HomeMy WebLinkAboutC2022-128 - 7/19/2022 - Approved LEASE AGREEMENT
OCEAN AIR CENTER, LLC
This use and lease agreement("Lease") is made by and between the City of Corpus
Christi ("City"), acting by and through its City Manager or his designee ("City Manager"),
and Ocean Air Center, LLC ("Lessee"), a Texas limited liability company.
WHEREAS, the City owns the Corpus Christi International Airport ("Airport") located
in the city of Corpus Christi, Nueces County, Texas, and has authority to lease land and
improvements at the Airport;
WHEREAS, the Airport is managed by the Director of Aviation ("Aviation Director");
WHEREAS, the parties desire to enter into this Lease for land and improvements, to
include the lease of office space, hangar space, vehicle parking spaces, and aircraft parking
spaces for the purpose of facilitating the provision of Lessee's aeronautical activities and
the occasional use by the public of aircraft ramp space for a stated charge; and,
NOW, THEREFORE, in consideration of the terms, conditions, and mutual covenants
contained in this Lease, the City and Lessee agree as follows:
Section 1. Premises. City leases to the Lessee the real property and existing
improvements as depicted in the attached Exhibits A and B ("Premises"), such exhibits
being incorporated by reference into this Lease as if fully set out here in their entireties, and
which is physically located at 550 Hangar Lane, Corpus Christi, Texas [specifically, all of
EGA OF-4, and the Apron area and vehicle parking area as depicted in Exhibit B] attached
hereto and incorporated herein for all purposes. The Premises are generally described as
follows: 5,032.75 square feet of office space in EGA-OF-4; 4,902.83 square feet of concrete
Apron area adjacent to EGA-OF-4, and 760.42 square feet of vehicle parking area adjacent
to EGA-OF-4.
Section 2. Term. The term of the Lease commences upon final approval by the Corpus
Christi City Council and execution by the City Manager ("Effective Date") and continues on
a month-to-month basis for up to three years from the Effective Date, unless earlier
terminated by one of the parties in accordance with this Agreement.
Section 3. Use of Aircraft Ramp by Public. Any City-controlled ramp related uses by
Lessee that are not expressly included in the Premises (defined by this Lease) shall be for
public use and subject to a ramp fee ("Ramp Fee"), as provided by the Aviation Director to
Lessee. The Ramp Fee shall be set annually by the City for use of City-controlled ramp.
Lessee shall remit to the City 75% of all revenues received by Lessee for use by the public of
City-controlled ramp, and Lessee may retain the remaining 25% as consideration for Lessee
facilitating use of the City-controlled ramp by the public. Ramp Fees are payable by Lessee
monthly in accordance with the payment provisions applicable to the payment of rent, as set
out in Section 4 of this Lease. The City retains the right to enter upon all ramp space at any
time and take inventory of any aircraft parked on the ramp, as well as the right to audit
Lessee's accounting of ramp rental activities. Lessee may not collect nor charge any fees for
use of its preferential apron space by others. Lessee cannot charge any fees for use of the
City-controlled ramp other than the Ramp Fee set by the City for use of ramp space and
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SCANNED
cannot waive any fees set by the City and due for use of City-controlled ramp area without
the City's advance written approval.
Section 4. Rent.
A. So long as Lessee continually uses the entire Premises solely for Lessee's
aeronautical use, annual rent for the Premises is as set out in Exhibit B, unless adjusted in
accordance with this Lease.
B. The initial monthly payment is due on the Effective Date of this Lease, and
subsequent Lease payments are due on the first day of each month following the expiration
of the initial month of the Lease. If the first day of a month falls on a Saturday, Sunday, or
City holiday, the Lease payment is due the first business day following such closure. Lease
payments must be mailed or delivered in person to the address shown in Section 29 of this
Lease on or before the due date. If Lessee fails to remit the Lease payment due by close
of business on the 10th of the month, a late fee of$200 per such incident will be assessed
and is payable by Lessee. Lessee may choose to pay the annual amount due for the initial
term of the Lease or, upon a valid exercise, for any exercised renewal term period in advance
at any time. Notwithstanding the Lease rates set out in Exhibit B, the Lease amounts are
subject to adjustment under subsections C and D of this section
C. Lease rates for all Airport real properties are adjusted on approximately a five-
year cycle and based on a fair market appraisal conducted by the City. The next appraisal
is scheduled to be completed on or about March 2023. The City reserves the right to adjust
Lesse's rent in accordance with its operational and financial requirements. For purposes of
determining the fair market value by appraisal, the values determined by the appraiser will
be final.
D. Adjusted Lease rates are effective 30 days following written notice to Lessee.
E. Fees and charges for miscellaneous items and services provided by the City
including, but not limited to, employee badges, shall be assessed by the City in connection
with ordinary usage of Airport facilities; such fees and charges are payable monthly in
accordance with the provisions regarding the payment of rent in this section.
F. All Lease payments, rentals, fees, and charges payable by Lessee to City under
the terms of this Lease, whether or not expressly denominated as rent, shall constitute rent
for all purposes including, but not limited to, purposes of the United States Bankruptcy Code.
Section 5. City and Lessee Representatives. The Aviation Director is the City's
representative to receive all rent, notices, and reports due under this Lease. The contact
person for the Lessee is Shawn Morgan.
Section 6. Use of Premises.
A. Lessee shall have the right to use and occupy the Premises solely for the
operation of Lessee's aeronautical operation for the storage of its aircraft and shall use the
Premises for no other purpose without the prior written consent of the Aviation Director.
B. Lessee may not use or occupy, permit the Premises to be used or occupied, nor
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do or permit anything to be done in, on, or at the Premises in a manner that would, in any
way, void or make voidable any insurance then in force with respect to the Premises or
operations at the sameor that would make it impossible to obtain the insurance required to
be furnished by Lessee under this Lease.
C. Lessee will not make any unlawful use of the Premises nor permit any unlawful
use thereof and will not commit, or permit anyone else to commit, any act which is a nuisance
or annoyance to the City or adjacent property owners or tenants, or which might, in City's
sole judgment, appreciably damage City's goodwill or reputation or tend to injure or
depreciate the value of the Premises or any improvements located thereon. Lessee will
comply with all terms and conditionscontained in the Minimum Standards adopted by the
City, as may be amended from time to time.
D. Lessee acknowledges and agrees that the City reserves the right to temporarily
use the Premises, at no cost to the City, as a pre- or post-emergency evacuation, storage,
or operations facility if deemed necessary by the City Manager. The Lessee also agrees
to allow the City to temporarily use the Premises for special events as may be requested
in advance and in writing by the Aviation Director.
E. City is not required to make any expenditure nor incur any obligation or liability of
any kind whatsoever in connection with the financing, construction, maintenance, or repair
of the Premises.
F. If the Premises is partially damaged due to acts of God, fire, or other casualty to
the extent that Lessee cannot use that portion of the Premises for its intended purpose,
then, at Lessee's option, this Lease may be suspended or terminated until the damage is
repaired. If the Lease is suspended, Lessee and City will mutually agree on a time period
for Lessee to repair the damages to the Premises. If the Lease is terminated, the rent will
be abated from the date of the casualty, provided, however, that Lessee must use its
insurance proceeds to repair or replace the damaged Premises. Any remaining insurance
proceeds after all repair costs have been expended and the Premises restored will be paid
to Lessee. The City Manager is the sole judge of the extent of damage to the Premises.
