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HomeMy WebLinkAboutSun Country Airlines, INC - Airline Operating AgreementSCHEDULED AIRLINE OPERATING AGREEMENT SUN COUNTRY AIRLINES, INC. THIS AGREEMENT, executed thisc�2 6 '- day o€.:7� ke_ , by and between the YAKIMA AIR TERMINAL - McALLISTER FIELD, an ag�of the City and County of Yakima, Washington, hereinafter referred to as the LICENSOR, and SUN COUNTRY AIRLINES, INC. a Minnesota corporation, hereinafter referred to as LICENSEE: WITNESSETH; WHEREAS, the LICENSOR operates YAKIMA AIR TERMINAL - McAllister Field, located in the City of Yakima, Yakima County, State of Washington, under the authority granted by the Joint Operations Agreement signed by the City and County of Yakima, July 1, 1982, hereinafter referred to as "AIRPORT ", and, WHEREAS, LICENSEE is engaged in the business of air transportation with respect to persons and property as a scheduled air carrier, and is certificated by the Federal Aviation Administration to furnish such services, and, WHEREAS, LICENSEE desires to use certain facilities, rights, licenses and privileges in connection with and on the AIRPORT, and the LICENSOR is willing to lease the same to LICENSEE upon the terms and conditions hereinafter stated, NOW THEREFORE, for and in consideration of the promises made and of the mutual covenants and agreements herein contained, and other valuable consideration, the LICENSOR does hereby let unto LICENSEE certain uses, facilities, rights, licenses and privileges in connection with and on the AIRPORT as follows: 1. TERM: The term of this Agreement shall be for a period commencing on March 1, 2002, and continue on a month -to -month basis until terminated by either party upon thirty (30) days prior written notice. 2. RENTALS, FEES AND CHARGES: LICENSEE agrees to pay to the LICENSOR for the use of the premises, facilities, rights, licenses and privileges granted hereunder the following rentals, fees and Filename: Lease\SunCountry2002 3. charges, all payable monthly. In addition to the activity fees stated below, LICENSEE shall be responsible, directly to the provider, for any and all other charges, to include but not be limited to, ground handlers, fuelers, security screeners, designated ramp observers, and the like, A. LANDING FEES: r. From and after the commencement of the term hereof, fees and charges for the use of the premises granted hereunder shall be represented by landing fees as follows: Landing fees for LICENSEE's flights landing at the AIRPORT computed at the rate of $4-:29- per thousand pounds of approved maximum gross landing weight, with a minimum of Thirty -five Dollars ($35.00) per landing. The landing fee schedule may, from time to time, upon sixty (60) days prior written notice to the LICENSEE, be amended to increase landing fees or add new fees. The LICENSEE shall be bound to pay pursuant to the landing fee schedule in effect at the time of landing. 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. USE FEE: r With respect to each of LICENSEE's aircraft trips which boards revenue passengers through the lobby area of the Terminal Building, LICENSEE shall pay the Terminal Use Fee of Seventy -five Dollars ($0) for the use of an aircraft parking area, holding area and the use, in common with others, of passenger facilities and baggage claim area. REPORTS AND RECORDS: A. RECORDS: LICENSEE agrees to keep accurate books, records and accounts and to submit such monthly statements as may be required to support the payment of such fees and charges as may be levied or due to by the LICENSOR. The LICENSOR and its agents shall have the right at all times and at all ordinary business hours of the day, to inspect and examine such records, accounts, Filename: .ease\SunCountry2002 2 books, contracts, and other data relating to LICENSEE's operations. B. REPORTS: 1. LICENSEE shall provide written notification of any pending flight at least seven (7) days in advance of the date of landing. The LICENSEE shall provide the date of landing, the time of landing, the type of aircraft and the certificated gross landing weight of the aircraft. Said notice shall be delivered to: Airport Manager's Office, YAKIMA AIR TERMINAL - McAllister Field, 2400 West Washington Avenue, Yakima, Washington 98903, Phone (509) 575 - 6149, Fax (509) 575 -6185. 2. LICENSEE shall, within fifteen (15) days following the end of each calendar month, transmit to the LICENSOR a statement of the number of landings performed by LICENSEE's aircraft at AIRPORT, revenue enplaning and deplaning passenger counts and fees incurred by LICENSEE during said month. The same shall be paid by LICENSEE within fifteen (15) days after the end of each calendar month. A late fee of twelve (12 %) percent per annum will be charged on all late payments. 