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HomeMy WebLinkAbout09803 ORD - 06/17/1970mvl:6 -17 -60 AN ORDINANCE AUTHORIZING AND DIRECTING THE CITY MANAGER, FOR AND ON BEHALF OF THE CITY OF CORPUS CHRISTI, TO ACCEPT AND APPROVE AN ASSIGNMENT AGREEMENT BETWEEN THE CORPUS CHRISTI BANK AND TRUST COMPANY, TRUSTEE, AND DYNETERIA, INC., COVERING THE RESTAURANT FACILITIES AT THE CORPUS CHRISTI INTERNATIONAL AIRPORT, A COPY OF SAID ASSIGNMENT AGREEMENT BEING ATTACHED HERETO AND MADE A PART HEREOF; AND DECLARING AN EMERGENCY. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the City Manager is hereby authorized and directed, for and on behalf of the City of Corpus Christi, to accept and approve an assignment agreement between the Corpus Christi Bank and Trust Company, Trustee, and Dyneteria, Inc., covering the restaurant concession at the Corpus Christi International Airport, a copy of said assignment agreement being attached hereto and made a part hereof for all intents and purposes as if copied verbatim herein. SECTION 2. The necessity to accept and approve the aforesaid assignment agreement covering the restaurant facilities at the Corpus Christi International Airport in order that operations may be begun without delay creates a public emergency and an imperative public necessity requiring the suspension of the Charter rule that no ordinance or resolution shall be passed finally on the date of its introduction and that such ordi- nance or resolution shall be read at three several meetings of the City Council, and the Mayor having declared such emergency and necessity to exist, and having requested the suspension of the Charter rule and that this ordi- nance be passed finally on the date of its introduction and take effect and be in full force and effect from and after its passage, IT IS ACCORDINGLY SO ORDAINED, this the _/ % day of June, 1970. ATTEST: City Sec et APPROVED: Z7 0 DAY OF JOKE, 1970: ting City At ey OR THE CITY OF CORPUS CHRISTI, TEXAS ASSIGNMENT OF LEASE RESTAURANT CORPUS CHRISTI INTERNATIONAL AIRPORT THE STATE OF TEXAS II COUNTY OF NUECES j THIS AGREEMENT MADE BY AND BETWEEN THE CORPUS CHRISTI BANK AND TRUST COMPANY, TRUSTEE, HEREINAFTER REFERRED TO AS ASSIGNOR, AND DYNETERIA, INC., HEREINAFTER REFERRED TO AS ASSIGNEE, WITNESSETH: WHEREAS, THE ASSIGNOR HEREIN, THE CORPUS CHRISTI BANK AND TRUST COMPANY, TRUSTEE, HAS BY AGREEMENT WITH THE CITY OF CORPUS CHRISTI LEGALLY ACQUIRED THE RIGHT TO ASSIGN A LEASE OF CERTAIN AREAS OF LEASE SITES AND PORTIONS OF THE TERMINAL BUILDING, INCLUDING THAT PORTION DESIGNATED FOR RESTAURANT FACILITIES LOCATED WITHIN THE SITE OF THE CORPUS CHRISTI INTERNATIONAL AIRPORT AT CORPUS CHRISTI, NUECES COUNTY, TEXAS; AND WHEREAS, THE AFORESAID AGREEMENT BETWEEN THE CORPUS CHRISTI BANK AND TRUST COMPANY, TRUSTEE, AND THE CITY OF CORPUS CHRISTI, WAS DULY AND LEGALLY APPROVED BY THE QUALIFIED VOTERS AT AN ELECTION HELD ON AUGUST 29, 1959; AND WHEREAS, THE CITY OF CORPUS CHRISTI PROPOSES TO MAINTAIN AND OPERATE THE INTERNATIONAL AIRPORT AS A PUBLIC AIRPORT AND ALL USES INCIDENT THERETO, FOR THE BENEFIT OF THE PUBLIC; AND WHEREAS, ASSIGNEE PROPOSES TO ENGAGE, DIRECTLY OR THROUGH A SUB- ASSIGNEE, IN THE RESTAURANT BUSINESS, AS HEREINAFTER DEFINED, AT THE CORPUS CHRISTI INTERNATIONAL AIRPORT; AND WHEREAS, ASSIGNOR DEEMS IT ADVANTAGEOUS TO ASSIGN UNTO ASSIGNEE THAT CERTAIN PORTION OF THE TERMINAL BUILDING DESIGNATED FOR RESTAURANT FACILITIES, DESCRIBED HEREINAFTER, TOGETHER WITH THOSE PRIVILEGES, RIGHTS, USES AND INTERESTS INCIDENT THERETO, AS HEREINAFTER SET OUT; AND WHEREAS, ASSIGNEE DESIRES TO OBTAIN AND AVAIL ITSELF OF SAID AREA, OR PORTION