HomeMy WebLinkAboutC2011-166 - 5/24/2011 - ApprovedLease
At
Corpus Christi International Airport
2011 -166
Ord. 029067
05/24/11
Del Mar College
Between
City of Corpus Christi
And
Del Mar College
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INDEXED
LEASE
This lease (the "Lease ") is made by and between the City of Corpus Christi as lessor
( "City" or "Lessor") and Del Mar College as lessee ( "DMC" or "Lessee ").
WITNESSETH:
WHEREAS, the City owns the Corpus Christi International Airport ( "Airport "), located in
Nueces County, State of Texas;
WHEREAS, the Airport is managed by the Director of Aviation ( "Aviation Director");
WHEREAS, the City of Corpus Christi has authority to lease lands, improvements, or any
other interest in real property to an institution of higher education to promote a public purpose
related to higher education, pursuant to Section 272.001 (j), Texas Local Government Code; and
WHEREAS, Federal Aviation Administration ( "FAA ") Order 5190.6B, Airport Compliance
Manual, Section 17.16 allows for nominal rents less than fair market value for aeronautical
secondary and post secondary education programs conducted by accredited education
institutions to the extent that civil aviation receives reasonable tangible or intangible benefits
from such use;
WHEREAS, Lessee is organized and existing under the laws of the State of Texas as an
institution of higher education;
WHEREAS, the parties hereto wish to enter into this lease for land and improvements in
which Lessee shall construct improvements to existing hangar, parking lot, and office area, and
also construct a new office area, all for the purpose of providing Lessee's Aviation Maintenance
Technician Education Program;
NOW THEREFORE, in consideration of the mutual covenants contained herein, the
Parties agree as follows:
AGREEMENT:
1. Premises: City hereby leases to the Lessee the buildings and improvements depicted
in the attached and incorporated Exhibit A ( "Premises ") located at the Corpus Christi
International Airport near E. Glasson Road. The Premises are generally described as follows:
Hangar of approximately 14,400 square feet; adjacent parking lot area of approximately 26,000
square feet including access lane; and office space of approximately 2,440 square feet. An
aerial depiction of the location of the Premises is attached as Attachment 1, with metes and
bounds description attached as Attachment 2,
2. Term: This Lease shall be for a base term of fifteen (15) years commencing on the sixty -
first (61st) day following final approval by the City's City Council. This Lease may be extended
for an additional ten year term upon written agreement of the City Manager and College
President.
3. Acceptance of Premises Disclaimer:
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A. LESSEE ACKNOWLEDGES THAT IT IS LEASING THE PREMISES "AS IS"
ITW ALL AULL HCLUIN Ali NOT L1MITb 10 ANY AND All PLLUtAW?S
ASBESTOS, UNDERGROUND STORAGE TANKS ANDIOR ANY OTHER "HAZARDOUS
MATERIALS" (AS SUCH TERM IS DEFINED HEREOF) AS MAY EXIST ON THE PREMISES,
AND THAT NEITHER LESSOR, NOR ANY EMPLOYEE OR AGENT OF LESSOR, HAS MADE
ANY REPRESENTATIONS OR WARRANTIES AS TO THE CONDITION OF SUCH PREMISES.
LESSEE HEREBY WAIVES ANY AND ALL CAUSES OF ACTION, CLAIMS, DEMANDS, AND
DAMAGES BASED ON ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT NOT
LIMITED TO ANY IMPLIED WARRANTY OF SUITABILITY FOR A PARTICULAR PURPOSE,
ANY AND ALL WARRANTIES OF HABITABILITY, AND ANY OTHER IMPLIED WARRANTIES
NOT EXPRESSLY SET FORTH IN THIS LEASE. 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.
B. LESSEE ACKNOWLEDGES THAT ANY AND ALL STRUCTURES AND
IMPROVEMENTS EXISTING ON THE PREMISES ON THE COMMENCEMENT DATE, IF ANY,
ARE ACCEPTED "AS IS" WITH ANY AND ALL LATENT AND PATENT DEFECTS AND THAT
THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, BY LESSOR WITH RESPECT
THERETO. LESSEE ACKNOWLEDGES THAT IT IS NOT RELYING UPON ANY
REPRESENTATION, STATEMENT OR OTHER ASSERTION BY LESSOR WITH RESPECT TO
ANY EXISTING STRUCTURES OR IMPROVEMENTS, BUT IS RELYING ON ITS
EXAMINATION THEREOF.
C. THE PROVISIONS OF THIS Section 3 SHALL SURVIVE THE EXPIRATION OR
EARLIER TERMINATION OF THIS LEASE.
4. Contingency. This Lease shall be subject to cancellation by either party if the Lessee
does not use the Premises for its Aviation Maintenance Technician Education Program on or
before June 1, 2012.
5. Rent.
A. So long as Lessee uses the entire Premises solely for Lessee's Aviation
Maintenance Technician Education Program, annual rent for the premises shall be $1.00 per
year, the payment of which is due on January 1 of each year. Lessee may choose to pay the
rents in advance.
B. Lessee acknowledges Federal Aviation Administration ( "FAA') Order 5190.6B,
Airport Compliance Manual, Section 17.16 allows for nominal rents less than fair market value
for aeronautical secondary and post secondary education programs conducted by accredited
education institutions to the extent that civil aviation receives reasonable tangible or intangible
benefits from such use. Lessee represents and warrants that its use of the Premises shall at all
times comply with Section 272.001 (j) of the Texas Local Government Code and FAA Order
5190.6B, Section 17.16.
C. Should Lessee's use of any of the Premises be deemed by Lessor in its sole
discretion to be non - compliant with Texas Local Government Code Section 272.0010) or FAA
Order 5190.6B Section 17.16, then annual rents shall automatically be adjusted to be the fair
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market rental value for such Premises, as determined by certified real estate appraiser with
experience in appraising airport land and airport improvements.
D. For purposes of determining the fair market value by appraisal, the Aviation
Director will submit the names of three (3) certified real estate appraisers that may be
considered with experience in appraising airport land and airport improvements. The parties will
jointly select one to perform the appraisal. The recommendations of the selected appraiser will
be final, The City reserves the right to adjust the rent in accordance with applicable FAA
requirements.
6. Representative. The City Manager appoints the Director of Aviation or his designee
( "Aviation Director ") as agent to receive all rent, notices and reports under this Lease. The
Contact for the Lessee is Vice President of Business and Finance and Student Services.
7, Use of Premises.
A. Lessee shall have the right to use and occupy the Premises for operation of
facilities necessary for Lessee's post secondary Aviation Maintenance Technician Education
Program. Lessee shall use the Premises for no other purpose without the express prior written
consent of the Aviation Director.
B. Notwithstanding the foregoing, the parties acknowledge Lessee's intent to
construct improvements to the Premises on approximately 600 square feet of property, which
may be used by non- Aviation Maintenance Technician Education related programs. Lessee
shall be invoiced and pay the then - current fair market value as determined in Section 5 above
for any Premises used in non - Aviation Maintenance Technician Education programs.
C. Any proposed change in the use or additional uses of the Premises not permitted
herein are subject to the prior written approval of Lessor, acting through its Aviation Director.
Lessee shall not engage in any use on the Premises not expressly set forth in this Section
without the prior written consent of Lessor.
D. Lessee acknowledges that change in permissible use shall automatically subject
Lessee to annual payment of fair market value for annual rents, due within 30 days notice from
the Lessor.