4. LICENSEE'S RIGHTS AND OBLIGATIONS: A. Subject to and in accordance with all applicable laws and ordinances and such reasonable rules and regulations as may be adopted by the LICENSOR for the regulation thereof, LICENSEE may, together with others, use the AIRPORT and its appurtenances together with all public use areas /facilities for the purpose of conducting its business as a scheduled air carrier and to engage in a prompt, efficient, scheduled air carrier operation at the AIRPORT. The privileges granted hereby shall be nonexclusive, and include, without limiting the generality thereof: 1. The use of the AIRPORT and its appurtenances for the purpose of landing, takeoff, loading and unloading, taxiing, and parking of its aircraft or support equipment. 2. The right to operate a scheduled air carrier service for the carriage of persons and property (hereinafter referred to as "air transportation "); LICENSEE shall not conduct any other business at the AIRPORT without prior approval of the LICENSOR. 3. The sale of LICENSEE's air transportation service for the transport of persons and property at the AIRPORT. Filename: Lease\SunCountry2002 3 4. The training at the AIRPORT of persons and testing of aircraft and other equipment, such training and testing to be limited to such as is incidental to LICENSEE's scheduled air transportation business. 5. The ground training of personnel in the employ of, under the direction, or under a service contract with the LICENSEE. 6. LICENSEE shall have the right to purchase or otherwise obtain personal property of any nature, other than gasoline, 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 and to pay all appropriate fees, including but not limited to, a fuel flowage fee. 7. All repair, maintenance and overhaul work, testing, washing or storage of aircraft or other LICENSEE equipment shall be performed only upon those areas designated by the LICENSOR for such use. LICENSEE may, while its aircraft are parked on the apron or at the Aircraft Parking Position(s), perform customary fueling and servicing of aircraft preparatory to loading and takeoff or immediately following landing and unloading. 8. LICENSEE, its agents, employees, suppliers, passengers, guests and others doing business with LICENSEE shall have the right of ingress and egress to and from the premises and the public use areas /facilities used in connection therewith, over the AIRPORT property and roadways, subject to rules and regulations governing the use of the AIRPORT and as same may be promulgated by the LICENSOR from time to time. 9. LICENSEE agrees for itself, its agents, employees, suppliers, passengers, guests and other doing business with LICENSEE, that it will not perform any acts or carry on any practices which would result in the necessity to repair or replace AIRPORT property, normal wear and tear excluded, or be a nuisance or menace to other users of the AIRPORT. B. LICENSEE shall observe and comply with any and all applicable Federal, state and local laws, statutes, ordinances and regulations and shall abide by and be subject to all reasonable rules and regulations which are now, or may from time to time be, promulgated by the LICENSOR concerning operation Filename. Lease\SunCountry2002 4 or use of the AIRPORT. C. LICENSEE shall be responsible for all its expenses in connection with its operation at the AIRPORT and the rights and privileges herein granted, including without limitation by reason of enumeration, taxes, permit fees, license fees and assessments lawfully levied or assessed upon the LICENSEE, and secure all such permits and licenses. D. To the extent of its capabilities, LICENSEE agrees to cooperate with the LICENSOR and /or any other air carrier in dealing with aircraft or airline related emergencies at the AIRPORT. LICENSEE further agrees to provide the LICENSOR with its current emergency procedures and to fully cooperate with the LICENSOR and assist in implementation of the current "Airport Emergency Plan." E. LICENSEE shall assume all responsibility for the safety and security of all passengers during operations or while enplaning and deplaning. F. LICENSEE shall be responsible to negotiate directly with the scheduled airlines to retain the services of those airline's employees to assist LICENSEE in the operation of its scheduled air transportation business. LICENSEE shall provide the LICENSOR with a copy of the written agreement with a scheduled airline to provide security services to LICENSEE. 