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HomeMy WebLinkAboutRES 00-031 RESOLUTION NO. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BEAUMONT: THAT the City Council hereby approves the sale of Beaumont Wings, Inc. to Gary Giarraputo; and, BE IT FURTHER RESOLVED that the City Manager be and is hereby authorized to execute an assignment agreement substantially in the form attached hereto as Exhibit "A." PASSED BY THE CITY COUNCIL of the City of Beaumont this the?,��2+�'--day of 2000. - Mayor - COMMERCIAL AERONAUTICAL SERVICES AND ACTIVITIES (FBO) FACILITIES LEASE AGREEMENT THIS LEASE AGREEMENT, made this 26th day of March 1990, between the City of Beaumont, Texas (hereinafter called "City") and Beaumont Air Service Company, a corporation organized and existing under the laws of the State of Texas and authorized to do business in the State of Texas (hereinafter called "Lessee". WHEREAS, City owns the Beaumont Municipal Airport (hereinafter called "Airport"), located in the City of Beaumont, Jefferson County, Texas; and WHEREAS, Lessee is a corporation engaged in the business of providing certain commercial aeronautical services and activities; and WHEREAS, City has right, title and interest in and to the facilities and privileges hereinafter granted, and has full power and authority to enter into this Agreement in respect thereof; and WHEREAS, Lessee desires to lease certain facilities thereon upon the terms and conditions hereinafter stated; NOW, THEREFORE, in consideration of the mutual covenants and considerations herein contained, City lets and demises to Lessee and Lessee takes from City the following described leased premises, and all described rights incident thereto, subject to the following: 1.0 LEASED PREMISES The term "leased premises", as used in this Agreement, shall include at Beaumont Municipal Airport, in Jefferson, County, only those properties as shown on the attached Exhibits B,C and D; and further limited as follows: 1.1 Terminal Building Office Space (Exhibit B). 1.2 North Hangar/Office Building (Exhibit Q. 1.3 Fuel Storage Farm (Exhibit C). 1.4 South Hangar Building (Exhibit D). 1.4.1 Facility to be leased on an "as is basis". 2.0 OBJECTIVES AND PURPOSE OF LEASE 2.1 Use of Leased Premises. Lessee shall use the leased premises for the conduct of lessee's business at the Airport, and for no other purpose. Lessee shall comply with the Minimum Standards and Requirements for the Conduct of Commercial Aeronautical Services and Activities of the City 01-einafter called "Minimum Standards"), which are attached hereto as Exhibit E, and made a EXHIBIT "A" part hereof, for FBO services, including but not limited to those services stated below, in consideration of this lease agreement. 2.1.1 Aircraft Line Services; 2.1.2 Primary Flight Instruction and Training; 2.1.3 Aircraft Airframe and Engine Repair, and Maintenance; 2.1.4 Ramp parking and tie-down. Leased Premises may also be used in providing "Specialized Aviation Operations", in compliance with and defined by the City's Minimum Standards. 2.2 Prohibited Uses. The following activities are expressly prohibited: 2.2.1 Automobiles and trucks are prohibited from parking on the ramp, except for fuel truck. However, this shall not be interpreted to prohibit cars and trucks from being on the ramp for the purpose of loading and unloading aircraft. 2.2.2 Lessee shall not conduct any commercial activity on the airport not defined in the Minimum Standards, without prior written consent from City. 2.2.3 Lessee shall not use leased premises for any illegal acts. 2.2.4 Lessee shall not, in any manner, restrict access or use of public facilities by improvements or operation of its leased premises. 2.2.5 It is agreed by the parties hereto that the sale of beer, wine and other liquors is prohibited on said premises. 3.0 ALTERATIONS OR REPAIRS TO LEASED PREMISES Lessee shall not construct, install, remove and/or modify any of the buildings or premises leased hereunder without prior written approval of the city. All improvements must be made in compliance with all City of Beaumont codes. In the event that Lessee makes improvements or alterations to or on the Leased Premises, the use thereof shall be enjoyed by Lessee during the term hereof without the additional rental therefore, but such additions, alterations or improvements shall become the property of the City upon the completion of the term. 4.0 TERM OF AGREEMENT 4.1 The primary term of this agreement shall be ten (10) years, subject to a reopener on rental, as set out herein, beginni*g April 1, 1990, unless terminated sooner as herein provided. After completion of the primary term, the agreement may be extended for additional five (5) year terms , when done at least one month prior to termination of any term or extension. All extensions must be in writing and signed by both parties. Lessee further agrees that upon the expiration of the term or extension of this Agreement or sooner cancellation thereof, the leased premises will be delivered to City in good condition, reasonable wear and tear excepted. Reasonable wear and tear shall be determined at the sole discretion of City upon inspection of the leased premises from time to time. 4.2 Six months prior to the end of the first five (5) years of the initial ten (10) year term, the payments set out in paragraph 5.0 shall be renegotiated by the parties. 