OF SAID TERMINAL BUILDING, AS HEREINAFTER DESCRIBED, AND OF THOSE PRI- VILEGES, RIGHTS, USES AND INTERESTS INCIDENT THERETO, AS HEREINAFTER SET OUT: NOW, THEREFORE, IN CONSIDERATION OF THE PREMISES AND FOR AND IN CONSIDERATION OF THE CHARGES, FEES, RENTALS, COVENANTS AND AGREEMENTS CON- TAINED HEREIN, THE PARTIES HERETO DO HEREBY AGREE AS FOLLOWS: ARTICLE I DESCRIPTION OF ASSIGNED SPACE ASSIGNOR DOES HEREBY ASSIGN UNTO ASSIGNEE, SUBJECT TO ALL OF THE TERMS, CONDITIONS AND COVENANTS OF THIS AGREEMENT, THE AREA WITHIN THE TERMINAL BUILDING AT THE CORPUS CHRISTI INTERNATIONAL AIRPORT DESIGNED FOR AND SET ASIDE FOR RESTAURANT USES, INCLUDING THE KITCHEN, REST ROOMS, STORAGE ROOMS, COFFEE SHOP AND DINING ROOM AREAS, ALL WITHIN THE AREA AS SHOWN ON THE ATTACHED DRAWING MARKED "EXHIBIT A° AND AS OUTLINED THEREIN. SAID "EXHIBIT A" IS ATTACHED HERETO AND MADE A PART HEREOF FOR ALL INTENTS AND PURPOSES AS IF COPIED VERBATIM HEREIN. THERE IS HEREBY ALSO LEASED TO ASSIGNEE ALL OF THE FIXTURES AND EQUIPMENT IN SAID RESTAURANT, A LIST OF WHICH IS ATTACHED HERETO AND MARKED "EXHIBIT Ii". IT IS SPECIFICALLY AGREED THAT IN THE EVENT ANY PIECE OF EQUIPMENT BECOMES UNUSABLE, ASSIGNEE SHALL REPAIR THE SAME AND IN THE EVENT IT IS NOT REPARABLE, IT MAY BE REPLACED BY THE CITY AT THE OPTION OF THE CITY. ARTICLE II PRIVILEGES, RIGHTS, USES AND INTERESTS IN ADDITION TO THE PRIVILEGES, RIGHTS, USES AND INTERESTS ATTACH- ING TO THE ASSIGNED PREMISES BY VIRTUE OF THE ASSIGNMENT, THE FOLLOWING USES, RIGHTS AND INTERESTS ARE HEREBY AGREED UPON BY AND BETWEEN THE PARTIES: A. USE OF ASSIGNED PREMISES. ASSIGNEE SHALL USE THE PREMISES HEREIN ASSIGNED FOR THE OPERATION OF A FIRST -CLASS RESTAURANT AS HEREIN DEFINED. B. DEFINITION. "FIRST CLASS RESTAURANT" SHALL BE DEFINED AND CONSTRUED AS THE NORMAL USAGE OF SAID WORDS IMPLY AND SHALL INCLUDE THE BUSINESS OF PREPARING AND SELLING FOOD, DRINK AND OTHER INCIDENTAL ITEMS AND SERVICES IN CONNECTION THEREWITH TO THE PUBLIC. SAID BUSINESS SHALL BE -2- CONDUCTED WITHIN THE ASSIGNED PREMISES AS SHOWN ON THE AFORESAID 'EXHIBIT A", EXCEPT AS OTHERWISE MENTIONED HEREIN, WITH APPROPRIATE COUNTER OR COFFEE SHOP AND DINING ROOM FACILITIES. C. GENERAL PRIVILEGES, RIGHTS, USES AND INTERESTS. 1. IN ADDITION TO THE ASSIGNED PREMISES, AS DESCRIBED IN THE AFORESAID "EXHIBIT A °, ASSIGNEE SHALL HAVE THE RIGHT OF ACCESS, INGRESS AND EGRESS TO AND FROM SUCH SPACE AND SUCH BUILDING, BY ASSIGNEE AND ASSIGNEE S EMPLOYEES, AGENTS, SERVANTS, SUPPLIERS, SERVICEMEN, BUSINESS VISITORS, LICENSEES, GUESTS, PATRONS AND INVITEES. SUCH ACCESS, INGRESS AND EGRESS SHALL BE IN COMMON WITH OTHERS AND SHALL BE SUBJECT TO THE REASONABLE REGU- LATIONS AND CONTROL FOR SAFETY REASONS BY THE AIRPORT MANAGER. Z. IN ADDITION TO THE ASSIGNED SPACE, AS SHOWN ON THE AFORESAID "EXHIBIT A ", ASSIGNEE SHALL HAVE THE RIGHT TO USE THE TUNNEL WHICH LEADS FROM THE SERVICE COURT TO THE BASEMENT, AND THE RIGHT TO USE THE STAIRWAY FROM THE BASEMENT TO THE ASSIGNED SPACE, BUT IT IS SPECIFICALLY UNDERSTOOD THAT THE RIGHT TO USE THE TUNNEL SHALL BE IN COMMON WITH OTHERS, SO AUTHOR- IZED, AND THE EMPLOYEES OF THE CITY OF CORPUS CHRISTI. 3. ASSIGNEE SHALL HAVE THE RIGHT TO USE THE SERVICE COURT AND THE LOADING AND UNLOADING RAMP IMMEDIATELY ADJACENT TO THE TUNNEL, WHICH USAGE SHALL BE IN COMMON WITH OTHERS. ASSIGNEE MAY FROM TIME TO TIME HAVE THE RIGHT TO USE OTHER PUBLIC AREAS OF THE AIRPORT, PROVIDED THAT ASSIGNEE SHALL SEEK THE PERMISSION OF THE AIRPORT MANAGER AND SHALL ABIDE BY ALL REASONABLE RULES AND REGULATIONS OF THE ASSIGNOR AND THE AIRPORT MANAGER IN CONNECTION WITH THE USE OF SUCH OTHER PUBLIC AREAS ON THE AIRPORT. 