Section 7. Parking. Parking space is available adjacent to the EGA-OF-4, as shown
in Exhibit B, on an exclusive basis and may be used for parking cars and other
passenger motor vehicles used by the Lessee and its customers, guests, and patrons
and persons or companies doing business with Lessee. Lessee acknowledges that use
of the parking space shall fully comply with all of the Airport's rules and regulations for
parking and vehicle usage at the Premises and adjacent parking areas and shall require
users, customers, patrons, and guests of Lessee todo so as well.
Section 8. Signs. Lessee may install City ordinance compliant signs on the Premises
at its sole cost; provided, however, that the Lessee has obtained the Aviation Director's
prior written consent as to the size, type, design and location of these signs or other
corporate identification display, which consent shall not be unreasonably withheld or
delayed.
Section 9. Right to Amend. If the FAA or its successor agency requires modifications
or amendments to this Lease as a condition precedent to the granting of funds to the
City for Airport improvements, Lessee agrees to consent to the modifications or
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amendments to the Lease as may be reasonably required, provided, however, Lessee will
not be required to pay any increased rent, change the use of the Premises, or accept a
relocation or reduction in size of the Premises until Lessee and Airport have fully
executed an amendment to this Lease that is mutually satisfactory to both parties
regarding any terms or conditions of this Lease affected by said actions of the FAA.
Section 10. Subordination to U.S./FAA Requirements; Nonexclusive Rights. This
Lease is subordinate to the provisions of any existing or future agreement between the City,
acting through the Airport, and the United States of America relating to the operation or
maintenance of the Airport, where the execution of said agreement(s) is required as a
condition to the expenditure of federal funds for the development of the Airport. If the effect
of said agreement(s) with the United States, either under this Section 10 or under Section
9 above, is to remove any or all of the Premises from the control of Airport or to substantially
destroy the value of the Premises, then this Lease shall terminate immediately without any
further obligation on part of City to Lessee. It is understood and agreed that nothing
contained in this Lease shall be construed to grant to Lessee any exclusive right or privilege
within the meaning of Section 308 of the Federal Aviation Act, as amended, for the conduct
of any activity on the Airport, except that, subject to the terms and provisions hereof, Lessee
shall have the right to exclusive possession of the leased Premises.
Section 11. Development of Improvements.
A. Lessee shall not construct improvements upon the Premises without the prior
written approval of the Aviation Director and the City's Director of Engineering Services.
Additional improvements may be subject to execution of an amendment to this Lease.
Where required by law, approval of the City is subject to the concurrence of the FAA. Any
additional improvements must substantially comply with the plans and specifications
approved by the City and FAA, if applicable.
B. If Lessee desires to make any modifications or to construct new improvements
in, at, on, or to the Premises, Lessee may do so at its sole expense and in conformity with
the requirements in this subsection and elsewhere in this Lease. Lessee must provide a
written request to the Aviation Director in advance for written approval prior to any
modification and/or construction work being performed along with a complete set of plans
and specifications and the name of the contractor and subcontractors. Approval or
disapproval will be provided in writing to Lessee by the Aviation Director within 30 calendar
days of Lessee's full and complete submission. Upon approval, Lessee may be authorized
to proceed with the improvements at Lessee's sole expense and risk, subject to compliance
with any additional insurance, permitting, or other requirements necessary to be imposed
on the project. The City reserves the right to have the Premises, or any portion thereof,
returned to its original condition at the termination of this Lease, normal wear and tear
excepted, at Lessee's sole expense. Before commencing any new improvement,
modification, work, or equipment installation on the Premises, Lessee shall procure and
maintain and shall require all contractors and subcontractors to procure and maintain
insurance of the types and levels as determined by the City's Risk Manager. for the duration
of the approved project.
C. If Lessee's proposed development or improvements to the Leased Premises is
approved by the Aviation Director and the City's Director of Engineering, the City will work
with Lessee to study the existing infrastructure serving the Leased Premises. If additional
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infrastructure improvements need to be made to accommodate the new improvements, the
City will provide sufficiently sized infrastructure up to the leased parcels at no cost to the
Lessee including water, sewer, electricity, and storm drainage.
D. ANY APPROVALS BY CITY UNDER THIS SECTION INCLUDING, BUT
NOT LIMITED TO, APPROVALS OF PLANS AND SPECIFICATIONS, INSPECTION
OF WORK, DESIGN, OR CONSTRUCTION ARE NOT TO BE CONSTRUED AS A
REPRESENTATION, WARRANTY, OR STATEMENT AS TO THE QUALITY,
SOUNDNESS, OR SAFETY OF THE DESIGN AND CONSTRUCTION OF ANY OF
THE IMPROVEMENTS (INCLUDING, WITHOUT LIMITATION, THE EXISTING
IMPROVEMENTS) OR FACILITIES RELATED THERETO.
E. When required by the City, Lessee will furnish to the City two sets of complete
plans and specifications for improvements, and no work will be done on said improvements
without prior written approval of such plans by the City, acting through its Aviation Director
and its Director of Engineering Services.
F. Upon termination or expiration of this Lease, ownership of the improvements
constructed by Lessee on the Premises reverts to the City free and clear of all liens, claims,
and other encumbrances or adverse interest in the Premises or the Improvements located
thereon.
Section 12. Lessee's Repair and Maintenance Obligations.
A. Premises. Lessee, at its own expense, shall maintain the Premises and
improvements in good appearance and in a condition no less than the equivalent condition
as of the Effective Date. Lessee shall maintain all leasehold improvements on the Premises
(including, without limitation, parking lots, sidewalks, roofs, walls, partitions, floors, ceilings,
windows, doors, and glass, and all furnishings, fixtures, and equipment therein). Lessee
shall provide janitorial service and maintenance to keep the interior and exterior of the
Premises and improvements in a clean, attractive, and sanitary condition at all times,
including providing necessary pest control of the Premises either through regularly utilizing
the services of a State-licensed pest control service or engaging in the self-administration
of federally approved products to control all nature of pests, insects, and vermin. Any
landscaping must be well-maintained and kept in a neat and tidy condition by the Lessee;
foliage that is diseased and/or dead must be replaced. If substituting plants, Lessee must
have the prior written approval of the Aviation Director. Lessee shall repair any and all
damage caused to real and personal property of City occurring on the Premises as a result
of the willful or negligent acts or omissions of Lessee, its officers, employees, agents,
guests, or invitees in maintaining the Premises.
B. Quality of Maintenance. It is the intent of the City and Lessee that the Premises
and improvements will be repaired and maintained in a manner that shall keep the
improvements in good repair, and in a condition so the Improvements will be usable at the
end of the Lease. Lessee must comply with the maintenance obligations and with all
applicable governmental laws,rules, or regulations. The Aviation Director is the sole judge
of the quality of Lessee's maintenance, which must be reasonable and consistent with other
properties. The Aviation Director may at any time, during City's normal business hours, upon
prior notice unless an emergency exists, enter upon the Premises to inspect and determine
if the maintenance requirements of this Lease are being complied with by Lessee. The
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Aviation Director must notify Lessee in writing of any default in maintenance or repair. If the
required maintenance or repair in the Aviation Director's notice to Lessee is not commenced
within 10 business days after receipt of such written notice, or is not diligently prosecuted to
completion, the Aviation Director may, but is not obligated to do so, enter upon the Premises
and perform the subject maintenance or repair. Lessee agrees to reimburse the Airport for
its cost plus a 15% administrative fee within 30 days after the Aviation Director's written
demand therefore, together with copies of all paid receipts for such repairs and
maintenance. Lessee will develop, within 30 days of execution of this Lease, a preventative
maintenance plan regarding the improvements and provide a copy to the Aviation Director.
C. Correct Hazards. Lessee must immediately correct or cause to be corrected any
hazardous or potentially hazardous condition on the Premises upon knowledge thereof, or
after receipt of notice from the Aviation Director. At the Aviation Director's reasonable
discretion, the operations in the Premises, or affected portion of the Premises, may be
restrained or stopped until the hazardous or potentially hazardous condition is removed or
corrected.
Section 13. Security.
A. Lessee, its officers, employees, agents, contractors, and invitees must comply at
all times with all applicable federal and local security regulations, as the same may be
amended. To the extent allowed by law, Lessee covenants to indemnify
and hold harmless City, its officers, and employees from any charges,
fines, or penalties that may be assessed or levied by the FAA or
Transportation Security Administration by reason of the negligent or
intentional failure of Lessee, its officers, employees, agents, contractors,
or invitees to comply with security regulations, regardless of whether the
fine, charge, or penalty is levied against the City or the Lessee.
B. Lessee is responsible for obtaining and providing its own security of the Premises,
including security guard service, installation and operation of surveillance cameras, and
daily security of its facilities. The Aviation Director, or his authorized designee, will grant
security access to gates and facilities as needed. Lessee is responsible for identifying and
communicating which of Lessee's personnel need to be granted access and/or have such
granted access revoked.
Section 14. 14 CFR Part 77 Requirements. Lessee covenants to comply with the
notification and review requirements set out in Part 77 of the FAA Regulations (14 CFR Part
77), as amended, if Lessee plans to construct or modify any structure, antenna, or building
located on the Premises or to be constructed on the Premises as an Improvement.
Section 15. Control of Structures. Lessee shall not erect nor permit the erection of any
structure, antenna, or building, nor permit the growth of any tree on the Premises, which has
its highest point above a mean sea level elevation established by FAA and the City as a
height limitation on said structure, antenna, building, or object. The City may enter the
Premises and remove the encroaching structure, antenna, building, or object without notice
and at Lessee's expense plus an additional administrative charge of fifteen percent (15%).
Section 16. Aerial Approaches. The Aviation Director may take any action necessary to
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protect the Airport's aerial approaches against obstruction, including the right to prevent
Lessee from erecting or permitting to be erected any building or structure on or adjacent
to the Airport which,in the Aviation Director's opinion, would limit the usefulness of the
Airport or constitute a hazard to aircraft.
Section 17. Hazardous Substances and Materials.
A. For the purposes of this Lease, "hazardous substance or material" means and
refers to one or more of the following:
1) Asbestos;
2) Any substance, material or waste defined as a "hazardous waste" pursuant to
Section 1004 of the Resource Conservation and Recovery Act (42 U.S.C. Section 6901, et.
seq.);
3) Any substance, material or waste defined as a "hazardous substance" pursuant
to Section 101 of the Comprehensive Environmental Response, Compensation and Liability
Act (42 U.S.C. Section 9601, et. seq.);
4) Any substance, material or waste defined as a "regulated substance" pursuant to
Subchapter IX of the Solid Waste Disposal Act (42 U.S.C. Section 6991, et. seq.); and
5) Any substance, material or waste which is reasonably considered by the City to
pose an actual or potential threat to persons or property in, around, or on the Premises.
B. Lessee shall comply with all environmental laws, rules, regulations, orders and
permits applicable to the use of the Premises and improvements including, but not limited to,
required National Pollutant Discharge Elimination System Permits and all applicable laws
relating to the use, storage, generation, treatment, transportation, or disposal of hazardous
or regulated substances. Except for the hazardous substances governed by and transported
in full compliance with the transportation laws of the state or federal government, Lessee
must not knowingly use, store, generate, treat, transport, or dispose of any hazardous or
regulated substances, materials, or waste on or near the Premises without the Aviation
Director's prior written approval and without first obtaining all required permits and approvals
from all authorities having jurisdiction over the operations conducted on the Premises. With
the exception of the above-ground fuel tanks to be installed on the 2,000 square foot
undeveloped parcel, no other above-ground nor underground fuel storage tanks shall be
located or permitted on the Premises.
C. If Lessee determines that a threat to the environment including, but not limited to,
a release, discharge, spill or deposit of a hazardous substance or regulated substance has
occurred or is occurring which affects or threatens to affect the Premises or the persons,
structures, equipment, or other property upon the Premises or the Airport, Lessee must
immediately notify by oral report in person or by telephone, to be promptly confirmed in
writing, the Aviation Director as required by law or regulation. Lessee must cooperate fully
with the Aviation Director in promptly responding to, reporting, and remedying a threat to the
environment including, without limitation, a release or threat of release of a hazardous or
regulated substance into the drainage system, soil, ground or surface water, waters, or
atmosphere in accordance with applicable law or as authorized or approved by any federal,
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state, or local agency having authority over environmental matters.
D. Lessee shall keep a readily accessible file of Materials Safety Data Sheets
("MSDS") for each hazardous material or substance on the Premises or transported, in
accordance with federal and state transportation laws, which file must be posted and
immediately available to any Airport employee who responds to a report of a discharge of a
hazardous substance or material on the Premises. Lessee will require any operator of the
facilities on the Premises to use best efforts to determine which hazardous substance or
material was accidentally discharged and ensure that the MSDS sheet is available for the
first responders to the Premises.
E. Lessee will cause prompt remediation and the payment of all costs associated with
any action or inaction of Lessee that directly or indirectly prevents the City, acting through
the Airport, from materially conforming to all then applicable environmental laws, rules,
regulations, orders, or permits relating to the Premises. The rights and obligations set forth
in this section shall survive the expiration or earlier termination of this Lease.
F. Lessee shall furnish to the Aviation Director, within five days of receipt by Lessee,
copies of any and all notices or correspondence directed to Lessee or any other party at the
Premises from any governmental entity, other entity, or person indicating a violation or
possible violation of any laws, rules, or regulations including, without limitation, any law, rule,
or regulation regarding hazardous materials or substances (as such term is defined in this
Lease).
Section 18. Nondiscrimination/Affirmative Action.
A. Nondiscrimination-General. Lessee for itself, and as a requirement for any
sublessee, their personal representatives, successors in interest, and assigns, as a part of
the consideration hereof covenants that: (1) no person on the grounds of race, creed, color,
religion, sex, age, national origin, handicap, or political belief or affiliation will be excluded
from participation in, denied the benefits of or otherwise be subjected to discrimination in the
use of the Premises; (2) in the construction of any improvements on, over, or under the
Premises and the furnishing of services thereon, no person on the grounds of race, color,
religion, sex, age, national origin, handicap, or political belief or affiliation will be excluded
from participation in, denied the benefits of, or otherwise be subject to discrimination; (3)
Lessee will cause to the best of its ability the Premises and Improvements to be in
compliance with all other requirements imposed by or pursuant to 14 CFR Part 152, Subpart
E Non Discrimination in Aid Program and Title VI of the Civil Rights Act of 1964 and 49 CFR,
Subtitle A, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of
Transportation, and as said Title and Regulations may be amended, and with other
applicable state or federal laws or regulations, as amended.
B. Nondiscrimination-Business Owner. This agreement is subject to the
requirements of the U.S. Department of Transportation's regulations, 49 CFR Part 23. The
concessionaire or contractor (Lessee) agrees that it will not discriminate against any
business owner because of the owner's race, color, national origin, or sex in connection with
the award or performance of any concession agreement, management contract, or
subcontract, purchase or lease agreement, or other agreement covered by 49 CFR Part 23.
The concessionaire or contractor (Lessee) agrees to include the above statements in any
subsequent concession agreement or contract covered by 49 CFR Part 23 that it enters and
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causes those businesses to similarly include the statements in further agreements.
C. Remedy for Breach. If the Lessee is found by a final verdict of a court of
competent jurisdiction to have deliberately breached a non-discrimination covenant, or to
have permitted any sublessee to deliberately breach a non-discrimination covenant, the City
may immediately enforce the remedies directed by the Court's decision, which may include
the City's right to reenter the Premises, retake possession thereof, and terminate the Lease.
This provision is not effective until the procedures of Title 49, Code of Federal Regulations,
Part 21 are completed, including exercise of any rights to appeal.
D. Affirmative Action. Lessee shall cause to be implemented an affirmative action
program as required by 14 CFR Part 152, Subpart E, to provide (i) that no person on the
grounds of race, creed, color, religion, sex, age, national origin, handicap, or political belief
or affiliation is excluded from participating in any employment activities covered in 14 CFR
Part 152, Subpart E; (ii) that no person will be excluded on these grounds from participating
in or receiving the services or benefits of any program or activity covered by that subpart;
(iii) that third parties otherwise retained by Lessee shall provide similar assurances to
Lessee to undertake affirmative action programs and to require assurances from their sub-
organizations, as required by 14 CFR Part 152, Subpart E. Lessee, at no expense to the
City, shall comply with any applicable requirements of the Americans with Disabilities (ADA)
as it may be amended, with respect to the Premises and its improvements.
Section 19. Compliance with Laws.
A. General. Lessee covenants to promptly observe, comply with and execute, and
shall cause any sublessee to promptly observe, comply with and execute, the provisions of
any and all present and future governmental laws, ordinances, rules, regulations,
requirements, orders and directions applicable to the use and occupancy of the Premises.
A material breach of this covenant, which is not remedied within any permitted cure period,
may be cause for City's exercising its rights under the Lease. During any period of Lessee's
good faith challenge to any such laws, ordinances, rules, regulations, requirements, orders
and directions in a court of competent jurisdiction, Lessee's inaction shall not be deemed a
breach of this Lease.
B. Federal. Lessee shall comply and shall require any sublessee to comply with all
applicable federal laws, rules, and regulations including, without limitation, the Drug Free
Workplace Act, the Violence in the Workplace Act, the Americans with Disabilities Act, and
any other acts the U.S. Congress passes that apply to the uses and operations at the
Premises.
C. State and Local. Lessee shall comply with all applicable laws, rules, and
regulations of the State of Texas. Lessee shall also comply with all applicable City
ordinances, and rules and regulations promulgated by the Aviation Director.
Section 20. Acceptance of Premises Disclaimer. LESSEE ACKNOWLEDGES
THAT IT IS LEASING THE PREMISES "AS IS" WITH ALL FAULTS
INCLUDING, BUT NOT LIMITED TO, ANY AND ALL POLLUTANTS,
ASBESTOS, UNDERGROUND STORAGE TANKS, AND ANY OTHER
HAZARDOUS MATERIALS AS MAY EXIST ON THE PREMISES AND
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THAT NEITHER CITY NOR ANY EMPLOYEE OR AGENT OF CITY HAS
MADE ANY REPRESENTATIONS OR WARRANTIES AS TO THE
CONDITION OF SUCH PREMISES. LESSEE ACKNOWLEDGES AND
AGREES THAT LESSEE HAS BEEN PROVIDED, TO ITS SATISFACTION,
THE OPPORTUNITY TO INSPECT THE PREMISES FOR ANY DEFECTS AS
TO THE SUITABILITY OF SUCH PROPERTY FOR THE PURPOSE TO
WHICH LESSEE INTENDS TO PUT THE PREMISES AND IS RELYING
ON ITS OWN INSPECTION. THIS LEASE IS SUBJECT TO ALL
COVENANTS, EASEMENTS, RESERVATIONS, RESTRICTIONS, AND
OTHER MATTERS OF RECORD AND NOT OF RECORD APPLICABLE
TO THE PREMISES.
Section 21. Fiscal Year. By execution of this Lease, Lessee acknowledges that the
continuation of any contract after the close of any fiscal year of the City, which fiscal year
ends on September 30 annually, is subject to budget approval and sufficient appropriations
by the City Council for such contract item as an expenditure in the next fiscal budget. The
City does not represent nor warrant to Lessee that a budget item providing for this Lease in
any future fiscal budget will be actually adopted, as that determination is within the sole
discretion of the City Council at the timeof adoption of each fiscal budget.
Section 22. City's Obligations.
A. City agrees to operate the Corpus Christi International Airport as a public airport
during the term of this Lease, subject to the assurances given by the City to the United
States Government.
B. In exchange for Lessee's promise to maintain the Premises, the City agrees to
make water and wastewater services available to the Premises property line on the same
basis as it is made available to all businesses operating at the Airport. Lessee must procure
and pay for all utility usage, such as gas, wastewater, cable, Internet, and telephone
charges, that are supplied to the Premises during the term of the Lease as the charges
become due and payable. Lessee shall also pay any and all connection fees and additional
costs related to utility metering, maintenance, and repair. IN NO EVENT WILL THE CITY
BE LIABLE FOR ANY INTERRUPTION OR FAILURE IN THE SUPPLYING OF ANY
UTILITIES TO THE PREMISES, INCLUDING THOSE WHICH THE CITY HAS AGREED TO
FURNISH.
C. The City shall provide reasonable notice if ingress and egress to the Premises will
be interrupted due to maintenance. If City causes Lessee's ingress or egress to be
interrupted for more than 24 hours, the City will consider rent reduction for days of non-use.
Section 23. Insurance. Lessee must provide insurance in the amounts and types of
coverages required by the City's Risk Manager or the Risk Manager's designee ("Risk
Manager") as are set out in the attached Exhibit C, the content of which is incorporated into
this Lease as if set out herein in its entirety. Lessee must cause certificate(s) of insurance to
be provided to the Aviation Director and Risk Manager not less than 30 days prior to the
annual anniversary date of the Effective Date of this Lease. The Risk Manager will annually
assess the level and types of insurance required by the Lessee. The Risk Manager may
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increase or decrease the level or types of insurance by giving Lessee notice not less than
60 days prior to the annual anniversary date of the Effective Date of the Lease. Lessee shall
have 30 days to procure the changed insurance and provide written proof of insurance to
the Aviation Director and Risk Manager.
Section 24. Indemnification.