5.0 RENTALS, FEES AND RECORDS 5.1 Rentals for Leased Premises. During the term hereof, Lessee shall pay to City the amount of $9,360 annually. The foregoing rentals shall be payable in equally monthly installments in advance, on or before the tenth (10th) business day of each calendar month of the term, at the City. 5.2 Fuel Flowage Fee. During the term hereof, Lessee shall pay to City the herein provide fees per gallon of fuel delivered into aircraft. Payment shall be remitted to City on or before the tenth (10th) business day following the calendar month delivered. 5.2.1 x.02 per gallon for first 8,000 gallons each month. 5.2.2 $.03 per.gallon for second 8,000 gallons each month. 5.2.3 x.05 per gallon for third 8,000 gallons each month and every gallon therafter. 5.3 Audit and Financial Regulations. The City shall have the right through its agents and employees to audit and examine at all reasonable times, the Lessee's books and financial and operational records which may be reasonably required by the City in order to enforce the terms of this agreement or to evaluate the Lessee's performance thereof. Financial records will be maintained with such adequacy so as to allow identification of the source of all revenue related to this agreement. 5.4 Delinquent Rentals and Fees. There shall be added to all sums due City and unpaid, as may be established by City, an interest charge of one and one-half percent (1 1/2%) of the principal sum for each full calendar month of delinquency computed as simple interest. No interest shall be charged upon that portion of any debt which, in good faith, is in dispute. No interest shall be charged upon any account until payment is thirty (30) days overdue. 6.0 OBLIGATIONS OF LESSEE 6.1 Contract Administration. It is understood that City presently has contracts for mowing and maintenance on portions of the leased premises. If requested by Lessor, Lessee agrees to oversee such contracts and assure compliance with the terms of such contracts. If Lessee is unable to obtain compliance, Lessee agrees to immediately notify City of such deficiency and coordinate with the City in obtaining compliance. 6.2 Maintenance and Operation. Lessee shall maintain the leased premises at all times in a safe, neat and attractive condition, and shall not permit the accumulation of any trash, paper, or debris on the Airport premises. Lessee shall repair or reimburse City for all damages to the leased premises caused by its employees, patrons, or its operation thereon; shall be totally responsible for the maintenance and repair any new building constructed by Lessee, unless otherwise specified in writing. Lessee shall be responsible for and perform maintenance to leased premises, including but not limited to: 6.2.1 For leased premises, Lessee shall provide janitorial services, supplies, window washing, interior painting and replacement of light bulbs. 6.2.2 Cleaning of stoppages in plumbing fixtures and drain lines. 6.2.3 Maintenance of hangar doors and door operating systems. 6.2.4 Lessee shall perform all maintenance on Lessee-constructed structures, pavement, and equipment. 6.2.5 Lessee shall advise City and obtain City's consent in writing before making changes involving structural changes to leased premises, modifications or additions to plumbing, electrical or other utilities. 6.2.6 Lessee is responsible for maintaining electric loads within the designed capacity of the system. Prior to any change desired by Lessee in the electrical loading which would exceed such capacity, written consent shall be obtained from the City. 6.2.7 Lessee shall provide and maintain hand fire extinguishers for the interior of all leased premises in accordance with applicable safety codes. 6.2.8 Lessee shall maintain pumps, meters, hoses and nozzles associated with the distribution of fuel into fuel truck or aircraft. City, at its discretion, shall be the sole judge of the quality of maintenance, as specified in this agreement; and Lessee, upon written notice by City to Lessee, shall be required to perform the maintenance deemed necessary. If said maintenance is not undertaken by Lessee within thirty (30) days after receipt of written notice, City shall have the right to enter upon-the leased premises and perform the necessary maintenance, the cost of which shall be borne by Lessee. No waste shall be committed or damage done to the property of the City. 6.3 Utilities. Lessee shall assume and pay for all costs or charges for utility