HomeMy WebLinkAboutA9031 - ExpressJet Airlines LLC (Aha) - Non-Signatory Airline Operating Permit - 01-04-21STATE
COMPENSATION
INSURA N CE
FUND
JULY 24 , 2025
CITY OF PALM SPRINNGS
3200 E TAHQUITZ CANYON WAY
PALM SPRINGS CA 92262-6959
RECEIVED
JUL 3 1 2025
OFFICE OF THE CITY CLERK
CERTIFICATE OF WORKERS'
COMPENSATION INSURANCE
CANCELLATION NOTICE
RE: CERTIFICATE DATED JANUARY 1 , 2025
IN REPLY REFER TO:
THE WORKERS' COMPENSATION INSURANCE POLICY FOR THE EMPLOYER
NAMED BELOW WILL BE CANCELLED EFFECTIVE AUGUST 28, 2025 AT
12:01 A.M.
IF YOU HAVE ANY QUESTIONS REGARDING THIS NOTICE , PLEASE
CONTACT THE EMPLOYER NAMED BELOW
EMPLOYER:
SI GN-S -AND LUC I TE PRODUCTS
2721 KIMBALL AVE
POMONA, CA 9176 7
POLICY 9040272-25
CUSTOMER SERVICE REPRESENTATIVE
CUSTOMER SERVICE CENTER
(888) 782-8338
5860 Owens Dr Pleas;anton, CA 94588-3900
Mailing Address: P.O. Box 8192 • Pleasanton. CA 94588-9682
SCIF 19102
Epiq Corporate Restructuring, LLC
PO Box 4470
Beaverton, OR 97076
Address Service Requested
20
Legal Documents Enclosed -
Please direct to the attention
of the Addressee,
Legal Department or President
Ill Ill II I II IIIIIII I II Ill II I IIIIIIIII IIIIIIIIIII IIJIIII IIIIIII Ill
EJA DN69 08-31-2022 (IMPORTS\ADD R,WH ERENUM)
******9****** BAR(23) MAIL ID *** 000207274521 ***
C ITY OF PALM S PRJN GS
A IRPORT EXECUTIV E DIRECTOR
PALM SPRINGS INTERNATION AL A IRP O RT
3400 E. T AHQUITZ CANYON WAY, STE I
PALM SPRJNGS CA 92262
RECEIVED
SEP 07 2022 -
BY : DEPT OF AVIATION
THIS PAGE INTENTIONALLY LEFT BLANK
A9031 - EXPRESSJET
AIRLINES
... _
In re
Case 22-10787-MFW Doc 69 Filed 08/31/22 Page 1 of 10
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
Chapter 11
EXPRESSJET AIRLINES LLC,
Debtor.1
Case No. 22-10787 (MFW)
Objection Deadline:
September 14, 2022, at 4:00 p.m. (ET)
Hearing Date:
To be determined, if necessary
DEBTOR'S SECOND OMNIBUS MOTION FOR ENTRY OF AN ORDER
(I) AUTHORIZING THE DEBTOR TO (A) REJECT CERTAIN EXECUTORY
CONTRACTS AND UNEXPIRED LEASES NUNC PRO TUNC TO AUGUST 31, 2022,
AND (B) ABANDON ANY PERSONAL PROPERTY THAT REMAINS AT THE
LEASED PREMISES, AND an GRANTING RELATED RELIEF
PARTIES RECEIVING THIS MOTION SHOULD LOCATE
THEIR NAMES AND THEIR CONTRACTS OR LEASES
LISTED ON EXHIBIT 1 TO THE PROPOSED ORDER,
ATTACHED HERETO AS EXHIBIT A.
The above-captioned debtor and debtor in possession (the "Debtor") hereby
moves (the "Motion") as follows:
RELIEF REQUESTED
l. The Debtor seeks entry of an order substantially in the form attached as
Exhibit A (the "Proposed Order"): (i) authorizing the Debtor to (a) reject certain executory
contracts (the "Specified Contracts") and unexpired leases (the "Specified Leases," and together
with the Specified Contracts , the "Specified Contracts and Leases"), identified on Exhibit 1,2
The last four digits of the Debtor's federal EfN are 4495. The Debtor's mailing address is 1745
Phoenix Boulevard, Suite 250, College Park, GA 30349.
The Debtor seeks to reject the Specified Contracts and Leases identified on Exhibit I to the
Proposed Order to the extent that the Specified Contracts and Leases have not already been
terminated in accordance with the terms of the applicable contract or lease.