E. Lessee may not use or occupy, permit the Premises to be used or occupied, nor do
or permit anything to be done in or on the Premises in a manner that would in any way make void
or voidable any insurance then in force with respect thereto, or that would make it impossible to
obtain the insurance required to be furnished by Lessee hereunder.
F. Lessee will not make any unlawful use of the Premises or permit any unlawful use
thereof; and will not commit, or permit anyone else to commit, any act which is a nuisance or
annoyance to Lessor or adjacent property owners or tenants, or which might, in Lessor's exclusive
judgment, appreciably damage Lessor's goodwill or reputation, or tend to injure or depreciate the
value of the Premises and/or any improvements located thereon.
G. In addition to the foregoing, Lessee at Lessee's expense, shall comply with all laws,
rules, orders, ordinances, directions, regulations, and requirements of federal, state, county, and
municipal authorities now in force or which may hereafter be in force that impose any duty upon
Lessor or Lessee with respect to the use, occupation, or alteration of the Premises, including but
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not limited to the Americans with Disabilities Act. In addition to the foregoing, Lessee shall furnish
to Lessor, within five (5) days of receipt by Lessee, copies of any and all notices and/or
correspondence directed to Lessee by any governmental entity or other entity or person indicating
violation or possible violation of any laws or other regulations, including without limitation any law or
other regulation regarding Hazardous Material (as defined below).
H. Utilities. The Lessee will be responsible for arranging and paying for, at its sole
cost, all utility connections to the Premises. Utility usage will be billed directly to the Lessee and
paid for by the Lessee. IN NO EVENT WILL LESSOR BE LIABLE FOR ANY INTERRUPTION
OR FAILURE IN THE SUPPLYING OF ANY UTILITIES TO THE PREMISES.
I. City reserves the right to temporarily use the Premises as an emergency
evacuation facility if deemed necessary by the City Manager.
J. Lessee agrees to comply with any applicable City Airport rules and regulations
regarding use of the premises, included but not limited to, rules regarding permissible uses of
hangars.
K. Lessor is not required to make any expenditure, incur any obligation, or incur any
liability of any kind whatsoever in connection with this Lease or the financing, ownership,
construction, maintenance, operation or repair of the Premises.
L. The access lane depicted on Exhibit A is available for general public use at all
times.
8. Non - exclusive use of public ramp. Lessee has non - exclusive use of a public ramp,
which is described as follows: approximately 450 feet x 200 feet, located adjacent to the Premises.
Lessee's use of the public ramp must not exceed design weight limits for the public ramp, which
may be obtained from the City's Aviation Director. Lessee understands that the Lessor has plans to
renovate the public ramp, subject to available federal funding. If the ramp is being renovated by
Lessor, Lessee shall have no right to use of the public ramp, and Lessor does not guarantee that a
substitute ramp area shall be provided during renovations.
9. Parking. The Premises may be used for parking cars and motor vehicles used by
the Lessee's faculty and students enrolled in the Aviation Maintenance Technician Education
Program without the payment of any additional fees to City; provided, however, that Lessee
shall comply fully with all of Airport's rules and regulations for parking and vehicle usage at the
Premises and shall require the users to do so. No overnight parking is allowed at the Premises.
All other parking use is subject to prior approval of the Aviation Director. Lessee agrees to comply
with any parking control program implemented by Lessor during the term of this Lease
10. 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,
which consent shall not be unreasonably withheld or delayed.
11. Right to Amend. If the FAA or its successor agency requires modifications or
changes in this Lease as a condition precedent to granting funds for Airport improvements,
Lessee agrees to consent to the amendments, modifications, or changes of this Lease as may
be reasonably required to obtain the funds; provided, however, Lessee will not be required to
pay increased rent or change the use of the Premises or accept a relocation or reduction in size
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of the Premises until Lessee and Airport have fully executed an amendment to this Lease that is
mutually satisfactory to all parties for any terms or conditions of this Lease affected by said
actions.
12. Subordination to U.S.A. /FAA Requirements. 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 12 or under Section 11 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 Lessor to Lessee.
13. Development of Improvements:
A. The parties acknowledge that Lessee plans to construct improvements to renovate
the hangar, renovate some of the office area into classrooms, and construct additional offices. A
breakdown of general improvements is attached on Exhibit B. Lessee plans to construct
additional offices of approximately 600 square feet at one of the two locations referenced in
Exhibit A as Option 1 or Option 2. Lessee agrees to invest at least $941,270 in the renovations
and additional construction of office area at the Premises. Said investment includes costs for
additional instructional equipment and furnishings.
Lessee shall not construct improvements upon the Premises without the prior written approval
of the Aviation Director and Director of Engineering Services. Where required by law, approval
of Lessor is subject to the concurrence of the FAA. Any additional improvements must
substantially comply with the latest plans and specifications approved by Lessor and/or FAA.
B. ANY APPROVALS BY LESSOR UNDER THIS ARTICLE, INCLUDING BUT
NOT LIMITED TO APPROVALS OF PLANS AND SPECIFICATIONS, INSPECTION OF
WORK, DESIGN AND /OR CONSTRUCTION, ARE NOT TO BE CONSTRUED AS A
REPRESENTATION, WARRANTY OR STATEMENT AS TO THE QUALITY, SOUNDNESS
AND /OR SAFETY OF THE DESIGN AND CONSTRUCTION OF ANY OF THE
IMPROVEMENTS (INCLUDING, WITHOUT LIMITATION, THE EXISTING IMPROVEMENTS)
OR FACILITIES RELATED THERETO.
C. Lessee will furnish to Lessor two (2) sets of complete plans and specifications for
improvements proposed to be placed or constructed on the Premises, and no work will be done
without prior written approval of such plans by Lessor acting through its Aviation Director and its
Director of Engineering Services.
D. Plans must be prepared by a professional architect or engineer registered in
Texas, and his or her signature and seal must be prominently displayed on the title sheets. The
plans and specifications are to be submitted to the FAA for approval if deemed appropriate by
the Aviation Director. During the course of the work, any changes or alterations must also be
submitted to the FAA approval. Where required by law, said approval is subject to the
concurrence of the FAA.
E. Construction Standards. Any and all improvements (including, without limitation,
the existing improvements) shall be constructed, and any and all alterations, renovations,
repairs, refurbishment or other work with regard thereto shall be performed in accordance with
the following "Construction Standards" (herein so referenced):
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1) All such construction or work shall be performed in a good, workmanlike
manner in accordance with good industry practice for the type of work in question;
2) All such construction or work shall be done in compliance with all
applicable building codes, ordinances and other laws, rules and/or regulations of governmental
authorities having jurisdiction;
3) Lessee must obtain all required governmental licenses, permits and
authorizations prior to beginning any such construction or work;
4) Prior to commencement of construction, Lessee shall have obtained (and
Lessee shall thereafter maintain) in force and effect during all construction, insurance coverage
in the amounts set forth herein with respect to the type of construction or work in question and
furnish evidence of such insurance to Lessor;
5) After commencement of construction, Lessee covenants and agrees that
such construction or work will be prosecuted with due diligence to its completion; and
6) Lessee is solely responsible for meeting and adhering to the above
construction standards, notwithstanding Lessor's approval of construction documents.
7) Prior to commencement of a construction project that costs in excess of Ten
Thousand and No/100 Dollars ($10,000.00), Lessee, at its sole cost and expense, shall deliver to
Lessor a performance bond or other security acceptable to Lessor for a sum to be determined by
Lessor based on the cost of completion or removal of proposed improvements. The performance
bond must be issued by a company licensed by the Texas Department of Insurance and in a form
acceptable to Lessor, naming the Lessor as Obligee. Said performance bond shall be for the
purpose of guaranteeing full and prompt performance of all construction work and full and prompt
payment and performance of all claimants supplying labor and /or materials in the performance of
the construction work.
