HomeMy WebLinkAboutC2017-512 - 12/19/2017 - Approved LEASE AGREEMENT
BETWEEN THE
CITY OF CORPUS CHRISTI
AND
STERLING AIR SERVICE, LLC
FOR
AERONAUTICAL RELATED SERVICES
This lease agreement("Lease") is made by and between the City of Corpus Christi("City'),
acting by and through its City Manager or designee ("City Manager"), and Sterling Air Service,
LLC ("Lessee"), a Texas limited liability company.
WHEREAS,the City owns the Corpus Christi International Airport("Airport") located in the
city of Corpus Christi, Nueces County, Texas, and has authority to lease land and improvements
at the Airport;
WHEREAS, the Airport is managed by the Director of Aviation ("Aviation Director");
WHEREAS, the parties desire to enter into this Lease for land and improvements, to
include use of office space, hangar space, vehicle parking spaces, and aircraft parking spaces
for the purpose of facilitating the provision of Lessee's aeronautical activities; and,
NOW, THEREFORE, in consideration of the terms, conditions, and mutual covenants
contained in this Lease, the Parties agree as follows:
Section 1. Premises. City leases to the Lessee the real property and existing improvements as
depicted in the attached Exhibits A, B and C ("Premises"), such exhibits being incorporated by
reference into this Lease as if fully set out here in their entireties, and which is physically located
at 402 Hangar Lane, Corpus Christi, Texas. The Premises is generally described as follows:
approximately 2,400 square feet of office space; approximately 4,200 square feet of hangar
space; approximately 3,633 square feet of vehicle parking space including 16 parking spaces of
both covered and uncovered parking; approximately 10,010 square feet of apron for aircraft
parking; and approximately 81 square feet of storage space; and (ii)for the Lessee's self-service
fueling facility, approximately 2,000 square feet of undeveloped aeronautical land for the purpose
of constructing a self-service fueling facility; and 10,500 square feet of apron for aircraft parking
located within the Airport operations area (AOA) adjacent to an existing aircraft wash facility.
Section 2. Term.
A. The term of the Lease is 36 months, commencing upon approval of the City's City
Council and execution by the City Manager("Effective Date"). This Lease contains two 12-month
- -optibn periods to extend, exercisable by mutual consent and in writing by the Lessee and Director.
B. Construction of the fuel farm by Lessee must commence no later than four months
following the City Manager's execution of this Lease and must be completed within six months
following commencement, unless Lessee has demonstrated substantial progress, has requested
an extension in writing, which extension shall be at the sole discretion of the Aviation Director,
and which extension has been approved in writing. If construction has not commenced and/or
construction is not completed within the timeframes identified and no extension has been granted,
the Lease for this 2,000 square foot portion of the Premises will be automatically terminated
without the necessity of further action by either party. If construction has commenced and is not
2017-512
12/19/17
Ord.031318
Sterling Air Service LLC
INDEXED
completed, Lessee is solely responsible for restoring the affected Premises to its original condition
within 30 days. Failure of Lessee to do so will be considered a default under the terms of this
Lease.
Section 3. Intentionally deleted.
Section 4. Rent.
A. So long as Lessee continually uses the entire Premises solely for Lessee's
aeronautical use, annual rent for the Premises is as set out in Exhibit B and C and as shown
below:
1. Lease Rate During Renovation and Newly Developed Improvements—The land lease
rate will be the then current land lease rate established for the affected parcels and
identified in Exhibit B and C commencing on the Effective Date. From the Effective
Date through the date of issuance of a certificate of occupancy by the City for
improvements to the office space, the rental rate is 50% of the then current lease rate
established for the affected parcels.The discounted rate will apply for the office space
identified a maximum of 160 days from the Effective Date or until a certificate of
occupancy is issued by the City, whichever is sooner. From the Effective Date until
completion of the fuel farm as evidenced by a certificate of completion by the
contractor, the rental rate is 50% of the then current rental rate established for the
affected parcel.The discounted rental rate for the fuel farm applies for a maximum of
10 months following the Effective Date or the date of the certificate of completion by
the contractor,whichever is earlier.
2. Office Lease Rate — The office lease rate is the rate according to the most recent
appraisal rent schedule by square foot for the affected parcel. The initial rate is the
rate identified in Exhibit B and C.
3. Covered/Uncovered Parking(to include the walkways)—The land lease rate is the rate
published in the most recent appraisal rent schedule by square foot for the affected
parcel. The initial rate is the rate identified in Exhibit B and C.
4. Undeveloped Land Rate —The undeveloped land lease rate is the rate according to
the most recent appraisal rent schedule by square foot for the affected parcels. The
initial rate is the rate identified in Exhibit B and C.
5. Hangar Rate—The hangar lease rate is the rate according to the most recent appraisal
rent schedule by square foot for the affected parcel.The initial rate is the rate identified
in Exhibit B.
6. Apron Rate — The apron lease rate is the rate according to the then-current apron
lease rate.The initial rate is the rate identified in Exhibit B and C.
7. Fuel Flowage Fee—The fuel flowage fee is the per gallon rate of$.0625 and the Airport
Director reserves the right to amend as needed. Fuel flowage fees are assessed per
gallon whenever fuel is dispensed into the fuel tanks and is due and payable within 30
days of the invoice date.
B. The initial monthly payment is due on the Effective Date of this Lease, and subsequent
lease payments of 1/12th of the annual amount are due on the first day of each month following
the expiration of the initial month of the Lease. Lessee may choose to pay the annual lease
amount due for the term of the Lease or, upon a valid exercise, for any exercised option period in
advance at any time. Notwithstanding the lease rates set out in Exhibit B, the lease amounts are
subject to adjustment under subsections C and D of this section.
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C. Lease rates for all Airport real properties are adjusted on approximately a five year
cycle and based on a fair market appraisal conducted by the City. The next appraisal is scheduled
to be completed on or about March 2018. The City reserves the right to adjust the rent in
accordance with its adopted policy or Federal Aviation Administration ("FAA") requirements. For
purposes of determining the fair market value by appraisal, the values determined by the
appraiser will be final.
D. Adjusted lease rates are effective 60 days following written notice.
E. If Lessee desires to make any modifications or to construct new improvements to the
Premises, Lessee may do so at its sole expense. Lessee must provide a written request to the
Aviation Director in advance for written approval prior to any work being performed along with a
completed set of plans and specifications and the name of the contractor and subcontractors.
