or common use charges, as provided for hereafter, shall be determined by assuming that Airline's total landed weight or passenger enplanements, respectively, for such month were 120% of its total landed weight or passenger enplanements during the most recent month for which such data are available for Airline. Any necessary adjustment in such landing fee or Common Use charges shall be calculated after an accurate report delivered to City by Airline for the month in question, and applied as credits or charges to the appropriate invoices in the next succeeding month. SECTION 5.10 Payment Provisions A. Payment of all rentals, fees, and charges shall be due and payable within ten (10) days after receipt of City's invoice. Payments thirty (30) days past due shall accrue interest at the rate of 1 1/2 percent per month. B. The acceptance by the City of any payment made by the Airline shall not preclude the City from verifying the accuracy of such Airline's reports used to calculate and apply rentals, fees, and charges set forth in this Agreement, or from recovering any additional payment actually due from this Airline. SECTION 5.11 Accounting Records A. As soon as practicable following the execution of this Agreement, City shall establish, and thereafter maintain, accounting records that will document the following items for each of the Cost Centers: (1) O&M Expense and (2) Debt Service. -17- B. For purposes of k.eepina Airline informed as to the financial performance of the Airport. City shall provide to Airline its proposed Annual Budget. and City's audited financial statements as well as any supplemental financial data required to assess the adeauacv of rates and charaes established under this Aareement. SECTION 5.12 No Other Rents. Fees, and Charges A. Except as provided elsewhere in this Agreement. or Cit.v Code of Ordinances, or in other agreements entered into by City and Airline, no further rentals. fees, licenses, service or operating taxes. tolls, or oharaes shall be charged aaainst or collected by City from Airline: its passengers: its shippers and receivers of. freiaht and express: or its suppliers of material. contractors or furnishers of services: for the premises, facilities, riahts, licenses, and privileges aranted to Airline in this Aareement: provided that City expressly reserves the right to assess and collect: 1. Charges or other costs imposed on City by federal or state statute or anv administrative rule of a aovernina federal or state agency or any judicially imposed order, excluding fines, penalties, and judgements to the extent resulting. 2. A reasonable passenaer facility charge. if such charaes are permitted by applicable Federal laws or if Federal legislation is enacted allowing such fees. provided that all revenues derived from such fees shall be used solely for the expansion, improvement, or maintenance and operation of the Airport, and provided that the means of collection of the fees shall be as allowed by applicable Federal laws or leaislation. SECTION 5.13 Coordination Procedures A. On or before June 1 prior to the beainnina of each Fiscal Year adjustment period, City shall submit to Airline proposed Annual Budget for the Fiscal year and City's calculation of proposed Airline landing fees and charaes for the Fiscal Year. B. City shall give due consideration to anv written comments and suggestions of Airline received by July 1 reaardina the proposed Annual Budaet and the calculations of the proposed rentals, fees, and charaes for the forthcoming Fiscal Year. C. City shall adopt an Annual Budaet that may include revisions made as a result of City's discussions with Airline and as a result of City's budget process. City shall promptly furnish Airline with a copy of such approved Annual Budget. together with the calculation of rentals. fees, and charaes that will become effective as of the first day of the Fiscal Year. -18- ARTICLE VI CAPITA'_, IMPROVEMENTS SECTION 6.01 General A. It is contemplated ov the parties that from time to time durina the ter:^. of This Aareement, the City may undertake Capital Improvements to the Airport. subject to the provisions of the Article VI. B. In conjunction with submission of its Annual Budget. City shall notify Airline of its proposed Capital Improvements for the ensuina Fiscal Year and its estimates of the affect of such Capital Improvements on the rates. fees, and charaes paid by airlines collectively. City further reserves the riaht to notify Airline at any other time of proposed Capital Improvements subject to AAAC review procedures as set forth in this Article VI. C. In the event that any Capital Improvement proposed by City is subject to AAAC review procedures pursuant to this Article VI, City agrees, at the written request of the Chairman of the AAAC. to meet collectively with the Signatory Airlines within 30 days after notification to Airline of said Capital Improvement to further discuss it. City agrees to consider the comments and recommendations of the AAAC with respect to said Capital Improvement. D. City shall have the right at anv time to proceed with Capital Improvements permitted pursuant to Section 6.02 and with other Capital Improvements subject to the limitations of Section 6.03. SECTION 6.02 Capital Improvements Not Subject to Review A. Provided that notice required by paragraph 6.01(3) has been given to Airline, City may make or authorize to be made expenditures for the following types of Capital Improvements without AAAC review. 1. Capital Improvements required to ensure compliance with any lawfully promulgated rule, regulation, or order of any federal, state, or other governmental acency other than City which has jurisdiction over the operation of the Airport. 2. Capital Improvements required to repair casualty damage to Airport property to the extent not covered by insurance or otherwise reimbursed. 3. Capital Improvements to be funded with proceeds from the sale of bonds on which the associated debt service -19- will not be included in Net Allowable Costs for computina Airline rates, fees. and charges. 4. Capital Improvements necessary to settle claims, satisfy judaments, or comply with orders aaainst City by reason of its ownership. operation, maintenance, or use of the Airport. 5. Capital Improvements of an emergency nature which, if not made, would result in the closing of the Airport within forty-eight (48) hours. 6. Capital Improvements., the capital and operating costs of which, if included in Net Allowable Costs for computina annual rates. fees, and charaes, would not cause an increase of more than 10 percent in the annual rates. fees, and charges paid by airlines collectively in any Fiscal Year. SECTION 6.03 Capital Improveaents Subject to Review A. Sianatory Airline(s) renresentina at least 51 percent of the number of Airlines serving the Airport shall have the right to approve or disapprove a particular Capital Improvement not excluded under Section 6.02. Any approval or disapproval of a Capital Improvement must be in writing, and submitted to City within 90 days following a meetina requested pursuant to Paraaraph 6.01(c) to discuss said Capital Improvement, or in the event no such meetina is requested, within 90 days following initial notification by City to Airline of said proposed Capital Improvement. B. Notwithstanding the above: 1. Signatory Airline(s) representina at least 51 percent of the number of Airlines serving the Airport may at any time rescind disapproval of a particular Capital Improvement by notifying the City in writina to such affect. 