8) Lessee shall be responsible for payment of all applicable City fees
applicable to the development, construction use of the Premises for Lessee's intended uses.
Lessee shall not occupy the premises until appropriate Certificate of Occupancy has been
provided to Lessee, with copy provided to Lessor.
9) All construction work is to be done in conformity with the plans and
specifications as approved. The Lessor, its employees and /or representatives have the right to
inspect work on the Premises at any time during the progress of work and to make a final
inspection upon completion. Lessor may take any action necessary, including directing that
work be temporarily stopped, at Lessee's expense, or require that additional work be done, at
Lessee's expense, to ensure compliance with the plans and /or specifications.
10) All plans and specifications for Lessee's Improvements and all
renovations, remodeling, refurbishing and construction upon the Premises must meet all City
fire, building and other applicable City, state and federal regulations and code requirements,
including Lessee obtaining required building permits. Upon final completion and acceptance of
the Improvements by Lessee, Lessee must provide two sets of as -built plans and one electronic
copy of the record documents to the Aviation Director, who will keep one set of plans on file at
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the Aviation Director's office in the terminal and provide the other set to the City Secretary for
incorporation into this Lease as a supplement to Exhibit B.
11) Lessee must keep said as -built documents current by providing two sets
of "as- built" plans and one electronic copy of all record documents showing any alteration to the
Premises during the term of this Lease to the Aviation Director, which plans are to be attached
to this Lease as a supplement in the same manner as provided for the original plans and
specifications. No substantial changes or alterations shall be made to said plans or
specifications after initial approval by the Aviation Director without further written approval by the
Aviation Director.
12) Preliminary plans are subject to final submission and permit review by the
applicable City departments. Said plans remain subject to final review by the City in the
standard permitting process.
13) The Lessee will coordinate design and construction of the Improvements
with the Airport staff and Aviation Director.
14) Lessee will be required to adhere to all landscaping requirements as
required by the City.
15) Lessee shall be responsible for causing the Premises to be maintained,
repaired, and kept in good order and condition at all times, including but not limited to, during
construction and upon completion of the Improvements in accordance with commercially
reasonable standards at no cost to the City.
16) Because the Premises are located on Airport property, no property taxes
will be assessed against the Premises unless the law is changed and real estate taxes are
extended to the Premises. Notwithstanding the foregoing, the Lessee shall be responsible for
the payment of any and all taxes assessed against the Improvements.
17) During development, Lessee will coordinate all construction traffic with the
Aviation Director so as to not inhibit regular Airport traffic and to keep roadways safe and clean.
Lessee, at its own expense, shall provide for detours, barricades, warning signs, flares, flashing
light signals, flagmen and any other safety measures as are deemed necessary or desirable by
the Lessor to direct and protect vehicular and pedestrian traffic while construction, maintenance,
repair work and/or other related activities on any improvements (including, without limitation, the
existing improvements), is in progress. Details and descriptions of these traffic - handling
measures must be included in the plans and specifications when submitted for approval. If,
during any construction, maintenance, repair work or related activity, it becomes necessary or
desirable to modify such traffic control measures, prior written approval must be obtained from
the City Traffic Engineer.
18) The Lessee will enter into a construction contract with a reputable
contractor and the Aviation Director reserves the right to approve the contractor, which approval
shall not be unreasonably withheld, conditioned or delayed.
19) All construction parking and staging will occur on the Premises unless
agreed to by the Aviation Director in writing. Lessee, at its sole expense, shall obtain all licenses
and permits required prior to performing any maintenance, repairs, construction on, or use of
the Premises. The costs of developing all plans and specifications as provided herein and the
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construction of Improvements and facilities upon the Premises shall be paid solely by the
Lessee, without any cost or expense to City whatsoever. The Airport will cooperate with the
Lessee's efforts to obtain alternative financing for any aspects of the development.
20) During the construction of the Improvements, the Aviation Director may,
after providing reasonable notice to Lessee, enter upon the Premises during the Airport's normal
business hours and make inspections as may be necessary to ensure that the construction of
the Improvements is performed in accordance with the requirements of this Lease.
21) During the construction of the Improvements, the Lessee shall obtain and
maintain performance and payment bonds as required by Texas Government Code Chapter
2253.
22) The City through its Aviation Director will promptly review all plans and
design related change orders through completion of the Project.
23) Lessee shall not allow a lien to attach to the Premises or Lessee's
leasehold interest without the prior written approval of the City Manager. Notwithstanding the
City Manager's approval, the City's fee simple interest in the surface estate burdened by
Lessee's leasehold estate must be exempt from said lien.
24) Lessee covenants that all construction, including all workmanship and
materials, will be of first -class quality. As used herein, the term "first -class quality" means of the
same quality as materials used to construct other buildings used for the same or similar
purposes already constructed on the Airport property.
25) After completing construction of Improvements on the Premises, Lessee
must certify to the Aviation Director that the improvements were completed according to the
approved plans and specifications and that Lessee has complied with all applicable federal,
state, and local laws, rules, ordinances, and regulations.
26) Prior to Lessee's occupation of the Premises after construction has
begun, a copy of the Certificate of Occupancy must be provided by Lessee to the Aviation
Director.
27) Lessee must include, in all construction contracts entered into, a provision
requiring the contractor, or in the alternative, Lessee, to indemnify, hold harmless, defend and
insure City, including its officers, agents, and employees, against the risk of legal liability for
death, injury or damage to persons or property, direct or consequential, arising or alleged to
arise out of, or in connection with, the performance of any or all of the construction work,
whether the claims and demands made are just or unjust, unless same are caused by the gross
negligence or willful act of City, its officers, agents, or employees. Lessee must furnish or, in the
alternative, require the contractor to furnish, insurance as required herein.
F. Upon termination of this Lease, ownership of the improvements constructed by
Lessee on the Premises shall revert to the City, free and clear of all liens, claims and other
encumbrances or adverse interest in the Premises or the Improvements thereon.
14. Repair and Maintenance. Lessee, at its own expense, shall make, or cause to be
made, any and all repairs and replacements necessary to keep the Premises and Improvements
in a first -class condition and in safe repair and shall make any and all repairs and replacements
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necessary to remedy defects of a structural nature. 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. Any landscaping must be well- maintained and kept
in a neat and tidy condition by the Lessee. Lessee shall repair any and all damage caused to
real and personal property of City occurring on the Premises, including damage caused to the
Improvements, or elsewhere on the Airport property as a result of the willful or negligent acts or
omissions of Lessee its officers, employees, contractors or agents.
15. Security. Lessee, its officers, employees, agents, contractors, and invitees must
comply 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.
16. CFR Part 77 Requirements. Lessee covenants to comply with the notification and
review requirements set out in Part 77 of the Federal Aviation 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 as an Improvement.
17. 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 Airport as a height
limitation on said structure, antenna, building, or object. Lessor may enter the Premises and
remove the encroaching structure, antenna, building, or object at Lessee's expense plus an
administrative charge of 15 %.
18. Aerial Approaches. The Aviation Director may take any action necessary to 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.
19. Hazardous Substances.
A. For the purposes of this Lease, "Hazardous Material" or "hazardous substance"
shall mean and refer 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.);
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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.);
5) Any substance, material or waste which is reasonably considered by Lessor
to pose an actual or potential threat to persons and/or property in, around or on the
Premises.
