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Home My WebLink AboutA4969 - UNITED AIRLINESDocuSign Envelope ID: 3EA47767-761A-4582-9690-1BDE4F1ElDB0 United contract # 184265-3 SECOND AMENDMENT TO AIRPORT USE AND LEASE AGREEMENT THIS SECOND AMENDMENT TO THE PALM SPRINGS INTERNATIONAL AIRPORT USE AND LEASE AGREEMENT ("Amendment"), is made and entered into as of the 1st day of January 2021, by and between the CITY OF PALM SPRINGS, a charter city and municipal corporation organized and existing under the laws of the State of California ("City") and United Airlines, Inc. , a corporation organized and existing under the laws of the State of Delaware ("Airline"). RECITALS 1. Whereas City and Airline are parties to that certain Airport Use and Lease Agreement, dated July 1, 2014 (the "Agreement"), pursuant to which City granted to Airline various rights related to the use of the Palm Springs International Airport for the operation of Airline's air transportation business. 2. Whereas the First Amendment extended the Agreement term from July 1, 2019 through December 31, 2020. 3. Whereas, the Airline and the City mutually desire to extend the term and amend certain other provisions of the Agreement. NOW, THEREFORE, in consideration of the mutual covenants and promises in this Amendment, the parties hereto covenant, agree and bind themselves as follows: 1. Section 2.01 Term of Agreement The term of the Agreement, shall commence on the Effective Date and shall expire on June 30, 2022. 2. Applicability. This Amendment is attached to and made a part of the Agreement. In the event of any contradiction or inconsistency between the terms and provisions of this Amendment and the terms and provisions of the Agreement to which it is attached, the terms and provisions of this Amendment shall control and be interpreted in such a manner as to override any provision of the Agreement which would prevent the spirit and letter of the terms and provisions of this Amendment from being given full force and effect. All capitalized terms not specifically defined in this Amendment shall be given the same meaning as the defined terms in the Agreement. All other terms and conditions contained in the Agreement shall remain unchanged. 3. Joint Authorship. This Amendment has been entered into as an act of free will, without duress, and no presumption of authorship shall attach to same, and any ambiguity in the terms and conditions of this Amendment shall not be attributed to one party over the other. 5 55 75.3 8160\33428344.1 DocuSign Envelope ID: 3EA477137-761A-4582-9690-1 BDE4F1 E1 DBO IN WITNESS WHEREOF, the Parties have executed this Amendment as of the date first written above. APPROVED AS TO FORM: "CITY" City of Palm Springs By: Justin Uliffton City Manager uly?--- ATTEST: A /" �L� 6t By: 9 4& B By: J r . Bal ' ger ony Mejia City Attorney City Clerk AIRLINE: Check one: x Corporation _Partnership Corporations require two notarized signatures: One from each of the following: A. Chairman of Board, President, or any Vice President: AND B. Secretary, Assistant Secretary, Treasurer, Assistant Treasurer, or Chief Financial Officer. DocuSlgned by: By: Signature (notarized) E. Anna Ha Z DocuSigned by: By: N thrr ��a�o,FFaz4�d,� Signature (notarized) Name: Nathan Copp Assistant General counsel & corporat ecretaeypresident Title: PTI e: 6/15/2021 6/16/2021 2 55575.38160\3342 8344.1 WillisTowers Watson 1.1'1'1.1 Willis CERTIFICATE OF INSURANCE Issued on behalf of Insurers by Willis Towers Watson Insurance Services West, Inc. 920 Memorial City Way, Suite 500 Houston, Texas 77024 Telephone (713) 961-3800; Fax (713) 961-0069 This is to certify to: Palm Springs International Aiprort Director of Aviation 3400 E. Tahquitz Canyon Way Suite OFC Palm Springs, CA 92262 (Sometimes referred to herein as the Certificate Holder(s)) that the Insurers listed below, each for their own part and not one for the other, are providing the following insurance: NAMED INSURED: United Airlines Holdings, Inc., United Airlines, Inc., United Services, United Ground Express, Inc. (Ma United Ground Services, Inc.), United Airlines Business Services Private Limited and all their subsidiary, affiliated, managed, owned or controlled companies, including any foundation, charitable trust or political action committee associated with the Company, including but not limited to United Airlines Scholarship Fund, and United We Care Employee Relief - -. - - -- - - --- - -- -- --, J-...... or severally as their respective rights and interests may appear NAMED INSURED'S 233 South Wacker Drive ADDRESS: Chicago, IL 60606 INSURANCE COVERAGES: Airline Liability Insurance (including but not limited to General Liability, Passenger Legal Liability, Third Party Legal Liability, Personal Injury Liability, Contractual Liability, Passengers' Checked and Unchecked Baggage Liability, Premises, Products and Completed Operations Liabilities, Ground Hangarkeepers Liability, Cargo Legal Liability, Liquor Legal Liability, Mail Legal Liability, Excess Advertiser's Liability, Excess Automobile Liability and Excess Employers Liability). POLICY PERIOD: December 31, 2020 to December 31, 2021 on both dates at 12:01 A.M. Local Standard Time at the address of the Named Insured. GEOGRAPHICAL LIMITS: Worldwide. Certificate No.: Airport-141a WillisTowers Watson W1111.1 PAGE TWO AIRCRAFT INSURED: LIMITS OF LIABILITY: USE OF PREMISES INSURED: USE OF VEHICLES INSURED: Willis Any aircraft owned or leased to and operated by the Named Insured. Note: Aggregate Limits may be reduced due to paid claims As respects Airline Liability Insurance: Combined Single Limit Bodily Injury (including passengers), Property Damage and Personal Injury (Passengers only): not less than US$150,000,000 any one occurrence/offense, in the aggregate annually as respects Products, Completed Operations and Personal Injury Liabilities. However, the following sub -limits apply as part of and not in addition to the limit stated above. As respects Excess Automobile Liability: This insurance to pay up to US$25,000,000 excess of the applicable underlying policy limit of not less than US $1,000,000 any one occurrence/offense and in the aggregate where applicable. Solely as respects Airline Liability Insurance: Any premises owned, used or occupied by the Named Insured which are incidental to the Named Insured's Airline Operations. Solely as respects Airline Liability Insurance: Ground Mobile Equipment and Automobiles operated by the Named Insured on restricted airport premises. CONTRACT(S): Airline Use Agreement identified as UAL Contract No. 184265. SPECIAL PROVISIONS) Subject always to the scope of the policies noted above and all the policies' declarations, insuring agreements, definitions, terms, conditions, limitations, exclusions, deductibles, warranties and endorsements thereof remaining paramount: Solely as respects: (i) The Coverage(s) noted above; (ii) the Contract(s) (and then only to the extent of the Named Insured's obligation to provide insurance under the terms of the Contract(s)); and (iii) the operations of the Named Insured; the following provision(s) apply(ies): Solely as respects Airline Liability Coverage(s): The City of Palm Springs, its officers, employees and agents and its/their directors, officers, employees, agents and assigns are included as Additional Insureds (collectively, the Additional Insureds, individually, an Additional Insured) as their respective interests may appear, warranted no operational interest. Certificate No.: Airport-141a WillisTowers Watson 1.11111.1 Willis PAGE THREE Solely as respects Airline Liability Coverage(s): This insurance is primary and without right of contribution from any other insurance as may be carried by the Additional Insureds Solely as respects Airline Liability Coverage(s): In the event of cancellation of the policies by Insurers, Insurers agree that such cancellation shall not