5. ADDITIONAL RIGHTS AND OBLIGATIONS OF LICENSOR: A. LICENSOR covenants and agrees that it is in lawful possession of the property demised hereby and has good and lawful authority to execute this Agreement. B. Except as herein provided, the LICENSOR agrees that it will, with reasonable diligence and in a manner consistent with that of a reasonably prudent operator of an airport of comparable size, develop, operate, maintain and keep in good repair and orderthe AIRPORT and all common use and public appurtenances, facilities and equipment provided by the LICENSOR as the same relates to LICENSEE's scheduled air transportation business. The LICENSOR agrees that it will operate the AIRPORT in a manner consistent with standards established by the Federal Aviation Administration, or any successor Federal agency exercising similar powers for airports of comparable size and in accordance with rules and regulations of the Federal Aviation Administration and any other governmental agency having jurisdiction thereof. Filename: Lease\SunCountry2002 5 C. The LICENSOR shall have the right to adopt and enforce reasonable rules and regulations not in conflict with Federal rules and regulations with respect to the use of the AIRPORT which LICENSEE agrees to observe and obey. 6. UTILITIES AND MAINTENANCE: LICENSOR shall be responsible for the utilities and maintenance of the facilities and premises to be used by LICENSEE. In the event maintenance and/or repairs are necessitated by misuse, abuse, or negligence of the LICENSEE, its agents or employees; LICENSEE shall be responsible for the cost of such repairs and/or maintenance. 7. SECURITY: A. LICENSEE recognizes its obligations for security on the airport as prescribed by the Federal Aviation Administration Regulations, and agrees to employ such measures as are necessary to prevent or deter the unauthorized access of persons or vehicles on the aircraft operations area. B. LICENSEE further agrees to abide by reasonable rules and regulations adopted by the LICENSOR in carrying out the LICENSOR's obligations under the Federal Aviation Administration Regulations and other security measures the LICENSOR deems necessary from time to time, for the proper identification of persons and vehicles entering the aircraft operations area. All persons entering a sterile area of the AIRPORT must either be screened by security personnel /devices or be a person authorized by the LICENSOR to enter such area. C. LICENSEE shall reimburse the LICENSOR in full for any fines or penalties levied against the LICENSOR for security violations as a result of any action or omissions on the part of the LICENSEE, its agents, suppliers, or employees. S. SPECIAL SECURITY: A. LICENSOR shall provide during the term hereof, special security in the air operations area if necessary to meet the obligations of LICENSOR in accordance with the provisions of the Federal Aviation Regulations, Part 107, as amended from time to time, or the corresponding future provision of any such regulation promulgated by the Federal Aviation Administration. Filename: Lease\SunCountry2002 6 B. The costs and expenses of LICENSOR in providing special AIRPORT security shall be the responsibility of all scheduled and charter passenger air transportation companies which now or may hereafter have valid agreements at the AIRPORT or which serve Yakima on a regular basis, and which are required to utilize, or who actually utilize said special security services. C. LICENSEE, in conjunction with other scheduled and charter passenger air transportation companies which now or may hereafter have valid agreements at the AIRPORT or which serve Yakima on a regular basis, shall be obligated for such costs and costs shall be computed on the basis of each company's percentage of enplaned passengers. D. The pro rata schedule so established shall remain in effect until such time as LICENSOR issues a revised schedule of the pro rata special security charge binding upon all such users which revised schedule shall remain in effect until similarly modified. Said schedule shall be revised each March 1 and September 1 during the term hereof, based upon the immediately preceding six (6) month's enplanement figures. E. LICENSEE operating air carrier aircraft with 60 or more seats are subject to increased security requirements. LICENSEE shall comply with the Designated Ramp Observer (DRO) program implemented at Yakima to satisfy FAR 107.14 (a) and (b) security requirements. LICENSEE shall be responsible for the following: 1. Written notification to the Yakima Police Department, 200 South 3rd Street, Yakima, Washington 98901. 2. Written notification shall be provided no later than seven days prior to the scheduled arrival date of the aircraft including name of company, contact person, scheduled date and time of arrival and departure. 3. The aircraft captain shall provide payment directly to the DRO on duty. There is a three hour minimum call -out fee at a rate equal to the current hourly wage paid to Yakima Police Officers. 