B. Lessee shall comply, and shall require any sublessee to 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 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. No 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 or regulated substance, has occurred or is
occurring which affects or threatens to affect the Premises or the persons, structures,
equipment, or other property thereon, Lessee must notify immediately by oral report in person or
by telephone, to be promptly confirmed in writing, to the Aviation Director as required by law or
regulation. Lessee shall require any Sublessee to 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 hazardous or regulated substance into the drainage
systems, soils, ground water, waters, or atmosphere, in accordance with applicable law or as
authorized or approved by any federal, 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 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 on the
Premises. Lessee will require any operator of the facilities on the Premises to use best efforts
to determine which hazardous substance was accidentally discharged and have that MSDS
sheet 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 earlier expiration or termination of this Lease.
20. 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
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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 Lease is subject to the requirements
of the U.S. Department of Transportation's regulations, 49 CFR Part 23. Lessee for itself, and
as a requirement for any sublessee, 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 of
performance or any concession agreement, management contract or subcontract, purchase or
lease agreement, or other agreement covered by 49 CFR Part 23.
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.
21. 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.
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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 that the U.S. Congress passes that apply to the uses and operations at the Premises.
C. State - Lessee shall comply with all applicable laws, rules, and regulations
of the State of Texas.
D. Local - Lessee shall comply with all applicable City ordinances, and rules and
regulations promulgated by the Aviation Director.
22. 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 after the happening, and during the
existence, of one or more of the following events:
1. The City's permanent abandonment of the Premises at the Airport;
2. The lawful assumption by the United States Government, or any
authorized agency thereof, of the operation, control, or use of the Airport, or any
substantial part or parts thereof, that substantially restricts any sublessee from
operating for at least 150 days;
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 150 days; or
4. The default by the City in the performance of any covenant or obligation
on the part of the City to be performed, and the failure of the City to remedy the
default for 60 days after receipt from Lessee of written notice to remedy the
same.
5. After five years from term starting date of this agreement, Lessee may
terminate without cause upon thirty (30) days written notice to the Aviation
Director.
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 this
Lease for ten (10) business days ( "business" days are Monday through Friday
inclusive) after written notice, or such other time as may be provided herein;
2. Makes a general assignment for the benefit of creditors;
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3. Abandons the Premises ["abandon" shall mean failing to operate an
Aviation Maintenance Technician Education Program in the Improvements to the
Premises for a period in excess of three (3) months];
4. Otherwise defaults in the performance of any of other material covenant
of this Lease and continues the default for thirty (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 be deemed
to have cured the default if it commences the remedy process within the
applicable period and thereafter diligently prosecutes the same to completion.
C. City's Right to Entry Upon Termination - If 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. All 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 property on the
Premises within thirty (30) days following the termination of this Lease, Aviation Director may
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 of 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 thirty (30) business
days after the postmarked date of the notice. Rental payments are payable only to the date of
termination. This subsection is subject to the requirements set out in subsection C of this
section.
E. Partial Destruction - If the Premises or Lessee's Improvements are partially
damaged due to acts of God or other acts outside the control of the Lessee or City, to the extent
that Lessee cannot use the Premises for its intended use, then, at Lessees option, this Lease
may be terminated or instead may be suspended 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 or Improvements. If the Lease is terminated, as provided for herein,
the rent will be abated from the date of the casualty; provided, however, that Lessee must use
its insurance proceeds to replace the Improvements. All remaining insurance proceeds will be
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paid to Lessee. The City Manager of the City is the sole judge of the extent of damage to the
Airport.
23. Property Rights upon Expiration or Termination:
A. Removal of Equipment - Upon the expiration or earlier termination of this
Lease, City shall, by written notice to any Lessee, permit the Lessee to remove all removable
furniture, fixtures and equipment installed by the Lessee so long as it removes same within the
time period set forth in the notice, but in no event less than thirty (30) calendar days after
termination or expiration of the Lease. The City may require any damage to the Premises
caused by any Lessee's removal of its property to be repaired at the Lessee's expense within
fifteen (15) business days after termination or expiration of the Lease. Such repairs must be
made to the reasonable satisfaction of the Aviation Director. Any fuel storage facilities installed
must be removed prior to vacating the Premises, regardless of circumstances.
Notwithstanding the foregoing, if any Lessee fails to remove its removable furniture, fixtures and
equipment within thirty (30) days after the date determined in the notice, the Aviation Director
may, at its option, take title to the said personality and sell store or salvage the same, as
permitted by law. Any net expense the Aviation Director incurs on behalf of City in disposing of
the any Lessee's personal property shall be billed to that Lessee directly by the Aviation
Director.
B. Improvements Revert to City - Except for the right of any Lessee to remove
personal property at the expiration of the Lease, ownership of all permanent improvements
placed or constructed on the Premises by Lessee revert to City upon expiration or termination of
the Lease.
C. Holdover - Any holding over by Lessee of the Premises after the expiration or
other earlier termination of this Lease shall be on a month -to -month tenancy at sufferance, at
the then current monthly rent and subject to surrender upon thirty (30) days' prior written notice.
Failure to timely surrender the Premises following such written notice subjects Lessee to a
monthly holdover fee of the then fair market value for the leased premises, as determined in
accordance with Section 7 above.
24. Re- delivery of Premises: Upon the expiration or earlier termination of this Lease,
Lessee shall deliver the Premises to 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 thereof
excepted.
25. Lessee's Repair and Maintenance Obligations:
A. Premises - Lessee shall repair and maintain the Premises and improvements in
good appearance and repair and in a safe condition at its expense. Lessee shall maintain,
repair, replace, paint, or otherwise finish 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, as much as
practicable, ensure that the Premises are maintained free of foreign object debris.
B. Quality of Maintenance - It is the intent of the Aviation Director and Lessee that
the Improvements will be repaired and maintained in a manner that shall keep the
Improvements intact, in good repair, and in a condition so that said Improvements will be usable
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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 determine if the
maintenance requirements of this Lease are being complied with. The Aviation Director must
notify Lessee in writing of any default. If the required maintenance in the Aviation Director's
notice to Lessee is not commenced within fifteen (15) 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. Lessee
agrees to reimburse the Airport for its cost plus a fifteen percent (15 %) administrative fee within
thirty (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 a preventative
maintenance plan regarding the improvements and provide 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.
26. City's Obligations:
A. To operate the Corpus Christi International Airport as a public airport during the
Lease term, subject to the assurances given by City to the United States Government.
B. To make water and wastewater service available to the Premises property line on
the same basis as it is made available to all businesses operating at the Airport. Lessee must
pay in full all utility usage charges for water, gas, wastewater, electricity and other utilities
supplied to the Premises during the Lease term as the charges become due and payable.