4. ASSIGNEE SHALL HAVE THE RIGHT TO USE THE WASTE DISPOSAL BUILDING AND FACILITIES FOR CLEANING GARBAGE CANS AND OTHER GARBAGE HANDLING EQUIPMENT, WHICH BUILDING AND FACILITIES IS LOCATED ON THE NORTHWEST EDGE OF THE MAIN AIRLINE APRON. THE USE OF SUCH BUILDING AND FACILITIES SHALL BE IN COMMON WITH OTHERS. 5. ASSIGNEE SHALL HAVE THE RIGHT TO PLACE AND ERECT SIGNS AND ADVERTISING MATERIAL WITHIN THE ASSIGNED PREMISES AT ASSIGNEES DISCRETION, SO LONG AS SAID SIGNS AND ADVERTISING MATERIALS ARE IN KEEPING WITH THE -3- GENERAL DECOR OF THE TERMINAL BUILDING. PROVIDED, HOWEVER, THAT ALL SIGNS AND ADVERTISING MATERIALS WHICH REQUIRE BOLTING OR FASTENING INTO THE WALLS, CEILING OR STRUCTURAL PART OF THE TERMINAL BUILDING SHALL BE FIRST SUBMITTED TO THE AIRPORT MANAGER FOR APPROVAL PRIOR TO THE INSTALLATION THEREOF. ASSIGNEE SHALL FURTHER BE ENTITLED TO PLACE AND ERECT SIGNS AND ADVERTISING MATERIAL AT OTHER LOCATIONS ON THE AIRPORT TO ADVERTISE ITS RESTAURANT BUSI- NESS AND TO INDICATE THE LOCATION THEREOF, PROVIDED THAT THE SIZE AND SHAPE OF SUCH SIGNS AND ADVERTISING MATERIAL SHALL CONFORM TO THE GENERAL APPEAR- ANCE OF THE AIRPORT AND BUILDINGS THEREON, AND PROVIDED THAT WRITTEN PERMIS- SION IS FIRST OBTAINED FROM THE AIRPORT MANAGER PRIOR TO THE INSTALLATION OF SUCH SIGNS AND MATERIALS. D. PRIVILEGES, RIGHTS, USES AND INTERESTS EXCLUDED. IT IS SPECIFICALLY AGREED AND STIPULATED THAT THE FOLLOWING CON- CESSIONS, PRIVILEGES, RIGHTS AND USES ARE EXCLUDED AND THAT ASSIGNEE SHALL NOT HAVE THE RIGHT TO ENGAGE OR AVAIL ITSELF OF SAID CONCESSIONS, PRIVILEGES, RIGHTS AND USES UNLESS ASSIGNEE SHALL HAPPEN TO ENTER INTO ANOTHER ASSIGN- MENT OR AGREEMENT WITH ASSIGNOR GRANTING ONE OR MORE OF SAID CONCESSIONS. THE EXCLUDED CONCESSIONS, PRIVILEGES, RIGHTS, USES AND INTERESTS ARE AS FOLLOWS, TO -WIT: 1. GROUND TRANSPORTATION FOR HIRE. 2. WESTERN UNION. AUTOMOBILE RENTAL SERVICE. NEWS AND SUNDRY SALES. 5, ADVERTISING CONCESSIONS. G. BARBER, VALET AND PERSONAL SERVICES. 7. SALES OF AVIATION PARTS, PRODUCTS AND SUPPLIES NORMALLY OFFERED FOR SALE BY HANGAR LEASE OPERATORS. 8. THE OPERATION OF FOOD AND/OR DRINK DISPENSING MACHINES AT ANY LOCATION ON THE AIRPORT, OTHER THAN WITHIN THE ASSIGNED SPACE. 9. AIRCRAFT FOOD CATERING, WHICH INCLUDES ALL AIRCRAFT USING THE AIRPORT. ARTICLE III TERM THIS ASSIGNMENT AND AGREEMENT SHALL BE FOR A PERIOD OF FIVE (5) YEARS, SUBJECT TO THE RIGHT OF TERMINATION HEREINAFTER PROVIDED. THE TERM SHALL COMMENCE ON THE 1ST DAY OF AUGUST, 1970, AND SHALL TERMINATE FIVE (5) YEARS FROM SAID DATE UNLESS THE OPTION IS EXERCISED BY THE CITY UPON THE WRIT- TEN REQUEST OF THE ASSIGNEE. OPTION. THE CITY SHALL HAVE THE RIGHT TO EXTEND THE TERM FOR AN ADDITIONAL FIVE (5) YEARS IF A REQUEST IS RECEIVED FROM THE ASSIGNEE, IN WRITING, FOR AN EXTENSION. ARTICLE IV RENTALS ASSIGNEE AGREES TO PAYS AND ASSIGNOR AND/OR THE CITY OF CORPUS CHRISTI AGREES TO ACCEPT, AS RENTAL AND IN CONSIDERATION OF THE PRIVILEGES, RIGHTS, USES AND INTERESTS HEREIN ASSIGNED 8.26% OF THE GROSS INCOME, AS HEREINAFTER DEFINED, FROM THE OPERATION OF ASSIGNEE'S AFORESAID RESTAURANT BUSINESS, OR A MINIMUM GUARANTEED RENTAL OF $500.00 PER MONTH WHICHEVER IS GREATER. ASSIGNEE AGREES TO PAY THE AFORESAID 5.26% OF THE GROSS INCOME OR THE GUARANTEE, ON A MONTHLY BASIS, WITH AN ACCOUNTING TO BE MADE AT THE END OF EACH YEAR. ASSIGNEE'S REPORTS: ASSIGNEE AGREES TO PREPARE A REPORT IN WRITING ON A FORM APPROVED BY THE CITY SHOWING THE GROSS INCOME DURING THE PRECED- ING CALENDAR MONTH, AND ASSIGNEE AGREES TO SUBMIT SAID REPORT TO THE CITY ALONG WITH THE RENTAL TO BE PAID PRIOR TO THE FIFTEENTH (15TH) DAY OF EACH MONTH. ASSIGNEE