4. Dispatch shall notify the Airport Manager if aircraft scheduled time of arrival or departure is changed in any way. 5. In the event a YAKIMA AIR TERMINAL Police officer is the DRO, LICENSEE shall be invoiced $75.00, which shall become payable and due by the fifteenth (15th) of the following month. Filename: Lease\SunCountry2002 7 9. INDEMNITY /DUTY TO DEFEND: A. At no expense to LICENSOR, LICENSEE shall defend against and indemnify fully and save harmless the Board of the YAKIMA AIR TERMINAL - McAllister Field, the YAKIMA AIR TERMINAL - McAllister Field, the City of Yakima and Yakima County and their elected and appointed officials, employees and agents, from any and all liability, damages, suits, claims, actions, judgements or decrees, made against the Board of the YAKIMA AIR TERMINAL - McAllister Field, the YAKIMA AIR TERMINAL - McAllister Field, the City of Yakima or Yakima County or their elected and appointed officials, employees and agents, including all expenses incidental to the investigation and defense thereof, including reasonable attorney fees, based on or arising from the occupancy or use of the leased premises by LICENSEE or as a result of LICENSEE'S operations at the Airport or from any other act or omission of LICENSEE, its servants, employees, agents, invitees, independent contractors or any other person acting on behalf of LICENSEE or under its direction, whether such claim shall be by LICENSEE or a third party; provided, however, that LICENSEE shall not be liable for any injury, damage or loss occasioned solely by the sole negligence of LICENSOR, its agents or employees. LICENSOR shall give to LICENSEE prompt and reasonable notice of any such claims or actions and LICENSEE shall have the right to investigate, compromise and defend the same to the extent of its interest. B. LICENSOR agrees to defend, indemnify and hold LICENSEE harmless against and from any claim or liability arising from or alleged to arise from the presence of hazardous material or toxic waste on the subject leased premises at the inception of this Agreement and the introduction to the premises of such materials due to LICENSOR'S activities or under its control. C. LICENSEE shall keep and hold the LICENSOR of the YAKIMA AIR TERMINAL - McAllister Field, the YAKIMA AIR TERMINAL - McAllister Field, the City of Yakima and County of Yakima, their elected and appointed officials, agents and employees, free and harmless from any and all claims and actions, loss, damage, expense or cost, including reasonable attorneys fees, incidental to the investigation and defense thereof, resulting from, arising out of, or caused by LICENSEE resulting in any liability under the Federal Comprehensive Environmental Response Compensation Liability Act of 1980, as amended, 42 U.S.C. 9601 et seq.; Hazardous Materials Transportation Act, 49 U.S.C. 1801 et seq.; Resource Conservation and Recovery Act, 42 U.S.C. 6901 et seq.; the Clean Water Act, 42 U.S.C. 1251 et seq.; the Washington Environmental Policy Act, RCW Ch. 43.21 C; the Washington Water Pollution Control Act, RCW Ch. 90,48; the Washington Filename: Lease\SunCountry2002 8 Hazardous Waste Management Act, RCW Ch. 70.105; the Washington Model Toxic Control Act, RCW Ch. 70.105D, and the regulations promulgated thereunder, or under any applicable local or state environmental ordinance, statute, law, rule or regulation. The provisions of this Sub - section shall survive the termination of this Agreement. 10. INSURANCE: LESSEE shall file with LICENSOR a certificate of insurance, or other proof of insurance acceptable to LICENSOR, evidencing an insurance policy with the Board of the YAKIMA AIR TERMINAL - McAllister Field, the YAKIMA AIR TERMINAL - McAllister Field, the City of Yakima and County of Yakima as additional insureds providing: Comprehensive general liability insurance coverage in amounts of not less than $10,000,000 Combined Single Limit for bodily injury and property damage covering LICENSEE's occupancy of and activities pertaining to the Airport. Not less than 30 days written notice, or other such time period as may be acceptable to LICENSOR, must be supplied to LICENSOR in the event of cancellation, material change to the policy or non - renewal of any or all policies. Certificate shall be issued by carrier(s) with a minimum A.M. BEST rating of A -VII which are admitted in the State of Washington or other such carriers as shall be acceptable to LICENSOR. 11. DAMAGE OR DESTRUCTION: In the event of damage or destruction of Airport property caused by the LICENSEE, its agents, employees, aircraft or other equipment, LICENSEE agrees to repair, reconstruct, or replace the affected property to the condition which existed prior to such damage or destruction, to the extent that same is not covered by insurance required under this Agreement. LICENSEE further agrees to cause such repair, reconstruction or replacement or affected property with due diligence. 