2. If, within either (1) 90 days following a meetina requested pursuant to Paraaraph 6.01(C) or 12) in the event no such meeting is reauested, 90 days followina initial notification by City to Airline of proposed Capital Improvement(s), the City is not in receipt of a written notice of disapproval of such Capital Improvement(s). then such Capital Improvements) may be considered as not disapproved and the City may commence its undertaking and incorporate the costs thereof into the Net Allowable Costs for computina airline rates, fees. and charaes. -20- SECTION 6.04 Grants -In -Aid A. City will use its best e:t arts to obtainmaximum airport development Grants-In-Ald. -21- AR'"ICIJE VII OBLIGATIONS OF AIRLINE SECTION 7.01 Maintenance and Operations A. Airline shall. in accordance with Exhibit "E" attached hereto, be responsible for and shall perform or cause to be performed. maintenance. includina custodial maintenance, and repair of its Exclusive Use premises, and shall clean and keep clear of debris Airline's Aaron Areas. Airline shall. at all times: 1. Keep all fixtures. eauipment and Dersonal property in a clean and orderly condition and appearance: 2. Maintain the same in aood condition (reasonable wear and tear excepted) and perform: all ordinary repairs and inside paintina. such repairs and oaintina by Airline to be of a auality and class not inferior to the original material and workmanship: 3. Control all of its vehicular traffic in the Airporttake all precautions reasonably necessary to Promote the safety of its passengers, customers. business visitors and other persons. and employ such means as may be necessary to direct the movements of its vehicular traffic: and 4. Either directly or through an independent contractor (either of which shall obtain City permits. the issuance of which shall not be unreasonably withheld) dispose of its aarbaae, debris and other waste materials. B. If the performance of any of the foregoing maintenance. repair, replacement or paintina obligations of Airline requires work to be performed near an active taxiway or runway or where safety of Airport operations miaht be involved, Airline shall post guards or erect barriers or other safeguards. approved by the Director, at such locations. C. Airline is responsible for maintainina electric loads within the designed capacity of the system. Prior to any change desired by Airline in the electrical loading which would exceed such capacity, written consent shall be obtained from the Director. D. Airline shall provide and maintain hand fire extinguishers for the interior of all non-public areas in accordance with applicable safety codes. -22- E. Airline shall repair, at its cost, or at Airline's option reimburse City for the cost of repairing, replacing, or rebuildina any damaaes to Terminal Area caused by the acts or omissions of Airline or its officers or employees or agents. A.^.v repairs made by Airline shall be subject to inspection and approval by City. F. Airline shall repair, at its cost, or at Airline's option reimburse City for the cost of repairina, reolacina, or rebuildina any damaaes to its Exclusive f;se Premises that are not specifically caused by the acts of omissions of City or its officers or employees or agents. Any repairs made by Airline shall be subiect to inspection and approval by City. G. Airline shall not erect. maintain or display on the Leased Premised any billboards, banners. advertisina, promotions sians or materials without the prior written approval of City. Airline shall keep its ticket counter free of all printed material except required reaulatory sians or conditions of travel and advertisina displays. Airline authorizes City to remove any unauthorized material or displays which are placed in Leased Premises. H. Airline shall remove to the extent reasonably practicable all of the accumulation of oil and arease caused by Airline's aircraft while oweratina on the Apron Area. I. Airline shall maintain the assianed premises in a safe. neat, and attractive condition at all times, and shall nick up and place all trash and debris in baas and shall move such debris to an enclosed trash room until disposed of in a manner acceptable to City. SECTION 7.02 Modification to Exclusive Use Premises A. Airline may, from time to time, install additional facilities and improvements and modify or expand existing facilities or improvements in its Exclusive Use Premises. Before entering into any contract for such work. Airline shall first submit to the Director for his prior written approval a construction application together with complete plans and specifications of the proposed work. If reauested by the City. Airline shall require the contractor to furnish a performance bond and payment bond, approved as to form and substance by the Director. The approval of the construction application and plans and specifications shall not be unreasonably withheld. B. and shall codes and C. contracts Any construction shall be at the sole risk of Airline be in accordance with all applicable State and local laws and subject to inspection by the City Airline shall. and shall include in all construction a provision requirina the contractor to indemnify, hold -23- harmless and defend City. its officers. agents and employees aaainst losses (except to the _..tent. S'icn losses are caused by City's nealiaencel, occasioned by deatn, inlury to persons or damaae to property. ar_sina out of. or in connection with. the Performance of construction work. aaainst the risk of loss or damage to the construction prior to the completion thereof. and against losses resultina frog. claims and demands by third persons arising cut of the performance of the construction work: and Airline shall provide. or shay_ reouire the contractor to provide, liability insurance covering the foreaoina. Airline shall also include in any construction contract such provisions as may reasonably be reauired by the Director relating to the operation of the contractor at the Airport. D. Ali work performed by Airline or its contractor. including all workmanship and materials, shall be of acceptable quality and shall be performed in accordance with the plans and specifications approved by the City. Such work may be inspected by the Director, or his authorized representative. at any time. E. Airline shall deliver to the Director "as built" drawinas of the work performed by it and shall keen such drawings current showing any changes or modifications made on or to its Exclusive Use Premises. F. Airline shall discharge when due all obliaations to contractors. subcontractors, materialmen, workmen and others for all work performed and for materials furnished for or on account of Airline. G. Upon completion of or installation of any permanent addition or leasehold improvement. excluding Personal Property as defined in Article 1, on the Leased Premises. such permanent addition or leasehold improvement shall immediately become the property of City• as owner, subject only to the richt of Airline to use same durinc the term of this Agreement and shall remain the property of City thereafter with the sole richt, title and interest thereto unless otherwise specified in City's approval of the improvement. SECTION 7.03 Liens A. Airline shall cause to be removed promptly any and all liens of any nature arising out of or because of any construction performed by Airline or any of its contractors or subcontractors upon Terminal Area premised or arising out of or because of the performance of any work or labor by or for it or them at said premises. reserving the riaht to contest in court the validity of any such liens. Airline shall have the riaht to post an appropriate bond to cover its obligations pursuant to this Daraaraph. -24- In the event anv person or corporation shall attempt to assert a mechanic's lien against the Leased Premises for improvements made by Airline. Airline shall hold City har^Mess from such claim, includina the cost of defense. SECTION 7.04 Payment of Taxes A. Airline shall nay all lawful taxes. assess -,its. or charaes which durina the term of this Aaree.ent may become a li n or be levied upon any interest in Airline's Terminal Area premises or anv possessory richt which Airlinemiant have in or to said premises or any improvements thereof. by reason of its use or occupation thereof or otherwise, reserving to Airline, however, the right to contest. by administrative proceedina. court or otherwise the validity or applicability of anv such tax. assessment. or charge. City shall provide such information as reauested by Airline as may oe reauired by such proceedina. Such payment shall not be considered part of Airport Revenue. SECTION 7.05 Payment of Utilitv_Charaes A. Airline shall pay promptly for all utilities and utility services used by Airline at or in Airline's Terminal Area premises in excess of those utility services specifically provided