Approval or disapproval will be provided in writing to Lessee by the Aviation Director within 30
calendar days of Lessee's full and complete submission. Upon approval, Lessee may be
authorized to proceed with the improvements at Lessee's sole expense and risk, subject to
compliance with any additional insurance, permitting, or other requirements necessary to be
imposed on the project. The City reserves the right to have the Premises, or any portion thereof,
returned to its original condition at the termination of this Lease, normal wear and tear excepted,
at Lessee's sole expense. Before commencing any new improvement, modification, work or
equipment installation on the Premises, Lessee shall procure and maintain and shall require all
contractors and subcontractors to procure and maintain insurance of the types and levels as
determined by the City's Risk Manager. for the duration of the approved project.
Section 5. City and Lessee Representatives. The Aviation Director is the City's representative
to receive all rent, notices, and reports due under this Lease. The contact person for the Lessee
is Shawn Morgan.
Section 6. Use of Premises.
A. Lessee shall have the right to use and occupy the Premises solely for the operation of
Lessee's aeronautical services and shall use the Premises for no other purpose without the prior
written consent of the Aviation Director.
B. Lessee may not use or occupy, permit the Premises to be used or occupied, nor do or
permit anything to be done in, on, or at the Premises in a manner that would, in any way, void or
make voidable any insurance then in force with respect to the Premises or operations at the same
or that would make it impossible to obtain the insurance required to be furnished by Lessee under
this Lease.
C. Lessee will not make any unlawful use of the Premises nor permit any unlawful use
thereof and will not commit, or permit anyone else to commit, any act which is a nuisance or
annoyance to the City or adjacent property owners or tenants,or which might,in City's sole judgment,
appreciably damage City's goodwill or reputation or tend to injure or depreciate the value of the
Premises or any improvements located thereon. Lessee will comply with all terms and conditions
contained in the Minimum Standards adopted by the City, as may be amended from time to time.
D. City Temporary Use. Lessee acknowledges that the City reserves the right to
temporarily use the Premises, at no cost to the City, as a pre- or post-emergency evacuation,
storage, or operations facility if deemed necessary by the City Manager. The Lessee also agrees
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to allow the City to temporarily use the Premises for special events as may be requested in
advance and in writing by the Aviation Director.
E. City is not required to make any expenditure nor incur any obligation or liability of any kind
whatsoever in connection with the financing, construction, maintenance, or repair of the Premises.
F. Partial Destruction. If the Premises is partially damaged due to acts of God, fire, or other
casualty to the extent that Lessee cannot use that portion of the Premises for its intended purpose,
then, at Lessee's option, this Lease may be suspended or terminated until the damage is repaired.
If the Lease is suspended, Lessee and City will mutually agree on a time period for Lessee to repair
the damages to the Premises. If the Lease is terminated,the rent will be abated from the date of the
casualty, provided, however, that Lessee must use its insurance proceeds to repair or replace the
damaged Premises. Any remaining insurance proceeds after all repair costs have been expended
and the Premises restored will be paid to Lessee. The City Manager is the sole judge of the extent
of damage to the Premises.
Section 7. Parking. Parking space is available adjacent to the office space, is as shown in
Exhibit B, on an exclusive basis and may be used for parking cars and other passenger motor
vehicles used by the Lessee and its customers, guests, and patrons and persons or companies
doing business with Lessee. Lessee acknowledges that use of the parking space shall fully
comply with all of the Airport's rules and regulations for parking and vehicle usage at the Premises
and adjacent parking areas and shall require users, customers, patrons, and guests of Lessee to
do so as well.
Section 8. Signs. Lessee may install City ordinance compliant signs on the Premises at its
soie 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.
Section 9. Right to Amend. If the FAA or its successor agency requires modifications or
amendments to this Lease as a condition precedent to the granting of funds to the City for Airport
improvements, Lessee agrees to consent to the modifications or amendments to the Lease as
may be reasonably required, provided, however, Lessee will not be required to pay any increased
rent, change the use of the Premises, or accept a relocation or reduction in size of the Premises
until Lessee and Airport have fully executed an amendment to this Lease that is mutually
satisfactory to both parties regarding any terms or conditions of this Lease affected by said actions
of the FM.
Section 10. Subordination to US/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 10 or under Section 9 above, is to remove any or all of the Premises from the
control of Airport or to substantially destroy the value of the Premises, then this Lease shall
terminate immediately without any further obligation on part of City to Lessee.
Section 11. Development of Improvements.
A. Lessee shall not construct improvements upon the Premises without the prior written
approval of the Aviation Director and the City's Director of Engineering Services. Where required
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by law, approval of the City is subject to the concurrence of the FAA. Any additional improvements
must substantially comply with the plans and specifications approved by the City and FAA, if
applicable.
B. City will provide sufficiently sized infrastructure up to the leased parcels at no cost to
the Lessee including water, sewer, electricity, and storm drainage.
C. ANY APPROVALS BY CITY UNDER THIS SECTION INCLUDING, BUT NOT
LIMITED TO, APPROVALS OF PLANS AND SPECIFICATIONS, INSPECTION OF WORK,
DESIGN, OR CONSTRUCTION ARE NOT TO BE CONSTRUED AS A REPRESENTATION,
WARRANTY, OR STATEMENT AS TO THE QUALITY, SOUNDNESS, OR SAFETY OF THE
DESIGN AND CONSTRUCTION OF ANY OF THE IMPROVEMENTS (INCLUDING, WITHOUT
LIMITATION, THE EXISTING IMPROVEMENTS) OR FACILITIES RELATED THERETO.
D. When required by the City, Lessee will furnish to the City two sets of complete plans
and specifications for improvements other than routine maintenance proposed to be placed or
constructed on the Premises, and no work will be done on said improvements without prior written
approval of such plans by the City, acting through its Aviation Director and its Director of
Engineering Services.
E. Upon termination of this Lease, ownership of the improvements constructed by Lessee
on the Premises reverts to the City free and clear of all liens, claims, and other encumbrances or
adverse interest in the Premises or the Improvements located thereon.
F. Notwithstanding Section 11.E, upon termination of this Lease and because of the level
of investment required for the fueling facility and the short-term nature of this Lease, the parties
agree to the following:
1) The fuel farm investment will be amortized over a 10year period commencing on
the date of substantial completion and activation.
2) Lessee will amortize the fuel farm investment on a straight line basis over this
period.
3) In the event that the City cancels the Lease for the fuel farm portion for the purpose
of leasing the facility to another tenant, City will refund to Lessee the remaining book value
of the unamortized fuel farm pro rata for the remaining term. Payment will be made within
30 days following the termination of the Agreement. In no case shall the payment due
Lessee be less than the annual amortization amount for the fuel farm. Alternately,the City,
at the City's option, may require the Lessee to remove the fuel farm in its entirety; should
this option be exercised by the City, no payment would be due to Lessee.
4) In the event Lessee terminates the Agreement prior to the full amortization of the
fuel farm investment without the City requesting such termination and Lessee relocates to
an alternative facility of equal or greater size on the Airport, the City will refund the
remaining book value of the unamortized fuel farm pro rata for the remaining term.