12. DEFAULT: LICENSEE shall be in default for any of the following: A. Any failure to make any payment within time required Filename: Lease \SunCountry2Q02 9 B. Any breach of the obligations of this Agreement C. Abandonment or vacation of demised premises during the term of this Agreement. In the event of default by LICENSEE continuing for thirty (30) or more days, (except three (3) days in the event of failure to make payment of any sum due when required), after receipt of written notice from LICENSOR to remedy the same, which notice must specify the deficiency with reasonable particularity, the LICENSOR, at its option may do any or a combination of any of the following; A. Terminate this Agreement at any time B. Recover damages for default, whether or not this Agreement is terminated. Other than any failure to make any payment within the time required, no right granted to or action on the part of the LICENSOR as above provided shall be of any force and effect if LICENSEE shall have remedied the default or is diligently proceeding to remedy same, and if LICENSEE pays LICENSOR'S fees and expenses in attending to preparation for service and notice, including but not limited to, attorney's fees. The foregoing remedies shall be in addition to, and shall not exclude, any other remedy available to either party under law or equity, such as for, but not limited to, business interruption. The receipt and acceptance by the LICENSOR of rental payments, fees, and charges as they become due from LICENSEE shall not be construed as a waiver of any right or remedy the LICENSOR may have under this Agreement. 13. CANCELLATION BY THE LICENSOR: This Agreement shall be subject to cancellation by LICENSOR upon the occurrence of any one of the following events: A. The filing of LICENSEE of a voluntary petition in bankruptcy. B. The institution of bankruptcy proceedings against LICENSEE and the adjudication of LICENSEE as a bankrupt pursuant to such proceedings conditional upon such proceedings being instituted after the effective date of this Agreement.. C. The taking by a court of competent jurisdiction of LICENSEE and its assets pursuant to proceedings brought under the provisions of any Federal Filename: Lease\SunCountry2002 10 reorganization act. D. The appointment of a receiver of LICENSEE's assets. E. The divestiture of LICENSEE's estate herein by other operation of law. F. The abandonment of LICENSEE of its conduct of air transportation at the AIRPORT for a period of ninety (90) days. G. The lawful assumption by the United States Government or any authorized agency thereof of the operation, control or use of the AIRPORT and facilities, or any substantial part or parts thereof, in such a manner as substantially to restrict LICENSEE, for a period of at least ninety (90) days, from operating thereon for the carrying of passengers, cargo, and property. H. In addition to the foregoing, all rights, privileges, or interests acquired hereunder by LICENSEE may, at the option of LICENSOR and following written notice of thirty (30) days, be suspended or finally terminated if such suspension or termination is found by LICENSOR, acting in good faith, to be necessary to secure federal financial aid for the development of the AIRPORT or for the development or promotion of aeronautical operation thereon. In any of the aforesaid events, LICENSOR may take immediate possession of the Premises and remove LICENSEE's effects. Any rental due hereunder shall be payable to the date of termination. It is agreed that failure to declare this Agreement terminated upon the default of LICENSEE for any of the reasons set forth above shall not operate to bar or destroy the right of LICENSOR to declare this Agreement null and void by reason of any subsequent violation of the terms of this Agreement. 14. LEGAL CLAIMS AND ATTORNEY'S FEES: A. Each party hereto shall promptly report to the other any claim or suit against it arising out of or in connection with the operation of the LICENSEE's air transportation service at the AIRPORT. The LICENSEE is an independent contractor in every respect, and not the agent of the LICENSOR. B. If any legal action is instituted by the parties hereto to enforce this Agreement, or any part thereof, the prevailing party shall be entitled to recover reasonable attorney's fees and court costs. Venue of any such legal action shall be commenced and maintained in Yakima County Superior Court, Yakima, Filename: Lease\SunCountry2002 11 Washington, regardless of LICENSEE's residence or place of business. � i E � u I l�� 1 �� � T i �� L� 1�� �� I ► I F�!ID � A. The parties agree that the LICENSOR through its Airport Manager, or other person authorized by either of them, may enter upon the leased property at any reasonable time to make such inspections as the LICENSOR may deem expedient to the proper enforcement of any term, provision or condition of this Agreement; provided, no such entry and inspection by the LICENSOR is required by this Agreement, and the failure of the LICENSOR to enter and make inspection shall not alter the relationship of the parties and their respective rights and duties provided by this Agreement. B. The LICENSOR may further develop or improve AIRPORT property and facilities as it deems desirable, regardless of the desire or views of LICENSEE in connection with any such development or improvement, and without interference or hindrance on the part of LICENSEE and without liability to LICENSEE. C. The LICENSOR reserves the right, but shall not be obligated to LICENSEE, to maintain and keep in repair the landing area of the AIRPORT and all publicly owned facilities of the AIRPORT, together with the