service furnished to Lessee during the term hereof; provided, however, that Lessee shall have the right to connect to any and all storm and sanitary sewer and water and utility outlets at its own cost and expense; and Lessee shall pay for any and all service charges incurred therefore. Utility cost for the Terminal Building Office Space, excluding telephone service, shall be the responsibility of City. 6.4 Trash, Garbage, Etc. Lessee shall pick up, and provide for, a complete and proper arrangement for the adequate sanitary handling and disposal, away from the Airport, of all trash, garbage, and other refuse caused as a result of the operation of its business. Lessee shall provide and use suitable covered receptacles for all such garbage, trash, and other refuse. Piling of boxes, cartons, barrels, pallets, debris, or similar items in an unattractive or unsafe manner, on or about the leased premises, shall not be permitted. No oils, greases, detergents, or other insoluble substance shall be placed in the sewage or drainage systems or on the ground. All local, state, and federal laws regulations, and ordinances governing the disposal of waste materials shall be complied with by the Lessee. 6.5 Signs. Lessee shall not erect, maintain, or display upon the outside of leased premises any billboards, or advertising sign; provided, however, Lessee may maintain on the outside of said buildings, its own name(s), and services on signs, the size, location and design of which shall be subject to prior written approval by City. 6.6 Nondiscrimination. The Lessee in the operation to be conducted pursuant to the provisions of this agreement and otherwise, shall not discriminate against any person or group of persons in any manner prohibited by Part 15 of the Federal Aviation Regulations or any amendments thereto. The Lessee for himself, his heirs, personal representatives, successors, and assignees, does hereby covenant and agree to maintain and operate all facilities and services authorized hereunder in compliance with all the requirements imposed pursuant to Title 49, Code of Federal Regulations, Department of Transportation,: Subtitle A, Office of the Secretary, Part 21, Nondiscrimination of Federally Assisted Programs of the Department of Transportation, effectuation of Title 6 of the Civil Rights Act of 1964, City of Beaumont Minority Business Enterprise Program as outlined in the Minority Business Utilization Commitment (Exhibit F), and as said regulations may be amended. In the event of breach of any of the above discrimination covenants, City shall have the right to terminate this agreement and to re-enter and repossess said land and the facilities thereon, and to hold the same as if this agreement had never been made or issued. The Lessee, for himself, his personal representatives, successors in interest, and assignees does hereby covenant and agree that (1) no person on the grounds of race, sex, color, or national origin, shall be excluded from participation, denied the benefits of or be otherwise subjected to discrimination in the use of said facilities; (2) that in the construction of any improvements on, over and under such land and the furnishing of services thereon, no person on the grounds of race, sex, color, or national origin shall be excluded from participation in, or denied the benefits of such improvements or services,:, or otherwise be subjected to discrimination; and (3) that Lessee shall use the premises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, effectuation of Title V of the Civil Rights Act of 1964, and as said regulations may be amended. In the event of breach of the above nondiscrimination covenants herein, City shall have the right to terminate this agreement, and to re- enter and to repossess said premises and hold the same as if this agreement had never been made or issued. The Lessee in exercising any of the rights or privileges herein granted to it shall not on the grounds of race, color, or national origin discriminate or permit discrimination against any person or group of persons in any manner prohibited by Part 21 of the Regulations of the Secretary of Transportation. The Lessee is hereby granted the right to take such action, anything to the contrary herein notwithstanding, as the United States may direct to enforce this nondiscrimination covenant. With respect to the leased premises, Lessee agrees to furnish services on a fair, equal and not unjustly discriminatory basis to all users thereof, and to charge fair, reasonable and not unjustly discriminatory prices for each unit of service; provided, that the Lessee may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. 