Payment will be made within 30 days following the termination of the Lease. In no case
shall the payment due Lessee be less than the annual amortization amount. Alternately,
the City, at the City's option, may require the Lessee to remove the fuel farm in its entirety;
should this option be exercised by the City, no payment would be due to Lessee.
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5) In the event Lessee terminates the Lease prior to the full amortization of the fuel
farm investment without the City requesting such termination and Lessee no longer
operates at the Airport, the City will refund to Lessee 50% of the remaining book value of
the unamortized fuel farm pro rata for the remainder term. Payment will be made within
30 days following the termination of the Lease. In no case shall the payment due Lessee
be less than 50% of the annual amortization amount for the fuel farm.Alternately, the City,
at the City's option, may require the Lessee to remove the fuel farm in its entirety; should
this option be exercised by the City, no payment would be due to Lessee.
Section 12. Lessee's Repair and Maintenance Obligations.
A. Premises. Lessee,at its own expense, shall maintain the Premises and improvements
in good appearance and in a condition no less than the equivalent condition as of the Effective
Date. Lessee shall maintain all leasehold improvements on the Premises (including, without
limitation, parking lots, sidewalks, roofs, walls, partitions, floors, ceilings, windows, doors, and
glass, and all furnishings, fixtures, and equipment therein). Lessee shall provide janitorial service
and maintenance to keep the interior and exterior of the Premises and improvements in a clean,
attractive, and sanitary condition at all times. 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 as a result of the willful or negligent acts
or omissions of Lessee, its officers, employees, agents, guests, or invitees.
B. Quality of Maintenance. It is the intent of the City and Lessee that the Premises and
improvements will be repaired and maintained in a manner that shall keep the improvements in
good repair, and in a condition so that said Improvements will be usable at the end of the Lease.
Lessee must comply with the maintenance obligations and with all applicable governmental laws,
rules, or regulations. The Aviation Director is the sole judge of the quality of Lessee's
maintenance, which must be reasonable and consistent with other properties. The Aviation
Director may at any time, during City's normal business hours, upon prior notice unless an
emergency exists, enter upon the Premises to determine if the maintenance requirements of this
Lease are being complied with by Lessee. The Aviation Director must notify Lessee in writing of
any default in maintenance or repair. If the required maintenance or repair in the Aviation
Director's notice to Lessee is not commenced within 10 business days after receipt of such written
notice, or is not diligently prosecuted to completion, the Aviation Director may, but is not obligated
to do so, enter upon the Premises and perform the subject maintenance or repair. Lessee agrees
to reimburse the Airport for its cost plus a 15% administrative fee within 30 days after the Aviation
Director's written demand therefore, together with copies of all paid receipts for such repairs and
maintenance. Lessee will develop, within 30 days of execution of this Lease, a preventative
maintenance plan regarding the improvements and provide a copy to the Aviation Director.
C. Correct Hazards. Lessee must immediately correct or cause to be corrected any
hazardous or potentially hazardous condition on the Premises upon knowledge thereof, or after
receipt of notice from the Aviation Director. At the Aviation Director's reasonable discretion, the
operations in the Premises, or affected portion of the Premises, may be restrained or stopped
until the hazardous or potentially hazardous condition is removed or corrected.
Section 13. Security. 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
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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.
Section 14. CFR Part 77 Requirements. Lessee covenants to comply with the notification and
review requirements set out in Part 77 of the FAA Regulations 14 CFR Part 77, as amended, if
Lessee plans to construct or modify any structure, antenna, or building located on the Premises
or to be constructed on the Premises as an Improvement.
Section 15. Control of Structures. Lessee shall not erect nor permit the erection of any
structure, antenna, or building, nor permit the growth of any tree on the Premises, which has its
highest point above a mean sea level elevation established by FM and the City as a height
limitation on said structure, antenna, building, or object. The City may enter the Premises and
remove the encroaching structure, antenna, building, or object without notice and at Lessee's
expense plus an additional administrative charge of fifteen percent(15%).
Section 16. Aerial Approaches. The Aviation Director may take any action necessary to protect
the Airport's aerial approaches against obstruction, including the right to prevent Lessee from
erecting or permitting to be erected any building or structure on or adjacent to the Airport which,
in the Aviation Director's opinion, would limit the usefulness of the Airport or constitute a hazard
to aircraft.
Section 17. Hazardous Substances and Materials.
A. For the purposes of this Lease, "hazardous substance or material" means and refers to
one or more of the following:
1) Asbestos;
2) Any substance, material or waste defined as a "hazardous waste" pursuant to Section
1004 of the Resource Conservation and Recovery Act(42 U.S.C. Section 6901, et. seq.);
3)Any substance,material or waste defined as a"hazardous substance"pursuant to Section
101 of the Comprehensive Environmental Response, Compensation and Liability Act (42
U.S.C. Section 9601, a seq.);
4) Any substance, material or waste defined as a "regulated substance" pursuant to
Subchapter IX of the Solid Waste Disposal Act(42 U.S.C. Section 6991, et. seq.); and
5) Any substance, material or waste which is reasonably considered by the City to pose an
actual or potential threat to persons or property in, around, or on the Premises.
B. Lessee shall comply with all environmental laws, rules, regulations, orders and permits
applicable to the use of the Premises and improvements including, but not limited to, required
National Pollutant Discharge Elimination System Permits and all applicable laws relating to the
use, storage, generation, treatment, transportation, or disposal of hazardous or regulated
substances. Except for the hazardous substances governed by and transported in full compliance
with the transportation laws of the state or federal government, Lessee must not knowingly use,
store, generate, treat, transport, or dispose of any hazardous or regulated substances, materials,
or waste on or near the Premises without the Aviation Director's prior written approval and without
first obtaining all required permits and approvals from all authorities having jurisdiction over the
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operations conducted on the Premises. With the exception of the above-ground fuel tanks to be
installed on the 2,000 square foot undeveloped parcel, no other above-ground nor underground
fuel storage tanks shall be located or permitted on the Premises.
C. If Lessee determines that a threat to the environment including, but not limited to, a
release,discharge,spill or deposit of a hazardous substance or regulated substance has occurred
or is occurring which affects or threatens to affect the Premises or the persons, structures,
equipment, or other property upon the Premises or the Airport, Lessee must immediately notify
by oral report in person or by telephone, to be promptly confirmed in writing,the Aviation Director
as required by law or regulation. Lessee must cooperate fully with the Aviation Director in
promptly responding to, reporting, and remedying a threat to the environment including, without
limitation, a release or threat of release of a hazardous or regulated substance into the drainage
system, soil, ground or surface water, waters, or atmosphere in accordance with applicable law
or as authorized or approved by any federal, state, or local agency having authority over
environmental matters.