SHALL SUBMIT A LIKE REPORT AND PAYMENT THEREFOR FOR EACH SUCCEEDING CALENDAR MONTH THEREAFTER. AT THE END OF THE FIRST CALENDAR YEAR AFTER THIS ASSIGNMENT BEGINS, ASSIGNEE AGREES TO PROVIDE A CERTIFIED COPY OF AN AUDIT OF ASSIGNEE'S RESTAURANT BUSINESS AS HEREINAFTER MENTIONED. A. DEFINITION OF GROSS INCOME. IN ORDER TO DETERMINE THE RENTAL AS HEREINABOVE PROVIDED "GROSS INCOME" SHALL BE DEFINED AS THE TOTAL OF ALL INCOME AND PROCEEDS TO ASSIGNEE BY AND THROUGH ASSIGNEE'S RESTAURANT BUSI- NESS, INCLUDING BOTH CASH AND CREDIT TRANSACTIONS, EXCEPT THE AMOUNT OF ANY FEDERAL, STATE OR MUNICIPAL SALES, TOBACCO, OR SIMILAR TAXES COLLECTED FROM CUSTOMERS. -5- • B. RECORDS. IN ORDER TO DETERMINE ASSIGNEE'S GROSS INCOME AND IN ORDER TO PROVIDE THE ABOVE MENTIONED WRITTEN STATEMENTS AND REPORTS, ASSIGNEE AGREES TO KEEP FULL AND ACCURATE RECORDS OF ALL TRANSACTIONS SALES, RECEIPTS AND INCOME, BOTH FROM CASH SALES AND FROM CREDIT SALES IN ANY WAY CONNECTED WITH ASSIGNEE'S RESTAURANT BUSINESS. ASSIGNEE'S BOOKS AND RECORDS COVERING SALES SHALL BE OPEN TO INSPECTION BY THE CITY OF CORPUS CHRISTI AT REASONABLE TIMES. ASSIGNEE AGREES THAT A CERTIFIED COPY OF A YEARLY AUDIT OF ASSIGNEE'S RESTAURANT BUSINESS SHOWING ALL SALES WILL BE PROVIDED TO THE CITY OF CORPUS CHRISTI EACH YEAR DURING THE TERM OF THIS ASSIGNMENT. C. PLACE OF PAYMENT. THE CITY OF CORPUS CHRISTI HEREBY APPOINTS ITS AIRPORT MANAGER AS ITS AGENT TO RECEIVE ALL RENTALS REPORTS AND AUDITS UNDER THIS AGREEMENT, AND ASSIGNEE HEREBY AGREES TO SUBMIT THE AFOREMENTIONED REPORTS, AUDITS AND PAYMENTS TO THE AIRPORT MANAGER. IT IS, HOWEVER, SPECIFICALLY AGREED THAT THE CITY MAY DESIGNATE OTHERS AS AGENTS TO INSPECT AND AUDIT ASSIGNEE'S BOOKS AND RECORDS) AS ABOVE MENTIONED PROVIDED SUCH INSPECTIONS AND AUDITS ARE PERFORMED AT REASONABLE TIMES DURING WORKING HOURS. ARTICLE V UNDERTAKINGS OF THE CITY OF CORPUS CHRISTI THE CITY OF CORPUS CHRISTI COVENANTS AND AGREES AS FOLLOWS, TO -WIT: A. TO OPERATE THE CORPUS CHRISTI INTERNATIONAL AIRPORT AS A PUBLIC AIRPORT DURING THE TERMS OF THIS ASSIGNMENT, SUBJECT TO ITS AGREE- MENT WITH THE UNITED STATES GOVERNMENT AND THE FEDERAL AVIATION AGENCY AND SUBJECT TO THE CONDITIONS AND HAPPENINGS CONTAINED IN ARTICLE VIII OF THIS AGREEMENT. B. TO REPAIR AND MAINTAIN IN GOOD CONDITION THE BASIC TERMINAL BUILDING STRUCTURE AND TO MAINTAIN THE GROUNDS AND THE TERMINAL BUILDING AND THE PUBLIC PORTIONS OF THE AIRPORT IN A NEAT AND ORDERLY MANNER. -6- ARTICLE VI UNDERTAKINGS OF ASSIGNEE ASSIGNEE DOES HEREBY, AS ADDITIONAL CONSIDERATION, AGREE AS FOLLOWS, TO -WIT: A. TO PROVIDE AT ASSIGNEES EXPENSE ALL MANAGERS, COOKS, KITCHEN HELPS WAITERS, WAITRESSES AND OTHER FOOD DISPENSERS, AND ALL EMPLOYEES AND SERVANTS NECESSARY FOR THE EFFICIENT AND SATISFACTORY OPERATION OF THE REATAURANT BUSINESS, AND TO RENDER PROMPT AND COURTEOUS SERVICE TO THE PUBLIC AND THE USERS OF SAID SERVICES. B. TO KEEP IN STOCK AND HAVE READY FOR SALE AT ALL TIMES A REASONABLE SUPPLY OF ALL FOOD AND DRINK NORMALLY AND REASONABLY PROVIDED AND FURNISHED BY A RESTAURANT, AND TO CHARGE REASONABLE PRICES THEREFOR. ASSIGNEE SPECIFICALLY AGREES THAT THE MANAGER OF THE NEW CORPUS CHRISTI INTERNATIONAL AIRPORT OR A DULY AUTHORIZED REPRESENTATIVE OF THE CITY OF CORPUS CHRISTI MAY AT REASONABLE TIMES BE ENTITLED TO INSPECT ASSIGNEE S SUPPLY OF COMMODITIES OFFERED FOR SALE, THE PREPARED FOOD AND THE MANNER IN WHICH IT IS BEING DISPENSED, AND THE PRICES CHARGED. C. ASSIGNEE SHALL DRESS ITS SERVANTS AND EMPLOYEES IN UNIFORMS OR IN SUCH OTHER MANNER AS TO MAKE A NEAT AND ORDERLY APPEARANCE. ASSIGNEE FURTHER AGREES THAT IT SHALL PROHIBIT AND RESTRAIN