by City. SECTION 7.06 Public Address System A. Airline agrees that the use of City's public address system will be in accordance with City's written public address system policy. Airline shall not install, cause to be installed. or use any other public address system at the Terminal Area without the prior approval of City. SECTION 7.07 Employees of Airline A. Airline shall require all of its employees. subcontractors, or independent contractors hired by Airline working in view of the public and about the Terminal Area to wear clean and neat attire and appropriate identification. SECTION 7.08 Civil Rights A. Airline assures that it will undertake an Affirmative Action Proaram as required by a consent decree or Title 14. Code of Federal Regulations. Federal Aviation Administration. Part 152, Subpart E, to ensure that no person shall. on the grounds of race. creed, color. national origin. or sex, be excluded from -25- participating in any employment activities in 14 CFR, Part 152. Subpart E. Airline shall assure 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. Airline assures that it will require that covered organizations provide assurance to Airline that they will undertake Affirmative Action Programs, and that they will reauire assurance from their suborganization, as required by 14 CFR, Part 152, Subpart E, to the same effect. In the event of Airline's breach of any of the foregoing covenants, City shall have the right to terminate this Agreement after service of written notice upon Airline in accordance with Section 14.01(10); and to re-enter and repossess premises, and hold the same as if Agreement had never been made or issued. SECTION 7.09 Disadvantage Business Enterprise A. The Airlines will abide by applicable Department of Transportation requirements concerning the Disadvantaged Business Enterprise Program. SECTION 7.10 Removal of Disabled Aircraft A. Airline shall promptly remove any of its disabled aircraft from any part of the Airport (including, without limitation, runways, taxiways, aprons, and gate positions) and place any such disabled aircraft in such storage areas as may be designated by City. Airline may store such disabled aircraft only for such length of time and on such terms and conditions as may be established by City. If Airline fails to remove any of its disabled aircraft promptly, City may, after notification to Airline, but shall not be obligated to, cause the removal of such disabled aircraft, provided, however, the obligation to remove or store such disabled aircraft shall not be inconsistent with federal laws and regulations and Airline agrees to reimburse City for all costs of such removal, and Airline further hereby releases City from any and all claims for damage to the disabled aircraft or otherwise arising from or in any way connected with such removal by City. -26- SECTION 7.11 License Fees and Permits A. Airline shall obtain and pay for all licenses, permits, fees or other authorization or charges as required under federal, state or local laws, and regulations insofar as they are necessary to comply with the requirements of this Agreement and the privileges extended hereunder. -27- OBL_IG :..is SECTION 8.01 Maintenance and Operat_,ins A. City shall. in accordance with Exhibit_ "E" attached hereto. operate. maintain and keep in cood repair. and ..__..end such amounts for O&M Expenses as shall be reasonable and necessary therefore, all of the areas and facilities of the Airport, except as specifically excepted by Section 7.01. B. City shall operate and maintain the Airport in a reasonably prudent manner and in accordance with the rules, reaulations and orders of any Federal or State aaencv having jurisdiction with respect thereto. C. City shall supply lighting for the Airport, including adequate landing liahts, floodlights, beacons and other field liahting. D. City shall use its best efforts to keep the Airport open and in operation for landinas and takeoffs of aircraft of any type designed to use facilities similar to those at the Airport. In such regard. City shall employ or cause to be employed construction, reconstruction and repair techniques (includina supervision and construction manaaement) which will minimize Airport operational delays or disruption reasonably expected to result from such construction, reconstruction or repair. Except as otherwise provided in Section 15.01. City shall take all actions necessary to keep the Airport clear of snow. ice. debris. veaetation and otner foreian matter. -28- ARTICLE IX DAMAGE OR. DESTRUCTION SECTION 9.01 Damaae or Destruction A. If by reason of any cause the Terminal Area premises are damaged to such an extent that the Terminal Area premises are untenantable in whole or in substantial part. then in that event: 1. If the repairs and rebuildina necessary to restore the Terminal Area to its condition prior to the occurrence of the damaae can in the reasonable ludaement of the City be completed within 90 days from the date on which the damaue occurred, the City snail notify the Airline in writing and shall proceed promptly with such repairs and rebuilding. a d in such event the rental for the Terminal Area for which provision is made in Section 5.01 hereof shall be abated prorata for the period from the date of the occurrence of such damaae to the date upon which such repairs and rebuilding are completed. 2. If such repairs and rebuildina cannot. in the reasonable iudaement of the City. oe completed within 90 days, the City, at its option. to be evidenced by notice in writing to the Airline. :n.av either (1) proceed promptly with said repairs and rebuildina, in which event the said rental shall be abated as aforesaid, or (2) terminate the letting of the Terminal Area, in which event the said rent therefore for which provision is made in Section 5.01 hereof shall be abated from and after the date of the occurrence of the damaae. 3. In the event of such damaae to the Terminal Area. the City will make its best efforts to provide substitute facilities, or space which the Airline may occupy, and such substitute facilities or space will be made available to the Airline in accordance with the schedule of rentals, fees. and charges for the use of Airport as then established by the City. Airline will be under no obiiaation to accept such substitute facilities. in which case City will be under no obligation to provide said substitute facilities. B. The obligations contained hereinabove shall not be construed to impose upon the City any obligations with respect to Airline's personal property or leasehold improvements installed by the Airlines. -29- ARTICLE X INSURANCE AND IIJDEMNIFICATION SECTION 10.01 Insurance A. Airline shall purchase andmaintain comprehensive public liability insurance for clalrs for property damage. bodily iniury. or death alleaediv resulting from Airline's activiti 5 into, on, and laavina the Airport in an amount not less than ten million dollars (310,000,3301 per cccurr_nce. Said policy s'nali name the City as an additional insured. to the extent of the contractual liability assumed by Airline under this Au reement. and shall include a 30-dav written cancellation notice provision to the City. B. Certificates of reauired coverages shall be delivered to City. C. All certificates of insurance reauired herein shall be in a form approved by the City Attorney and with a company or companies authorized to do business in the State of Texas. Each policy shall provide that such policy may not be materially chanced. altered. or cancelled by the insurer during its term without first aivina at least 30 days' written notice to City. D. At least 30 days before the expiration of any then -current policy of insurance. Airline shall deliver to City evidence showing that such insurance coveraae has been renewed. Within 10 days after the date of written notice from the insurer of cancellation or reduction in coverage. airline shall deliver to City a policy or certificate reinstatina or otherwise providing the reauired insurance. E. If at any time Airline shall fail to obtain or maintain in force the insurance reauired herein. City may. on written notice to Airline. cancel this Agreement. If Airline has not delivered evidence of insurance