be effective as to the Additional Insureds until thirty (30) days (ten (10) days in the event of cancellation due to non-payment of premium) after issuance of notice by the Insurers to the Certificate Holder(s) -- at the addresses shown on page one of this Certificate of Insurance. As respects each Certificate Holder(s) respective interests, this Certificate of Insurance shall automatically terminate upon the earlier of: (i) Policy expiration; (ii) Cancellation of the policies prior to policy expiration, as notified to the Certificate Holder(s) as required herein; (iii) agreed termination of the Contract(s); and/or in the case of physical damage insurance relating to those Certificate Holder(s) who have an insurable interest in the Equipment as of the date of issuance of this Certificate of Insurance: agreed termination of the Named Insured's and/or the Certificate Holder(s) insurable interest in the Equipment This Certificate of Insurance is issued as summary of the insurances under the policies noted above and confers no rights upon the Certificate Holders as regards the insurances other than those provided by the policies. The undersigned has been authorized by the above insurers to issue this certificate on their behalf and is not an insurer and has no liability of any sort under the above policies -as an insurer as a result of this certification. DATE OF ISSUE: 12/31/2020 AUTHORIZED REPRESENTATIVE: Willis Towers Watson Insurance Services West, Inc. Certificate No.: Airport-141a SECURITY (the "Insurers") for Policy Period: December 31, 2020 to December 31 2021 INSURER POLICY NUMBER One or more of the Member Companies of Global Aerospace Underwriting Managers 51 John F. Kennedy Parkway 281129/20 Short Hills, NJ 07078 Underwriters at Lloyd's & certain Insurance Companies, London, England through Willis Limited 12771 A20 51 Lime Street London, EC3M 7DQP United Kingdom Century Casualty Insurance Company c/o Willis Global Aviation 51 Lime Street 12772A20 London, EC3M 7DQP United Kingdom National Union Fire Insurance Company of BL003387441-23 Pittsburg, PA through AIG Aerospace, Inc. Starr Surplus Lines Insurance Company SASLAMR63409617-10 through Starr Aviation Agency, Inc. Allianz Global Corporate & Specialty AIAL000573220AM Old Republic Insurance Company RAL00004106 through Old Republic Aerospace USAIG SIHL2-2803 Air Centurion ACQA FL-00326-01 Several Liabilitv Notice The subscribing insurers' obligations under contracts of insurance to which they subscribe are several and not joint and are limited solely to the extent of their individual subscriptions. The subscribing insurers are not responsible for the subscription of any co -subscribing insurer who for any reason does not satisfy all or part of its obligations. LSW 1001 (insurance) ENDORSEMENT TWENTY THREE OPERATING AGREEMENT (City of Palm Springs, CA) It is agreed that solely with respect to an operating agreement between the City of Palm Springs and the Named Insured the following shall apply: 1. The City of Palm Springs, its officials, employees and agents are insured hereunder in relation to those operations and activities described generally in the operating agreement between the City of Palm Springs and the Named Insured. 2. Such insurance shall be primary, and not contributing with any other insurance maintained by the City of Palm Springs. 3. Should this policy be cancelled before the expiration date thereof, the Insurers will mail (30) days written notice to the City of Palm Springs prior to the effective date thereof. This endorsement is effective: December 31, 2020 ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED. Attached to and forming part of AIRLINE INSURANCE FORM UAH-20 of Policy No. 281129/20 of the Company Issued to: United Airlines Holdings, Inc. APPROVED: GLOBAL AEROSPACE, INC. BY: y 1� �s� A`� CERTIFICATE OF PROPERTY INSURAN E °OS/10/zoz3-) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. PRODUCER Aon Risk services