ITS AGENTS, SERVANTS AND EMPLOYEES FROM LOUD AND PERSISTENT ANNOUNCEMENTS OF ITS WARES ON OR ABOUT THE ASSIGNED PREMISES. D. ASSIGNEE SHALL DISPLAY ONLY SUCH SIGNS OR ADVERTISING MATERIALS AS WILL BE IN KEEPING WITH THE GENERAL APPEARANCE OF THE AIRPORT AND ASSIGNEE AGREES THAT BEFORE PLACING ANY SIGNS OR ADVERTISING MATERIAL ON AIRPORT PRO- PERTY THAT APPROVAL SHALL BE OBTAINED FROM THE AIRPORT MANAGER AS TO THE SIZE, PLACE, LOOKS, MANNER OF DISPLAY AND SUBJECT MATTER. E. ASSIGNEE SHALL AT ALL TIMES AND AT ITS OWN COST AND EXPENSE TAKE GOOD CARE OF THE ASSIGNED PREMISES AND ALL THE EQUIPMENT INSTALLED BY ASSIGNEE. ASSIGNEE SHALL BE RESPONSIBLE FOR ALL REPAIRS, MAINTENANCE AND IMPROVEMENTS TO ALL OF THE EQUIPMENT INSTALLED AND OWNED BY ASSIGNEE. -7- DURING THE TERMS OF THIS AGREEMENT ASSIGNEE SHALL AT ITS OWN COST AND EXPENSE KEEP THE INSIDE OF THE ASSIGNED SPACE INCLUDING THE WALLS, PAINTED. PROVIDED, HOWEVER, THAT THE COST OF THE PAINTING OF OVERHEAD, AIR CONDITIONING AND PLUMBING SHALL BE BORNE AND PERFORMED BY THE CITY OF CORPUS CHRISTI AND THAT THE PERMISSION OF THE AIRPORT MANAGER WILL BE OBTAINED PRIOR TO ANY SUCH PAINTING BY ASSIGNEE WITH RESPECT TO COLOR, TYPE OF PAINT AND MANNER IN WHICH THE PAINTING IS TO BE PERFORMED. F. ASSIGNEE SHALL KEEP THE ASSIGNED PREMISES CLEAN, NEAT AND ORDERLY AT ALL TIMES, AND SHALL PROVIDE A COMPLETE AND PROPER ARRANGEMENT FOR THE SANITARY HANDLING AND DISPOSAL OF ALL TRASH, GARBAGE AND OTHER REFUSE CAUSED AS A RESULT OF THE OPERATION OF THE RESTAURANT. G. ASSIGNEE AGREES THAT IT WILL MAKE NO STRUCTURAL CHANGES IN THE ASSIGNED PREMISES WITHOUT THE PRIOR WRITTEN CONSENT OF THE AIRPORT MANAGER. H. ASSIGNEE SHALL COMPLY, AT ITS OWN COST AND EXPENSE, WITH ALL FEDERAL, STATE OR LOCAL LAWS] ORDINANCES, RULES OR REGULATIONS, NOW OR HEREAFTER IN FORCES WHICH MAY BE APPLICABLE TO ASSIGNEES BUSINESS; AND SHALL OBTAIN AND PAY FOR ALL FEES AND CHARGES ASSESSED UNDER FEDERAL, STATE OR LOCAL LAWS, ORDINANCES AND RULES OR REGULATIONS. ASSIGNEE SHALL PAY ALL TAXES LEVIED AGAINST PROPERTY OWNED BY ASSIGNEE, TOGETHER WITH ALL TAXES THAT MAY BE LEVIED BY ANY GOVERNMENTAL AUTHORITY AGAINST ASSIGNEE'S BUSINESS. 1. ASSIGNEE SHALL NOT USE, SUFFER OR PERMIT ANY PERSON TO USE THE PREMISES COVERED BY THIS AGREEMENT FOR ANY ILLEGALS IMMORAL OR BAWDY PURPOSES, AND ASSIGNEE SHALL PROTECT, INDEMNIFY AND SAVE HARMLESS ASSIGNOR AND THE CITY OF CORPUS CHRISTI FROM AND AGAINST ANY DAMAGES PENALTY FINE, JUDGMENT, EXPENSE OR CHARGE WHICH MAY BE SUFFERED, IMPOSED, ASSESSED OR INCURRED BY REASON OF THE VIOLATION, DISREGARD OR BREACH OF ANY LAWS ORDI- NANCE RULE OR REGULATION OR BY REASON OF ANY ACTS NEGLECT OR OMISSION ON THE PART OF ASSIGNEE OR ANY OF ASSIGNEE'S AGENTS SERVANTS ANDAR EMPLOYEES, AND ASSIGNEE SPECIFICALLY AGREES TO SAVE AND HOLD ASSIGNOR AND THE CITY OF CORPUS CHRISTI HARMLESS AND TO INDEMNIFY ASSIGNOR AND THE CITY OF CORPUS CHRISTI FROM ANY CLAIM, JUDGMENT OR EXPENSE ASSERTED BY ANY VISITOR, PATRON, AGENT, SERVANT OR EMPLOYEE OF ASSIGNEE FOR PERSONAL INJURY AND/OR PROPERTY DAMAGE. IM J. ASSIGNEE SHALL PAY FOR ALL ELECTRIC POWER, GAS AND OTHER UTILITIES EXCEPT WATER USED BY ASSIGNEE. THE CITY OF CORPUS CHRISTI AND /OR THE OTHER PUBLIC UTILITY SUPPLIERS SHALL PROVIDE METERS FOR THE AFORESAID UTILITIES AND ASSIGNEE AGREES TO PAY FOR SUCH UTILITIES ON A MONTHLY BASIS ACCORDING TO THE AMOUNT OF ENERGY OR GAS OR OTHER UTILITY CONSUMED1 EXCEPT WATER. THE ELECTRICAL ENERGY SHALL BE PAID FOR AT THE SAME RATE THAT THE CITY PAYS TO THE CENTRAL POWER AND LIGHT COMPANY FOR ELECTRICAL ENERGY PROVIDED ON THE AIRPORT. K. ASSIGNEE AGREES THAT IT WILL AT THE END OF THE TERM OF