to City at least 30 days before the date on which the current insurance expires. City may notify Airline. in writing. of its intention to cancel this Aareerent and may cancel the Agreement effective as of the date of expiration of said policy if evidence of such insurance is not provided to City by Airline on or before the date of expiration. SECTION 10.02 Indemnification A. Airline aarees to indemnify and hold City harmless from and aaainst all liability for injuries or death to persons or damage to property caused by Airline's negligent use or occupancy of the demised premises: provided that Airline shall not be liable for any injury, death. damage or loss to the extent that such injury. damage, or loss is caused by nealiaence of City. its agents or employees: and provided further that City shall sive -30- Airline orompt and timely noti.,._ dr any Clain.. o suit directly instituted which in anv wav directlyor indirectly, cnnr_inaent�V r or otherwise, affects Or t_aht affect Airline, and Airline sha have the rant to comer. _Se and l efend tne sare to the extent or its own interest. -31- ARTICLE XI TERMINATION AND CANCELLATION SECTION 11.01 Cancellation by City A. The City, at its option, may declare this Agreement terminated in its entirety upon the happening of any one or more of the following events and may exercise all rights of entry and re-entry upon the Terminal Area: 1. If the rentals, fees. charges or other money payments which the Airline herein agrees to pay, or any part thereof, shall be unpaid on the date the same shall become due. 2. If the Airline shall file a voluntary petition in bankruptcy, or make a general assignment for the benefit of creditors, or if the Airline is adjudicated bankrupt. 3. If any act occurs which operates to deprive the Airline permanently of the rights, power and privileges necessary for the proper conduct and operation of its business. 4. If, for a period of 365 consecutive days, the Airline either (1) abandons or ceases to use the Terminal Area in the conduct of its Air Transportation Business, except when such abandonment and cessation is due to fire, earthquake, strike, governmental action, default of the City, or other cause beyond its control, or (2) ceases to perform regularly scheduled Revenue Landings at the Airport, and if the Leased Premises have not been assigned or sublet pursuant to Article XII. 5. If the Airline shall use or permit the use of the Terminal Area at any time for any purpose for which the use thereof at the time is not authorized by this Agreement or by a subsequent written agreement between the parties or shall use or permit the use thereof in violation of any law, rule or regulation to which the Airline has agreed in the Agreement to conform. 6. If the Airline shall be in violation of any provisions of this Agreement with respect to the maintenance of the Terminal Area and Airfield Area. 7. If the Airline shall be in violation of anv provision of this Agreement with respect to the subletting of the Terminal Area. B. In the event of cancellation by the City upon the happening of the event described in Section 11.01(A)(4), the City will use its best efforts to convince any subsequent airline -32- tenant to enaage in neaotlatiQ. ?+1' for its unan.ortized investment Exclusive Use Leased Prefas-s. Airline t0 reimburse Air_ t f.ao Peen Airline C. No delay or o^' issior: _.._r,_ sine: any .. iaht or cower accruing to the City upon any default shall iT.pair anv such richt. or Dower or shall be construed to be a waiver thereof. but anv such richt and power may be exercised from time to tire and as often as may be deemed expedient. SECTION 11.02 Cancellation by Airline A. The Airline, at its option, may declare this Acreement terminated in its entirety upon the happening of any one or n.ore of the following events: 1. If by reason of any action or non -action of any Federal or other governmental agency having jurisdiction to authorize the Airline to operate aircraft in or out of the Airport (including action in the nature of alteration, amendment, modification, suspense. cancellation or revocation of anv such certificate, permit or document), the Airline shall cease to have City to operate aircraft in or out of the Airport pursuant to such a certificate or document, provided that either (a) such governmental action or non -action was not recuested by the Airline, or in the alternate. (b) the Airline aave the City reasonable advance notice that such governmental action or non -action was being recuested or might_ occur. 2. If by Congressional or Legislative action of the United States the Airline is deprived of such certificate or similar document. 3. If a court of competent jurisdiction issues an injunction aaainst the City or anv successor body to the City preventing or restraining the use of its Airport tor airport purposes in its entirety, or the use of any part thereof which may be used by the Airline and which is substantially necessary to the Airline for its operations, and if such injunction remains in force for a period of ninety (90) days or more. 4. If the Terminal Area becomes untenantable in whole or substantial Dart: and the City does not terminate the letting thereof, pursuant to an option reserved to it in this Aareement, and does not proceed as promptly as reasonably practicable with the repairs and rebuildinc necessary to restore the Terminal Area to its condition prior to the occurrence of the damace. -33- 5. If the City tails to provide and maintain means for unobstructed inaress and earess to and from the Terminal Area in accordance with the provisions of this Aareement. 6. If by reason ct any willful apt, willful omission wrongfully done or wrongfully omitted to be done in violation of this Aireenent.. the City shall smstantiaily interfere with the use by the Airline of the Terrinal Area and Airfield Area for the purposes for which the use thereof at that time is authorized by the Aareement. 7. If the City shall pe in violation of anv 'orovisich of this Aareement with respect to nai.ntenance nt the Terminal Area and Airfield Area. 8. If, for a period of 365 consecutive lays. ne Airline either (1) abandons or ceases to use the Teroi_Lal Area in the conduct of its Air 'Transportation Business, except when such abandonment and cessation is due to fire, earthquake. strike, aovernmental action. default of the City, or other cause beyond its control. or (2) ceases to perform reaularly scheduled Revenue Landings at the Airport. and if the Leased Premises have not been assigned or sublet pursuant to Article XII. B. Notwithstandino. anything to the contrary in this Agreement contained, no termination declared by either party shall be effective unless and until no less than thirty (30) days have elapsed after written notice to the other specifyina the date upon which such termination shall take effect and the cause for which it is beina terminated (and if such termination is by reason of a default under this Agreement for which termination is authorized, specifyina such default with reasonable certitude) and no such termination shall be effective if such cause shall have been cured or obviated during such 30 -day period, or in event such cause is a default under this Aareement and it, by :ts nature. such default cannot be cured within such 30 -day periad. such termination shall not be effective if the defaultina party commences to correct such default within said thirty (30) days and corrects the same as promptly as reasonably practicable. provided that the thirty (30) day period specified in this subparagraph shall not apply to termination declared for fail. of the Airline to make money oavnents hereunder, for which termination may be declared by the City upon fifteen (15J Slays written notice: however, if payment is made within said period of fifteen (15) days said notice shall be of no force and effect. SECTION 11.03 Surrender and Holding Over A. The Airline covenants that at the expiration of the period for which any of the Terminal Area is leased to it, or at the earlier termination of the lettina thereof. it will auit and surrender such premises in rood state and condition, reasonable -34- wear and tear excepted. and also except:.na 