right to direct and control all activities of LICENSEE in that regard. D. The LICENSOR reserves the right to take any action deemed necessary or desirable by the LICENSOR to protect the operations of the AIRPORT against obstruction, together with the right to prevent LICENSEE from erecting, or permitting to be erected, any building or other structure on the AIRPORT which, in the opinion of the Airport Manager, would limit the usefulness of the AIRPORT or constitute a hazard to aircraft. E. During the time of war or national emergency, the LICENSOR shall have the right to lease the landing area or any part thereof to the United States Government for military use, and, if any such lease is executed, the provisions of this Agreement shall be suspended insofar as they are inconsistent with the provisions of the agreement with the United States Government. F. This Agreement shall be subordinate to the provisions of any existing or future agreement between the LICENSOR and the United States of America 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, and is further subordinate to applicable rights of eminent domain. Filename: Lease\SunCountry2002 12 16. NON - DISCRIMINATION CLAUSE: To the extent required by law, LICENSEE, for itself, its personal representative, successors in interest and assigns, as a part of the consideration hereof, does hereby covenant and agree as follows: A. No person, on the grounds of race, color, religion, sex, age, marital status, handicap or national origin, shall be unreasonably excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in LICENSEE's personnel policies and practices or in the use or operation of LICENSEE's services or facilities. B. LICENSEE agrees that in the construction of any improvements on, over or under Airport land and the furnishing of services thereon, no person, on the grounds of race, color, religion, sex, marital status, handicap, age or national origin, shall be unreasonably excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination. C. LICENSEE 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, Non - discrimination in Federally Assisted Programs of the Department of Transportation - Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended. D. It is the policy of the Department of Transportation that minority business enterprise as defined in 49 CFR Part 23, i.e., firms owned and controlled by minorities; firms owned and controlled by women and firms owned and controlled by financially disadvantaged persons; shall have the maximum opportunity to participate in the performance of leases as defined in 49 CFR Section 23.5. Consequently, this Lease is subject to 49 CFR Part 23 as applicable. LICENSEE hereby assures that no person shall be excluded from participation in, denied the benefits of or otherwise discriminated against in connection with the award and performance of any contract, including leases, covered by 49 CFR Part 23 on the grounds of race, color, national origin or sex. LICENSEE hereby assures that it will include the above clauses in all sub - leases and cause sub- lessees to similarly include clauses in further sub - leases. 17. NOTICES: Notice shall be deemed received three (3) days after mailing to either LICENSOR Filename: Lease\SunCountry2002 13 or LICENSEE at the address below their respective signatures to this Agreement or such other address as the parties may advise each other in writing. 18. INTEGRATION: This document embodies the entire Agreement of the parties with respect to the subject matter herein contained. No amendments or modifications hereof shall be enforceable unless in writing, signed by the party to be charged. 19. TIME OF ESSENCE: Time is of the essence of this Agreement. Filename: Lease\SunCountry2002 14 YAKIMA AIR TERMINAL - McALLISTER FIELD 2400 W. Washington Avenue Yakima, Washington 98903 509- 575 -6149 STATE OF WASHINGTON County of Yakima I certify that I know or have satisfactory evidence that Greg Berndt and Fred Iraola signed this instrument, on oath stated that they were authorized to execute the instrument and acknowledged it as the Chairman and the Secretary respectively of the Board of the YAKIMA AIR TERMINAL — McALLISTER FIELD to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. By: o #. I ub N Appointment Expires % / C5 Filename: Lease\SunCountry2002 15 SUN COUNTRY AIRLINES, INC. 2520 Pilot Knob Road, #250 Mendota Heights, MN 55120 651- 681 -3949 651- 681 -3970 fax By-Q--:L� Dave Banmiiler, President and Chief Executive Officer STATE OF ,�% County of Date: 2' ?� ' > I certify that I Know or have satisfactory evidence that Dave Banmiller signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the President and Chief Executive Officer of SUN COUNTRY AIRLINES, INC. to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Date � u--)—' Notary Ilublic Appointment Expires ,Pon4 'm � ;Hiwrny KAREN JEANNE I=ii© Notary Public dti Minnesota My Commission Expires Jan. 31 2905 Filename: LeasetSunCountry2002 16