6.7 Affirmative Action. With respect to the leased premises, the Lessee assures that it will undertake an affirmative action program as required by 14 CFR Part 152, Subpart E, to insure that no person shall on the grounds of race, creed, color, national origin, or sex be excluded from participating in any employment activities covered in 14 CFR Part 152, Subpart E. The Lessee assures that no person shall be excluded on these grounds from participating in or receiving the services or benefits of any program or activity covered by this subpart. The Lessee assures that it will require that its covered suborganizations provide assurances to the Lessee that they similarly will undertake affirmative action programs and that they will require assurances from their suborganizations, as required by 14 CFR Part 152, Subpart E, to the same effect. 6.8 Management of T-Hangers. The City presently has existing contracts for the rental of T-hangars that exist on the leased premises hereunder. The City also has guidelines and rules and regulations for the use and rental of such units including maintenance of a waiting list. Lessee shall manage the T-hangars on the leased premises. This management shall include, but not be limited to, the following activities: 6.8.1 Billing and collection of monthly rental. 6.8.2 Payment of monthly rental to the City. Payment shall be remitted to City on or before the tenth (10th) business day following the calendar month collected. 6.8.3 Monthly report of payments received and reporting delinquencies to the City showing such delinquencies on an aging schedule. 6.8.4 Maintenance of the waiting list for rental of T-hangars. 6.8.5 Enforcement of the guidelines and rules and regulations for the use of such,t-hangars. 6.8.6 Notification to the city of violations of lease terms or guidelines and rules and regulations and all enforcement efforts taken by Lessee. 6.8.7 Lessee's management responsibilities with reference to the T-hangars shall not include maintenance or upkeep of the T-hangars. 6.8.8 Lessee's management of the T-hangars shall not include a responsibility on the part of Lessee to force those persons who are leasing T-hangars to vacate such T-hangars. However, enforcement efforts, short of forcing such vacation, shall be required as part of the management of the T-hangars. 7.0 OBLIGATIONS OF CITY 7.1 Operations as a Public Airport. City covenants and agrees that it will operate and maintain the Airport facilities, as defined hereinabove, as a public Airport consistent with and pursuant to the Sponsor' Assurances given by the City to the United States Government under the Federal Airport Act. 7.2 Ingress and Egress. Upon paying the rental hereunder and performing the covenants of this Agreement, Lessee shall have the right of ingress to and egress from the leased premises for the Lessee, its officers, employees, agents, servants, customers, vendors, suppliers, patrons, and invitees over the roadways servicing the leased premises. 7.3 Maintenance of Leased Premises. 7.3.1 All building maintenance on the Terminal Building shall be borne by the City, except for custodial maintenance in leased office area. 7.3.2 All other maintenance, other than that described as Obligations of Lessee in 6.2 hereof, shall be provided by City. 7.3.3 South Hangar Building is included in Leased premises on an "as is basis". City shall make no claim as to when, if any, repairs or improvements will be made. City shall retain the right to determine need for and ability to provide repairs, maintenance or improvements. 7.4 Underground Fuel Storage Tanks. City shall be responsible for the existing underground fuel storage tanks complying with local, state and federal laws governing such. 8.0 CITY'S RESERVATIONS 8.1 Improvements, Relocation, or Removal of Structures. City, at its sole discretion, reserves the right to further develop or improve the aircraft operation area and other portions of the Airport, including the right to remove or relocate any structure on the Airport, as it sees fit, and to take any action it considers necessary to protect the aerial approaches of the Airport against obstructions, together with the right to prevent Lessee from erecting or permitting to be erected, any buildings or other structure on the Airport which, in the opinion of City would limit the usefulness of the Airport or constitute a hazard to aircraft. 8.2 Inspection of Leased Premises. City, through its duly authorized agent, shall have at any reasonable time, the full and unrestricted right to enter the leased premises for the purpose of periodic inspection for fire protection, maintenance and to investigate compliance with the terms of this Agreement. 8.3 Subordination to U.S. Government. This Agreement shall be subordinate to the provisions of any existing or future agreement(s) between the City and the United States, relative to the operation and maintenance of the Airport, the terms and execution of which have been or may be required as a condition precedent to the expenditure or reimbursement to City for Federal funds for the development of the Airport. 