D. Lessee shall keep a readily accessible file of Materials Safety Data Sheets ("MSDS")
for each hazardous material or substance on the Premises or transported, in accordance with
federal and state transportation laws, which file must be posted and immediately available to any
Airport employee who responds to a report of a discharge of a hazardous substance or material
on the Premises. Lessee will require any operator of the facilities on the Premises to use best
efforts to determine which hazardous substance or material was accidentally discharged and
ensure that the MSDS sheet is available for the first responders to the Premises.
E. Lessee will cause prompt remediation and the payment of all costs associated with
any action or inaction of Lessee that directly or indirectly prevents the City, acting through the
Airport, from materially conforming to all then applicable environmental laws, rules, regulations,
orders, or permits relating to the Premises.The rights and obligations set forth in this section shall
survive the expiration or earlier termination of this Lease.
F. Lessee shall furnish to the Aviation Director, within five days of receipt by Lessee,
copies of any and all notices or correspondence directed to Lessee or any other party at the
Premises from any governmental entity, other entity, or person indicating a violation or possible
violation of any laws, rules, or regulations including, without limitation, any law, rule, or regulation
regarding hazardous materials or substances (as such term is defined in this Lease).
Section 18. NondiscriminationlAffirmative Action.
A. Nondiscrimination—General. Lessee for itself, and as a requirement for any
sublessee, their personal representatives, successors in interest, and assigns, as a part of the
consideration hereof covenants that: (1) no person on the grounds of race, creed, color, religion,
sex, age, national origin, handicap, or political belief or affiliation will be excluded from
participation in, denied the benefits of or otherwise be subjected to discrimination in the use of
the Premises; (2) in the construction of any improvements on, over, or under the Premises and
the furnishing of services thereon, no person on the grounds of race, color, religion, sex, age,
national origin, handicap, or political belief or affiliation will be excluded from participation in,
denied the benefits of, or otherwise be subject to discrimination; (3) Lessee will cause to the best
of its ability the Premises and Improvements to be in compliance with all other requirements
imposed by or pursuant to 14 CFR Part 152, Subpart E Non Discrimination in Aid Program and
Title VI of the Civil Rights Act of 1964 and 49 CFR, Subtitle A, Part 21, Nondiscrimination in
Federally Assisted Programs of the Department of Transportation, and as said Title and
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Regulations may be amended, and with other applicable state or federal laws or regulations, as
amended.
B. Nondiscrimination—Business Owner. This agreement is subject to the
requirements of the U.S. Department of Transportation's regulations, 49 CFR Part 23. The
concessionaire or contractor (Lessee) agrees that it will not discriminate against any business
owner because of the owner's race, color, national origin, or sex in connection with the award or
performance of any concession agreement, management contract, or subcontract, purchase or
lease agreement, or other agreement covered by 49 CFR Part 23. The concessionaire or
contractor (Lessee) agrees to include the above statements in any subsequent concession
agreement or contract covered by 49 CFR Part 23 that it enters and causes those businesses to
similarly include the statements in further agreements.
C. Remedy for Breach. If the Lessee is found by a final verdict of a court of competent
jurisdiction to have deliberately breached a non-discrimination covenant, or to have permitted any
sublessee to deliberately breach a non-discrimination covenant,the City may immediately enforce
the remedies directed by the Court's decision, which may include the City's right to reenter the
Premises, retake possession thereof, and terminate the Lease. This provision is not effective until
the procedures of Title 49, Code of Federal Regulations, Part 21 are completed, including exercise
of any rights to appeal.
D. Affirmative Action. Lessee shall cause to be implemented an affirmative action
program as required by 14 CFR Part 152, Subpart E, to provide(i)that no person on the grounds
of race, creed, color, religion, sex, age, national origin, handicap, or political belief or affiliation is
excluded from participating in any employment activities covered in 14 CFR Part 152, Subpart E;
(H)that-no person will be excluded on these grounds from participating in or receiving the services
or benefits of any program or activity covered by that subpart; (iii) that third parties otherwise
retained by Lessee shall provide similar assurances to Lessee to undertake affirmative action
programs and to require assurances from their sub-organizations, as required by 14 CFR Part
152, Subpart E. Lessee, at no expense to the City, shall comply with any applicable requirements
of the Americans with Disabilities(ADA) as it may be amended,with respect to the Premises and
its improvements.
Section 19. Compliance with Laws.
A. General. Lessee covenants to promptly observe, comply with and execute, and shall
cause any sublessee to promptly observe, comply with and execute, the provisions of any and all
present and future governmental laws, ordinances, rules, regulations, requirements, orders and
directions applicable to the use and occupancy of the Premises. A material breach of this
covenant, which is not remedied within any permitted cure period, may be cause for City's
exercising its rights under the Lease. During any period of Lessee's good faith challenge to any
such iaws, ordinances, rules, regulations, requirements, orders and directions in a court of
competent jurisdiction, Lessee's inaction shall not be deemed a breach of this Lease.
B. Federal. Lessee shall comply and shall require any sublessee to comply with all
applicable federal laws, rules, and regulations including, without limitation, the Drug Free
Workplace Act, the Violence in the Workplace Act, the Americans with Disabilities Act, and any
other acts the U.S. Congress passes that apply to the uses and operations at the Premises.
C. State. Lessee shall comply with all applicable laws, rules, and regulations of the State
of Texas.
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D. Local. Lessee shall comply with all applicable City ordinances, and rules and
regulations promulgated by the Aviation Director.
Section 20. Acceptance of Premises Disclaimer.
LESSEE ACKNOWLEDGES THAT IT IS LEASING THE PREMISES "AS IS" WITH ALL
FAULTS INCLUDING, BUT NOT LIMITED TO, ANY AND ALL POLLUTANTS, ASBESTOS,
UNDERGROUND STORAGE TANKS, AND ANY OTHER HAZARDOUS MATERIALS AS MAY
EXIST ON THE PREMISES AND THAT NEITHER CITY NOR ANY EMPLOYEE OR AGENT OF
CITY HAS MADE ANY REPRESENTATIONS OR WARRANTIES AS TO THE CONDITION OF
SUCH PREMISES. LESSEE ACKNOWLEDGES AND AGREES THAT LESSEE HAS BEEN
PROVIDED,TO ITS SATISFACTION,THE OPPORTUNITY TO INSPECT THE PREMISES FOR
ANY DEFECTS AS TO THE SUITABILITY OF SUCH PROPERTY FOR THE PURPOSE TO
WHICH LESSEE INTENDS TO PUT THE PREMISES AND IS RELYING ON ITS OWN
INSPECTION. THIS LEASE IS SUBJECT TO ALL COVENANTS, EASEMENTS,
RESERVATIONS, RESTRICTIONS, AND OTHER MATTERS OF RECORD AND NOT OF
RECORD APPLICABLE TO THE PREMISES.
