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HomeMy WebLinkAbout17635 ORD - 06/08/1983AN ORDINANCE AUTHORIZING AN AGREEMENT WITH EMERALD AIR FOR THE LEASE OF SPACE AT THE CORPUS CHRISTI INTERNATIONAL AIRPORT EFFECTIVE JUNE 10, M; 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 to execute a lease agreement with Emerald Air for the lease of space at the Corpus Christi International Airport to provide flight service effective June 10, 1983, all as more fully described in the agreement, a substantial copy of which is attached hereto and made a part hereof, marked Exhibit "A". SECTION 2. That upon written request of the Mayor or five Council members, copy attached, to find and declare an emergency due to the immediate need for efficient and effective administration of City affairs by authorizing the aforementioned lease, such finding of an emergency is made and declared requiring suspension of the Charter rule as to consideration and voting upon ordinances or resolutions at three regular meetings so that this ordinance is passed a d shall take effect upon first reading as an emergency measure this the day of June, 1983. ATTEST: 1 Secretary "' MAYOR THE TY OF CORPUS CHRISTI, TEXAS APPROVED./,`fr DAY OF JUNE, 1983 J. BRUCE AYCOCK, CITY ATTORNEY By ss ttorney 17635 ,Sgp 28 1984 Ala/FAMED N THE STATE OF TEXAS COUNTY OF NUECES This Lease Agreement, made and entered into this the day of , 1983, by and between the City of Corpus Christi, acting herein by and through its City Manager, with authority duly conferred by the City Council, a municipal corporation, organized and existing under the laws of the State of Texas, situated in Nueces County, Texas, hereinafter referred to as LESSOR, and EMERALD AIR, INC. hereinafter referred to as LESSEE, 11 ITNESSETH ARTICLE I PREMISES Lessor, as sponsor and owner of the Corpus Christi International Airport located in Nueces County, Texas, does hereby, for the uses and purposes and for the consideration as hereinafter stated, demise and let unto Lessee, and Lessee does hereby hire and take from Lessor, the following premises and, without limiting the generality hereof, the following facilities, rights, licenses and privileges on and in connection with the Airport, as more particularly hereinafter set forth: A. Use of Airport. The use by Lessee, its employees, passengers, guests, patrons and invitees, in common with other duly authorized users of the public portions of said Airport and appurtenances, the same being more particularly described in diagram marked "Exhibit A", attached hereto and made a part hereof for more particular reference, together with all facilities, .improvements, equipment and services which have been or may be hereafter provided for common use at or in connection with said Airport. B. Specific Rights at Airport. In addition to all rights elsewhere granted in this agreement, the Lessee shall have the right to use the Airport for the following specific purposes: 1. The operation of a transportation system by aircraft for the carriage of property, including all activities reasonably necessary to such operation, hereinafter referred to as "air transportation"; 2. The landing, take off, loading, unloading, repairing, maintaining, conditioning, servicing, parking, storing and testing of aircraft or other equipment including the use of a reasonable amount of conveniently located ramp area which Lessor will keep in good repair, and locations to be mutually agreed upon, adequate storage facilities for gasoline, oil, greases and other fuel or supplies, at convenient locations, in accordance with insurance underwriters' standards, together with the necessary pipes, pumps, motors, filters and other appurtenances incidental to the use thereof; such structures and appurtenances- to be - and remain the severable property of Lessee; 3. The documentation of shipments and the loading and unloading of cargo and property at said Airport by such motor vehicles or other means of conveyance as Lessee may desire or require in the operation of its air transportation system, with the right to designate the particular carrier or carriers who shall or may regularly transport Lessee's property and cargo to and from the Airport, provided, however, that nothing contained herein shall prevent the City from granting the franchise or franchises for limousine service; 4. The purchase at said Airport of Lessee's requirements of gasoline, fuel, lubricating oil, grease, food and other supplies, and any other materials and supplies from any person or company of Lessee's choice, and the making of agreements with any person or company of Lessee's choice for work to be done for Lessee; 5. The installation and operation of identifying signs on the leased premises, the general type and design of such signs to be subject to the approval of the Director of Aviation, such approval not to be arbitrarily withheld; 6. The installation, maintenance and operation of such radio, communication, meteorological and aerial navigation equipment and facilities in, on and about the premises herein leased and said Airport as may be necessary or convenient in the opinion of the Lessee for its operations; provided that the location of such equipment and facilities as might interfere with full and proper use of the Airport shall be subject to the approval