Central, Inc. Chicago IL Office 200 East Randolph Chicago IL 60601 USA RECEIVED CONTACT NAM E WO W. EM): (B66) 283-7122 FAX NO W): (800) 363-0105 E MIL PRODUCER CUSTOMER ID e. 570000049837 INSURERS AFFORDING COVERAGE NAIC u INSURED MAI �� WSURERA: Zurich American Ins CO 1bSi United Airlines Holdings, Inc. 233 South Wacker Drive HDOCI T CITY CLERK Chicago IL 60606 USA OF "�E INSURERS: INSURERC: INSURER D: OFFICE INSURER INSURER F: COVERAGES CERTIFICATE NUMBER: 57 099377560 REVISION NUMBER: LOCATION OF PREMISESI DESCRIPTION OF PROPERTY (AR¢M1 ACORD 101, Additional Revada Sohi dYle, Ii.. apace is n .Im ) Re: Location Address: 3400 E Tahquitz Canyon way, Palm Springs, CA, USA 92262-6970. Contract NO. 184265. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. MISS Lim TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MWDD/YVYY) POLICY EXPIRATION DATE (MWDD/YYY COVERED PROPERTY LIMBS A X PROPERTY CAUSES OF LOSS DEDUCTIBLES PPR 005/15/2024 BUILDING PERSONALPROPERTY BUSINESS INCOME EXTRAEXPENSE RENTAL VALUE BLANKET BUILDING BLANKET PEAS PROP BANKET BLDG 4 PP Loss Limit BASIC BUILDING BROAD SPECIAL CONTENTS EARTHQUAKE WIND FLOOD X ALL RISK SublectW Exclusions % $10.000.000 INLAND MARINE OF LOSS NAMED PERILS TYPE OF POLICY CAUSES POLICY NUMBER CRIME TYPE OF POLICY BOILER a MACHINERY EQUIPMENT BREAKDOWN AL CONDITIONS / OTHER COVERAGES (ACORD 101, Addilicr al Remarke Schedule, may be attached If more apace Is required) espectsPrsonal Property situated at the above Named Insured Location. The City of Palm Springs is included as loss payee eguTred by Written contract, but limited to the operations of the insured under said contract. Thecompany will not acquire rights of recovery that the Insured has expressly waived prior to a loss, nor will such waiver affect the Insured's rights LA City of Palm Springs ^ City Manager 3200 E. Tahquitz way PO Box 2743 Palm Springs CA 92261 USA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. c) 1995-2015 ACORD CORPORATION. All rights reserved. ACORD 24 (2016/03) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 570000049837 �1 ® LOC if; ADDITIONAL REMARKS SCHEDULE Page _ of _ AGENCY NAMED INSURED Aon Risk services central, Inc. united Airlines Holdings, Inc. POLICY NUMBER See Certificate Number: 570099377560 CARRIER NAIC CODE EFFECTIVE DATE: 1 See Certificate Number: 570099377560 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 24 FORM TITLE: Certificate of Property Insurance LOCATION OF PREMISES I DESCRIPTION OF PROPERTY SPECIAL CONDITIONS) OTHER COVERAGES under this Policy. All Risks of direct physical loss or damage to insured property, including flood and earthquake, subject to terms, conditions and exclusions of Policy. This Policy includes replacement cost valuation. ACORD 101 (2008/01) C 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Certificate No: 570099377560 AON City of Palm Springs City of Palm Springs City Manager 3200 E. Tahquitz Way Palm Springs CA 92261 USA Wednesday, May 10, 2023 To whom it may concern: Following a concentrated effort to reduce our environmental footprint and provide timely certificate delivery, Aon will begin delivering our Certificates of Insurance electronically in PDF format. Please utilize one of the following methods to ensure you will receive the electronic copy of your Certificate (Certificate No: 570099377560) for future renewals: - Visit aon.com/e-cert; or - Utilize the QR Code below to enter/validate your information. If your email address has changed or will be changing in the future, or you no longer require this certificate, please let us know using one of the methods above. Thank you for your cooperation and willingness to help us reduce our impact to the environment. MSC# 177551 Aon P.O. Box 1447 Lincolnshire, IL 60069 MSC1t17755 ' Aon Riyc Services PO Box 1447 Lincolnshire, IL 60069 MDG2023 00000687 01 City of Palm Springs City of Palm Springs City Manager 3200 E. Tahquitz Way Palm Springs CA 92261 15