THIS AGREEMENT REMOVE ALL OF ITS EQUIPMENT INSTALLED AND /OR LOCATED ON THE ASSIGNED SPACE AND TO DELIVER UP THE PREMISES IN THE SAME CONDITION AS AT THE BEGINNING OF THE AGREEMENT, REASONABLE DEPRECIATION AND WEAR EXCEPTED. L. ASSIGNEE SPECIFICALLY AGREES' IN ADDITION TO THE AGREEMENTS CONTAINED HEREINBEFORE, THAT ASSIGNEE WILL COMPLY WITH ALL OF THE RULES, REGULATIONS AND /OR ORDERS OF THE CITY AND /OR COUNTY HEALTH DEPARTMENT, AND SHALL KEEP EXHIBITED AT ALL TIMES ALL APPLICABLE HEALTH PERMITS. ASSIGNEE FURTHER AGREES THAT ALL OF ASSIGNEE'S AGENTS, SERVANTS AND EMPLOYEES SHALL ABIDE BY THE RULES AND REGULATIONS IMPOSED BY THE CITY AND AIRPORT MANAGER WITH RESPECT TO THE OPERATION OF THE AIRPORT, THE RAMPS AND APRONS AND THE USE THEREOF BY AIRCRAFT PERSONS AND EQUIPMENT. M. ASSIGNEE AGREES TO FURNISH GOOD, PROMPT AND EFFICIENT SERVICE ADEQUATE TO MEET THE DEMANDS FOR RESTAURANT SERVICE AT THE AIRPORT; TO FUR- NISH SAID SERVICE ON A FAIR, EQUAL, AND NONDISCRIMINATORY BASIS TO ALL USERS OF THE AIRPORT, AND TO CHARGE FAIR, REASONABLE, AND NONDISCRIMINATORY PRICES FOR EACH SALE OR SERVICE. PROVIDED, HOWEVER, THAT ASSIGNEE MAY BE ALLOWED TO MAKE REASONABLE AND NONDISCRIMINATORY DISCOUNTS, REBATES, OR OTHER TYPES OF PRICE REDUCTIONS TO VOLUME PURCHASERS. N. ASSIGNEE AGREES TO OPERATE THE RESTAURANT A MINIMUM OF SIXTEEN (16) HOURS DAILY AND TO OPEN THE RESTAURANT FOR BUSINESS AT LEAST ONE -HALF HOUR BEFORE THE EARLIEST MORNING DEPARTURE. ARTICLE VII ,GENERAL PROVISIONS 1. NOTICES. ALL NOTICES TO ASSIGNOR AND THE CITY OF CORPUS CHRISTI SHALL BE DEEMED SUFFICIENT IF IN WRITING AND MAILED POSTAGE PREPAID, ADDRESSED TO THE FOLLOWINGS CITY MANAGERS CITY OF CORPUS CHRISTI, P. O. Box 9277, CORPUS CHRISTI, TEXAS. -9- NOTICES TO ASSIGNEE SHALL BE DEEMED SUFFICIENT IF IN WRITING AND MAILED, POSTAGE PREPAID, ADDRESSED TO ASSIGNEE AT: DYNETERI A, INC. P. 0. BOX 1008 DUNNP N. C. 28334 2. IT 15 EXPRESSLY UNDERSTOOD AND AGREED BY AND BETWEEN ALL OF THE PARTIES HERETO THAT ASSIGNEE IS AND SHALL BE DEEMED TO BE AN INDEPENDENT CONTRACTOR AND OPERATOR RESPONSIBLE TO ALL PARTIES FOR ITS ACTS OR OMIS- SIONS, AND THE ASSIGNOR AND THE CITY OF CORPUS CHRISTI SHALL IN NO WISE BE RESPONSIBLE THEREFOR. ASSIGNEE FURTHER STATES THAT ASSIGNEE HAS, ON THE DATE OF THE BEGINNING OF THIS AGREEMENT, INSPECTED THE PREMISES AND IS FAMILIAR WITH THE CONDITION OF SAME. ASSIGNEE AGREES TO INDEMNIFY AND SAVE AND HOLD HARMLESS ASSIGNOR AND THE CITY OF CORPUS CHRISTI FROM ANY AND ALL LOSSES THAT MAY PROXIMATELY RESULT TO ASSIGNOR AND/OR THE CITY OF CORPUS CHRISTI FROM ANY NEGLIGENCE ON THE PART OF ASSIGNEE. ASSIGNEE FURTHER AGREES TO CARRY PUBLIC LIABILITY INSURANCE IN A MINIMUM SUM OF TWO HUNDRED THOUSAND DOLLARS ($200,000.00) FOR ONE PERSON AND FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) FOR TWO OR MORE PERSONS, AND IN ADDITION THERETO, CARRY A MINIMUM OF FIFTY THOUSAND DOLLARS ($50,000.00) INSURANCE FOR PROPERTY DAMAGE LIABILITY. ALL INSURANCE SHALL BE CARRIED IN A RESPON- SIBLE AND REPUTABLE COMPANY. ALL POLICIES SHALL CONTAIN THE FOLLOWING CLAUSE: "IT IS UNDERSTOOD AND AGREED THAT THE AIRPORT MANAGER OF THE CITY OF CORPUS CHRISTI, TEXAS WILL BE NOTIFIED IN THE EVENT OF ANY RENEWAL OR CANCELLATION OF THIS POLICY AND THAT THIS POLICY WILL REMAIN IN FULL FORCE AND EFFECT UNTIL THIRTY (30) DAYS AFTER SUCH NOTICE IS GIVEN." 3. TAXES. ASSIGNEE AGREES TO PAY ANY AND ALL TAXES OR ASSESS- MENTS WHICH MAY BE LEVIED AGAINST ASSIGNEES PERSONAL PROPERTY, OCCUPANCY, OR USE OF THE ASSIGNED PREMISES OR ANY IMPROVEMENTS PLACED THEREON BY ASSIGNEE. 