of the Airport Director, such approval not to be arbitrarily withheld; The right, licenses and privileges granted the Lessee under this Article I with respect to the performance of ground services and activities in connection with its air transportation operations at the Airport may be exercised by the Lessee for and on behalf of the Lessee by any company or person designated by Lessee. C. Space in Terminal Complex. The exclusive use of a total of 646 square feet of space, which includes 299 square feet of counter space and 347 square feet of air conditioned office space, as same is more particularly set forth on exhibit "B", attached hereto and made a part hereof. This space is accepted on an "as is" basis and all improvement costs are to be borne by Lessee. Non-exclusive use of 1392 square feet of space in the International Building known as Gate No. 6 as shwon on Exhibit "8-1" attached and made a part hereof, to be used by Lessee for the accommodation and processing of passengers. Lessee will have first right of use of said space but will permit' others to use space on an as needed basis when there are no conflicts in flight arrivals or departures. D. Parking Space. The use by Lessee and its employees, in common only with the other air transport operators who may be lessees of space at the Airport and their employees, of adequate vehicular parking space located as near as possible to said Terminal Building. A charge per month per employee may be made for the use of this space. The charge will be levied only in the event that additional parking space must be built to accommodate employees' vehicles. -2- E. Right of Access, Ingress and Egress. The full and unrestricted rights of access, ingress and egress with respect to the premises outlined in paragraph A to D above, for Lessee, its employees, passengers, guests, patrons, invitees, suppliers of materials and furnishers of service, its or their aircraft, equipment, vehicles, machinery and other property, subject to Airport security regulations, without charge to Lessee, or to said persons or property. ARTICLE II Lessee shall have and hold said premises, facilities, rights, licenses and privileges set forth in paragraphs A to E inclusive, of Article I, for a term commencing on the /01A -day of , 19 83, on a month-to-month basis, and continuing until such term or agreements are reached with all contract carriers setting forth fees and terms, unless sooner terminated as hereinafter provided. ARTICLE III QUIET ENJOYMENT Lessor represents that it has the right to lease said property and appurtenances together with all the facilities. rights, licenses and p•ivileges herein granted, and has fell power and auLhoriLy to enter into this lease in respect thereof; and covenants that upon performance of the Agreements on the part of Lessee to be performed hereunder, Lessee shall peaceably have and enjoy said premises, appurtenances, facilites, rights, licenses and privileges. ARTICLE IV DEVELOPMENT, MAINTENANCE AND OPERATION OF AIRPORT Lessor agrees that it will develop and improve, and at all times maintain and operate with adequate and efficient personnel and keep in good repair said Airport and Terminal Building, and the appurtenances, facilities and services now or hereafter connected therewith, and keep said Airport and its approaches free from obstruction, congestion and interference for the safe, convenient and proper use thereof by Lessee, and will maintain and operate said Airport so as to entitle it to the approved rating by the Federal Aviation Agency and all other appropriate regulatory authorities in respect to all present and future operations of Lessee. Lessor shall provide adequate illumination for the loading ramp area adjacent to the Terminal Building with a minimum of three foot candles at a distance of 75 feet from the ramp fence line. It is expressly understood that the Lessor will keep the public space in the Terminal Building attractively furnished, and will provide and supply adequate light, electricity and water for the public space; heat during cold weather and air conditioning during warm weather sufficient to keep the building at a reasonable temperature; janitors and other cleaners necessary to keep the Airport and all spaces in the Terminal Building at all times clean, neat, orderly, sanitary and presentable; such personnel as may be necessary to facilitate the use of the Airport and Terminal Building and the appurtenances, facilities and services as aforesaid by any one hereunder entitled to use the same. Lessor agrees that it will provide domestic water, mechanical equipment and piping necessary for cooling and heating Terminal Building space together with the necessary hot and cold water to air condition and heat said space. -3- ARTICLE V RULES AND REGULATIONS Lessee covenants and agrees to observe and obey all reasonable and lawful rules and regulations, not in conflict with the provisions hereof, which may from time to time during the term hereof be promulgated and enforced by Lessor for operation at said Airport. ARTICLE VI RENTALS AND FEES - Lessee agrees to pay Lessor for the use of all the premises, facilities, rights, licenses and privileges granted hereunder, the following rentals, fees and charges: Space Rentals: a. Ticket Counter area - $10.04 per square foot per annum. b. Air conditioned office space - $9.36 per square foot per annum. c. Gate 6 - $7.83 per square foot per annum. 