27. Indemnification:
A. LESSEE SHALL TO THE EXTENT ALLOWED BY LAW, INDEMNIFY AND HOLD
HARMLESS LESSOR, ITS RESPECTIVE SUCCESSORS AND ASSIGNS AND THEIR
RESPECTIVE OFFICERS, AGENTS, REPRESENTATIVES AND EMPLOYEES
(COLLECTIVELY, "INDEMNIFIED PARTIES ") FOR, FROM AND AGAINST ANY AND ALL
PROCEEDINGS, SUITS, ACTIONS, CLAIMS, DAMAGES, JUDGMENTS, LIABILITIES, LIENS,
ADMINISTRATIVE PROCEEDINGS, FINES, PENALTIES, AWARDS AND EXPENSES
WHATSOEVER, INCLUDING, WITHOUT LIMITATION, STRICT LIABILITY CLAIMS, OR
EXPENSES WHATSOEVER (INCLUDING REASONABLE ATTORNEY'S FEES AND COSTS
OF LITIGATION, MEDIATION AND/OR ADMINISTRATIVE PROCEEDINGS) (COLLECTIVELY,
"CLAIMS "), WHETHER SUCH CLAIMS ARE MADE BY LESSEE, SUBLESSEE, LESSEE'S
EMPLOYEES, AGENTS, REPRESENTATIVES OR BY THIRD PARTIES, WITHOUT LIMIT AND
WITHOUT REGARD TO THE CAUSE OR CAUSES THEREOF OR THE NEGLIGENCE OF ANY
PARTY OR PARTIES, AND REGARDLESS OF WHETHER SUCH CLAIMS ARE CAUSED
DIRECTLY OR INDIRECTLY BY THE NEGLIGENCE OF LESSOR, THAT MAY BE BROUGHT,
INSTITUTED, ALLEGED OR IMPOSED, AGAINST THE CITY, ITS OFFICERS, AGENTS, OR
EMPLOYEES ON ACCOUNT OF OR GROWING OUT OF ANY AND ALL INJURIES OR
DAMAGES, INCLUDING DEATH, TO PERSONS OR PROPERTY RELATING DIRECTLY OR
INDIRECTLY TO (I) THIS LEASE; (II) THE CONDITION OF THE PREMISES AND
T
16
IMPROVEMENTS; (III) ANY OCCURRENCE IN, UPON, AT OR FROM THE PREMISES OR ANY
PART THEREOF; (IV) ANY PROPERTY DAMAGED OR LOSS, PERSONAL INJURY,
INCLUDING DEATH, OR ADVERSE EFFECT ON THE ENVIRONMENT ARISING OUT OF
LESSEE'S ACTION OR INACTION WITH REGARD TO THE OPERATIONS OF LESSEE
HEREUNDER, INCLUDING THE USE OR OCCUPANCY OF THE PREMISES, EXCEPTING
ONLY THAT LIABILITY AS MAY RESULT FROM THE GROSS NEGLIGENCE OR THE
WILLFUL MISCONDUCT OF THE CITY, INCLUDING ITS OFFICERS, AGENTS, AND
EMPLOYEES; (V) THE FAILURE OF LESSEE, ITS SUBLESSEE, OR ANY OF THEIR
OFFICERS, AGENTS OR EMPLOYEES, TO COMPLY WITH THE TERMS AND CONDITIONS
OF THIS LEASE, OR TO COMPLY WITH ANY APPLICABLE FEDERAL, STATE, OR LOCAL
LAWS, RULES, REGULATIONS, OR ORDERS INCLUDING, BUT NOT LIMITED TO, ANY
AND ALL APPLICABLE FEDERAL, STATE, OR LOCAL ENVIRONMENTAL LAWS, RULES,
REGULATIONS, OR ORDERS; OR (VI) RELEASE OF ANY HAZARDOUS OR REGULATED
SUBSTANCES OR WASTE ONTO, INTO, OR FROM THE PREMISES OR OTHER AIRPORT
PROPERTY, CONNECTED IN ANY WAY WITH THE OPERATIONS OR THE ACTION OR
INACTION OF THE LESSEE, ITS SUBLESSEE, AND THEIR OFFICERS, AGENTS OR
EMPLOYEES, REGARDLESS OF WHETHER THE ACT, OMISSION, EVENT, OR
CIRCUMSTANCE CONSTITUTED A VIOLATION OF APPLICABLE LAW AT THE TIME OF
THE OCCURRENCE. (VII) THE USE OR OCCUPANCY OF THE PREMISES OR ANY PART
THEREOF; AND /OR (VIII) ANY CONSTRUCTION AND RELATED ACTIVITIES BY LESSEE, OR
LESSEE'S SUBLESSEE, AND THEIR LICENSEES, INVITEES, AGENTS, CONTRACTORS,
REPRESENTATIVES AND EMPLOYEES; TOGETHER WITH ANY AND ALL LOSSES
THERETO, INCLUDING BUT NOT LIMITED TO, ALL COSTS OF DEFENDING AGAINST,
INVESTIGATING AND SETTLING THE CLAIMS. IT IS THE EXPRESSED INTENTION OF THE
PARTIES HERETO, BOTH LESSOR AND LESSEE, THAT THE INDEMNITY PROVIDED FOR IN
THIS SECTION IS INTENDED BY LESSEE TO INDEMNIFY AND PROTECT LESSORS FROM
THE CONSEQUENCES OF LESSORS' OWN NEGLIGENCE WHERE THAT NEGLIGENCE I5 A
CONCURRING CAUSE OF THE CLAIM, AND ALSO THAT THE INDEMNITY SHALL PROTECT
LESSORS AGAINST CLAIMS OF STRICT LIABILITY FURTHERMORE, THE INDEMNITY
PROVIDED FOR IN THIS SECTION SHALL HAVE NO APPLICATION TO ANY CLAIM WHERE
THE CLAIM RESULTS FROM THE SOLE NEGLIGENCE OF LESSOR. LESSEE SHALL
ASSUME ON BEHALF OF THE INDEMNIFIED PARTIES AND CONDUCT WITH DUE
DILIGENCE AND IN GOOD FAITH THE DEFENSE WITH COUNSEL SATISFACTORY TO
LESSOR, OF ANY AND ALL CLAIMS AGAINST ANY OF THE INDEMNIFIED PARTIES;
PROVIDED, HOWEVER, LESSOR MAY, BUT HAVE NO OBLIGATION TO, INTERVENE OR
ASSUME THE DEFENSE FOR LESSOR AT THE SOLE EXPENSE OF LESSEE.
MAINTENANCE OF ANY INSURANCE INCLUDING BUT NOT LIMITED TO THE INSURANCE
REFERRED TO IN THIS AGREEMENT OR BENEFITS PAYABLE UNDER WORKERS
COMPENSATION ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEE BENEFIT
ACTS DOES NOT AFFECT LESSEE'S OBLIGATIONS OF INDEMNITY. LESSEE WILL HAVE
THE RIGHT TO CONTEST THE VALIDITY OF ANY CLAIMS, IN THE NAME OF LESSOR OR
LESSEE, AS LESSEE MAY DEEM APPROPRIATE, PROVIDED THAT THE EXPENSES
THEREOF ARE PAID BY LESSEE, OR LESSEE CAUSES THE SAME TO BE PAID BY ITS
INSURER. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, LESSEE'S
OBLIGATION OF INDEMNITY AS SET FORTH HEREIN WILL CONTINUE BEYOND THE TERM
OF THIS LEASE. THE RIGHTS AND OBLIGATIONS SET FORTH IN THIS PARAGRAPH
SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS LEASE.
B. LESSEE, AS MATERIAL PART OF THE CONSIDERATION TO LESSOR,
HEREBY ASSUMES ALL RISK OF DAMAGE TO PROPERTY OR INJURY TO OR DEATH OF
PERSONS WITHIN THE PREMISES, EXCEPT THAT CAUSED BY LESSOR'S SOLE
17
NEGLIGENCE, AND LESSEE HEREBY WAIVES ALL CLAIMS IN RESPECT THEREOF
AGAINST LESSOR, EXCEPT FOR CLAIMS ARISING OUT OF LESSOR'S SOLE
NEGLIGENCE.
C. To the extent allowed by law, Lessee agrees to defend, at its own cost, and
to protect, indemnify, and otherwise hold harmless, the City, including its officers,
agents, and employees (including but not restricted to the posting of bond and release of
attachment) from and against any and all claims in any way arising out of or in
connection with the construction, repair, or maintenance work undertaken hereunder by,
through or on behalf of Lessee, including but not restricted to attachments, liens or
levies, and whether or not the claim is meritorious, made, failed or asserted by any party
other than Lessee against the City, including its officers, agents, and employees or the
Premises or Improvements thereon or part thereof, or monies owing to the Airport.
D. Notice - Notwithstanding the above indemnifications, Lessee must give the
Aviation Director notice of any matter covered hereby and forward to the Aviation Director
copies of every demand, notice, summons, or other process received in any claim or legal
proceeding covered hereby within ten (10) working days of Lessee's receipt of said notice,
demand, summons, or other process.
28. Insurance: Lessee must provide insurance in the amounts and types of coverages
required by the City's Risk Manager ( "Risk Manager "), a copy of which is attached and
incorporated as Exhibit C. Lessee must cause certificate(s) of insurance to be provided to the
Aviation Director and Risk Manager thirty (30) days prior to the annual anniversary date of the
effective date of the Lease, which shows the level and type of insurance. The issuer of the
certificate of insurance must provide the Aviation Director thirty (30) days written notice, by
certified mail, prior to cancellation, non - renewal, or material change in the insurance policy(ies).
Self insurance is not allowed.
The Risk Manager will annually assess the level and types of insurance required by the
Lease. The Risk Manager can reasonably increase or decrease the level or types of insurance
by giving Lessee notice no less than sixty (60) days prior to the annual anniversary date of the
effective date of the Lease. Lessee shall have thirty (30) days to procure the changed insurance
and provide written proof of insurance to the Aviation Director.
All insurance required by this Lease must be primary insurance and not in excess of or
contributing with other insurance which Lessee may carry. All policies must name City as an
additional insured. The applicable insurance policies required by this Lease must apply
separately to City as if separate policies had been issued to Lessee and City.
The amounts of all required insurance policies must not be deemed a limitation of
Lessee's covenant to indemnify City and, if Lessee or City becomes liable in an amount in
excess of the amount(s) of said policies, then Lessee must indemnify City from the whole
thereof, except in the event of grossly negligent or willful misconduct on the part of City, its
officers, or employees.
29. Notice: Notices are sufficient if in writing and sent by certified mail, return receipt
requested, postage prepaid, or by overnight delivery service with proof of delivery, or by
facsimile 'I followed by written notice confirmed by mail or other delivery service, as addressed
below:
18
If to City:
Director of Aviation
Corpus Christi International Airport
1000 International Drive
Corpus Christi, Texas 78406
Office: (361) 289 -0171
Fax: (361) 289 -1251
If to Lessee:
Del Mar College
Attn: Lee Sloan
Vice President of Administration, Finance and Student Services
101 Baldwin
Corpus Christi, Texas 78404
Or to any other address that may be designated in writing from time to time by the parties.
30. Transfer of Lease.
A. Lessee shall not assign this Lease or sublease the Premises or any part thereof
or mortgage, pledge or hypothecate its leasehold interest or grant any concession or license
within the Premises or sublease therein without the express prior written consent of Lessor (said
consent may be granted or denied in Lessor's sole discretion); and any attempt to do any of the
foregoing shall be void and of no effect. In the event of any such attempted assignment or
attempted sublease or should Lessee, in any other nature of transaction, permit or attempt to
permit anyone to occupy the Premises (or any portion thereof), Lessor shall thereupon have the
right and option (but not the obligation) to cancel and terminate this Lease effective upon fifteen
(15) days notice to Lessee given by Lessor at any time thereafter either as to the entire
Premises or as to only the portion thereof which Lessee shall have attempted to assign or
sublease or otherwise permitted some other party's occupancy. Lessee shall be liable for
payment of fair market value of rents for the portion of the Premises used without consent of the
Lessor, such fair market value to be determined as provided for in Section 7 above. If Lessor
elects to cancel and terminate this Lease as to the aforesaid portion of the Premises, then the
Rent (but no other charges) as to remainder of the Premises shall thereafter be reduced as
determined by Lessor. This prohibition against assigning or subletting shall be construed to
include a prohibition against any assignment or subletting by operation of law.
B. Notwithstanding subsection A above, Lessee agrees to sublease an office area
and allow use of the hangar area for aircraft storage by the Civil Air Patrol, all at no cost to the
Civil Air Patrol. At the request of the Aviation Director, Lessee also agrees to allow occasional
use of the Premises by non - profit education organizations for aviation education related
seminars, and occasional use of the Premises by non - profit youth organizations for aviation
related programs as requested by the Aviation Director.
Upon Lessor's written request, Lessee shall provide copy of any sublease or
assignment agreement concerning the Premises.
D. In any case where Lessor consents to a sublease of the leasehold, Lessee will
remain liable for the performance of all of the covenants, duties and obligations hereunder,
including, without limitation, the obligation to pay any sums herein provided to be paid and any
indemnity provisions provided herein, and Lessor will have the right to enforce the provisions of this
" T 1
19
Lease against Lessee and/or any sublessee without demand upon or proceeding in any way
against any other person or entity.
31. GENERAL PROVISIONS:
A. Mineral Rights - 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 reserves right to
conduct or provide for testing for and/or removal of any such City -owned gas, oil, or minerals
from the Premises.
B. No Waiver of Forfeiture - Any failure or neglect of City or Lessee at any time to
declare a forfeiture of this Lease for any breach or default whatsoever hereunder does not
waive City's or Lessees right thereafter to declare a forfeiture for like or other or succeeding
breach or default.
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 hereunder by reason of force
majeure. "Force Majeure" for the purposes of this Lease means any prevention, delay, or
stoppage due to strikes, lockouts, labor disputes, acts of God, including inclement weather
and /or periods of rain or snow, inability to obtain labor or materials, or reasonable substitutes
therefore, governmental restrictions or requirements, governmental regulations, governmental
controls, inability to timely obtain governmental approvals, enemy or hostile governmental
action, civil commotion, fire or other casualty, and other causes beyond the reasonable control
of the party obligated to perform. 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 — The Aviation Director may adopt and enforce
reasonable rules and regulations to be uniformly applied to similar uses and users of similar
space, which Lessee agrees to observe and obey with respect to the use of the Premises and
the health, safety and welfare of those using the Premises.
E. Venue - Venue of any action brought under this Lease lies in Nueces County,
Texas, exclusively, where the Lease was executed and will be performed.
F. Successors and Assigns - Subject to the limitations upon assignment and
transfer herein contained, this Lease binds and inures to the benefit of the parties hereto, and
their respective successors and assigns.
G. No Third Party Benefit - No provision of this Lease creates a third party claim
against the City or the Lessee beyond that which may legally exist in the absence of any such
provision.
H. Taxes and Licenses — If applicable and to the extent allowed by law, Lessee must
cause to be paid any and all taxes of whatever character, including ad valorem and intangible
taxes, that may be levied or charged upon the Premises, leasehold Improvements, or
operations hereunder and upon Lessee's rights to use the Premises, whether the taxes are
assessed against Lessee or City, prior to the past due date. Lessee shall cause to be paid any
and all sales taxes arising in connection with the occupancy or use of the Premises whether the
taxes are assessed against the Lessee, any sublessee or City. Lessee must obtain and pay for
20
all licenses or permits necessary or required by law for the construction of Improvements and
must require any sublessee to obtain and pay for all licenses and permits necessary or required
by law for the installation of equipment and furnishings and any other licenses necessary for the
conduct of its operations hereunder. If Lessee wishes to contest any tax or charge, that contest
will not be a default under the Lease so long as Lessee diligently prosecutes the contest to
conclusion and promptly pays whatever tax is ultimately owed. Further, Lessee shall cause any
taxes not being contested to be paid prior to the past due date.
1. Trash and Refuse - Lessee must arrange for the collection and lawful disposal of
all trash and other refuse resulting from operations on the Premises; must provide and use
suitable sealed fireproof receptacles approved by the Aviation Director for all trash and other
refuse generated by the use of the Premises; must prohibit piling of boxes, barrels or other
similar items in or within view from a public area; must comply with all applicable laws and
regulations relative to trash disposal; and must pay or cause to be paid the costs associated
with trash removal and disposal.
J. Terms Binding on Successors and Assigns - All of the terms, covenants and
agreements herein contained shall be binding upon and shall inure to the benefit of the heirs,
successors and assigns of Lessee and City.
K. Use of Property - Subject to the Aviation Director's prior written approval all use
of the Premises and improvements is subject to (a) any and all federal, state and local laws,
ordinances, statutes, rules, regulations and orders applicable thereto; (b) Lessee's obtaining any
and all building and other permits, licenses and other approvals with respect thereto.
L. Delegation — Any obligations of the Lessee required by this Lease may be
delegated to any sublessee by the terms of the sublease between the parties, provided that
such delegation shall not relieve Lessee of its liability and responsibilities under this Lease.
M. Publication. Lessee agrees to pay all newspaper publication costs as required by
City Charter.
21
EXECUTED IN DUPLICATE ORIGINALS this day of
representative of the parties.
ATTEST:
Armando Chapa
City Secretary
2011, by the authorized
CITY OF CORPUS CHRISTI
afrcriv C .boa.)
ef)Ronald L. Olson
City Manager
Approved as to legal form on April 1 4 , 2011
By: 41.E
Lisa Aguilar, Assita'ht City Attorney
For the City Attorney
Del Mar College:
By: / I
Mark EscAmilla, Ph. D.
Date: 3' //
Date:
STATE OF TEXAS §
COUNTY OF NUECES§
ACKNOWLEDGMENT
6)14- 01047 AUTHORIZEA
BY COUNCIL
SECIRETARY
KNOW ALL BY THESE PRESENTS:
This instrument was acknowledged before me on L �iri l , 2011, by Mark
Escamilla, Ph.D., President, Del Mar College, a political subdivision of the State of Texas, on
behalf of the college.
DELIA G. PEREZ
Haim Public
= STATE OF TEXAS
f'� My Comm. Exp. 12- 10.2014
Notary Public, State of Texas
Exhibit A— Description of Premises
Exhibit B — General Description of Improvements
Exhibit C _ Insurance requirements
Attachment 1 — Aerial depiction of the Premises location
Attachment 2 — Metes and Bounds description of the Premises
22
CORPUS CHRISTI IN'IERNATI ONAL AIRPORT
CORPUS CHRISTI
CORPUS CHRISTI INTERNATIONAL AIRPORT
SCAM
N.T.S.
ATTACHMENT 1
DEL MAR COLLEGE
PROJECT HANGAR
asraxr.n m:
14EN VASQL'E'L
APFft B1'.
FRED SEGUNDO A.A.E.
DATE:
A-5 -11
. LNIV, Inc.
801 Navigation Blvd., Suite 2000
Corpus Christi, Texas 78408
Field note description for a 1.06 arc tract of land out of Block 22, J. C. Russell Farm Blocks, a subdivision
of Nueces County, Texas recorded in Volume 3, Page 53, Nueces County, Texas Map Records, said 1.06
acre tract of land being more particularly described by metes and bounds as follows:
Beginning at a point, the northwest and beginning corner of the tract herein described, from whence the
northwest corner of Lot 1, Block 1, International Industrial Tracts, a subdivision of the County of Nueces,
Texas, recorded in Volume 40, Page 32, Map Records, Nueces County, Texas and with Texas State Plane,
Zone 4205, NAD 83 Coordinates ofX= 1,306,093.59 and Y= 17,175,238.39, bears North 470 -19'-
33 "West, a distance of 2,218.09 feet;
Thence North 88 °- 28' -34" East, a distance of 153.17 feet to a point for the northeast corner of the tract
herein described;
Thence South 01 °- 31' -28" East, a distance of 252.83 feet to a point of the southeast corner of the tract
herein described;
Thence South 88°-28'-32" West, a distance of 183.17 feet to a point, for the southwest comer of the tract
herein described;
Thence North 01 °- 31' -26" West, a distance of 252.83 feet to the Point of Beginning.
Containing more or less 1.06 acre °fiend.
State of Texas
County of Nueces
I, Horatio Oliveira, a Registered Professional Land Surveyor, of LNV Inc., Engineers & Consultants, do
hereby certify that the foregoing Field Note Description was prepared from information of record and from a
survey made on the ground under my direction and that this description conforms to the current Texas
Surveyor's Association Standards and Specifications for a Category I -A, Land Title Survey.
This the /7 day of ,It . 2010.
f
Horatio Oliveira
State of Texas License No. 1415
e. OF
HORACIO OLIVEIRA
C-,05.9,, 1415• 1•;• .,
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Attachment 2, page 1
N.W. CORNER OF LOT 1 BLOCK 1
INTERNATIONAL INDUSTRIAL TRACTS
VOLUME 40, PAGE 32, M.R.N.C.T.
TEXAS STATE PLANE ZONE 4205
NAD 83
X= 1305093.59
¥=17175238.39
POINT OF BEGINNING
N 88.28`34" E 183.17'
C. RUSSELL FARM BLOCKS
VOLUME 3, PACE 53 J
M.R.N.C.T.
1.)
m
N
'0
l
X/////////////////////////////7/
NOTE:
FOUND ALL CORNERS
UNLESS NOTED OTHERWISE.
LEGEND
� POWER POLE
FOUND
CORNER
BLOCK
NUMBER
/ /// BUILDING
FENCE
LNV
engineers I architects ('contractors
.11 NA.,016,1, IATESae
c%s 6s651l MOS 611
{6E. S0.•445
11676.7-1666
/
/
7 / / / / /f / / /// EXIST /
/ BUILDING /
/
/ /
/ /
S 88'28'32" W 183.17'
Attachment 2, page 2
EXHIBIT FOR A 1.06 ACRE TRACT
OUT OF BLOCK 22 J.C. RUSSELL FARM BLOCKS
VOLUME 3, PAGE 53, M.R.N.C.T.
N
SCALE 1:40
CORPUS CHRISTI INl hRNATIONAL AIRPORT -
L- -16' -0" 7'-0°
40'-O" 120' -0"
CORPUS CHRISTI
CORPUS CHRISTI INTERNATIONAL AIRPORT
SCALE.
1350
EXHIBIT "A"
CONCEPTUAL LAYOUT
PHSP.lRRO BY:
BEN VASQUEZ
dPPR BY'.