1caae arising fpn acts. events or conditions beyond the con'ers_ of Airline ane, -.:. Airline shall for.thwitn remove therefrom. all Cau pment. rraoe fixtures and personal property belona1ng to it. The Airline __rtner covenants and aarees t.nat such crerises and all structures, and improvements thereon which by and under the ter -s of the Aareement are to L rain on such erevisse as the property of the City. shall be in good usaiie order ana condition, with allowance for reasonable wear and t�-.ar and damane by the elements, and also exceptina damage arising from acts. events or conditions beyond the control of Airline. and the Citv snail have the richt on such termination, to enter upon and take possession of such premises. B. All of the Airline's personal property located on t';e Terminal Area shall be at the risk of the Airline only, and City shall not be liable for damage to said personal property. to the Terminal Area, or to the said Airline. C. In the event Airline shall continue to occupy the Leased Premises beyond the term of this Aareement or any extension thereof without City's written renewal thereof. such holding over shall not constitute a renewal or extension of this Aareement, but shall create, upon the same terms and conditions. a tenancy from month to month which may be terminated at any time by City or Airline by aiving thirty (30) days written notice to the other party. D. Airline further agrees that upon the expiration of the tern of this Aareement or sooner cancellation thereof.he Leased Premises will be delivered to City in good condition, reasonable wear and tear and matters covered by Airline's insurance excepted. -35- ARTICLE XII ASSIGNMENT OR SUBLEASE SECTION 12.01 Assignment or Sublease A. Airline shall not at any time assign, transfer, convey. sublet, mortgage. pledge, or encumber its interest under this Agreement, or any part of the Leased Premises, to any party without the prior written approval of the City. except with respect to any company with which Airline may merge or consolidate, or which may acquire substantially all of the Airline's assets. No assignment. transfer, conveyance, or sublease by Airline shall relieve Airline of its responsibility for payment of rent and performance of all other obligations provided in this agreement, without specific written consent by the City to such relief. SECTION 12.02 Accommodation of New Entrants A. It is the objective of the City to offer all Airlines desiring to serve the Airport access to the Airport and to provide adequate space in the Terminal Area and Airfield Area. City hereby states its intent to pursue the objective of achieving an optimum balance in the overall utilization of the Airport, to be achieved, if necessary, through sharing, from time to time of Airport facilities. 1. The parties hereto agree that every reasonable effort will be made to accommodate any other incoming or incumbent Airline, such carrier to be referred to hereinafter as "Requesting Airline". The parties aaree that the City will make every effort to accommodate such Requesting Airline through direct lease of premises between the City and Requesting Airline. In the event no premises which will accommodate the Requesting Airline are available for lease from the City, the parties hereto recognize that it may become necessary to share the use of the Premises demised herein with other air carriers so as to reasonably accommodate new and/or additional air transportation service at the Airport, and to afford Requesting Airline the opportunity to share use of Airline's demised Premises (including but not limited to, passenger hold rooms, loading bridges, ticket counter, baa make-up areas and aircraft parking positions). In determining whether the use by Requesting Airline is reasonable and possible, City in consultation with the -36- Airline will consider the compatibility of the proposed operations of those with whom Airline has sublease or handling agreements, Airline's existing and published future flight schedules, the need for labor harmony, and the availability of other premises at the Airport. Should Requesting Airline's requirements not be reasonably accommodated by other Signatory Airlines the Director of Aviation, acting on behalf of the City, shall convene a meeting of all Signatory Airlines at the Airport (including Airline) in an effort to reasonably accommodate the Requesting Airline. In the event such efforts as outlined above fail to provide reasonable accommodations and facilities for the Requesting Airline. the provisions in paragraph 12.02 (B) with regard to Exclusive Use Space and Preferential Use Space will be enacted by the Director of Aviation on behalf of the City. 2. Nothing contained in this Agreement nor the rights conferred herein relative to common use areas and facilities shall prevent or prohibit the entering into of inter -airline agreements between Airline and other Signatory Airlines authorized to operate into and out of the Airport; provided, however, that any agreements between Airline and another air carrier providing for joint use of the Common Use areas or facilities in the passenger terminal areas used by Airline in connection with its occupation and use of the Leased Premises shall be approved in writing by the City. B. Exclusive Use Space - The City reserves the right to provide Exclusive Use Space as defined herein, to the Requesting Airline; such accommodation(s) to be provided by remodeling and/or new construction. Such decision shall be made after consultation with tenant Signatory Airlines (including Airline) currently serving the Airport. 1. Remodeling will be treated as a tenant improvement and sole cost will be borne by Requesting Airline and the rent per square foot per annum will be assessed at the same rate as that paid for similar space under lease by other Signatory Airlines at the Airport. If, as a result of such remodeling, the square footage of the public areas is reduced, such reduction will be reflected in the base rate paid by all Signatory Airlines at the Airport. 2. In the event of new construction, costs involving additions or building modifications (including financing cost, if appropriate) will be allocated according to the provisions of Article V. Requesting Airline will pay rents, fees and charges established pursuant to Article V. Any increased public areas created as a result of such construction will be treated in the manner established by Article V. -37- ARTICLE XIII GENERAL PROVISIONS SECTION 13.01 Compliance With Law A. Airline shall not use its Leased Premises or any part thereof. or knowingly permit the same to be used by any of its employees. officers, agents, subtenants. invitees. or licensees for any illegal purposes and shall. at all times durina the term of this Aareement, comply with all applicable and lawful regulations. ordinances. and laws of any city, county, or state government or of the U.S. Government. and of any political division or subdivision or agency. authority, or commission thereof that may have jurisdiction to pass laws or ordinances or to make and enforce rules or regulations with respect to the uses hereunder or the Leased Premises. B. At all times durina the term of this Agreement, Airline shall in connection with its activities and operations at the Airport: comply with and conform to all applicable and lawful present and future statutes and ordinances, and regulations promulgated thereunder, of all Federal. State, and other government bodies of competent jurisdiction that apply to or affect, either directly or indirectly, Airline or Airline's operations and activities under this Agreement. SECTION 13.02 Notices, Consents and Approvals A. All notices, consents and approvals required or authorized by this Agreement to be given by or on behalf of either party to the other, shall be in writing and signed by a duly designated representative of the party by or on whose behalf they are given. Until further notice to the Airline, the City hereby designates Director as its representative to sign such notices. consents and approvals on its behalf, and until further notice to the City, the Airline hereby designates its Vice President as its authorized representative to sign