Section 21. Fiscal Year. By execution of this Lease, Lessee acknowledges that the continuation
of any contract after the close of any fiscal year of the City, which fiscal year ends on September
30 annually, is subject to budget approval and sufficient appropriations by the City Council for
such contract item as an expenditure in the next fiscal budget. The City does not represent nor
warrant to Lessee that a budget item providing for this Lease in any future fiscal budget will be
actually adopted, as that determination is within the sole discretion of the City Council at the time
of adoption of each fiscal budget.
Section 22. City's Obligations.
A. City agrees to operate the Corpus Christi International Airport as a public airport during
the term of this Lease, subject to the assurances given by the City to the United States
Government.
B. In exchange for Lessee's promise to maintain the Premises, the City agrees to make
water and wastewater services available to the Premises property line on the same basis as it is
made available to all businesses operating at the Airport. Lessee must procure and pay for all
utility usage, such as gas, wastewater, cable, Internet, and telephone charges, that are supplied
to the Premises during the term of the Lease as the charges become due and payable. IN NO
EVENT WILL THE CITY BE LIABLE FOR ANY INTERRUPTION OR FAILURE IN THE
SUPPLYING OF ANY UTILITIES TO THE PREMISES, INCLUDING THOSE WHICH THE CITY
HAS AGREED TO FURNISH.
- --C. The City shall provide reasonable notice if ingress and egress to the Premises will be
interrupted due to maintenance. If City causes Lessee's ingress or egress to be interrupted for
more than 24 hours, the City will consider rent reduction for days of non-use.
Section 23. Insurance. Lessee must provide insurance in the amounts and types of coverages
required by the City's Risk Manager or the Risk Manager's designee ("Risk Manager") as are set
out in the attached Exhibit D, the content of which is incorporated into this Lease as if set out
herein in its entirety. Lessee must cause certificate(s) of insurance to be provided to the Aviation
Director and Risk Manager not less than 30 days prior to the annual anniversary date of the
Effective Date of this Lease. The Risk Manager will annually assess the level and types of
Page 10 of 16
insurance required by the Lessee. The Risk Manager may increase or decrease the level or types
of insurance by giving Lessee notice not less than 60 days prior to the annual anniversary date
of the Effective Date of the Lease. Lessee shall have 30 days to procure the changed insurance
and provide written proof of insurance to the Aviation Director and Risk Manager.
Section 24. Indemnification.
A. LESSEE SHALL INDEMNIFY, HOLD HARMLESS, AND DEFEND THE CITY OF
CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES, REPRESENTATIVES, AND AGENTS
(COLLECTIVELY, "INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS,
CLAIMS, DEMANDS, LIENS, JUDGMENTS, FINES, PENALTIES, AWARDS, LAWSUITS,
CAUSES OF ACTION,AND EXPENSES OF ANY NATURE WHATSOEVER INCLUDING, BUT
NOT LIMITED TO, STRICT LIABILITY CLAIMS AND ALL EXPENSES OF LITIGATION
(INCLUDING MEDIATION AND ARBITRATION), COURT COSTS, REASONABLE
ATTORNEYS' FEES, AND EXPERT WITNESS FEES, ON ACCOUNT OF PERSONAL
INJURIES (INCLUDING WORKERS' COMPENSATION AND DEATH CLAIMS), PROPERTY
LOSS OR DAMAGE,OR ANY OTHER KIND OF DAMAGES, WHICH ARISE OR ARE CLAIMED
TO ARISE OUT OF OR IN CONNECTION WITH THIS LEASE OR THE PERFORMANCE OF
THIS LEASE, REGARDLESS OF WHETHER THE INJURIES, DEATH, OR DAMAGES ARE
CAUSED OR ARE CLAIMED TO BE CAUSED BY THE CONCURRENT OR CONTRIBUTORY
NEGLIGENCE OF INDEMNITEES, BUT NOT IF BY THE SOLE NEGLIGENCE OF
INDEMNITEES UNMIXED WITH THE FAULT OF ANY OTHER PERSON OR PARTY. LESSEE
MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO
THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON
WITH COUNSEL SATISFACTORY TO INDEMNITEES, AND PAY ALL CHARGES OF
ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING FROM OR
OUT OF ANY OF SAID LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, CAUSES OF ACTION,
OR DAMAGES. THE INDEMNIFICATION OBLIGATIONS OF LESSEE UNDER THIS SECTION
SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS LEASE.
B. Notice of Claim or Action. Notwithstanding the above indemnifications, Lessee must
give the Aviation Director and Risk Manager written notice of any accident or other matter covered
under this section and forward to the Aviation Director and Risk Manager copies of every notice,
demand, claim, summons, or other process communication received within 10 days of Lessee's
receipt of same.
Section 25. Assignment and Sublease.
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 without the express prior written consent of the City, such consent being within the
sole discretion of the City, and any attempt to do any of the foregoing shall be void and of no
effect. In the event of any such assignment or sublease, attempted assignment or sublease, or
should Lessee, in any other nature of transaction, allow or attempt to allow anyone to occupy the
Premises or any portion thereof, City shall upon such occurrence have the right and option to
terminate and cancel this Lease effective upon 10 days written notice to Lessee given by City at
any time thereafter, and City may terminate and cancel either as to the entire Premises or as to
only the portion thereof which Lessee assigned, subleased, attempted to assign or sublease, or
otherwise allowed some other party's occupancy. Lessee shall be liable for payment of the fair
market value of rents for the portion of the Premises used without consent of the City, such fair
market value to be determined by resort and review of the Airport's current property appraisal
Page 11 of 16
report. In the event the City elects to terminate this Lease as to the aforesaid portion of the
Premises, then the rent as to the remainder of the Premises may thereafter be reduced as
appropriate and as determined by the City. This prohibition against assigning, subletting,
attempting to assign or sublet, and allowing or attempting to allow occupancy by another without
the City's consent is to be construed to include a prohibition against any assignment, subletting,
or occupancy by operation of law.
B. In any case where the City consents to a sublease of the leasehold, Lessee will remain
liable for the performance of all terms, conditions, covenants, duties, and obligations of this Lease
including,without limitation, the obligation to pay any and all sums required by this Lease to be paid
and faithful adherence and performance of all indemnity provisions provided in this Lease.
Section 26. Termination.