4. IN ANY ACTION BROUGHT BY ASSIGNOR AND/OR THE CITY OF CORPUS CHRISTI FOR THE ENFORCEMENT OF THE OBLIGATIONS OF THIS ASSIGNMENT AND AGREEMENT*, ASSIGNOR AND/OR THE CITY OF CORPUS CHRISTI SHALL BE ENTITLED TO RECOVER INTEREST AND REASONABLE ATTORNEY'S FEES. 1510 5. IT IS EXPRESSLY AGREED THAT NO CONTRACT, ASSIGNMENT, LEASE, OR AGREEMENT SHALL BE ENTERED INTO BY ASSIGNOR OR THE CITY OF CORPUS CHRISTI WITH ANY OTHER PERSON, COMPANYj FIRM, CORPORATION OR PARTNERSHIP FOR SPACE IN THE AIRPORT FOR A RESTAURANT DURING THE TERM OF THIS AGREEMENT, EXCEPT THAT IN THE EVENT THE MOTEL IS CONSTRUCTED ALONG HIGHWAY 44 ON AIRPORT LANDS, SAID MOTEL MAY BE ALLOWED TO INSTALL AND OPERATE A COFFEE SHOP AND/OR RESTAURANT. 6. ALL OF THE PARAGRAPH HEADINGS CONTAINED HEREIN ARE FOR CON- VENIENCE AND REFERENCE AND ARE NOT INTENDED TO DEFINE OR LIMIT THE SCOPE OF ANY PROVISION OF THIS AGREEMENT. ARTICLE VIII DESTRUCTION SUBORDINATION, TERMINATION, CANCELLATION ASSIGNMENT, TRANSFER AND SUB -LEASE 1. DESTRUCTION. IN THE EVENT THAT THE TERMINAL BUILDING OR AIRPORT IS DAMAGED OA DESTROYED BY ACTS OF GOD OR THROUGH ENEMY ATTACK OR FOR ANY OTHER REASON OUTSIDE THE CONTROL OF ASSIGNOR AND/OR THE CITY OF CORPUS CHRISTI TO SUCH AN EXTENT THAT THE AIRPORT CANNOT BE OPERATED AS AN AIRPORT, THEN THIS AGREEMENT SHALL TERMINATE AND SHALL NO LONGER BE BINDING ON ANY PARTY HERETO. IN THE EVENT THE ASSIGNED PREMISES OR THE TERMINAL BUILDING OR THE OTHER AIRPORT FACILITIES REASONABLE AND NECESSARY FOR ASSIGNEE TO CONDUCT ASSIGNEES RESTAURANT ARE PARTIALLY DESTROYED OR DAMAGED DUE TO ACTS OF GOD OR OTHER ACTS OUTSIDE THE CONTROL OF THE ASSIGNOR OR THE CITY OF CORPUS CHRISTI TO SUCH AN EXTENT THAT THE ASSIGNED PREMISES MAY NOT ECONOMICALLY BE USED FOR THE USES AND PURPOSES FOR WHICH ASSIGNED, THEN THIS AGREEMENT AND ASSIGNMENT SHALL BE SUSPENDED DURING THE PERIOD OF SUCH PARTIAL DAMAGE OR DESTRUCTION AND SHALL NOT BEGIN OR RESUME UNTIL THE CITY OF CORPUS CHRISTI HAS REPAIRED SUCH DAMAGE. IT IS EXPRESSLY UNDERSTOOD, HOWEVER, THAT THE CITY OF CORPUS CHRISTI SHALL DETERMINE AND SHALL BE THE SOLE JUDGE OF THE EXTENT OF THE DAMAGE OR DESTRUCTION AND SHALL HAVE AN OPTION TO EITHER DECLARE THIS LEASE TERMINATED OR SUSPENDED OR TO REPAIR THE PREMISES. 2. SUBORDINATION. THIS ASSIGNMENT AND AGREEMENT SHALL BE SUB- ORDINATE TO THE PROVISIONS OF ANY EXISTING OR FUTURE AGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI AND THE UNITED STATES RELATIVE TO THE OPERATION OR MAINTENANCE OF THE AIRPORT, THE EXECUTION OF WHICH HAS BEEN OR MAY BE REQUIRED AS A CONDITION TO THE EXPENDITURE OF FEDERAL FUNDS FOR THE DEVELOPMENT OF THE AIRPORT. SHOULD THE EFFECT OF SUCH AGREEMENT WITH THE UNITED STATES BE TO TAKE ANY OF THE PREMISES UNDER THIS ASSIGNMENT OUT FROM UNDER THE CONTROL OF THE CITY OF CORPUS CHRISTI OR TO SUBSTANTIALLY DESTROY THE COMMERCIAL VALUE OF THE ASSIGNED PREMISES, THEN CITY MUST PROVIDE ADEQUATE PREMISES TO ASSIGNEE OR THIS AGREEMENT SHALL TERMINATE AND BE NO LONGER IN FORCE. 3. TERMINATION. THIS LEASE SHALL TERMINATE AT THE END OF THE RESPECTIVE PERIOD SET FORTH IN ARTICLE III HEREINABOVE AND ASSIGNEE SHALL HAVE NO FURTHER RIGHT OR INTEREST IN ANY OF THE ASSIGNED PREMISES OR IN ANY OF THE PRIVILEGES, RIGHTS, USES OR INTERESTS CONTAINED IN THIS AGREE- MENT, AND ASSIGNEE AGREES TO VACATE AND REMOVE ALL EQUIPMENT, STOVES DISHES, ARTICLES NORMALLY USED IN RESTAURANT OPERATION, AND OTHER PERSONAL PROPERTY BELONGING TO ASSIGNEE AND TO DELIVER UP THE PREMISES IN THE CON- DITION THAT THEY WERE IN AT THE BEGINNING OF THIS AGREEMENT, NORMAL AGE, WEAR AND TEAR EXCEPTED. 