such notices, consents and approvals on its behalf. Notices to the City shall be addressed to it and delivered at the following office: Director of Aviation City of Corpus Christi International Airport Department of Aviation 1000 International Drive Corpus Christi, Texas 78406 Notices required herein may be given either by hand or by certified or registered mail, postage prepaid, or at such other -38- office in the continental United States as the City hereafter may designate by notice to the Airline in writing. Notices to Airline shall be deemed sufficient if in writing and given either by hand or by registered or certified mail. postage prepaid, addressed to Airline at the following address: Southwest Airlines Co. P. O. Box 37611 Dallas. Texas 75235 Attn: Director of Properties SECTION 13.03 Federal Requirements A. The Airline for itself, its heirs. personal representatives. successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree that in the event facilities are constructed, and maintained, or otherwise operated on the said property described in this Agreement for a purpose for which a Department of Transportation program or activity is extended or for another purpose involving the provision of similar services or benefits, the Airline shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation. and as said Regulations may be amended. B. The Airline for itself, its personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree 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 facilities, (2) that in the construction of any improvements on, over. or under such land and the furnishing of services thereon, no persons on the grounds of race, color, or national origin shall be excluded from the participation in, denied the benefits of, or otherwise subjected to discrimination, (3) that the Airline shall use the premises in compliance with all other requirements imposed by or pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said Regulations may be amended. C. Airline assures that is will undertake an affirmative action program as required by 14 CFR Part 152, Subpart E. to ensure that no person shall, on the grounds of race. creed, color, national origin, or sex, be excluded from participating in any employment activities covered in 14 CFR Part 152, Subpart E. Airline 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. Airline assures -39- that it will require that its covered suboraanizations provide assurances to Airline that they similarly will undertake affirmative action proarams and that they will require assurance from their suboraanizations. as recuired by 14 CFR Part 152. Subpart E. to the same effect. D. The Airline agrees to furnish service on a fair. actual and not unjustly discriminatory_ basis to all users thereof. and to charge fair. reasonable and not unjustly discriminatory prices for each unit or service; Provided. that the Airline may make reasonable and non-discriminatory discounts. rebates. or other similar types of price reductions to volume purchasers. E. It is understood and agreed that nothing herein contained shall be construed to arant or authorize the arantina of an exclusive right within the meaning of Section 308 of the Federal Aviation Act of 1958 F. Noncompliance with Section 13.03(A).(B),(C) above after timely notice by the FAA to the City of Airline's noncompliance and a failure of Airline to substantially remedy such noncomoliance within a reasonable period, shall constitute a material breach thereof, and in the event of such noncompliance, the City shall have the richt to terminate this Agreement. SECTION 13.04 Successors and Assigns Bound by Covenants A. All the covenants, stipulations, and agreements in this Aareement shall extend to and bind the legal representatives. successors, and assians of the respective parties hereto. SECTION 13.05 Governing Law A. This Agreement and all disputes between the parties arising hereunder shall be Governed by the laws of the State of Texas. SECTION 13.06 Ouiet Enjoyment A. The City agrees that, on payment of the rent and performance of the covenants and agreements on the part of Airline to be performed hereunder. Airline shall peaceably have and enjoy the Leased Premises and all the rights and privileges of the Airport, its appurtenances and facilities granted herein. SECTION 13.07 Nonliability of City's Aaents and Employees A. No officer, agent. or employee of the City shall be liable for any acts or omissions of Airline. or its agents. -40- servants. employees, or independent contractors, or for any conditions resulting from the operations or activities of Airline or to any other person, nor shall the City be liable for any loss of or damage to any personal property. fixtures, or equipment installed or stored in the Airline's Leased Premises or elsewhere on the Airport. The City shall not be liable for Airline's failure to perform any of the obligations under this Agreement or for any delay in the performance thereof. SECTION 13.08 Incorporation of Required Provisions A. The parties incorporate herein by this reference all provisions lawfully required to be contained herein by any governmental body or agency having jurisdiction over the Airport. SECTION 13.09 Nonwaiver of Rights A. No waiver of default by the City or Airline of any of the terms, covenants. and conditions hereof to be performed, kept,and observed by the other party shall be construed as, or shall operate as, a waiver of any subsequent default of any of the terms, covenants, or conditions herein contained, to be performed, kept, and observed by the other party. SECTION 13.10 Consent of the Parties A. Where this Agreement requires the consent, approval, designation, or any other affirmative act of one or more parties, Airline and the City agree that such consent, approval, designation, or affirmative act shall not be unreasonably withheld or made. SECTION 13.11 Force Majeure A. Neither the City nor the Airline shall be deemed to be in breach of this Agreement by reason of failure to perform any of its obligations hereunder if, while and to the extent that such failure is due to strikes, boycotts, labor disputes, embargoes, shortages of materials, acts of God, acts of the public enemy, acts of superior governmental authority, weather conditions, floods, riots, rebellion, sabotage or any other circumstances for which it is not responsible and which are not within its control. This provision shall not apply to failures by Airline to pay rents, fees, or charges or to make any other money payments required by this Agreement. This provision shall not prevent either party from exercising its rights of termination under Section 10.01 of this Agreement. -91- SECTION 13.12 Aareements with other Airlines A. The City agrees not to enter into any scheduled airline operating agreement and terminal building lease with any other Airline conducting similar operations at the Airport after the date of this Agreement that contains more favorable rentals and fees than those provided in this Agreement. SECTION 13.13 Headinas A. The paraaraph headings contained herein are for convenience in reference and are not intended to define or limit the scope of any provision of this Aareement. SECTION 13.14 Incorporation of Exhibits A. All Exhibits referred to in this Agreement are intended to be and hereby are specifically made a part of this Agreement. B. The City Manager. or his designee, is authorized to amend Exhibits A -H as necessary to reflect current conditions at the Airport, as previously agreed to herein. SECTION 13.15 Entire Aareement A. This Aareement, together with all Exhibits attached hereto. constitutes the entire Agreement between the parties hereto. and all other representations or statements heretofore made. verbal or written. are merged herein. Except as otherwise provided herein, this Aareement may be amended only in writina. and executed by duly authorized representatives of the parties hereto. SECTION 13.16 Severability A. In the event any covenant. condition, or provision in this Agreement 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 the invalidity of any such covenant, condition. or provision does not materially prejudice either the City or Airline in its respective rights and obliaations contained in the valid covenants, conditions, or provisions of this Agreement. -42- IN WITNESS WHEREOF, the parties have executed this Agreement and Lease as of the day and year first above written. ATTEST: dtlif City Secretary APPROVED: Hal George, City Attorney Assistant City Attorn y CITY OF CORPUS CHRISTI By: rCst �! pan 2. 9& 9(./ IIT COUNCIL .... AOTHOHILLD AIRLINE : SOUTHWEST By: INES CO. James F. Parker Title: Vice -President General Counsel -43- - •• 8. aF d6~: Ems of rh 4%a.H• it b8%.:e _S 1110AY1 1210d81V :31111 =@'•6s* 5Eed2. YY 5L m 1 P d 0 m -o .i m z 0 m m z 0 z m m z 1-1 c) 0 0 1 0 0 v C y n 2 (7 -1 m N 1 55 'A: o V IIEIHX3 SOUTHWEST AIRLINES CO. EXHIBIT B LEASED PREMISES The Leased Premises, including Exclusive Use, Preferential Use, and Common Use premises, for the Airline are described below: A. 2,797 square feet of ticket counter, office and baggage makeup space for the exclusive use of the Airline. B. 2350 square feet of passenger holdroom space for the exclusive use of the Airline. C. See A square feet of operations space for the exclusive use of the Airline. D. N/A square feet of space for other related purposes for the exclusive use of the Airline. E. 10429 square feet of space for baggage drop and baggage claim for use in common with others. F. 250 square feet for security screening point for use in common with others. G. 1 the Airline. C:BLLEASE2 apron positions(s) for preferential use of SOUTHWEST AIRLINES Ticket Counter Operations Baggage Make-up_ EXHIBIT C-2 SOUTHWEST AIRLINES HOLDROOM 49'-311 V co 1 32'-614" • 26' 4"' EXHIBIT C-3 BAGGAGE CONVEYOR BAGGAGE CLAIM (Common Use Space) 36 u1 BASEMEN EXHIBIT 0 REVENUE-PRODUCING AREA PUBLIC .SPACE 42,172 AIRLINE SPACE 38,789 CONCESSION SPACE 13,070 OTHER SPACE 6,616 TOTAL TERMINAL 100,647 *Non -revenue e.g. maintenance are, 1'2/89 SQUARE FEET SQUARE FEET SQUARE FEET SQUARE FEET* SQUARE FEET z da a¢ ¢¢Q zzz ¢¢Q zzz UU U UU ¢¢ ¢U¢ < ¢¢ ZZ z zzz UU UUU UU U UU UU ¢UU U UU UU UUU UU U UU UU UUU U UU ¢ ¢ ¢ ¢ Q ¢ Q ¢ ¢ ¢ ¢ ¢ ¢ ¢ . ¢ < Q ¢ zzz zzz-. zz z zz zz zzz z zz ¢¢U ¢¢¢ ¢¢ < U¢ U¢ ¢UU < U¢ UUU UUU ¢ ¢¢ ¢¢ ¢¢ zz zz ¢UU < U¢ ¢¢U ¢¢¢ ¢¢ < U¢ U¢ ¢UU < U¢ UUU UUU U ¢¢ ¢¢ U ¢ zZ zz ¢zz < zz c C N p 0 L0 0 N 7 �- 5 p G 5 a Eu y OO U A o Q A' ' N -. G c U �. ryU a c O O c ;45 I- =on g ' � °°.p .9 u c ? p 5 d q � `y U'N &'.:a 9 *Ed F. .5 — °; " x °o...' x °-3 w OU 03 mw g.5 G1w 3C]w •2Oenw m y Q° c; 6 x' vi p d .? m .a w± m.6 0 d .D n L ti .-. N m 4 vn '.p N 8.Custodial Service EXHIBIT F PASSENGER AND LANDING REPORT MONTH/YEAR NAME OF AIRLINE PASSENGER TRAFFIC FOR MONTH NUMBER OF ENPLANED PASSENGERS NO. OF ENPLANED REV. PASSENGERS N0. OF ENPLANED NON -REV. PASSENGERS NUMBER OF DEPLANED PASSENGERS N0. OF DEPLANED REV. PASSENGERS NO. OF DEPLANED NON -REV. PASSENGERS NUMBER OF AVAILABLE SEATS LANDING WEIGHTS PLANE TYPE MONTHLY NUMBER GROSS LANDING TOTAL WEIGHT OF LANDINGS PER WEIGHT PER PER PLANE TYPE PLANE TYPE PLANE TYPE TOTAL LANDING WEIGHT FOR MONTH CARGO X .73 X FREIGHT BAIL ENPLANED DEPLANED ENPLANED DEPLANED FUEL PURCHASE - NUMBER OF GALLONS PURCHASED FROM - forms:ldg-rpt SIGNATURE OF COMPANY OFFICIAL EXUIBIT G 0 a Date: 04 -Dec -89 0 0 .0 • 0)O 0 N - 0 0 U r D 0 0 0 0 C > 0 Z 001- 0> 0_ 0 C v X N W OJ 0 0 v 0 L ▪ E 0 0 0 e0 v O¢ z 14- 0 0 0 w : ¢•.-•4- < 0 s Q 0 0 tt 0 C C 0 0 0 00 0 P LL 0 m '0 N O. -N-0 P NN- M O CO M r r O N - .1N in -N d in P P 0 N M In in ,0 CN NO LENI W 03 •00NN O CO 40 atel CO O P 00fm P M 00 CO4,O OU.V 00 La/ IN- C d O- U N CO 0. 0 0 C 0 0 - U_ - U w 0 0 0 J J • 0 C -p M ¢ - LL O-- CO N N N 0 0 •• O O C U 0 I- m U Q Q m U U W 0 N\ L M 0 U.> £ Nn v 0 L v 0 C 0 0 L V 0 0 £ 00 '- N N 00 I- 0 0 0 0. 3 04-• 0 V) M •-•w w •-• 3 u 0 £ C C 0 0 C O a V) - NNNNM-t 7 O N 0 C v M 0 0' 0 0 0 m .. •• O 0- O C-. U N 0 4-4 - 0000000 ar w O> • NDN..' a N r NU 7 C U -....0.0 ex 0 • (0 m- W 0£ u. a v co _E 0 0 0 0 a•.• 0 0 \ •- U 0) S C C £ Q` o - •' - . - f` z U 0) > m 4 C ¢ v .- y H.0 �1]d 1)_01] F-.- o N0)C N N._ 2 -0 Ovv V) -._-....-.-.-.- - •-✓T7•rC C >VI U t -C -C -C -C CO O U L 0 0 C L 0 CI. m X Xw wwww -0 4 •.- E -)e r a - O N a v cc x w w = z -+ L L l.- V - E v U O VI £ J an d 00 w w LL > •-•Q a ' r0 N 7 NN - - 10 0. '- 0 0 v .- \ ¢¢ m a 4 ¢ O cc 0 r \ 3,319,818 FUND 117 REQUIREMENTS 0 >- 0 CO 0 - 0 O 0 m '0 ',- VI VI 0- U 0 C • O 0. C X E 0 0) �• C v N -' .......... \•�.-•.. .. .. .+ O W N.l. 4..'0.11.. ........ .. M Q U3 N- c0 P 0 4 N 1.vOn (O 0.04- N 1Mc0)0'0'3NMb r NP 0�NM < tel •O N,- 00 .... .NNNNNNNNNN MM p1M MMMMMM.t-t.1.1.t.t.t.t .t.t V)UN ul lnN m CO02 C a 01 N O O r U Date: 04 -Dec -89 1 1-1 d .> o L W N S 0 W N O F Y r v0 8 0 0 CI.. 6• N_ Q 0 Q 2 0 • 0 Q N N d• K 1 IV O 1 - Ll U r W 01 .-. U O OD 0. .. 1- K 2 N 0 W 0 U 0 DIRECT COST CENTERS I, O Ln P l- CJ(NJ .tP.0 • O M P co V CO M In N- r-- P N 0 O M N r N .-P‘- -0 0 .00 r00 N M co •0 0 P �+1 PN •OM M N M n P 2 !te OJ rO W N•0 ON P 01 .i N N N M 0 O 1`v N 111 M• 0 •O - M M P P M - 0. •0f -Nr Y 0 W CO •0 a N 0) O E Y L L L 0 0 L L N Q O. 0 U O 0 P N M Ni N •0 • N N V N d d r N N O CiP XI L W N 0 CO J F0 01 ^^^^^In •01. OJ 0, 0 N M. 11n •011- CO P 0r N v In•01-O0.0• NM .t VI .00-000'0 OO vNv>100v.O.un vin10O-0 OOO� Nb O'000-^0- v v v v^ N. 0 0 0 0 0 0 0 0 0 0 0• P P0, P P P O• P O• rry Date: 04 -Dec -89 C L O q 0 C 1 d N 2 L- 0 O O1 N C C �L 0 F- .4.. CC 2 V L ¢ C u O £ C p d J L u Ln N J N 0l d O co N n M d CO03 P M P 0 O P i P o\' .N° dE Ne. K A O O O Vl in O U A um v1 O N A J N U co W Ln N 00. 00 e\' \ COCV 0 0 0 O A A F M DE OI o 0 0000 C M " O O CO O O N N P W e - 0 Q O Vl 0 0 O vl 01 N 03 .O O 0000 P . . . M 0 A M O O O K Lu0 w N : O U 0 0 y 0 . C OI d C C • • E x w ¢ w w ¢ L W L CO 2 Q 1- d O 0 \ O 0 \ O Om O \ O \ O 0 O N O \ O Total Allocation O In <01 o: O N 0 w 2 In O 2 ¢ Q K u- 0 O 0 2 0 — 6 Q 0: 0 W O0 - O - 4 o A O vl P un CO O N 0 N O-0-tO.- A W N N O P LeD P O M 0 M 0 NMA" oA P 2 O N 0 0 N .t P N V N N 0 N 0 A P .O .O un c0 s0 in N •0 0 0 v W A N e MN.lN —O VI0t" u l •O N 0 of O e- CO •0 01 --t'tPO M M " 4033354-3354-3 O " O •0 Vl J J 0—O •OP <CO O < O 0e e- N Vl M tet" o 'i o •0 O A 01 .OVI"rel O PPA'- A A P M - O N-- 0 O _O 0 N P 0 P A A co .t N N Vl A VI N 0 f A M M N O N 0 N .- O O CO P N N In N N - VeM"P o't"N v 0 0 0 0 0 0 0 M P O -t O P v P P O M P M M A •0 0 .0 •0 "O. N 0 0 0 Vl N 0 0 N M 0 P -t A .0 N N 0) O — 0) CO C C w L- L t ¢ ¢ N L = N Z¢ 1- 0. 0 O M O 00 M O -0 CO O \ P M M O O O oo O b 0 P O N O O O P M Ul P Ill A A m INI O M ca Total Allocation — M it Lel .0 A CO P 0- N_ M 6t LAI •0 A_ 03 P O" CO M 't V l •O A O P 0" N 01 t Ln.O A CO P 0 .- N M -t V l .0 A O P 0 v N M •-• V. 0 0 0 0 0 0 0 ......... v v v v v v v v v v v v v v v v v v ...... v ..... v v !M! Date: O4 -Dec -89 c ,-n M Pm -O ,00.--M W {/i — N M 0 P in d-00' )- N 0'00'0 M u .0 M C12)+1- W d N 111204E' N C 0• J d w>-00 U O tN N < N a6 O 0 o U O — ON O N tJ cc w O U 0 K 6 W K 6 M Z z 2 O 6 0 (0 •O OW (n d N 0 0 w 2 •-.0 X 00 O 0> = 'p — w 00 N ,--a 6 w N 0 0 N d m O 04- w- Es N co i CO L t J O X w •• Y )0 F 0 W.( 60 6 r 0 O w 0')N1.t.n'On W PO. -NM W P O.-ry vtn.0N- W Q O. -N M J V1'O1'- W P O. -!V W �.-...�....4n 1/10/1 vi vi1414/1ww'O b,O,O,O.O.O.0'0'0 N r^0-I-I� ISN I�l- W W W W W W W W W W PPPPPP PPP Q vvY.W.v v v..vvvv.vvvv vv vvvvvvvvvv vvvvvvvvvv v vvvvvvvvvvvvvv Date: 04 -Dec -89 I- N W r V1 .- VI N Q 1/3 N W x O U 2 VI - U. m C. 0 CC x 2 O X 0 U W CO O N 0 cnC (0 d N C • E r 0 L Bond -Funded Projects •O O 0 N N^ co 0 `O M P IA M v co N (4) •0 0 V l P .t .i N P •0 n IN 1n 0 O N -M M r- 0 •O l V M O N i n . t MlJn •0d nMP.t co .7 in N nn N f P3 -N.1 .t Or VI CO N N •0 N 10 CONi N 0 1l1 .t N- N 0 r CO M VI ul M r •0 V1 r ‘o- r- n N r O CV O O 0 CO .O 0 O .0 .O 0 O M 0 0 O .S 0 0 0 A 01r CO M O O N O .1 .1 •0 .S O-- P ! .S r r N E > E o o co 7 a CO 0 E N T -• c VI VI 0) CO C CO O'- -• 0 C VI CO V C M 0) 0. 0 0 0 2 0 \ C N O T 0 N J -' .- U 0 0) VI 2Y 12 0) •- C L L 4 • L L C_ •C Cr0\ u- co C 0 2.D03.--21-)41-1 CC Y O 1n w D_\ 0U2•- o—'pT M N r N -.3 U L d N C C •-- L Q N. 03 ~p' 0.. '0 E C o. 0 O 0 0 • r 2 3 0 C C - E L 3 U Q 3 oL d' CJ 0C J U £ d' r 1- V! < O u' Q V 13,1P M N P J CO N CO CD •O J P P P N CCCC Y TOTAL FY1981-87 00 0 NNN. ul ou)MOOOOOOO 00 O MN CO )0O O 6100 O OO OO 00 0 001' OD 100 0000000 .- 0J ul M P CO^dP000V1000 N M •O 43. ill MICS I. r 4 ON W V) N —' 0 N N N !' N O 0 r 0 O 0 CO 0 0 0 r o N N P 0 M N O 0 N Vl V1 0 V1 0 N N •0 0 0 0 0 0 0 V\ N O cn M CO Mb O 0 so .- M CO V1 N r 0 N 0alls TOTAL FY1988YTD M 0 0 0 0 0 0 00 3.0 o O 0 0 0O 0 00 N .t r 0 N N N cn 0 rn o c o — O O ^ d 0 M L ^ Y N NryN --pp 0 --�p0�p C r OI z Q 0 _ is C 0 0 K'« X v U \ N'^ 'O W V1 J O O L OI O 0 0 C L ^ O • CO 0I.- 0 4- -E 1Oi EL! C U C -¢ [e N 0 m Or 0 3 0—' 0)—' M CO y (0 M-3 N \C N 0. N J U 0'^ C h Cr 01 C 0 M C O W r K N •- K r u _)1 10 Erb. E C J L E 0 1- JC 1- 0 N- CC 1- VI N CO \ 0 O '0 N d F- 0. 1- f` .- 0 M P v a-3 P3- d O � 0 r P 01 0 0 Ni CO 0< 0 0 r O N O 111 M V In N. 10 1 IN PROGRESS co co co P LL r ^ 0. O'— NM .1 V1 .O^ O Por N NI V)•ON. co P Or NM .t V1 •O N. CO P Or N M .11n•O 1` CO P O r 04 M .1 Vl•O P 0 O O O O OO O OO.......... N N N N N NNNN M M M MMMMM M M 3,0 •••13 .S <N •0 N 01 01 N N 01 N N 01 01 N N N N N N 01 01 N CV N N N NNN N N NNN N N N N CO 01 N N N N v NN N N vvvV I—vvvvvvvvvvvvvvvvvv.•-• •-• vvvvvv.ivvvvv .NT •-• co co0 CO C b N v 01 n O E N V C N W 3 Date: 04 -Dec -89 CORPUS CHRISTI INTL AIRPORT W ¢ EU U 0 M • 0 t 1- ¢ m O % ¢ w U coon P M in 0 '0 N 0 1n O 04 P N 0 4 -* 00 N 0— < > W > W £ NA 0 CP O s O os CQ M TTL FUND 117 REQUIREMENTS LINE TERMINAL RENT N 0 • U -0 • U 0 u m W v L L l L z N D J W > N IA to adjustment. to adjustment. C N U_ N N d T U 0 N O .0 C U d A L L N % 0 p W > cn 3 share of landed estimate of V '0 M N Eil P 0 .f O m E.C. MN M 115,289 Assumes 3 of 6 positions under lease. e\' O O O to N - MJ P P 14- dO CO N- O N 0 CO 0 O MA VO N N CO .t CV . N LCI •0 N O^ CO N• CO P 2 r NN- M 0 00 00 • M 10 .1 00 O P O • N- N. in M tn o in W • .t .O• .N� . .O 00 rN't ONrON t00 m W O b to c0bf 2 M't •• r NMM . ' N N V4 . 0 0 U 0fa a U N N V -' U O C < C N W ¢ 0 Q O N N O 4' i l0 C N N N O L 0 u4. J n m 04 U Uu •� m N 2£ ¢ O C CC•' Qw NW d0 4 0 O 0.N In J N W N U co CO W I > CT) E 2 L¢00N0 w ▪ -' U`- W O N- o' 3 Zj N CO VC au »C Cd C U co 0 U N O O U O N > u O 0. J 0 •. ON co N` N 6 0 Ca Nn a 0- oU 0 L N N K -. O O N -0 O GUW NuL L W y N 2 'Q N WmN C 4.00--0 w -' E U d 30 2K Wz 1- N¢ 3 "O 0)JUYa LCNL000L z O 32 VW 3¢ L J N U LL 'p 0 W W W OI6 r U W LL -+WWWW w Nu01- CC dZW CCuCC -JUCC z C 0 .- .- U L E O¢ N K - 0 Y J< N U •-, < L_ m .- .- .' ¢ C W .- C E N O W WL=cc - E0 0 OOWWL ¢ H 6 ¢ ¢ ¢ < U U co Z O, = ¢ ¢ h ¢ ¢ ¢ 2 2 Q O. ¢ 1- J N- of 0. O.- N n -0 C--. CP O .- N Mt N ..pp � W P O - N �.to •O I-- O 0.0 .- N M -4 um..04- W PO•- N No -4 �...... '. 4.v nNN0 v00M N N 'O'O •O .0 .0 •0.0 n N` t` ^t` f• C.- 0- mm CO CO N CO 00 00 CO CO PP PPP v •O N 01 N N N N 04 N N N N N N N N N ryN N N 04 N N N 04 04 01 N N N vvvvvvvvvvvVvvvvvCVvvv vCVvOCCVv v v v vvvvvvvv01vvvvvvvvv. 0 vCV N. N 0 m Date: 04 -Dec -89 N N mn r.J N O N O M O N NO N r ON .0 OP P 'o 'o N N 0 M M �t N N P CO M r 0 r J 0 uV N O W > N = csi-O 2 = m 0 = d, W U N U N -O mOr L J J— r ... Q -- 0 O 0 C r ✓ C y r < In U 12 01 U — o 2 U O J > K 0 `LLE 2 N ••- LL ^ V L C W > ✓ O J C W O C O U .r >� N C a' U'.. a O 0 N 0 v a u uJ L. L. .. 2 = J 0 L t C ry y Q 0 v = 0 L N « L 0i -- Z CN0a+ 7 ..-bO.>C2V W m MULL alJ U a > C O 0 C �- N r_ X>. > .0 0 O U 2 N N N W 0 W N_ W .0 0 . . ~ J W d L ~Q 3 O' ro 0 ¢ f VI 2 Q W ro£ N N T—' O d mOJ J¢ J J O 2 O s 0 0 d\ V K X 0 10 - 0-i- 1-J .... z O o W O p. ... r r r W n ^ r WI r P P O. P 0, 0000000000...... NrNP N N N N N N NNNNMM MMMM MI M MIM-s-t.t Q N M 4- N ,O N N N N N M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M m N 03 M a m m m 30 J c n m P N co N P L r J N m r- N C U o -0 > o. m > J « 0 V m N o J N N 0 N d C N 0.0 0 J '- o V a m o N J N N a.0 O N 0 J Ul 4+ O m J 0 N 3U >- 0 0 C C D m f.0 excluded in calculation. '+ J M - 0 C O > J 0 0 CJ 0 .0 0 N N -0 O > CO r L N r X L J N W -017- '000Z -L66 I 04- 000 L66I veal iussu 101 spuOtl uoli maauddy pmd 1C) V-5861 Lie) is)Jaiw sapnpul ZLLON 8£'6SS`89 L£'049`5L I 66'8£1 'Z94 9Z'9Z0c6S4 ST'66L`9S4 S6'095.`I S4 8Z'6IL`844 L4'940£5' 48'88L`Z£9 6Z'ZL0'0Z9 S£'94L`909 ;L 665`819 95444`L09 88'46£`L6S T6Z6£`S85 T CBSS`OLS 58980`089 LZ'SIZ`£09S L0 -900Z 90-500Z 50-400Z 40-£00Z £0-Z00Z ZO-T00Z T0 -000Z 00-6661 66-8661 86-L66T L6-9661 96-5661 56'4661 46-£661 £6-Z661 Z6 -166I 16-0661 06-6861 LII Punct uodijv zIJ11(I3IIDS aDIA21ZS .LHaaI(I 11 .LIHIIIX":I L the foregoing ordinance was read for the first ti,ieand .s second reading on this the day of fit` 19 , by the following vote: Betty N. Turner Cezar Galindo Leo Guerrero Tom Hunt Edward A. Martin Joe McComb Clif Moss Mary Rhodes Frank Schwing, Jr. passed i That the foregoing ordinance was read for the second time nd passed to fits third reading on this the day of `/) (�a / �) 19 , by the following vote: Betty N. Turner Cezar Galindo Leo Guerrero Tom Hunt 7! 7 That the foregoing ordinance was finally on this the .9) day of following vote: Edward A. Martin Joe McComb Clif Moss Mary Rhodes Frank Schwing, Jr. refs for the third 1/LL , Betty N. Turner (ll -1 �.(„ t Edward A. Martin Cezar Galindo At yl_ Joe McComb Leo Guerrero I.Clif Moss Tom Hunt 41 k. Mary Rhodes PASSED AND APPROVED, this the ATTEST: tilgg and passed 19`JC/ , by the Frank Schwing, Jr. . mak- day of City Secretary APPROVED: DAY OF , 19 . HAL GEORGE, CITY ATTORNEY Assistant City Attorney 044 Cit , 19 MAYOR THE CITY OF CORPUS CHRISTI z 0 H:. rt r o G 'r7 0 a m, a a µ r O _ 7 0 H !n_ 0 t H H 0 0 h O a‘ n 0 0 z H H -P- -4-.- 00 '71-1 - . "-.4.••••• 1 C frt - - 7 4/1 - > - , - 47)• 171 - - .... _ - It ' ' t i _ 0 • 0 _ 8E172-1-£530 NOTICE OF PASSAGE OF ORDINANCE ON FIRST READING .AUTHORIZING THE EXECU- TION OF •AIRLINE USE AND LEASE AGREEMENTS WITH CONTINENTAL AIRLINES INC., SOUTHWEST AIRLINE` COMPANY, AND AMERICA! AIRLINES, INC. FOR USE C Biu Legal Notices -ACILITIES Al CORPUS ;;HEIST! INTERNATIONAL AIRPORT; the lease terns will be .,,ve years; the airlines will pay the City $21.47 per square foot for the use of the following ticket counter, of- fice space haggage makeup 1. area, nassenger holdroom, baggage clairn-interrot and bagir.ge conveyor, plus 13 cents per 1000# of gross air- �E line Height tor landing fees; 1 plus $38,430 a year for the e anion use fee. t• A :opy of the full text of 1 the ordinance is available to t the public at no charge io the l office of the City Secretary- 1 '. he ordinance was passed and approved cn first read F ding by the City Council L of the City of Corpus Christi, Texan on the 27th I day of February, 1990. /s/ Armando Chapa City Secretary _____. ii'y of Corn,.' c of PASSAGE OF ORDINANCE ON AUTHORIZING READING I EXEC( TION OF AIRLINE USE AN LEASE AGREEMENTS WIT CONTINENTAL AIRLINE! INC., SOUTHWEST AIRLINE COMPANY, AND AMERICA AIRLINES, INC. FOR USE 0 FACILITIES AT CORPU. CHRISTI INTERNATIONA AIRPORT; the lease term wi be five years; the airlines wi pay the City $21.47 pe square foot for the use of th following: ticket counter, of Tice space, baggage makeuul area, passenger holdroom baggage claim-interior, ant baggage conveyor; plus .7: Cents per 10004 of gross air line weight for landing fees plus $3B,430 a year for thf apron use fee. A copy of the full tenor the ortlinenoe is available tc the public at no charge in the office of the City Secretary. The ordinance was passed and approved on second reading by the City Council of the City of Corpus Christi, Texas on the 6th day of March, 1990. /s/ Armando Chape City Secretary City of Corous Christi hh ISt. NOTICE OF FAS SAGE OF ORDINANCE NO. 20901 AUTHORIZING SHE EXECU- TION Or. AIRLINE USE AND "LEASE AGREEMENTS WITH CONTINENTAL AIRLINES, y1NC., SOUTHWEST AIRLINES COMPANY, AND AMERICAN AIRLINES, INC. FOR USE OF FACILITIES AT CORPUS CHRISTI INTERNATIONAL AIRPORT: the lease term will ' be five years: the airlines will pay the City $21.47 per square foot for the use of the follow Eng'' ticket counter, of- fice space, baggage makeup area, passenger holdroom, baggage claim -interior, and baggage conveyor: pIus 73 cents per 10000 of gross air- line weight for landing fees, lus $38,430 a year for the pron use fee. A :.opy of the full text of he md}na a0e oschargegle in to the e rinser: fih '>1 the City Secretary T The ordinance was passed nd approved on third reading y the City Council f the City of Corpus hristi, Texas on the 3rd ay of April, 1990. s/ Armando Chaps City Secretart Taus Chnsi