A. Termination by Lessee. Without limiting any other rights and remedies to which Lessee
may be entitled by common law, statutory law, or as elsewhere provided in this Lease, this Lease
may be terminated by Lessee at any time upon the occurrence of one or more of the following events:
1) The City's permanent abandonment of the Airport;
2) The lawful assumption by the U. S. Government, or any authorized agency thereof, of the
operation, control, or use of the Airport, or of any substantial part or parts thereof, which
substantially restricts the Lessee from operating at the Premises for a minimum of 180
calendar days;
-- 3) The issuance by any court of competent jurisdiction of an injunction that prevents or
restrains the use of the Airport or the Premises that continues for at least 180 days; or
4) The default by the City in the performance of any covenant or obligation to be performed
by the City and such failure to remedy the default continues for a period in excess of 60
days after receipt from Lessee of written notice to remedy the same.
B. Termination by City. Without limiting any other rights and remedies to which City may
be entitled at common law, statutory law, or as elsewhere provided in this Lease,this Lease may be
terminated by the City if Lessee:
1) Is in arrears in paying the rent, fees, or other charges due under the Lease for 10
business days after written notice;
2) Becomes insolvent; takes the benefit of any present or future insolvency statute; makes
a general assignment for the benefit of creditors;files a voluntary petition in bankruptcy or a
petition or answer seeking a reorganization or the readjustment of its indebtedness under the federal
bankruptcy laws or under any other law or statute of the United States or of any state thereof;
or consents to the appointment of a receiver, trustee, or liquidator of all or substantially all of its
property;
3) Has a petition filed under any part of the federal bankruptcy laws, or an action sought
under any present or future insolvency law or statute, against Lessee and which is not dismissed
within 30 days after the filing date;
Page 12 of 16
4)Abandons the Premises["abandon'shall mean failing to use the Premises for aeronautical
activities and services as defined in current FAA Order 5190.6B FAA Airport Compliance Manual. ]
for a period in excess of 90 days; or
5) Otherwise defaults in the performance of any of other material covenant of this Lease and
continues the default for 30 days, or such other time as may be provided herein, after receipt of
written notice from the Aviation Director of the default. If the default cannot reasonably be cured
within said 30 days or within any other time as set out in the notice of default, Lessee shall not be
deemed in default if Lessee commences the remedy process within the applicable period and
thereafter diligently prosecutes the same to completion within a reasonable time period as agreed to
by the Aviation Director; otherwise, Lessee will be determined to be in default.
C. City's Right to Entry upon Termination. If the Lease is terminated,the City may enter
upon the Premises. In the event of termination, the Aviation Director may enter onto the Premises
to remove any and all persons or property from the Premises and place any property in storage for
the account of and at the expense of Lessee. Excluding personal property provided at the
Premises by the City which forms part of the granted use under this Lease, all personal
property on the Premises is hereby subjected to a contractual landlord's lien to secure
payment of delinquent rent and other sums due and unpaid under this Lease, any and all
exemption laws are hereby expressly waived in favor of said landlord's lien; and it is agreed
that said landlord's lien is not a waiver of any statutory or other lien given, or which may be
given,to City but is in addition thereto. In the case of termination by either party, if Lessee fails
to remove any of its furniture, fixtures, equipment, or other personal property from the Premises
within 10 days following the termination of this Lease,Aviation Director may, at his option, take title
to said personal property, remove the same, and sell the property found on the Premises at a public
or private sale with proceeds of the sale applied first to the cost of the sale,then to the cost of storage
of the property, if any, and then to the indebtedness of Lessee, with the surplus, if any, to be mailed
to Lessee at the address herein designated.To the extent allowed by law,Lessee further agrees
to hold harmless and indemnify City, including its officers, agents, and employees, against,
from any loss or damage or claim arising out of City's action in collecting monies owed to it
under this paragraph, except for any loss, damage, or claim caused by the gross negligence
or willful misconduct of City or its employees.
D. Notice of Termination. If an event 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 10 business days after the postmarked date of the
notice.
E. Improvements Revert to City. Except for the right of Lessee to remove personal
property at the expiration of the Lease, ownership of all improvements placed or constructed on the
Premises by Lessee revert to the City upon the expiration or earlier termination of this Lease.
Section 27. Re-delivery of Premises. Upon the expiration or earlier termination of this Lease,
Lessee shall deliver the Premises to the City peaceably, quietly, and in as good condition as the
same now are or may be hereafter improved by Lessee or City, normal use and wear excepted.
Section 28. Holdover. Any holding over by Lessee of the Premises after the expiration of this
Lease will be on a month-to-month tenancy at sufferance not to exceed 18 months, at the then
current monthly rent and subject to surrender upon 30 days' prior written notice. Failure to timely
Page 13 e116
surrender the Premises following such written notice subjects Lessee to a monthly holdover fee
of 125% of the then fair market value for the Premises.
Section 29. Notices.
A. With the exception of notices to be provided to the City under the hazardous
materials/substances provision of Section 17 and the indemnification provisions of Section 24 of
this Lease, all notices required to be sent under this Lease are deemed sufficient if in writing and
sent by certified mail, return receipt requested, postage prepaid, or by overnight delivery service
with proof of delivery, or delivered in person, and as properly addressed below:
If to City: Director of Aviation
Corpus Christi International Airport
1000 International Drive
Corpus Christi, TX 78406
If to Lessee: Sterling Air Service, LLC
PO Box 18659
Corpus Christi, TX 78480
B. Either party may change the address to which notice must be addressed under this
section by providing the other party with notice of the new address under any of the methods set
out in this section.
Section 30. Disclosure of Interest; Form 1295.
A. The City's Code of Ordinances, Section 2-349, as amended, requires all persons
seeking to do business with the City to complete and provide a"Disclosure of Interest"form of the
type attached to this Lease as Exhibit E. The content of the completed Exhibit E by Lessee is
incorporated into this Lease by reference as if fully set out in this section. Lessee is obligated to
provide an updated Disclosure of Interest should any information submitted in Exhibit D and
incorporated into this Lease by reference change during the pendency of this Lease for approval
by the City Council and prior to the City's execution of the same.
B. Additionally, Lessee agrees to comply with Texas Government Code Section
2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties"
as part of this Agreement.
Section 31. General Provisions.
A. Mineral Rights. The City expressly reserves all water, gas, oil, and mineral rights in
and under the soil beneath the Premises in which it holds an interest and reserves the right to
conduct or provide for testing and removal of any such City-owned water, gas, oil, or minerals
from the Premises.
B. No Waiver of Forfeiture. Any failure or neglect of the City or Lessee at any time to
declare a forfeiture of this Lease for any breach or default whatsoever hereunder does not waive
City's or Lessees right thereafter to declare a forfeiture for like or other or succeeding breach or
default.
Page 14 of 16
C. Force Majeure. Neither City nor Lessee will be deemed to be in breach of this Lease
if either is prevented from performing any of its obligations under this Lease by reason of force
majeure. "Force Majeure" for the purposes of this Lease means any prevention, delay, or
stoppage due to strikes, lockouts, labor disputes, acts of God to include severe inclement weather
and sustained periods of rain or snow, civil commotion, fire or other casualty, and other causes
beyond the reasonable control of the party obligated to perform and claiming the force majeure.
All of the foregoing events excuse the performance by either party for a period equal to any
prevention, delay, or stoppage, including the obligations imposed with regard to commencement
or payment of rental and other charges to be paid by Lessee pursuant to this Lease and the
obligation of City to deliver the Premises.
D. Rules and Regulations. Lessor has adopted minimum operational standards
("Minimum Standards") and rules and regulations ("Rules and Regulations"), which shall govern
Lessee in the use of the Premises and all common facilities, a copy of each of which has been
furnished to the Lessee and are incorporated herein by reference. Lessee agrees to comply fully
at all times with these governing documents. Lessor, in its sole discretion, shall have the right to
amend, modify, and alter these Minimum Standards and Rules and Regulations from time to time
in a reasonable manner and may introduce other regulations as deemed necessary for the
purpose of assuring the safety, welfare, convenience, and protection of property of Lessor,
Lessee, and all other tenants and customers of the Airport; provided, however, that Lessor shall
give Lessee reasonable advance notice of any such amendments, modifications, or alternations
of the Minimum Standards and Rules and Regulations.
E. Venue. Venue for any action brought under this Lease lies in Nueces County, Texas,
where the Lease was executed and will be performed.
F. No Third Party Benefit. 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.
G. Permits, Licenses, and Taxes. Lessee shall procure all permits and licenses, pay all
charges,fees, and taxes including,but not limited to,all payroll taxes, Medicare taxes, FICA taxes,
unemployment taxes, and all other related taxes according to Internal Revenue Circular E
"Employer's Tax Guide," Publication 15, as it may be amended, and give all notices and respond
to all communications that are necessary and incident to the due and lawful conduct of business
at and occupancy of the Premises by Lessee. Lessee must provide proof of payment of any tax
within 10 days after the City Manager's written request for the same.
H. 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 the piling of boxes, barrels, or other similar
items in or within view from a public area; and must pay, or cause to be paid,the costs associated
with trash removal and disposal.
I. Delegation. Any obligations of the Lessee required by this Lease may be delegated to
any approved sublessee by the terms of the sublease agreement between the parties, provided,
however, that any such delegation shall not relieve Lessee of its liability, responsibilities, and
obligations under this Lease.
J. Publication. Lessee must pay all newspaper publication costs, if any, for this Lease
as required by the City Charter.
Page 15 of 16
641—
EXECUTED IN TRIPLICATE ORIGINALS this day of -4_ , 20
8
ATTEST: CITY OF CORPUS CHRISTI
E=ke(' Lc-c4
Rebecca Huerta Margie C. RfitilaCALi.
City Secretary City Manager
Approved as to legal f.rm:
/�4I: *isoLar
Elizabe Hundley, ssistant City • o ey
for Miles Risley, City Attorney _
Stelling Air 'ervice:
Ckt •
riurciLiot
r
.haven Mor.:n 4Y MUNCH.
Presi•-•
Date: 1 ( 2j ' SECRETARY���
7
ACKNOWLEDGMENT
tf
STATE OF 1 -6(0,6
§
y� KNOW ALL BY THESE PRESENTS:
COUNTY OF /! 4 5 §
This instrument was acknowledged before me on/ /ell , 2017, by Shawn
Morgan, President of Sterling Air Service. LLC, a Texas limited liability company, on behalf of the
company. d`
LP-P-14/61"td3
Notary Public's Signatilre
ATTACHED AND INCORPORATED BY REFERENCE: ��a�;;; YVE I It P.CAVAZOS
Exhibit A– Facilities Site Map i* *1 COMMISSION EXPIRES
Exhibit B– Flight School Layout and Lease Rates of Premises ,p;;a� February 5,2019
Exhibit C – Fuel Tanks/Apron Layout and Lease Rates of Premise
Exhibit D – Insurance Requirements
Exhibit E – Disclosure of Interests. completed form
Page 16 of 16
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Scale Date:
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CONS CHRISTI INTNOW
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AIRFIELD EQUIPMENT &MAINTENANCE FACILITY
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_ Storage(81 SgF1.) § ,:.I P.ru6ala MNr4IwNewaq 3,633 $0.30 S90 43 $1,0119.90
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(4,200 SgFt.) �.-vr A.r,:d... . .,100 51.65 5577.50 58.67X0
_... —- I �` M•a34 f1,laY f13.a7f�M
Leased Undeveloped Land
(15,940 SgFt,)
-'1 Walkways(755 SgFt.)1 Non Covered Parking(1,559 SgFt.)
Covered Parking(1,319 SgFt.) CORPUS CHRISTI INTERNATIONAL AIRPORT
Starling Air Facility Boundary 074 EXHIBIT B i''.owbt� CM
STERLING AIR "�^°'"a
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CORPUS CHRISTI INTERNATIONAL AIRPORT
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EXHIBIT D
INSURANCE REQUIREMENTS
LESSEE'S LIABILITY INSURANCE
A. Lessee must not commence work under this contract until all insurance required has been obtained and
such insurance has been approved by the City. Lessee must not allow any sub-lessee to commence work
until all similar insurance required of any sub-lessee has been obtained.
B. Lessee must furnish to the City's Risk Manager and Director of Aviation Dept. two (2) copies of
Certificates of Insurance with applicable policy endorsements showing the following minimum coverage
by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an
additional insured on the General liability and Auto Liability policies, and a waiver of subrogation
is required on all applicable policies. Endorsements must be provided with Certificate of Insurance.
Project name and/or number must be listed in Description Box of Certificate of Insurance.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
30-day advance written notice of Bodily Injury and Property Damage
cancellation, non-renewal, material change Per occurrence - aggregate
or termination required on all certificates
and policies.
Commercial General Liability including: $1,000,000 Per Occurrence
1. Commercial Broad Form $1,000,000 Aggregate
2. Premises—Operations
3. Products/ Completed Operations
4. Contractual Liability
5. Independent Lessees
6. Personal Injury- Advertising Injury
AUTO LIABILITY(including) $5,000,000 Combined Single Limit
1. Owned
2. Hired and Non-Owned
3. Rented/Leased
WORKERS' COMPENSATION Statutory
All states endorsement required if Lessee
is not domiciled in State of Texas.
---- EMPLOYER'S LIABILITY $500,000/$500,000/$500,000
AIRCRAFT LIABILITY (including) $1,000,000 Per Occurrence
1. Owned
2. Hired and Non-Owned
3. Rented/Leased
4.
In Air and On Ground
HANGARKEEPERS $2,000,000 Per Occurrence
Repair, taxiing or towing of aircraft, or in any $2M00.000 Per Aircraft
way having care, custody or control of third-
party aircraft
POLLUTION LIABILITY $1,000,000 Per Incident Limit
(Including Cleanup and remediation) $1,000,000 Aggregate
PERSONAL PROPERTY INSURANCE Lessee, at their own expense, shall be
responsible for insuring all owned,leased or
rented personal property.
C. In the event of accidents of any kind related to this contract, Lessee must furnish the Risk Manager with
copies of all reports of any accidents within 10 days of the accident.
II. ADDITIONAL REQUIREMENTS
A. Applicable for paid employees, Lessee must obtain workers' compensation coverage through a licensed
insurance company. The coverage must be written on a policy and endorsements approved by the Texas
Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient
to assure that all workers' compensation obligations incurred by the Lessee will be promptly met. An All
States Endorsement shall be required if Lessee is not domiciled in the State of Texas.
B. 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. Lessee shall be required to submit a copy of the Certificate of Insurance upon renewal dates to City for
the duration of the contract at the address provided below within 10 days of any change made by the
Lessee or as requested by the City. Lessee shall pay any costs incurred resulting from said changes. All
notices under this Exhibit shall be given to City at the following address:
City of Corpus Christi
Attn: Risk Manager
P.O. Box 9277
Corpus Christi, TX 78469-9277
D. Lessee agrees that,with respect to the above required insurance,all insurance policies are to contain
or be endorsed to contain the following required provisions:
• List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement
with regard to operations, completed operations, and activities of or on behalf of the named insured
performed under contract with the City, with the exception of the workers' compensation policy;
• Provide for an endorsement that the"other insurance" clause shall not apply to the City of Corpus Christi
where the City is an additional insured shown on the policy;
• Workers' compensation and employers' liability policies 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,cancellation,non-renewal,
material change or termination 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 cancellation, non-renewal, material change or termination of coverage,
Lessee shall provide a replacement Certificate of Insurance and applicable endorsements to City. City
shall have the option to suspend Lessee's performance should there be a lapse in coverage at any time
during this 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 sub-lessee's
performance of the work covered under this contract.
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.
I. It is understood and agreed that the insurance required is in addition to and separate from any other
obligation contained in this contract.
2017 Insurance Requirements
Aviation Dept.
Sterling Air Service
11/30/2017 cg Risk Management
SUPPLIER NUMBER
TO BE ASSIGNED BY-CITY—
=
YCITY—
m e PURCHASING DIVISION
ws..
City
of
Corpus EXHIBIT E
Cor
Christi
CITY OF CORPUS CHRISTI
DISCLOSURE OF INTEREST
Corpus Christi Code § 2-349, as amended, requires all persons or firms seeking to do business
with the City to provide the following information. Every question must be answered. If the
question is not applicable, answer with "NA". See next page for Filing Requirements,
Certification and Definitions. ((Ij
COMPANY NAME: Skeritwl f'11r Sc'ruIP2 CC(
STREET ADDRESS: �(`( H A-n1rcr IF/ P.O. BOX: J 24519
CITY: ` orp,,S Otter s 1-7 STATE: T k ZIP: 7' jej PO
FIRM IS: 1. Corporation 2. Partnership 9 3. Sole Owner ❑
4. Association 0 5. Other ❑
If additional space is necessary, please use the reverse side of this page or attach separate sheet.
1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest"
constituting 3%or more of the ownership in the above named "firm"
Name /n) /41- Job Title and City Department(if known)
2. State the names of each "official" of the City of Corpus Christi having an "ownership interest"
constituting 3% or more of the ownership in the above named "firm."
Name Title
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 /ia Board, Commission or Committee
4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi who
worked on any matter related to the subject of this contract and has an "ownership interest"
constituting 3% or more of the ownership in the above named 'arm."
Name 61- Consultant
FILING REQUIREMENTS
If a person who requests official action on a matter knows that the requested action will confer
an economic benefit on any City official or employee that is distinguishable from the effect that
the action will have on members of the public in general or a substantial segment thereof, you
shall disclose that fact in a signed writing to the City official, employee or body that has been
requested to act in the matter, unless the interest of the City official or employee in the matter is
apparent. The disclosure shall also be made in a signed writing filed with the City Secretary.
[Ethics Ordinance Section 2-349 (d)].
CERTIFICATION
I certify that all information provided is true and correct as of the date 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: �LYZ 1 nSc Title: pr !P p
W 1 Q O cyl r-4�
Signature of Date: / / ��
Certifying Person: 7j '7 `7
DEFINITIONS
a. "Board member." A member of any board, commission, or committee of the city, including the board
of any corporation created by the city.
b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an effect
on that interest that is distinguishable from its effect on members of the public in general or a
substantial segment thereof.
c. "Employee." Any person employed by the city, whether under civil service or not, including part-
time employees and employees of any corporation created by the city.
d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial, and
whether established to produce or deal with a product or service, including but not limited to, entities
operated in the form of sole proprietorship, as self-employed person, partnership, corporation, joint
stock company, joint venture, receivership or trust, and entities which for purposes of taxation are
treated as non-profit organizations.
e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant
City Managers, Department and Division Heads, and Municipal Court Judges of the City of Corpus
Christi, Texas.
f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a firm,
including when such interest is held through an agent, trust, estate, or holding entity. "Constructively
held" refers to holdings or control established through voting trusts, proxies, or special terms of
venture or partnership agreements.
g. "Consultant." Any person or firm, such as engineers and architects, hired by the City of Corpus
Christi for the purpose of professional consultation and recommendation.
CERTIFICATE OF INTERESTED PARTIES
FORM 12955
1 of 1
Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 2017-288576
Sterling Air Service, LLC
Corpus Christi,TX United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 11/29/2017
being filed.
City of Corpus Christi Dat Acknowledged: 1,,
j l; ' J :-.( jL.;
3 Provide the identification number used by the governmental entity or state agency to track or identify the ontradt,and provide a
description of the services,goods,or other property to be provided under the contract.
XXXX
Aeronautical Services
4 Nature of interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
Morgan, Shawn Corpus Christi,TX United States X
5 Check only if there is NO Interested Party. ❑
6 AFFIDAVIT I swear,or affix unddr penalty of perjury,that the above disclosure is true and correct.
YVET7E P.CAVAZOS
MY COMMISSION EXPIRES ��
I 1:;' February 5,2019 Signal -.Of /
1„�Q -�
of authorized agent of contracting business entity
AFFIX NOTARY STAMP/SEAL ABOVE l� 30 day to and subscribed before me,by the said ✓ 1(`u r1 P 4(1 �/ ,this the 3O day of Nevem()ei ,
20 1? ,to certify which,witness my hand and seal of office.
� ,tom /. Vq-ite I�lo�-a,
Signature o officer admi istering oath Printed name of officer administering oath Title of officer administering oath
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.3337