FRED SEGt NDO
DAM
3 -23 -11
Exhibit B
General Description of Work
Hangar Rehabilitation- Corpus Christi International Airport
DESCRIPTION QUANTITY UNIT
SITE WORK
Remove toilet partitions
4
EA
Demo window frames - Prep for New
4
EA
Demo misc walls
1
AL
Remove all ceilings
2,440
SF
Haul out Toad & haul off demo materials + 15%
50
CY
Civil Site Work
1
LS
BUILDING CONCRETE
Misc concrete floor slab demo /repairs due to plumbing drains
1
AL
WOOD.• '.
Bathroom Solid Surface Counter Tops
30
SF
Misc blocking
100
BF
Bar / coffee millwork cabinets
20
LF
THERMAL AN D;MOISTURE PROTECTION
Misc sealants & caulking
1
AL
DOORS AND WINDOWS
Interior alum frame and door
14
EA
Interior door hardware
14
EA
Exterior hollow metal doors and frames
2
LS
Exterior door hardware
2
LS
Replace exterior windows
80
SF
FINISHES
Ceilings
5/8" Suspended sheet rock ceilings - bathrooms
240
SF
2'x2' Acoustic Ceiling - Level 1
2,800
SF
Paint misc metals /mechanical equipment etc
1
AL
Paint wall finishes
2,865
SF
Full height Gyp Bd Walls
2,865
SF
Floors
TBD
LF
Epoxy Resin Porch
17,425
SF
VCT Flooring
2,440
SF
Entry walk off rugs for new Foyers
120
SF
Prepare & level estimated 10% floors for new floor finishes
240
SF
Ceramic floor tiles (large restrooms)
240
SF
Ceramic floor tiles (small restroom)
120
SF
SPECIALTIES
Toilet' compartments
5
EA
36" Grab bar
3
EA
Misc Female Toilet Accessories
2
EA
Misc Storage Accessories
2
EA
Surface mounted paper towel dispenser
5
EA
Electric Dyson Airblade Hand dryers
3
EA
Mirrors
3
EA
2 jumbo roll toilet roil dispenser
3
EA
Soap dispenser
3
EA
I
Exhibit B
General Description of Work
Hangar Rehabilitation- Corpus Christi International Airport
Paper towel dispenser & waste receptacle
3
EA
Fire Extinguisher & Cabinets
3
EA
Signage
1
ALLOW
SPECIAL: CONSTRUCTION
Hangar Door
1
EA
Metal Building Renovation
1
EA
Metal Building Addition 25'x25' (slab and structure)
625
SF
MECHANICAL
Remove mist plumbing fixtures - identified
4
EA
New water closets
4
EA
New lavatories
4
EA
Mop sink
1
EA
New electric drinking fountains
1
AL
New sink
1
EA
Rough -in all the above
8
EA
Modifications to underslab sewer /drains
l
LS
Replace domestic water piping
1
1S
New water heater and circulating pump
1
EA
New floor drains and floor sinks
2
EA
Installation of New Mechanical
1
LS
Replace HVAC mechanical equipment
5
TN
ELECTRICAL
Demolition
1
L5
General Power
1
EA
Systems Raceway
1
EA
Switchgear
1
L5
Site Roughin and Power
1
L5
Distribution
1
L5
Light fixtures
20
EA
General Conditions
1
LS
PARKING1OT- AND `ACCESS LANE.
Asphalt
160
CY
Light Pole and Fixtures
2
EA
Paint Stripping
1400
IF
TECHNOLOGY' SYSTEMS
Replace security alarm - ADT System
1
L5
Telephone Service - MDF Equipment
1
LS
Install surveillance system (NIC)
1
LS
Install additional cameras & equipment (NIC)
1
LS
INSURANCE REQUIREMENTS
I. Lessee Liability Insurance
Exhibit C
A. Lessee must not commence work under this agreement until all insurance required
herein is obtained and such insurance approved by the City. Lessee must not allow any
subcontractor to commence work until all similar insurance required of the subcontractor
has been obtained.
B. Lessee must furnish to the City's Risk Manager, two (2) copies of Certificates of
Insurance, showing the following minimum coverage by insurance company(s)
acceptable to the City's Risk Manager. The City must be named as an additional insured
for the General Liability policy and a blanket waiver of subrogation is required on all
applicable policies.
TYPE OF INSURANCE
MINIMUM INSURANCE COVERAGE
30 -day written notice of cancellation,
termination, non - renewal or material change
is required on all certificates
Bodily Injury and Property Damage
Per occurrence 1 aggregate
Commercial General Liability
1. Commercial Broad Form
2. Premises -- Operations
3. Products/ Completed Operations Hazard
4. Contractual Liability
5. Independent Contractor
6. Personal Injury
$1,000,000 Combined Single Limit
Hangar Keepers Legal Liability to include
1. Direct Primary Liability
$1,000,000 Combined Single Limit per
occurrence
$3,000,000 Combined Single Limit aggregate
Non -owned Aircraft Liability to include
Coverage for rotor and motor liability (stationery
and while in flight)
$2,000,000 Combined Single Limit
Educators Legal Liability
$1,000,000 Combined Single Limit
Automobile Liability to include
1. Owned vehicles
2. Hired and non -owned vehicles
$1,000,000 Combined Single Limit
Property Insurance
1. All Risk Coverage
Full replacement value of building and any
betterment or improvements made to building
and
contents owned by Lessee
Workers' Compensation
Employers Liability
Which complies with the Texas Workers
Compensation Act
$500,000 / $500,000/ $500,000
Student Accident Coverage to include
Voluntary and Catastrophic coverage
Sufficient to cover medical expenses incurred
while on Airport property
In the event of accidents of any kind, Lessee must furnish the Risk Manager with copies
of all reports within (10) ten days of any accident.
11. ADDITIONAL REQUIREMENTS
A. Lessee must obtain workers' compensation coverage through a licensed insurance
company in accordance with Texas law. The contract for coverage must be written on a
policy and endorsements approved by the Texas Department of Insurance. The
coverage provided must be in amounts sufficient to assure that all workers'
compensation obligations incurred will be promptly met.
B. Lessee's financial integrity is of interest to the City; therefore, subject to Lessees right to
maintain reasonable deductibles in such amounts as are approved by the City, Lessee
shall obtain and maintain in full force and effect for the duration of this Contract, 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. The City shall be entitled, upon request and without expense, to receive copies of the
policies, declarations page and all endorsements thereto as they apply to the limits
required by the City, and may require the deletion, revision, or modification of particular
policy terms, conditions, limitations or exclusions (except where policy provisions are
established by law or regulation binding upon either of the parties hereto or the
underwriter of any such policies). Lessee shall be required to comply with any such
requests and shall 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 Management and
Director of Aviation
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:
• Name the City and its officers, officials, employees, volunteers, and elected
representatives as additional insured by endorsement, as respects operations and
activities of, or on behalf of, the named insured performed under contract with the City,
with the exception of the workers' compensation and professional liability polices;
• 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 will provide a waiver of
subrogation in favor of the City; and
• Provide thirty (30) calendar days advance written notice directly to City of any
suspension, cancellation, non - renewal or material change in coverage, and not less than
ten (10) calendar days advance written notice for nonpayment of premium.
E. Within five (5) calendar days of a suspension, cancellation, or non - renewal 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 contract. Failure to provide
and to maintain the required insurance shall constitute a material breach of this contract.
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 stop work hereunder, and /or
withhold any payment(s) 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 contract.
It is understood and agreed that the insurance required is in addition to and separate
from any other obligation contained in this contract.
2011 Airport — Delmar College [ease ins. req.
3 -24 -11 ep Risk Mgmt.