8.4 War or National Emergency. During the time of war or national emergency, City shall have the right to lease the Airport or any part thereof to the United States Government for military use, and if any such lease is executed, the provisions of this Agreement, insofar as they are inconsistent with the lease to the Government, shall be suspended, and in that event, a just and proportionate part of the rent hereunder shall be abated. 9.0 INDEMNITY AND INSURANCE 9.1 Indemnification. Operator shall indemnify, defend, and hold harmless City, its officers; agents and employees from any and all liabilities, claims demands, actions, losses, damages and costs, including all costs of defense thereof, caused by or arising out of, or in any way related to Lessee's use or occupancy of the leased premises or occurring on the leased premises during the term of the lease or any time of occupancy of the premises by inverse condemnation, and including claims, liabilities and actions based upon acts, omissions or negligence of the City, its officers, agents, and employees. Upon demand, Lessee shall, at its own expense, defend City, its officers, agents, and employees against any and all liabilities, claims demands, actions, losses, damages and costs. 9.2 Insurance Coverages. Insurance coverage shall be provided and paid for by the Lessee in the following amounts with the city, and all other personnel as additional insured. A Certificate of Insurance or a copy of the insurance policies involved will be furnished to the City and ten (10) day's advance written notice of any change to any policy or cancellation of any policy shall be given to the City. The City shall retain the right to waive any insurance requirements or limits. 9.2.1 Aircraft Liability: Bodily InJury (Each Accident) 100,000 each person 300,000 for more than one person Property Damage 100,000 each accident 9.2.2 Comprehensive Public Liability and Property Damage including Contractual Liability: Bodily Injury 300,000 each accident Property Damage 100,000 each accident Broad form liability endorsement form G222 shall be included. 9.2.3 Hangar Keeper's Liability: 250,000 each accident 9.2.4 Product's and Completed Operations: 300,000 Bodily Injury 100,000 Property Damage 9.2.5 Student and Renter's Liability: 25,000 per accident excluding passengers. 9.2.6 Motor Vehicle Liability: Bodily In3ury_(Each Accident) 250,000 each person 500,000 per occurrence Property Damage 100,000 each accident 9.2.7 Worker's Compensation and Employer's Liability: Up to Statutory Limit 9.2.8 Should any insurance required by this agreement lapse, the Lessee shall immediately cease all operations at the airport as of the time and date of such lapse, and shall not resume any operations until authorized in writing by the City. If the ,lapse period extends fifteen (15) days, the agreement may be terminated and the Lessee shall be in breach of this agreement. 9.2.9 Should the City receive notices of insurance cancellation three (3) or more times within a twenty-four (24) month period, the City may cancel this agreement. 10.0 TERMINATION 10.1 Termination by City. The City, besides all other rights or remedies it may have, shall have the right to terminate this agreement upon fifteen (15) days written notice from the City to the Lessee of its election to do so, and shall have the right of re-entry and may remove all persons and property from the premises and may store such property at a public warehouse or elsewhere at the expense of, and for the account of the Lessee, if the Lessee abandons the premises or breaches this agreement, including the following: 10.1.1 By failing to pay insurance premiums, liens, claims, or other charges. 10.1.2 By failing to pay any payments due the City, State, or Federal Government from the Lessee or its principals, including, but not limited to, payments identified in this agreement or any taxes, fees, assessments, or liens. 10.1.3 By assigning or subletting the leased premises without consent of the City. 10.1.4 On the institution of voluntary or involuntary bankruptcy proceeding against the Lessee. 10.1.5 By death of the Lessee, or dissolution of the Lessee's firm or business. 10.1.6 By violation of any provision of the agreement identified as a covenant on the part of the Lessee. 10.1.7 By the abandonment of the premises or any portion thereof and discontinuance of the Lessee's operations, or any portion thereof. Should this occur, the City shall not be responsible for the custodial protection of merchandise, fixtures, or equipment abandoned, even though it is necessary for the City to remove the same from the airport for storage or disposal. 10.1.8 In the event of the need for the airport by the City for purposes of national defense. 10.1.9 In the event the airport is no longer operated as an aeronautical facility. 10.2 Termination by Lessee. The Lessee, besides all other rights or remedies it may have, shall have the right to terminate this agreement upon fifteen (15) days written notice of its election to do so if the City breaches this agreement, including failure to pay the Lessee amounts due under terms of this agreement after the expiration of a thirty (30) day period following notice of payment due is given by the Lessee. 10.3 Rights After Termination. In the event of termination for default for unsatisfactory performance by the Lessee, the City shall have the right (unless otherwise specified in the termination notice), at once and without further notice to the Lessee, to enter and take possession of vehicles, equipment, supplies, or any premises occupied by the Lessee, by force or otherwise, and expel, oust and remove any and all parties who occupy any portion of the premises of the airport covered by this agreement, and any and all goods and chattels belonging to the Lessee or his associates which may be found in or upon same without being liable for prosecution or to any claim for damages therefore. Upon such termination by the City, all rights, powers and privileges of the Lessee shall cease, and the Lessee shall immediately vacate any and all space occupied by the Lessee under this agreement, and shall make no claim of any kind whatsoever against the City, its agents or representatives by reason of such termination, or any act incident thereto. 11.0 ASSIGNMENT AND SUBLETTING 11.1 Successors and Assignment. Lessee shall not assign this Agreement or any part thereof in any manner whatsoever or assign any of the privileges recited herein without the prior written consent of City. In the event of such assignment, Lessee shall remain liable to City for the remainder of the term of the Agreement to pay to City any portion of the rental and fees or damages, as provided for herein, upon failure of the assignee to pay the same when due. All covenants, stipulations and provisions in the agreement to be entered into shall extend to and bind the legal representative, successors and assigns. Said assignee shall not assign said Agreement except with the prior written approval of the City and the Lessee herein, and any assignment by the Lessee shall contain a clause to this effect. 11.2 Subletting The Lessee may rent or sublease the leased premises or portions thereof for the purpose of providing space to meet the required services as stated herein, but shall be required to obtain prior written permission from the City. Lessee shall not rent or sublease all or any part of such premises or the improvements located thereon, for any non-airport'aviation activity or other purpose, without the prior written consent of the City. Subleases shall be subject to all of the conditions and provisions to which the Lessee is bound, under terms of this agreement. 12.0 GENERAL PROVISION 12.1 Co-partnership Disclaimer. It is mutually understood and agreed that nothing in this agreement is intended or shall be construed as in any way creating or establishing the relationship of partners or co-partners between the parties hereto, or as constituting the Lessee as an agent or representative of the City for any purposes or in any manner whatsoever. 12.2 Non-exclusive Rights. It is hereby specifically understood and agreed between the parties that nothing herein contained shall be construed as granting or authorizing the granting of exclusive rights to Lessee or others, as defined in Section 308 of the Federal Aviation Act of 1958, as amended. 12.3 Waivers. No waiver by either party of a breach by the other shall be construed or held to be a waiver by such party of any succeeding or preceding breach by the other party of the same or any covenant, condition, or restriction herein contained. 12.4 Modifications. Where changes to activities or areas included in this agreement are made, such modifications must be in writing. The City shall have the right to require modifications in scope of work. 12.5 Lessee Inspection. , The Lessee acknowledges it responsibility for inspecting of the airport and the leased premises prior to signing of this agreement and to inform itself regarding local conditions. 12.6 Lessee Provision of Labor, Etc. Unless otherwise specifically indicated, the Lessee shall furnish all services, supplies, and equipment necessary to perform all activities and covenants of this agreement. 12.7 Conditions Beyond Control. Neither the City nor the Lessee shall be required to perform any term, condition or covenant of this agreement so long as performance is delayed or prevented by force majeure, which shall mean acts -of God, drought, floods, material or labor restrictions by any governmental authority, and any other cause not reasonably within the control of either party in which, by the exercise of due diligence, the City or Lessee is unable or in party, to prevent or overcome. 12.8 Sale of Interest. The Lessee may not sell or assign all or part interest in activities of the Airport to another party or parties without written approval of the City of such sale or assignment. The City may require any records or financial statements necessary in its opinion to insure such sale or assignment will be in the best interest of the City. 12.9 Service Levels. Lessee and sublessees agree to conduct said business in a proper and courteous manner and to furnish good, prompt and efficient commercial aeronautical services at all times, and in compliance with City's Minimum Standards. 12.10 Aircraft Service by Owner or Operator of Aircraft. It is clearly understood and agreed by the Lessee that no right or privilege has been granted which would operate to prevent any person, firm or corporation operating aircraft on the Airport form performing any services on its own aircraft with its own regular employees, including, but not limited to, maintenance and repair that it may choose to perform. 12.11 Subordination. This agreement shall be subordinate to the provisions of any existing or future agreement between City and the United States, relative to the operation or maintenance of the Airport, the execution of which has been or,may be required as a condition precedent to the expenditure of federal funds for the development of the Airport. This subordination includes, but is not limited to, the right of the City, during times of war or national emergency, to lease the landing area, or any part thereof, to the United States Government for military or naval use, and if any such lease is executed, the provisions of this instrument, insofar as they ar inconsistent with the provisions of the lease to the Government, shall be suspended. 12.12 No-sham Affidavit. All terms and conditions with respect to this lease are expressly contained herein, and the Lessee agrees that no representative or'-agent of the City has made any representation or promise with respect to this lease no expressly contained herein. 12.13 Compliance With Laws, Etc. The Lessee shall at all times comply with the Airport Rules and Regulations, Federal, State, and Municipal laws, ordinances, codes, and other regulatory measures now in existence or, as may be hereafter modified or amended, applicable to the specific type of operation contemplated by him. The Lessee shall procure and maintain during the term of the agreement all licenses, permits, and other similar authorizations required for the conduct of his business operations. 12.14 Severability. If any term or provision of this lease shall, to any extent, be invalid or unenforceable, the remainder of this lease shall not be affected thereby and each other term and provision of this lease shall be valid and be enforced to the fullest extent permitted by law. 12.15 Binding Effect. This lease, including all of its covenants, terms, provisions, and conditions, shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns. 12.16 Duty to be Reasonable. Wherever in this agreement the City is to give its consent, approval or otherwise exercise discretion in judgement, such consent, approval or judgment shall not be unreasonably exercised or unreasonably withheld. 12.17 Paragraph Headings. The paragraph headings contained herein are for convenience in reference and are not intended to define or limit the scope of any provision of this agreement. 12.18 Notices. Whenever any notice or payment is required by this agrement to be made, given or transmitted to the parties hereto, such notice or payment shall be enclosed in an envelope with sufficient postage attached to insure delivery and deposited in the United States Mail, addressed to: Airport Management City of Beaumont P. 0. Box 3827 Beaumont, Texas 77704 and notices, consents and approvals to Lessee addressed to: Beaumont Air Service Companuy 455 Keith Road Beaumont, Texas 77713 or such place as either party shall, by written directive, designate in the manner herein provided. Approvals and consents required herein may be given and executed by City Manager of City. 12.19 Exhibits. The Exhibits A,B,C,D,E and F attached hereto are hereby made a part of this agreement. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed as of the date first above mentioned at Beaumont, Texas. CITY OF BEAUMONT, TEXAS LESSEE Ray Riley, City Mana er Lessee ATTEST: ' �� 174- A I I i c) Y ` LEGEND TmwmL mm. © NORTH HANGER/ I OFFICE BLDG. Q SOUTH HANGER 3. �rat ��M1ha�r !0 13EAUMONT MUNICIPAL AIRPORT EXHIBIT A Z AIRCRAFT APRON w fU_ l:ti:• CL :;tip • o LY a x a 0 3 Q D7Z W Z VS D Q g°C � w PARKING TERMINAL BLDG.OFFICE SPACE ' TERMINAL BLDG. . EXIBIT B 120.V UI•SIAIRS - A/C PARTS A/C TRAINING ROOM SIG Rrxw DOWN OF/ICE OFFICE aoP N • - t� POFFICE u 0°o Of/ICf ° 0 P a P • Li Offict J- �IDAFIIE DRAIN PIOTS L EOUN DOOR NEWT 19' EAVE OVERHAG W"T ?• SO-WOLO WTA1 DOOR 36' Li in 0 NORTH HANGER/OFFICE BLDG, EXHIBIT C GAS PUMPS , Z 6• 126• 16' 102' DOORWAY DOOR HEIGHT 21' SOUTH SIOE EAVES OVERHANG 23' P of, A �P p OPEN NORTH SIDE EAVES OVERHANG OVER HANGER 23' NORTH SIDE EAVES OVERHANG OVER OFFICE 11' 1 126' SOUTH HANGER EXHIBIT D SCALE 1-:20'