2. $4.50 per month for each exclusive public address microphone. located in Lessee's exclusive space. 3. Baggage claim - The fee for the baggage claim area containing 3750 square feet shall be at a rate of $2.48 per square foot per annum for a total yearly rental of $9,765 to be paid jointly by the Lessee and certificated carriers holding valid leases with the City in accordance with the following formula: Twenty percent (20%) of the rent in the amount of $2,325 will be shared) equally ($2,325 divided by the number of airline lessees). The remaining eighty percent (80%) or $7,440 will be according to the following: Lessee's enplaning passengers divided by the total passengers enplaned by all air carrier lessees, and then multiplied by $7,440. The baggage claim area rent will be calculated monthly and paid in the same manner as other rents. 4. Landing fees paid by Lessee will be 661/2cents per 1,000 pounds certified gross landing weight. 5. Lessee agrees to pay for electrical energy consumed by Lessee in Lessee's exclusive space on a metered basis at City's cost. The above listed rentals and fees shall become dun and payable on a monthly basis. Payments shall be made to the Airport Director or to such other agency of the City as may be specifically designated in writing by the Lessor. The foregoing payments shall be made on or before the 15th day of the calendar month next succeeding that for which payment is being made; provided that in no case will said amount be payable until ten (10) days after receipt by the Lessee of a written bill therefor from Lessor; and provided that Lessee shall not be required to pay in respect to any' time or _ times during which the facilities and privileges of said Airport and premises do not measure up or conform to the standard set in this agreement, or are -4- • N not for other reasons usable by the Lessee in all its said operations and business. Payments shall be prorated for any portion of a calendar month at the commencement and termination of this agreement. ARTICLE VII NO FURTHER CHARGES, FEES OR TAXES No rentals, fees, license, excise or operating taxes, tolls or other charges, except those herein expressly provided, shall be charged against or collected from, directly or indirectly, the_Lessee or any other person engaged in supplying Lessee, for the privileges of buying, selling, using, storing, withdrawing, handling, consuming or transporting materials or other supplies, to from or on the Airport; of making or performing agreements for work, materials, or services at the Airport; of transporting, loading, unloading or handling cargo or property to, from or on said Airport; or for any other of the premises, facilities, rights, licenses, and privileges in this lease. Nothing contained herein, however, shall prohibit the Lessor from renting space for or charging a reasonable fee to a catering service providing food prepared on the Airport, or from granting franchises for the operation of limousine and taxicab and rent -a -car services or from charging a flowage fee to operators vending fuels and lubricants on the Airport, provided that no such flowage fee will be charged for fuels and lubricants delivered into Lessee's aircraft at the Airport. This provision is not to limit the right of Lessor to license or tax in a general or nondiscriminatory way any office or business operation located or conducted outside the boundaries of the Airport and within the corporate limits of Lessor; and it is not to limit Lessor's right to impose general and nondiscriminatory ad valorem taxation on personal or real property having a taxable situs within the corporate limits of Lessor. If any taxes other• than ad valorem or general sales taxes are paid by Lessee as a result of its operation, the fees and charges in Article VII hereof shall be diminished in like amounts. ARTICLE VIII DAMAGE OR DESTRUCTION OF LEASED PREMISES If any property, part or all of which is leased to Lessee, shall be partially damaged or wholly destroyed by fire or other -casualty, Lessor at its own cost and expense shall repair or reconstruct the same with due diligence and within a reasonable time; and Lessee's rentals and other charges with respect to said property shall be proportionately abated from the happening of such damage or destruction until such time as the premises shall be put in order. ARTICLE IX CANCELLATION BY LESSOR In the event that Lessee shall file a voluntary petition in bankruptcy or that proceeding in bankruptcy shall be instituted against it and Lessee is thereafter adjudicated bankrupt pursuant to such proceedings, or that the court shall take jurisdiction of Lessee and its assets pursuant to proceedings -5- IMO brought under the provisions of any Federal reorganization act, or that a receiver of Lessee's assets shall be appointed, or that Lessee shall be divested of, or be prevented by any final action of any Federal or State authority from conducting and operating its transportation system for the carriage of cargo and property by aircraft at the Airport, or in the event that Lessee shall fail to perform, keep and observe any of the terms, covenants or conditions herein contained on the part of the Lessee to be performed, kept or observed, and any such condition or default shall continue for thirty (30) days after the receipt of written notice from Lessor to correct such condition or cure such default, prior to the correction or of curing of such condition or default, if applicable, terminate this lease by a twenty (20) day written notice; and the term hereby demised shall thereupon cease and expire at the end of such twenty (20) days in the same manner and to the same effect as if it were the expiration of the original term. ARTICLE X CANCELLATION BY LESSEE Lessee, in addition to any right of cancellation or any other right herein given to Lessee, may suspend or cancel this lease in its entirety or suspend or terminate all or any of its obligations hereunder at any time, by thirty (30) days' written notice, upon or after the happening of any one of the following: 1. The suspension or termination of Lessee's Certificate of Public Convenience and Necessity. 2. Any failure or refusal by the Texas Aeronautics Commission to permit Lessee to operate into, from or through said Airport such aircraft as Lessee may reasonably desire so to operate. 3. The breach by Lessor of any of the covenants or agreements herein contained and the failure of Lessor to remedy such breach for a period of thirty (30) days after receipt of a written notice of the existence of such breach. 4. The inability of Lessee to use said premises and facilities continuing for a longer period than thirty (30) days whether due to any law or order, rule or regulation of any appropriate governmental authority having jurisdiction over the premises or the operation of Lessee or due to war, earthquake or other casualty. In the event that the Lessee shall suspend this lease or any of its obligations, as herein provided, Lessee shall have the. further right, during such suspension, to cancel this lease or any of its obligations by giving Lessor thirty (30) days written notice of such cancellation at any time prior to termination of the condition or event which gave rise to the suspension; and if Lessee does not so cancel, such suspension shall terminate sixty (60) days after termination of such condition or event and written notice thereof from Lessor to Lessee. The period of any suspension of this lease in its entirety shall be added to the term of this lease or any renewal or extension thereof. ARTICLE XI NONWAIVER OF RIGHTS Continued performance by either party pursuant to the terms of this agreement after a default of any of the terms, covenants and conditions herein -6- N contained to be performed,'kept or observed by the other party shall not be deemed a waiver of any right to cancel this lease for such default, and no waiver of any such default shall be construed or act as a waiver of any subsequent default. ARTICLE XII SURRENDER OF POSSESSION Lessee agrees to yield and deliver to Lessor possession of the premises leased herein at the termination of this lease•, by expiration or otherwise, or of any renewal or extension hereof, in good condition in accordance with its express obligations hereunder, except for reasonable wear and tear, fire or other casualty, and Lessee shall have the right at any time during said term, or any renewal or extension hereof, and for ninety (90) days after the termination hereof, to remove any buildings, structures, or facilities it may erect or install on the premises and to remove all fixtures and equipment and other property installed or placed by it at its expense, in, on or about the premises herein leased; subject, however, to any valid lien which Lessor may have thereon for unpaid rents or fees. ARTICLE XIII ASSIGNMENT OF LEASE Lessee shall not at any time assign this lease or any part thereof without the consent in writing of Lessor; provided, however, that without such consent Lessee may assign this lease to any corporation with which the Lessee may merge or consolidate or which may succeed to the business of this Lease, or may sublet any of the space leased exclusively to the Lessee hereunder. ARTICLE XIV INDEMNIFICATION The Lessee, under the terms of this agreement, will not be in control or possession of said Airport and Lessee does not assume responsibility for the conduct or operation of the said Airport or for the physical or other conditions of the same. However, it is expressly understood and agreed by and between the parties hereto that the Lessee is and shall be an independent contractor and operator, responsible to all parties for all of its acts or omissions and the Lessor shall in no way be responsible therefor. It is further agreed that in its use and enjoyment of the field, premises and facilities herein referred to, the Lessee will indemnify and save harmless the Lessor from any and all claims' or losses that may proximately result to the Lessor from any negligence on the part of the Lessee, its duly authorized agents or employees, and shall in all ways hold the Lessor harmless from same, provided that Lessor shall give to the Lessee prompt notice of any claim, damage or loss, or action in respect thereto, and an opportunity reasonably to investigate and defend against any claim or action.based upon alleged negligent conduct of the Lessee or its duly authorized agents or employees. ARTICLE XV NOTICES Notices to the Lessor provided for herein shall be sufficient