4. CANCELLATION. DEFAULT OF PAYMENT OF ANY OF THE RENTALS PRO- VIDED FOR HEREINABOVE SHALL GIVE ASSIGNOR AND/OR THE CITY OF CORPUS CHRISTI THE RIGHT TO TERMINATE THIS AGREEMENT AT ANY TIME AFTER THIRTY (30) DAYS NOTICE IN WRITING HAS BEEN GIVEN TO ASSIGNEES UNLESS WITHIN SAID TIME ASSIGNEE HAS FULLY COMPLIED WITH THE RENTAL PROVISIONS. DEFAULT OF ANY OF THE OTHER AGREEMENTS ON THE PART OF ASSIGNEE SHALL LIKEWISE GIVE ASSIGNOR AND/OR THE CITY OF CORPUS CHRISTI THE RIGHT TO TERMINATE THIS AGREEMENT AT ANY TIME AFTER THIRTY (30) DAYS NOTICE IN WRITING HAS BEEN GIVEN TO ASSIGNEES UNLESS WITHIN SAID TIME ASSIGNEE HAS FULLY COMPLIED WITH OR CORRECTED THE CONDITION, PROVIDED, HOWEVER, THAT ASSIGNOR AND/OR THE CITY OF CORPUS CHRISTI AGREE TO INCLUDE IN THIS NOTICE A STATEMENT WITH RESPECT TO THE ARTICLE, AGREEMENT OR CONDITION WHICH ASSIGNOR AND/OR THE CITY OF CORPUS CHRISTI CLAIMS THAT ASSIGNEE IS IN DEFAULT OF. 5. THE WRITTEN AUTHORITY OF THE CITY OF CORPUS CHRISTI SHALL BE OBTAINED BY ASSIGNEE PRIOR TO ANY SALE, ASSIGNMENT, TRANSFER OR SUBASSIGN- MENT OF THIS ASSIGNMENT AND AGREEMENT. -12- i ARTICLE IX PARTIES TO ASSIGNMENT AGREEMENT THE ASSIGNOR HEREIN, THE CORPUS CHRISTI BANK & TRUST COMPANY, TRUSTEE, IS THE LESSEE OF THE PREMISES HEREIN ASSIGNED. THE CITY OF CORPUS CHRISTI LEGALLY LEASED SAID PREMISES TO THE ASSIGNOR HEREIN AFTER SECURING THE APPROVAL OF THE QUALIFIED VOTERS OF THE CITY OF CORPUS CHRISTI AT AN ELECTION HELD ON AUGUST 29, 1959• UNDER THE LEASE BETWEEN THE CITY AND THE ASSIGNOR HEREIN, THE CITY RETAINED THE RIGHT TO APPROVE OF ALL ASSIGN- MENTS AND TO APPROVE OF THE TERMS AND CONDITIONS CONTAINED IN SAID ASSIGN- MENTS. THIS AGREEMENT IS THEREFORE AN ASSIGNMENT OF THE ABOVE DESCRIBED PREMISES FROM THE CORPUS CHRISTI BANK & TRUST COMPANY, TRUSTEE, TO THE ASSIGNEE HEREIN AND THE CITY OF CORPUS CHRISTI AGREES THAT IN THE EVENT OF A JUDICIAL DETERMINATION THAT THIS ASSIGNMENT AGREEMENT WAS ENTERED INTO CONTRARY TO LAW, OR THAT THE LEASE FROM THE CITY TO THE ASSIGNOR HEREIN WAS ENTERED INTO CONTRARY TO LAW, THEN THE CITY AGREES TO TAKE WHATEVER REASONABLY NECESSARY STEPS MAY BE REQUIRED TO PROVIDE THE ASSIGNEE HEREIN WITH A GOOD AND VALID LEASE OR ASSIGNMENT OF THE SPACE HEREINABOVE DESCRIBED. IT IS UNDERSTOOD, HOWEVER, THAT THIS ASSIGNMENT AND AGREEMENT MUST BE ACCEPTED BY THE CITY, IN WRITING NOTED HEREIN, BEFORE THE CITY IS BOUND BY ANY OF THE TERMS OR CONDITIONS SET FORTH HEREIN. EXECUTED IN TRIPLICATE ON THIS THE DAY OF , 1970. ASSIGNEE: ATTEST: DYNETERIA, INC. BY SECRETARY RESIDENT ATTEST: CORPUS CHRISTI BANK AND TRUST COMPANY, TRUSTEE BY CASHIER ASSIGNOR ATTEST: ACCEPTED AND APPROVED: CITY OF CORPUS CHRISTI BY CITY SECRETARY R. MARVIN TOWNSEND, CITY MANAGER APPROVED AS TO LEGAL FORM THIS DAY OF JUNE, 1970: ACTING CITY ATTORNEY Corpus Christi, Texas .,& day o£ tee/ lg 70 TO THE JJCrJBERS OF Tip; CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, a public emergency and imperative necessity exist for the suspen- sion of the Charter rule or requirement that no ordinance or resolution shall be passed finally on the date it is introduced, and that such ordinance or resolution shall be read at three meetings of the City Council; 1, therefore, request that you suspend said Charter rule or requirement and pass this ordi- nance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, MAYOR THE CITY OF CORPUS CHRISTI, TEXAS The Charter rule was suspended by the following vote: Jack R. Blackmon Gabe Lozano, Sr. V. A. "Dick"Bradlev, Jr. Eduardo E. de Ases Ken McDaniel W. J. "wrangler" Roberts Ronnie Sizemore The above ordinance was passed by the fol owing vote: Jack R. Blackmon Gabe Lozano, Sr. V. A, "Dick" Bradley, Jr. -it ;e� Eduardo E. de Ases Ken McDaniel ht. J. 'Nrangler" Roberts I / Ronnie Sizemore •:i Y: