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HomeMy WebLinkAboutEmpire Airways - Airport Use AgreementAGREEMENT, made -L)h&h-e-jL� `_______, 198B Board, an agency of hereinafter celled the called the Licensee: WITNESSETH; til and entered into this _/-Z ... day of by and between the Yakima Air Terminal the City of Yakima and County of Yakima, Board and Empire Airways, hereinafter WHEREAS* the Board operates an airport known as the Yakima Air Termlnalp 2300 West Washington Avenue, Yakima, Washington 98903; and WHEREAS, Licensee is engaged in the business of air transportation with respect to property and cargo, and WHEREAS, Licensee desires to use certain facilities, rights, licenses, services and privileges in connection with and on the Airport" and the Board is willing to lease the same to Licensee upon the terms and conditions hereinafter stated, NOW THEREFORE, for and in consideration of the premises and of the mutual covenants and agreements herein contained, and other valuable considerations, the Board does hereby let unto Licensee certain uses, facilities� rights, licenses, services and privileges in connection with and on the Airport as follows: A. USE OF AIRPORT: The use* in common with others authorized so to do, of the Airport and appurtenances, together with all facilities, equipment° improvements and services which have been or may hereafter be provided at or in connection with the Airport from time to time including without limiting the generality hereof, the landing field and any extensions thereof or additions thereto, roadways, runways, aprons» taxiways, flood lights, landing lights, beacons, signals and all other conveniences for flying, landings and takeoff* of aircraft of Licemsee° which use, without limiting the generality hereof, shall include: 1) The right to operate a transportation system by aircraft for the carriage of property and cargo (hereinafter referred to as "air transportation"); 2) The right to train, subject to rules and regulations= as promulgated under Article VIII hereof, on the Airport, personnel in the employ of or to be employed by Licensee, provided that such right shall not be construed as authorizing the conduct of separate business by Licensee, but shall permit Licensee to perform such functions as incident to its conduct of air transportation; 8> The right to land, take-affv fly, taxi, tow, park, load and unload Licensee's aircraft and other equipment used in the operation of scheduled* shuttle, test, training and emergency flights, including without limiting the generality hereof, the right to load and unload Licensee's aircraft at locations specified by the Airport Manager and subject to all applicable rates and charges. ARTICLE II - TERM The term of this Agreement shall be for a period commencing on June 1° 1988 and continue on a month-to-month basis until terminated by either party upon thirty (30) days prior written notice. ARTICLE III - RENTALS, FEES AND REPORTS Licensee agrees to pay to the Board for the use of the premises, facilities: rights, licenses, services and privileges granted hereunderr, the following rentals' fees and charges, all payable monthly. Licensee shall, following the end month, transmit to the Board a statement landings performed by Licensee's aircraft at incurred by Licensee during said month and the by Licensee within fifteen (15) days after calendar month. A late charge of eightee/ annum will be charged on all late payments. of each calendar of the number of airport and fees same shall be paid the end of each 1 (18%) percent per A. Activity Fees: From and after the commencement of the term hereof, rentals, fees and charges for the use of all the premisesr facilities, rights, licenses, services and privileges granted hereunder shall be represented by landing fees as ,/follows: ^7 Landing-fees for Licensee's flights landing at the Airport c uted at the rate of $.36 per thousand pounds of appro maximum gross weight, with a minimum of Two D o s and 50/100 ($2.50) per landing. Fees may be �op r �Oar __ d justed upon sixty (60) days prior written notice by the 16)The term "approved maximum gross weight" for any aircraft, as used herein, shall be the maximum gross weight approved by the Federal Aviation Administration (per A.C. 150/5325-5 latest edition) for operating such aircraft at the Airport. B. Reports and Records: The Licensee agrees to keep accurate books, records and accounts and to submit such monthly statements if W, as may be required to support the payment of such fees and levied by the Airport. The Board and its charges as may be agents shall have the right at all times and at all ordinary business hours of the day, to inspect and examine such records, accounts, books, contracts, and other data relating to Licensee's operations, Licensee shall furnish, upon request of the Board, arrival and departure schedules at the Yakima Air Terminal, and other information that the Board may from time to time reasonably request. ARTICLE IV - RIGHT TO LEASE PROPERTY The Board represents that it has the right to lease the demised premises licenses, services and privileges herein granted and that Licensee has full power and authority to enter this agreement. ARTICLE V - RIGHT TO PURCHASE SUPPLIES AND MATERIALS Licensee shall have the right to purchase or otherwise obtain personal property of any nature, other than gasolinen fuel and propellants, deemed by it to be required by, or to, Licensee's operations, its exercise of the rights herein granted and its discharge of the obligations herein imposed, from any person, partnership, firm, association, or corporation it may choose. In the event Licensee purchases or takes delivery of gasoline, fuel, or other propellant at the Airport, Licensee expressly agrees to make such purchase from persons permitted to dispense gasoline, fuel or other propellants at the Airport. ARTICLE VI - LICENSES, FEES AND TAXES Licensee agrees to procure any licenses or permits that may be required in connection with Licensee's activities on the Airport and to pay any and all real and personal property taxes levied from time to time upon improvements and/or personal property placed upon the demised premises promptly, and not allow the same to become delinquent. It is the mutual intention of the parties that the Board shall not be required to pay any taxes on either real or personal property by reason of permitting Licensee to use said premises as hereinbefore described. The Board, during the term of this lease, shall operate, maintain and keep in good repair the Airport, including without limiting the generality thereof, all field lighting and other appurtenances, facilities and services which the Board has agreed to furnish and supply hereunder. Licensee and its employees, agents and servants will obey such rules and regulations as may from time to time be promulgated by the Board or its authorized agents in charge of the Airport to ensure the safe and orderly conduct of operations and traffic to, from, or upon the demised premises, and Licensee and its employees, agents, and servants will obey such rules and regulations as may from time to time be promulgated by the United States or any department or agency thereof and by the State of Wa5hington for like purposes. The Board shalI have no control whatsoever over the rates, fares, or charges that Licensee may prescribe for any of its services to, from, through or at the Airport, or between the Airport and Licensee's stopping places. In any of the following events, the Board, at any time hereafter, shall have the right at the Board's election immediately to terminate this lease and agreement: A. Failure to Pay Fees: In the event Licensee shall fail to pay the rentals, fees and other charges in the amounts and at the time and in the manner herein provided and such failure shall continue for ten (10) or more days after written notice thereof shall have been given to Licensee. B. Violation of Covenant: In the event Licensee shall fail to keep or perform or shall violate any of the terms, covenants, and conditions of this lease and agreement and Licensee shall not have cured or corrected such failure or violation within thirty (30) days after written notice thereof shall have been given to Licensee, or three (3) days in the case of default in payment of C. Insolvency: If Licensee shall make an assignment for the benefit of creditors, or shall file a petition of bankruptcy or shall be adjudged a bankrupt, or the interest of Licensee under this lease be levied upon and sold upon execution or shall by operation of law become vested in another person, firm, or corporation, because of the insolvency of Licensee; or, in the event that a receiver or trustee shall he appointed for Licensee or the interest of Licensee under this lease. D. Abandonment by Licensee: In the event Licensee shall vacate or abandon use of the Air Terminal facilities. ARTICLE XI - CANCELLATION BY LICENSEE This agreement shall be subject to cancellation by Licensee in the event of any one or more of the following events: A. The permanent abandonment of the Airport as an air terminal. B. The lawful assumption of the United States government, or any authorized agency thereof, of the operation, control or use of the airport and facilities in such a manner and to such an extent as to materially interfere with Licensee's operation thereon for a period of at least ninety (90) days. O. Issuance by any court of competent jurisdiction of any injunction in any way preventing or restraining the use of the airport in such a manner and to such an extent as to materially interfere with the operation of Licensee's air transportation operationsp and the remaining in force of such injunction for a period of at least niney (90) days. D. The default by the Board in the performance of any covenant or agreement herein required to be performed by the Board and the failure of the Board to remedy such default for a period of forty-five (45) days after receipt from Licensee of written notice to remedy the same. E. Inability of Licensee to use, for a period in excess of sixty (60) days, any leased premises because of fire, explosion, earthquakep other casualty or acts of God, provided that the same is not caused by intentional or negligent acts of the Licensee, its servants, agents or employees. ARTICLE XII - INDEMNITY Licensee agrees to indemnify, defend and hold the Board harmless from and against all liability for injuries to persons or damage to property caused by Licensee's use or occupancy of the demised premises; provided however, that Licensee shall not be liable for any injury, damager or loss occasioned by the negligence of the Board, its agents, or employees; and provided further° that the Board shall give to Licensee prompt and timely notice of any claim made or suit instituted which in any way directly or indirectly, contingently or otherwise affects, or might affect the Board and Licensee shall have the right to compromise and defend the same to the extent of its own interest. The Board shall not be liable to the Licensee for claims or damages arising from any defect in the construction of or the present condition of the Airport, whether known or unknown, or for damage by storm, rain, ash fall, flood or leakage or other natural causes. The Licensee hereby agrees to carry single limit public liability insurance covering bodily injury and property damage in e minimum amount of $500,000. All said policies shall provide for a minimum of thirty (30) days notice to the Board in the event of cancellation or material change in the terms thereof. It is further agreed that the Licensee shall file a certificate of insurance with the Board showing the existence and validity of said insurance. Licensee shall cause the City of Yakima, County of Yakima and the Yakima Air Terminal Board to be shown as additional named insureds on its liability policy. In the event Licensee or any sublicensee, employee, invitee~ or agent commit5 any act or omission that results in a penalty or fine imposed upon the Board, Licensee agrees to pay such fine or penalty and hold the Board harmless from costs and expenses in connection therewith. ARTICLE XIII - ASSIGNMENT AND SUBLETTING Licensee shall not at any time assign this agreement or any part thereof without the consent in writing of the Board; provided, that the foregoing shall not prevent the assignment of this agreement to any corporation with which Licensee may mereege or consolidate or which may succeed to the business of Licensee or to the United States government or any agency thereof. No such subletting, however, shall release Licensee from its obligations to pay any and all rentals, charges and fees provided herein. ARTICLE XIV - NOTICES Any notice required by the terms and provisions of this agreement shall be deemed given when placed in the United States mail as either certified or registered mail addressed as follows. To Boardr Yakima Air Terminal 2300 W. Washington Ave. Yakima° Washington 98903 To Licensee: Empire Airways 1101 Airport Drive Hayden Lake, Idaho 83835 All cove*mantsp stipulations and agreements in this agreement shall extend to and bind the legal representatives, successors and assigns of the respective parties hereto. Nothing in this provision shall be deemed to waive the restrictions on assignment and subletting contained in Article XIII above. Waiver by either party of strict performance of any provision of this lease shall not be a waiver of or prejudice the party15 right to require strict performance of the same provision in the future or of any other provision. ARTICLE XVII - ATTORNEY FEES If suit or action is instituted in connection with any controversy arising out of this lease, the prevailing party shall be entitled to recover in addition to costs, such sums as the Court may adjudge reasonable as attorney fees for any litigation herein' and venue of any such action shall lie in Yakima County, Washington, Superior Court. ARTICLE XVIII - NONDISCRIMINATION The Licensee in the operation and use of the premises and of the facilities of the Yakima Air Terminal shall not discriminate an the grounds of race, color, national origin or sexx discriminate nor permit discrimination against any person or group of persons in any manner prohibited by applicable law and shall abide by the provisions of part 21 of the Rules and Regulations of the Office of the Secretary of Transportation, effectuating Title VI of the Civil Rights Act of 1964. This lease shall be subordinate to the pro or future agreement between the Board relative to the operation or maintenance execution of which has been or which condition precedent to the expenditure of development of the Airport. STATE OF WASHINGTON) ) ss^ County of Yakima > vision of any existing and the United States of the Airport, the may be required as a federal funds for the YAKIMA AIR TERMINAL ____~_ _____________________ Gary S.��obbin5, Airport Manager On this day personally appeared before me Gary S. Robbins, to me known to be the Airport Manager of the Yakima Air Terminal, the entity that executed the within and foregoing Airport Use Agreement, and acknowledged the same instrument to be the free and voluntary act and deed of said Board, for the use and purposes therein mentioned, and on oath stated that he has authority to execute this Lease Agreement on behalf of said Board~ G der my hand and ________, 1988. official sea this daY Nrtary Public in and for the State of Washington, residing at Yakima IIMPZBE AIRWAYS Title: Address: 11101 A* �t ���_________ Phone:__ ___________ STATE OF IDAHO � ss^ County of _) On this 57 day of - A ------------------ 1989" before me the undersigned, a notary public in and for the State of Idaho duly commissioned and sworn* personally appeared _____________� to me known to b� the _____ individual descrdbed in '&nd who executed the foregoing document* and acknowledged said instrument to be his/her free and voluntary act and deed for the uses and purposes therein mentioned. Witness my hand and official seal hereto affixed the day and year first above written. , �____________________ Notary 4lic �" in and for the State of Idaho residing a