if sent by registered mail, postage prepaid, addressed to: -7- 1 OS Director of Aviation, Route 2, Box 902, Corpus Christi, Texas 78410; and notices to the Lessee, if sent by registered mail, postage prepard, addressed to Lessee, or to such other respective addresses as the parties may designate in writing from time to time. ARTICLE XVI COVENANT NOT TO GRANT MORE FAVORABLE TERMS Lessor covenants and agrees not to enter into any lease, contract or agreement with any other air transport operator with respect to the Airport containing more favorable terms than this lease or to grant to any other air transport operator rights, privileges or concessions with respect to the said Airport which are not accorded to the Lessee hereunder unless the same terms, rights, privileges, and concessions are concurrently made available to the Lessee. ARTICLE XVII FEDERAL AVIATION ADMINISTRATION Whenever the term "Federal Aviation Administration" is used in this lease, it shall be construed as referring to the Federal Aviation Administration created by the Federal Government originally as the Civil Aeronautics Authority under the Civil Aeronautics Act of 1938, or to such other agency or agencies of the Federal Government having from time to time similar jurisdiction over the Lessee or its business. ARTICLE XVIII HEADINGS The article and paragraph headings are inserted only as a matter of convenience and for reference and in no way define, limit or describe the scope or intent of any provision of this lease. ARTICLE XIX INVALID PROVISION It is further expressly understood and agreed by and between the parties hereto that in the event any covenant, condition or provision herein contained is held to be invalid by any court of competent jurisdiction, or otherwise appears to both parties to be invalid, the invalidity of any such covenant, condition or provision shall in no way affect any other covenant, condition or provision herein contained; provided, however, that the invalidity of any such covenant, condition or provision does not materially prejudice either the Lessor or the Lessee in its respective rights and obligations contained in the valid covenants, conditions or provisions of this lease. ARTICLE XX PERFORMANCE BOND/LETTER OF CREDIT Lessee agrees to furnish within fifteen (15) days from the effective date of said agreement a performance bond or a letter of credit in the principal amount of $5,000. This performance bond or letter of credit shall -- guarantee the payment of landing fees, terminal fees, security charges and Lessee's other obligations to pay as provided herein. The performance bond or letter of credit shall be in a form agreeable to the City Attorney and -8- shall be kept in full force and effect during the term hereof. IN WITNESS WHEREOF, the parties hereto have executed these presents as of the day and year first above written. CITY OF CORPUS CHRISTI, TEXAS LESSEE: City Manager ATTEST: City Secretary J. BRUCE AYCOCK, CITY ATTORNEY By: A ristant City Attorney APPROVED: Department Head 50-- Day Of JCA— , 1983 i 262' — 512" 1 ! 7,0 coi r i • 8'-4 1/24," 38'—I" I �- -- ? 2 ;i — 33'—II" L • - 1 - - . _ - r r-- ---•- - •--•.• J !05 — L 131'— 61/2" 24'-0" ■■ 38'-1" { 33'— II" 54'- 2' immai • 38'— I" .- .- . -f- 1- . 1 rf e30'-77' .�a 0 0 2 1 �! - 36'— I�1 I 1 Rik 6I'-512' 42'-0" 4. 0 63'- 0" 1 _ I IS -934" 32'-8 - irm•••660. 0 EXHIBIT "B-1" >;• CITY OF CORPUS CHRISTI 4e DISCLOSURE OF INTERESTS N City of Corpus Christi Ordinance 17112, 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." Corporations whose shores are publicly traded and listed on national or regional stock exchanges or over -the. counter markets may file o current Securities and Exchange Commission Form 10-K with the City in lieu of answering the questions below. See reserve side for definitions. Emerald Air, Inc. FIRM NAME: STREET: FIRM is: 1. Corporation ( 4. Association CITY: ZIP• 2. Partnership ( ) 3. Sole Owner ( ) 5. Other ( ) DISCLOSURE QUESTIONS If additional space is necessary, please use the reverse side of this page or attach separate sheet. 1. State the nornes 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." Nome Job Title and City Department (if known) 2. State the names of each "official" of the City of Corpus Christi having on "ownership interest" constituting 3% or more of the ownership in the above named "firm". Name Title 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 CERTIFICATE I certify that all information provided is true and correct as of the dote of this statement, that I have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the City of Corpus Christi, Texas as changes occur. Certifying Person: Title• Rrw«r„„t Signature of Certifying Person: Date• Corgu5 Christi, Tex day of N , 1983 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance or resolution, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances or resolutions at three regular meetings; I/we, therefore, request that you suspend said Charter rule and pass this ordinance or resolution finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Council Members MAYOR THE CITY OF CORPUS CHRISTI, TEXAS The above ordinance was passe the following vote: Luther Jones r., Betty N. Turner /b / Jack K. Dumphy ' i Bob Gulley /k /, Herbert L. Hawkins, Jr. / _' Dr. Charles W. Kennedy Cliff Zarsky je