A. LESSEE SHALL INDEMNIFY, HOLD HARMLESS, AND DEFEND
THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES,
REPRESENTATIVES, AND AGENTS (COLLECTIVELY, "INDEMNITEES')
FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS,
DEMANDS, LIENS, JUDGMENTS, FINES, PENALTIES, AWARDS,
LAWSUITS, CAUSES OF ACTION, AND EXPENSES OF ANY NATURE
WHATSOEVER INCLUDING, BUT NOT LIMITED TO, STRICT LIABILITY
CLAIMS AND ALL EXPENSES OF LITIGATION (INCLUDING MEDIATION
AND ARBITRATION), COURT COSTS, REASONABLE ATTORNEYS'
FEES, AND EXPERT WITNESS FEES, ON ACCOUNT OF PERSONAL
INJURIES (INCLUDING WORKERS' COMPENSATION AND DEATH
CLAIMS), PROPERTY LOSS OR DAMAGE, OR ANY OTHER KIND OF
DAMAGES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN
CONNECTION WITH THIS LEASE OR THE PERFORMANCE OF THIS
LEASE, REGARDLESS OF WHETHER THE INJURIES, DEATH, OR
DAMAGES ARE CAUSED OR ARE CLAIMED TO BE CAUSED BY THE
CONCURRENT OR CONTRIBUTORY NEGLIGENCE OF INDEMNITEES,
BUT NOT IF BY THE SOLE NEGLIGENCE OF INDEMNITEES UNMIXED
WITH THE FAULT OF ANY OTHER PERSON OR PARTY. LESSEE MUST,
AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS,
ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND
ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO
INDEMNITEES, AND PAY ALL CHARGES OF ATTORNEYS AND ALL
OTHER COSTS AND EXPENSES OF ANY KIND ARISING FROM OR OUT
OF ANY OF SAID LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, CAUSES
OF ACTION, OR DAMAGES. THE INDEMNIFICATION OBLIGATIONS OF
LESSEE UNDER THIS SECTION SURVIVE THE EXPIRATION OR EARLIER
TERMINATION OF THIS LEASE.
B. Notice of Claim or Action. Notwithstanding the above indemnifications, Lessee
must give the Aviation Director and Risk Manager written notice of any accident or other
matter covered under this section and forward to the Aviation Director and Risk Manager
copies of every notice, demand, claim, summons, or other process communication received
within 10 days of Lessee's receipt of same.
Section 25. Assignment; Sublease.
A. Lessee shall not assign this Lease or sublease the Premises or any part thereof
Page 11 of 18
or mortgage, pledge, or hypothecate its leasehold interest, or grant any concession or
license within the Premises without the express prior written consent of the City, such
consent being within the sole discretion of the City, and any attempt to do any of the
foregoing shall be void and of no effect. In the event of any such assignment or sublease,
attempted assignment or sublease, or should Lessee, in any other nature of transaction,
allow or attempt to allow anyone to occupy the Premises or any portion thereof, City shall
upon such occurrence have the right and option to terminate and cancel this Lease effective
upon 10 days written notice to Lessee given by City at any time thereafter, and City may
terminate and cancel either as to the entire Premises or as to only the portion thereof which
Lessee assigned, subleased, attempted to assign or sublease, or otherwise allowed some
other party's occupancy. Lessee shall be liable for payment of the fair market value of rents
for the portion of the Premises used without consent of the City, such fair market value to
be determined by resort and review of the Airport's current property appraisal report. In
the event the City elects to terminate this Lease as to the aforesaid portion of the
Premises, then the rent as to the remainder of the Premises may thereafter be reduced as
appropriate and as determined by the City. This prohibition against assigning, subletting,
attempting to assign or sublet, and allowing or attempting to allow occupancy by another
without the City's consent is to be construed to include a prohibition against any assignment,
subletting, or occupancy by operation of law.
B. In any event where the City consents to a sublease of the leasehold, Lessee will
remain liable for the performance of all terms, conditions, covenants, duties, and obligations
of this Lease including, without limitation, the obligation to pay any and all sums required by
this Lease to be paid and faithful adherence and performance of all indemnity provisions
provided in this Lease, unless and until Lessee has been released from such liability in
writing by the City Council.
C. The City Council may, during any term of this Lease, assign this Lease without
consent of the Lessee. In the event the City takes steps to finalize an assignment of this
Lease, Lessee will be provided with advance written notice of the assignment not less than
30 days prior to the effective date of an assignment. Any such assignment by the City is
deemed to include the single sublease entered into by Lessee pursuant to subsection C
above.
Section 26. Termination.
A. Termination by Lessee. Without limiting any other rights and remedies to which
Lessee may be entitled by common law, statutory law, or as elsewhere provided in this
Lease, this Lease may be terminated by Lessee at any time upon the occurrence of one or
more of the following events:
1 ) The City's permanent abandonment of the Airport;
2) The lawful assumption by the U.S. Government, or any authorized agency thereof,
of the operation, control, or use of the Airport, or of any substantial part or parts thereof,
which substantially restricts the Lessee from operating at the Premises for a minimum of
180 calendar days;
Page 12 of 18
3) The issuance by any court of competent jurisdiction of an injunction that prevents
or restrains the use of the Airport or the Premises that continues for at least 180 days; or
4) The default by the City in the performance of any covenant or obligation to be
performed by the City and such failure to remedy the default continues for a period in
excess of 60 days after receipt from Lessee of written notice to remedy the same.
B. Termination by City. Without limiting any other rights and remedies to which
City may be entitled at common law, statutory law, or as elsewhere provided in this Lease,
this Lease may be terminated by the City if Lessee:
1) Is in arrears in paying the rent, fees, or other charges due under the Lease for 10
business days after written notice;
2) Becomes insolvent; takes the benefit of any present or future insolvency statute;
makes a general assignment for the benefit of creditors; files a voluntary petition in
bankruptcy or a petition or answer seeking a reorganization or the readjustment of its
indebtedness under the federal bankruptcy laws or under any other law or statute of the
United States or of any state thereof; or consents to the appointment of a receiver, trustee,
or liquidator of all or substantially all of its property;
3) Has a petition filed under any part of the federal bankruptcy laws, or an action
sought under any present or future insolvency law or statute, against Lessee and which is
not dismissed within 30 days after the filing date;
4) Abandons the Premises ["abandon" means failing to use the Premises for
aeronautical activities and services as defined in current FAA Order 5190.6B FAA Airport
Compliance Manual] for a period in excess of 90 days; or
5) Otherwise defaults in the performance of any of other material covenant of this
Lease and continues the default for 30 days, or such other time as may be provided herein,
after receipt of written notice from the Aviation Director of the default. If the default cannot
reasonably be cured within said 30 days or within any other time as set out in the notice of
default, Lessee shall not be deemed in default if Lessee commences the remedy process
within the applicable period and thereafter diligently prosecutes the same to completion
within a reasonable time period as agreed to by the Aviation Director; otherwise, Lessee will
be determined to be in default.
C. City's Right to Entry upon Termination. If the Lease is terminated, the City
may enter upon the Premises. In the event of termination, the Aviation Director may enter
onto the Premises to remove any and all persons or property from the Premises and place
any property in storage for the account of and at the expense of Lessee. Excluding
personal property provided at the Premises by the City which forms part of the
granted use under this Lease, all personal property on the Premises is hereby
subjected to a contractual landlord's lien to secure payment of delinquent rent and
other sums due and unpaid under this Lease, any and all exemption laws are hereby
expressly waived in favor of said landlord's lien; and it is agreed that said landlord's
lien is not a waiver of any statutory or other lien given, or which may be given, to City
but is in addition thereto. In the case of termination by either party, if Lessee fails to
remove any of its furniture, fixtures, equipment, or other personal property from the Premises
Page 13 of 18
within 10 days following the termination of this Lease, Aviation Director may, at his option,
take title to said personal property, remove the same, and sell the property found on the
Premises at a public or private sale with proceeds of the sale applied first to the cost of the
sale, then to the cost of storage of the property, if any, and then to the indebtedness of
Lessee, with the surplus, if any, to be mailed to Lessee at the address herein designated.
To the extent allowed by law, Lessee further agrees to hold harmless and
indemnify City, including its officers, agents, and employees, against,
from any loss or damage or claim arising out of City's action in collecting
monies owed to it under this paragraph, except for any loss, damage, or
claim caused by the gross negligence or willful misconduct of City or its
employees.
D. Notice of Termination. If an event a material default occurs, and after due
written notice identifying the default the defaulting party has failed to cure or failed to
commence to cure, the complaining party may at any time after the expiration of any such
cure period terminate this Lease by providing written notice of termination to the defaulting
party. The Lease will be terminated on the date specified in the notice but not sooner than
10 business days after the postmarked date of the notice.
E. Improvements Revert to City. Except for the right of Lessee to remove personal
property at the expiration of the Lease, ownership of all improvements placed or constructed
on the Premises by Lessee revert to the City upon the expiration or earlier termination of
this Lease.
Section 27. Re-delivery of Premises. Upon the expiration or earlier termination of this
Lease, Lessee shall deliver the Premises to the City peaceably, quietly, and in as good
condition as the same now are or may be hereafter improved by Lessee or City, normal
use and wear excepted.
Section 28. Holdover. Upon the Aviation Director's advance written consent, any holding
over by Lessee of the Premises after the expiration of this Lease, or the then-applicable
renewal period of this Lease, will be as a month-to-month tenancy at sufferance not to
exceed six months, upon all the terms and conditions set out in this Lease, except that rent
shall be paid to the City by Lessee at 125% of the then-current rental rate in effect, and the
Premises remains subject to surrender by the Lessee upon 30 days' prior written notice from
the City, acting through the Aviation Director. It is expressly agreed that acceptance by the
City of any holdover monthly rental payment under this Lease shall not operate to give
Lessee any right to remain in possession beyond the period for which such amount has
been paid nor shall it constitute a waiver by the City of its right to immediate possession
thereafter, for which Lessee shall not fail or refuse to surrender possession.
Section 29. Notices.
A. With the exception of notices to be provided to the City under the hazardous
materials/substances provision of Section 17 and the indemnification provisions of Section
24 of this Lease, all notices required to be sent under this Lease are deemed sufficient if in
writing and sent by certified mail, return receipt requested, postage prepaid, or by overnight
delivery service with proof of delivery, or delivered in person, and properly addressed as
indicated below:
Page 14 of 18
If to City: Director of Aviation
Corpus Christi International Airport
1000 International Drive
Corpus Christi, TX 78406
If to Lessee: Ocean Air Center, LLC
550 Hangar Lane
Corpus Christi, TX 78406
B. Either party may change the address to which notice must be addressed under
this section by providing the other party with notice of the new address via any of the
methods set out in this section.
Section 30. Disclosure of Interest; Form 1295.
A. The City's Code of Ordinances, Section 2-349, as amended, requires all persons
seeking to do business with the City to complete and provide a "Disclosure of Interest" form
of the type attached to this Lease as Exhibit D. The content of the completed Exhibit D by
Lessee is incorporated into this Lease by reference as if fully set out in this section. Lessee
is obligated to provide an updated Disclosure of Interest should any information submitted
in Exhibit D and incorporated into this Lease by reference change during the pendency of
this Lease for approval by the City Council and prior to the City's execution of the same.
B. Additionally, Lessee agrees to comply with Texas Government Code Section
2252.908, as it may be amended, and complete Form 1295 "Certificate of Interested
Parties" as part of this Agreement, if so required by Texas law.
Section 31. General Provisions.
A. Mineral Rights. The City expressly reserves all water, gas, oil, and mineral rights
in and under the soil beneath the Premises in which it holds an interest and further reserves
the right to conduct and/or provide for testing and removal of any such City-owned water,
gas, oil, or minerals from the Premises.
B. No Waiver of Forfeiture; Cumulative Remedies. Any failure or neglect of the
City or Lessee at any time to declare a forfeiture of this Lease for any breach or default
whatsoever does not waive City's or Lessee's right thereafter to declare a forfeiture for the
same or a succeeding breach or default. The failure of either party ever to insist upon the
strict performance of any covenant of this Lease, or to exercise any option contained in this
Lease, shall not be construed as its future waiver or relinquishment thereof. City's receipt
of rent and fee payments from Lessee, with knowledge of the breach of any covenant of this
Lease, shall not be deemed a waiver of such breach. Furthermore, the specific remedies of
the parties under this Lease are cumulative and do not exclude any other remedies to which
they may be lawfully entitled, in the event of a breach or threatened breach of this Lease.
C. Force Majeure. Neither City nor Lessee will be deemed to be in breach of this
Lease if either is prevented from performing any of its obligations under this Lease by
reason of force majeure. "Force Majeure" for the purposes of this Lease means any
Page 15 of 18
prevention, delay, or stoppage due to strikes, lockouts, labor disputes, acts of God to include
severe inclement weather and sustained periods of rain or snow, civil commotion, fire or
other casualty, and other causes beyond the reasonable control of the party obligated to
perform and claiming the force majeure. All of the foregoing events excuse the performance
by either party for a period equal to any prevention, delay, or stoppage, including the
obligations imposed with regard to commencement or payment of rental and other charges
to be paid by Lessee pursuant to this Lease and the obligation of City to deliver the
Premises.
D. Rules and Regulations. Lessor has adopted minimum operational standards
("Minimum Standards") and may adopt any rules and regulations ("Rules and Regulations"),
necessary which shall govern Lessee in the use of the Premises and all common facilities,
a copy of each of which has been furnished to the Lessee and are incorporated by reference
as if set out here in their entireties. Lessee agrees to comply fully at all times with these
governing documents. Lessor, in its sole discretion, shall have the right to amend, modify,
and alter the Minimum Standards and any Rules and Regulations from time to time in a
reasonable manner and may introduce other regulations as deemed necessary for the
purpose of assuring the safety, welfare, convenience, and protection of property of Lessor,
Lessee, and all other tenants and customers of the Airport; provided, however, that Lessor
shall give Lessee reasonable advance notice of any such amendments, modifications, or
alternations of the Minimum Standards and Rules and Regulations.
E. Venue. Venue for any action brought under this Lease lies in Nueces County,
Texas, where the Lease was executed and will be performed.
F. No Third-Party Benefit; Relationship of Parties. No provision of this Lease
creates a third-party claim against the City nor the Lessee beyond that which may legally
exist in the absence of any such provision. Nothing contained in this Lease shall be deemed
or construed by the parties hereto, or by any third party, as creating the relationship of
principal and agent, partners, joint venturers, or any similar such relationship between the
parties to this Lease. It is understood and agreed that neither the method of computation
or rent, charges, or fees, nor of any other provision contained in this Lease, nor any acts of
the parties hereto, creates a relationship other than one of lessor and lessee or of landlord
and tenant.
G. Permits, Licenses, and Taxes. Lessee shall procure all permits and licenses
needed for the conduct of its business and operations at the Airport pursuant to this Lease;
shall pay, on or before their respective due dates, all charges, fees, and taxes including, but
not limited to, payroll taxes, Medicare taxes, FICA taxes, unemployment taxes, and all other
related taxes according to Internal Revenue Circular E "Employer's Tax Guide," Publication
15, as it may be amended, as well as all federal, State, and local taxes; and shall give all
notices and respond to all communications that are necessary and incident to the due and
lawful conduct of business at and occupancy of the Premises by Lessee. Lessee shall
provide proof of payment of any tax within 10 days after the City Manager's written request
for the same. Lesse shall also maintain and provide to the Aviation Director, upon request,
current status of all federal, State, and local licenses and permits required for its operation
and business in any way related to the Premises.
H. Trash and Refuse. Lessee must arrange for the collection and lawful disposal of
Page 16 of 18
all trash and other refuse resulting from operations on the Premises; must provide and use
suitable receptacles approved by the Aviation Director for all trash and other refuse
generated by the use of the Premises; must prohibit the piling of boxes, barrels, or other
similar items in or within view from a public area; and must pay, or cause to be paid, the
costs associated with trash removal and disposal.
I. Delegation. Any obligations of the Lessee required by this Lease may be
delegated to any approved sublessee by the terms of the sublease agreement between the
parties, provided, however, that any such delegation shall not relieve Lessee of its liability,
responsibilities, and obligations under this Lease.
J. Liens. Lessee shall not suffer nor permit any mechanics', materialmans', or other
liens to be filed against the fee of the Premises or against Lessee's leasehold interest in the
land, buildings, or improvements thereon by reason of any work, labor, services, or materials
supplied, or claimed to have been supplied, to Lessee or to anyone holding the Premises,
or any part thereof, through or under this Lease. Should any such lien be recorded against
the Premises, Lessee shall cause the same to be discharged and removed.
K. Amendments. This Lease, together with its authorizing ordinance, constitutes
the entire agreement between the parties. No amendment, modification, or alteration of the
terms and conditions of this Lease shall be binding unless the same is in writing, dated
subsequent to the date hereof, and duly executed by authorized parties as this Lease or the
City's City Charter may allow.
L. Severability. If any clause or provision of this Lease is held illegal, invalid, or
unenforceable under present or future laws, it is the parties' intention that the remainder of
this Lease not be affected, and, in lieu of each clause or provision that is illegal, invalid, or
unenforceable, the parties intend that there be added, as a part of this Lease, a clause or
provision as similar in terms to such illegal, invalid, or unenforceable clause or provision, as
may be possible, yet be legal, valid, and enforceable.
M. Captions. The captions of the provisions contained in this Lease document are
for convenience of reference and are not intended to define, extend, or limit the scope of
any provision of this Lease.
N. Publication. Lessee must pay all newspaper publication costs, if any, for this
Lease as required by the City Charter.
(SIGNATURE PAGE FOLLOWS)
Page 17 of 18
EXECUTED IN DUPLICATE ORIGINALS on the dates indicated below.
CITY OF CORPUS CHRISTI OCEAN AIR CENTER, LLC
aQYJ
Steve Viera Al Dodds
Assistant City Manager President
Date: Date: d ( / 'o/7o? 2--
ATTEST:ATTEST:
' ec/41/C-,(A,"ft-&tri- AUTHORIlta
Rebecca Huerta 3Y ('OtiRCtl. - a?
City Secretary
SFC,RFTAav
Approved a ..o-form:
Assistan !7r Attorney
ATTACHED AND INCORPORATED BY REFERENCE:
Exhibit A — Corpus Christi International Airport (Aerial)
Exhibit B — Premises (Aerial)
Exhibit C — Insurance Requirements
Exhibit D — Disclosure of Interest
Page 18 of 18
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EXHIBIT C
INSURANCE REQUIREMENTS
I. LESSEE'S LIABILITY INSURANCE
A. Lessee (Ocean Air Center, LLC) must not commence work under this agreement until all insurance
required has been obtained and such insurance has been approved by the City. Lessee must not allow any
subcontractor to commence work until all similar insurance required of any subcontractor has been
obtained.
B. Lessee must furnish to the City's Risk Manager and Contract Administer one (1) copy of Certificates of
Insurance (COl) with applicable policy endorsements showing the following minimum coverage by an
insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional
insured on the General Liability and Auto Liability policies by endorsement,and a waiver of subrogation
is required on all applicable policies. Endorsements must be provided with COI. Project name and/or
number must be listed in Description Box of COI.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
Commercial General Liability Including: $1,000,000 Per Occurrence
1. Commercial Broad Form
2. Premises—Operations $10,000,000 Per Occurrence ❑
3. Products/Completed Operations
4. Contractual Liability
5. Independent Contractors $20,000,000 Per Occurrence 0
6. Personal Injury- Advertising Injury Required ® Not Required ❑
AUTO LIABILITY (including) $5,000,000 Combined Single Limit
1. Owned
2. Hired and Non-Owned
3. Rented/Leased Required ® Not Required ❑
WORKERS' COMPENSATION Statutory
EMPLOYER'S LIABILITY $1,000,000/$1,000,000/$1,000,000
Required ® Not Required ❑
HANGARKEEPERS LIABILITY $2,000,000 Per Occurrence
Repair, taxiing or towing of aircraft, or in any $2,000,000 Per Aircraft
way having care, custody or control of third-
party aircraft. Required 0 Not Required ►i4
AIRCRAFT LIABILITY (including) $1,000,000 Per Occurrence r
1. Owned
2. Hired and Non-Owned
3. Rented/Leased $10,000,000 Per Occurrence CI
Bodily Injury and Property Damage Including $20,000,000 Per Occurrence 0
Passengers, Caused by Operations of Aircraft.
In Air and On Ground. Required 0 Not Required
Commercial Self-Fueling.
AIRPORT LIABILITY INSURANCE $10,000,000 Per Occurrence
(FBO's)
Including products and completed operations,
property damage,bodily injury,and owned and
non-owned aircraft coverage. Required ❑ Not Required Ei
CRIME/EMPLOYEE DISHONESTY $25,000 Per Occurrence
Lessee shall name the City of Corpus Christi,
Texas as Loss Payee Required ® Not Required ❑
POLLUTION LEGAL LIABILITY $2,000,000 Per Claim
(Including Cleanup and Remediation) (Defense costs not included in face value of the
Fuel Storage Tanks and Fueling or Refueling policy)
Operations. If claims made policy, retro date must be prior to
inception of agreement, have extended reporting
period provisions and identify any limitations
regarding who is insured.
Required ® Not Required ❑
PERSONAL PROPERTY INSURANCE Lessee, at their own expense, shall be responsible for
insuring all owned, leased or rented personal property.
Required ® Not Required ❑
PROPERTY INSURANCE
Lessee shall maintain property coverage on an • Insurance limit shall be equal to replacement
"ALL RISK OF PHYSICAL LOSS" form for cost value for each respective lease space
100% of the value of all improvements leased included in the Agreement.
from the City. Coverage shall include fire, • Insurance shall be per occurrence basis.
wind, hail, theft, vandalism, and malicious
mischief. Coverage shall be written on a
replacement cost basis.
Lessee shall name the City of Corpus Christi, Required ® Not Required ❑
Texas as Loss Payee.
Subcontractors
Lessee shall require and verify that all subcontractors maintain insurance meeting all the requirements
stated herein, and Lessee shall ensure that City is an additional insured on insurance required from
subcontractors. For CGL coverage subcontractors shall provide coverage with a format at least as
broad as CG 20 38 04 13.
Required ® Not Required ❑
C. In the event of accidents of any kind related to this agreement, Lessee must furnish the Risk Manager with
copies of all reports of any accidents within 10 days of the accident.
II. ADDITIONAL REQUIREMENTS
A. Applicable for paid employees, Lessee must obtain workers' compensation coverage through a licensed
insurance company. The coverage must be written on a policy and endorsements approved by the Texas
Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient
to assure that all workers' compensation obligations incurred by the Lessee will be promptly met.
B. Lessee shall obtain and maintain in full force and effect for the duration of this Agreement, and any
extension hereof, at Lessee's sole expense, insurance coverage written on an occurrence basis, by
companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of
no less than A- VII.
C. Lessee shall be required to submit a copy of the replacement certificate of insurance to City at the address
provided below within 10 days of the requested change. Lessee shall pay any costs incurred resulting from
said changes. All notices under this Article shall be given to City at the following address:
City of Corpus Christi
Attn: Risk Manager
P.O. Box 9277
Corpus Christi, TX 78469-9277
D. Lessee agrees that with respect to the above required insurance,all insurance policies are to contain
or be endorsed to contain the following required provisions:
• List the City and its officers, officials, employees, volunteers, and elected representatives as additional
insured by endorsement, as respects operations, completed operation and activities of,or on behalf of,the
named insured performed under contract with the City, with the exception of the workers' compensation
policy;
• Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi
where the City is an additional insured shown on the policy;
• Workers' compensation and employers' liability policies must provide a waiver of subrogation in favor of
the City; and
• Provide 30 calendar days advance written notice directly to City of any, cancellation, non-renewal,
material change or termination in coverage and not less than 10 calendar days advance written notice for
nonpayment of premium.
E. Within 5 calendar days of a cancellation, non-renewal, material change or termination of coverage, Lessee
shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have
the option to suspend Lessee's performance should there be a lapse in coverage at any time during this
agreement. Failure to provide and to maintain the required insurance shall constitute a material breach of
this agreement.
F. In addition to any other remedies the City may have upon Lessee's failure to provide and maintain any
insurance or policy endorsements to the extent and within the time herein required, the City shall have the
right to order Lessee to remove the exhibit hereunder, and/or withhold any payment(s) if any, which
become due to Lessee hereunder until Lessee demonstrates compliance with the requirements hereof.
G. Nothing herein contained shall be construed as limiting in any way the extent to which Lessee may be
held responsible for payments of damages to persons or property resulting from Lessee's or its
subcontractor's performance of the work covered under this agreement.
H. It is agreed that Lessee's insurance shall be deemed primary and non-contributory with respect to any
insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations
under this agreement.
I. It is understood and agreed that the insurance required is in addition to and separate from any other
obligation contained in this agreement.
2022 Insurance Requirements
Ins. Req. Exhibit - Aviation
Contracts for General Services Performed Onsite—Ocean Air Center, LLC
6/14/2022 Risk Management—Legal Dept.
Note: This Exhibit is provided based on information provided by CCIA indicating Lessee will perform operations
on a month-to-month basis to include repair of ground support equipment for commercial airlines and landside
shop for assembly of mobile cold storage trailers, and that Lessee's operations will not involve aircraft or storage
of aircraft.
8
ce els ATTACHMENT D: DISCLOSURE OF INTEREST FORM
CITY OF CORPUS CHRISTI
DISCLOSURE OF INTEREST
1832
Corpus Christi Code § 2-349, as amended, requires all persons or firms seeking to do business with
the City to provide the following information. Every question must be answered. If the question
is not applicable, answer with "NA". See next page for Filing Requirements,
COMPANY NAME: Qcea••.4r LG S
P. O. BOX: STREET ADDRESS: Ss/ Ze.m,
CITY:
C0/141 C4 ki / STATE: TO( ZIP: 0-.E,
FIRM IS: 1. Corporation 2.Partnership ❑ 3.Sole Owner ❑
4. Association 5.Other
DISCLOSURE QUESTIONS
If additional space is necessary, please use the reverse side of this page or attach separate
sheet.
1 . State the names of each "employee" of the City of Corpus Christi having an "ownership
interest" constituting 3% or more of the ownership in the above named "firm."
Name Job Title and City Department (if known)
2. State the names of each "official" of the City of Corpus Christi having an "ownership
interest" constituting 3% or more of the ownership in the above named "firm."
Name Title
pv
3. State the names of each "board member" of the City of Corpus Christi having an
"ownership interest" constituting 3% or more of the ownership in the above named "firm."
Name Board, Commission or Committee
114
4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi
who worked on any matter related to the subject of this contract and has an "ownership
interest" constituting 3% or more of the ownership in the above named "firm."
Name Consultant
J\ ev
Page 1 of 2
RFQ Revised 4.19.2019
FILING REQUIREMENTS
If a person who requests official action on a matter knows which the requested action will confer
an economic benefit on any City official or employee which is distinguishable from the effect
which the action will have on members of the public in general or a substantial segment thereof,
you must disclose which fact in a signed writing to the City official, employee or body which has
been requested to act in the matter, unless the interest of the City official or employee in the
matter is apparent. The disclosure must also be made in a signed writing filed with the City
Secretary. [Ethics Ordinance Section 2-349 (d)]
CERTIFICATION
I certify which all information provided is true and correct as of the date of this statement, which
I have not knowingly withheld disclosure of any information requested; and which supplemental
statements will be promptly submitted to the City of Corpus Christi, Texas as changes occur.
Certifying Person: igiOecic15 Title: M.A.,,
Signature of
Certifying Person: ape,id, Date: 0 • '0 -
DEFINITIONS
a. "Board member." A member of any board, commission, or committee of the city,
including the board of any corporation created by the city.
b. "Economic benefit". An action which is likely to affect an economic interest if it is likely to
have an effect on which interest which is distinguishable from its effect on members of the
public in general or a substantial segment thereof.
c. "Employee." Any person employed by the city,whether under civil service or not, including
part-time employees and employees of any corporation created by the city.
d. "Firm." Any entity operated for economic gain, whether professional, industrial or
commercial, and whether established to produce or deal with a product or service,
including but not limited to, entities operated in the form of sole proprietorship, as self-
employed person, partnership, corporation, joint stock company, joint venture,
receivership or trust, and entities which for purposes of taxation are treated as non-profit
organizations.
e. "Official." The Mayor, members of the City Council,City Manager, Deputy City Manager,
Assistant City Managers, Department and Division Heads, and Municipal Court Judges of
the City of Corpus Christi, Texas.
f. "Ownership Interest."Legal or equitable interest, whether actually or constructively held, in
a firm, including when such interest is held through an agent, trust, estate, or holding entity.
"Constructively held" refers to holdings or control established through voting trusts, proxies,
or special terms of venture or partnership agreements.
g. "Consultant." Any person or firm, such as engineers and architects, hired by the City of
Corpus Christi for the purpose of professional consultation and recommendation.
Page 2 of 2
RFQ Revised 4.19.2019