Case 22-10787-MFW Doc 69 Filed 08/31/22 Page 2 of 10
effective as of August 31, 2022 (the "Rejection Date") and (b) abandon any personal property of
the Debtor, including furniture , fixtures, and equipment left at the premises covered by the
Specified Contracts and Leases , effective as of August 31, 2022, and (iii) granting related relief.
JURISDICTION
2. This Court has jurisdiction to consider this Motion pursuant to 28 U.S.C.
§§ 157 and 1334 , and the Amended Standing Order of Reference from the United States District
Court for the District of Delaware dated as of February 29, 2012. This is a core proceeding
under 28 U.S.C. § 157(b). Venue of this case and the Motion is proper before this Court
pursuant to 28 U.S.C. §§ 1408 and 1409.
3. The Debtor consents pursuant to rule 9013-l(f) of the Local Rules of
Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of
Delaware ("Local Rules") to the entry of a final order by the Court in connection with this
Motion to the extent that it is later determined that the Court, absent consent of the parties,
cannot enter final orders or judgments in connection herewith consistent with Article Ill of the
United States Constitution.
4. The statutory bases for the relief requested herein are sections I 05(a),
365(a) and 554(a) of title 11 of the United States Code, 11 U.S.C. §§ 101-1532 (as amended, the
"Bankruptcy Code"), as supplemented by rules 6006 and 6007 of the Federal Rules of
Bankruptcy Procedure (the "Bankruptcy Rules").
BACKGROUND
5. On August 23, 2022, (the "Petition Date"), the Debtor filed a voluntary
petition for relief under chapter 11 of the Bankruptcy Code in this Court. The Debtor continues
2
Case 22-10787-MFW Doc 69 Filed 08/31/22 Page 3 of 10
to manage its assets as a debto · possession pursuant to sections 07(a) and 1108 of the
Bankruptcy Code. No trustee, examiner, or official committee has been appointed in this case.
6. Prior to filing for bankruptcy, the Debtor operated as a regional airline
company with more than 40 years of experience. In particular, the Debtor operated its leisure
brand aha! (short for "air • hotel • adventure"), which provided travelers in smaller communities
with convenient, short, nonstop flights to and from the Reno-Tahoe International Airport. The
Debtor also operated ad hoc charter flights. As of the Petition Date, the Debtor has ceased
operating, canceled its scheduled and charter flights, terminated a substantial number of
employees, promptly returned its leased aircraft and intends to liquidate its remaining assets.
7. Additional detail regarding the Debtor, its business, the events leading to
the filing of this chapter 11 case, and the facts and circumstances supporting the relief requested
herein is set forth in the D eclaration of John Greenlee in Support of Chapter 11 Petition and
First Day R elief (D.I. 2) (the "First Day Declaration") and incorporated herein by reference.
8. As the Debtor is in the process of liquidating its remaining assets and
winding down its business, the Debtor has identified certain executory contracts and unexpired
leases that are financially burdensome and are no longer necessary to the administration of the
Debtor's estate such that these contracts and leases provide no meaningful value to the Debtor or
its estate. Accordingly, in the exercise of its business judgment, the Debtor seeks to reject the
Specified Contracts and Leases identified in this Motion.
9. In particular, the Debtor seeks to reject a non-residential real property
lease with Faulkner Properties for an aircraft composite facility in Alcoa, Tennessee (the
"Tennessee Facility"). The Debtor vacated the Tennessee Facility premises in November 2020,
previously returned the keys to the landlord, and no longer has access to the property.
3
Case 22-10787-MFW Doc 69 Filed 08/31/22 Page 4 of 10
10. In addition, the Debtor also seeks to reject several airport use and lease
agreements. These agreements were entered into between the Debtor and various municipalities
to govern the Debtor's use of particular airports, including, among other things , terminal access,
office or ticketing counter space, use of common areas within the airport, and equipment leases.
Because the Debtor has ceased operating, cancelled its flights, and returned its leased aircraft, the
premises and services provided under these agreements are no longer needed and are not
necessary to the orderly liquidation of the Debtor's remaining assets.
BASIS FOR RELIEF
I. Rejecting the Specified Contracts and Leases is a sound exercise of the Debtor's
business judgment and should be authorized.
11. Section 365(a) of the Bankruptcy Code provides that a debtor may, with
court approval, assume or reject an executory contract or unexpired lease. 11 U.S.C. § 365(a).
In determining whether to approve a debtor's request to assume or reject an executory contract or
unexpired le ase, courts generally defer to the debtor's business judgment. See Sharon Steel
Corp. v. Nat '! Fuel Distrib. Corp. (In re Sharon Steel Corp.), 872 F.2d 36, 40 (3d Cir. 1989);
N.L.R.B. v. Bi/disco & Bi/disco, 465 U.S. 513, 523 (1984) (stating that the traditional standard
applied by courts to authorize the rejection of an executory contract is that of "business
judgment"); see also In re Taylor, 913 F.2d 10 2 (3d. Cir. 1990); In re Buckhead Am. Corp., 180
B.R. 83 (Bankr. D. Del. 1995).
12. Courts $enerally wil l not second-guess a debtor's business judgment
concerning rejection of an executory contract or unexpired lease. See In re Trans World
Airlines, Inc., 261 B.R. 103, 121 (Bankr. D. Del. 2001) ("A debtor's decision to reject an
executory contract must be summarily affirmed unless it is the product of bad faith, or whim or
caprice.") (internal citation omitted). The "business judgment" test is not a strict standard; it
4
Case 22-10787-MFW Doc 69 Filed 08/31/22 Page 5 of 10
merely equires a showing that either assumption or rejection of the executor~contract or
unexpired lease will benefit the debtor 's estate. N.L.R.B. v. Bi/disco & Bi/disco (In re Bi/disco),
682 F.2d 72, 79 (3rd Cir. 1982) (noting that the "u sua l test for rejection of an executory contract
is simp ly whether rejection would benefit the estate") aff'd, 465 U.S. 513 (1984). Further,
"[s]ection 365 enables the [debtor] to maximize the value of the debtor's estate by assuming
executory contracts and une xp ired leases that benefit the estate and rejecting those that do not."
L.R.S.C. Co . v. Rickel Home Centers, Inc . (In re Rickel Home Centers, Inc.), 209 F.3d 291, 298
(3d Cir. 2000); see also Stewart Title Guar. Co. v. Old Republic Nat 'l Title Ins. Co., 83 F.3d 735,
741 (5th Cir. 1996) (section 365 of the Bankruptcy Code "allows a trustee to relieve the
bankruptcy estate of burdensome agreements which have not been completely performed").
13. Under the circumstances, the rejection of the Specified Contracts and
Leases is an appropriate exercise of the Debtor 's business judgment that will reduce financial,
administrative and other burd ens on the Debtor's estate. The Specified Contracts and Leases are
not necessary to the orderly liquidation of the Debtor's remaining assets or wind down of its
business. Accordingly, the Debtor's continued performance under the Specified Contracts and
Leases would be an unnecessary depletion of value of the Debtor 's estate with no accompanying
benefit. For these reasons, the Court should authorize the Debtor to reject the Specified
Contracts and Leases.
II. Rejection of the Specified Contracts and Leases nunc pro tune to the Rejection Date
is warranted.
14. The Court should authorize rejection of the Specified Contracts and
Leases nunc pro tune to the Rejection Date becau se the Debtor stated unequivocall y it s intention
to reject the Specified Contracts and Leases by filing this Motion. Courts in this district and
elsewhere recognize that nunc pro tune rejection is appropriate where the balance of the eq uities
5
Case 22-10787-MFW Doc 69 Filed 08/31/22 Page 6 of 10
favors such relief. See SCS Co. v. Peter J. Schmitt Co ., 1995 WL 1772010, at *2 (D. Del. May
15, 1995) (noting that a bankruptcy court has authority to select a retroactive date for the
effective date of a lease's rejection); In re Rupari Holding Corp., 2017 WL 5903498, at *6
(Bankr. D. Del. Nov. 28, 2017) (J. Carey) (authorizing rejection of employment agreements nunc
pro tune to a date before the debtor filed the motion to reject the same where debtor
unequivocally communicated to the employees that it no longer required their services at the
closing of the sale); In re Chi-Chi 's , Inc., 305 B.R. 396, 399 (Bankr. D. Del. 2004)
(acknowledging that a bankruptcy court may approve retroactive rejection to the date the motion
is filed after balancing the equities in the particular case); In re Fleming Cos., 304 B.R. 85, 96
(Bankr. D. Del. 2003) (stating that rejection has been allowed nunc pro tune to the later of the
date of the motion or the date the premises were surrendered); see also Thinking Machs . Corp. v.
Mellon Fin. Servs . Corp . (In re Thinking Machs . Corp.), 67 F.3d 1021, 1028 (1st Cir. 1995)
(finding that, in the context of rejections of executory contracts, "bankruptcy courts may enter
retroactive orders of approval, and should do so when the balance of equities preponderates in
favor of such remediation").
15. The balance of equities favors the relief requested herein. Without a
retroactive date of rejection, the contractual counterparties may attempt to assert administrative
expense claims under the Specified Contracts and Leases, responding to which would burden the
estate and deplete remaining available assets for all creditors. As stated above, the Debtor no
longer has use for the Specified Contracts and Leases as it is in the process of winding down its
business and liquidating its remaining assets. Furthermore, the Debtor has given notice to the
counterparties to the Specified Contracts and Leases that (i) the Debtor has vacated and
surrendered the leased premises and abandoned personal property remaining on the premises and
6
Case 22-10787-MFW Doc 69 Filed 08/31/22 Page 7 of 10
(ii) the landlords and counterparties should immediately begin efforts to relet or re-contract the -
premises to mitigate their damages . The Debtor and its employees do not have any keys or
access cards for the leased premises and, to the extent applicable, have instructed the station
manager for the various airports to return any keys or access cards to the respective landlords or
counterparties immediately . The Debtor also will serve this Motion on the respective
counterparties to the Specified Contracts and Leases to be rejected and acknowledges that it will
not have the right to withdraw this Motion prior to a hearing on the Motion. For these reasons,
the Debtor respectfully submits that it is fair and equitable for the Court to order that the
Specified Contracts and Leases be rejected retroactively to the Rejection Date .
III. Abandoning any personal property remaining at the premises covered by the
Specified Contracts and Leases is warranted.
16. Section 554(a) of the Bankruptcy Code provides that "[a]fter notice and a
hearing, the [ debtor] may abandon any property of the estate that is burdensome to the estate or
that is of inconsequential value and benefit to the estate." 11 U.S.C. § 554(a). The right to
abandon is virtually unfettered , unless abandonment of the property will contravene laws
designed to protect public health and safety and the property poses an imminent threat to the
public 's welfare. See Mid/antic Nat'/ Bank v. NJ D ep 't of Envtl. Prof. (In re Mid/antic Nat'/
Bank), 474 U.S. 494,501 (1986). Neither of these limitations is relevant here .
17 . The Debtor submits that any abandoned personal property 1s of
inconsequential value or burdensome to the Debtor 's estate to remove. Among other things , the
cost of retrieving, marketing, and reselling the abandoned personal property outweighs any
recovery that the Debtor and its estate could reasonably hope to attain for such abandoned
personal property. Moreover, the Debtor has determined, in a sound exercise of its business
judgment, that the abandoned personal property, which primarily comprises outdated fixtures,
7
Case 22-10787-MFW Doc 69 Filed 08/31/22 Page 8 of 10
furniture and equipment, does not pose a threat to public health or safety. As a result, the Debtor
has determined that the abandoning any such personal property, effective as of the Rejection
Date , is necessary and in the best interests of the Debtor, its estate and its creditors.
IV. This Motion complies with Bankruptcy Rule 6006(f).
18. Bankruptcy Rule 6006(-f) establishes requirements for a motion to reject
multiple executory contracts or unexpired leases that are not each between the same parties.
Rule 6006(f) states, in part, that such a motion shall:
(1) state in a conspicuous place that parties receiving the omnibus
motion should locate their names and their contracts or leases
listed in the motion;
(2) list parties alphabetically and identify the corresponding contract
or lease ;
(5) be numbered consecutively with other omnibus motion s to assume,
assign, or reject executory contracts or unexpired leases; and
(6) be limited to no more than I 00 executory contracts or unexpired
leases.
Bankr. R. 6006(-f) (subparts (3) and (4) pertain only to motions to assume executory contracts or
unexpired leases).
19. This Motion complies with the requirements of Rule 6006(f) applicable to
this Motion because page one of the Motion states in a conspicuous place that parties should
locate their names and contract or lease on Exhibit 1 to the Proposed Order, Exhibit l lists parties
alphabetically and identifies the corresponding Specified Contract or Lease, this is the Debtor's
second omnibus motion to reject, and Exhibit I li sts 42 Specified Contracts and Leases.
8
..
Case 22-10787-MFW Doc 69 Filed 08/31/22 Page 9 of 10
RESERVATION OF RIGHTS
20. Nothing com-ained herein is intended or shall be construed as: (i) an
admission as to the validity, amount or priority of any claim against the Debtor; (ii) a waiver of
the Debtor's rights to dispute any claim; (iii) a promise or requirement to pay any claim; (iv) a
waiver of any claim or cause of action of the Debtor that exists against any entity; (v) a
ratification or assumption of any agreement, contract or lease under section 365 of the
Bankruptcy Code; (vi) a waiver oflimitation of the Debtor's rights under the Bankruptcy Code,
any other applicable law or any agreement; or (vii) an admission or concession by the Debtor
that any lien is valid, and the Debtor expressly reserves and preserves its rights to contest the
extent, validity, or perfection, or seek avoidance of, any lien.
NOTICE
21. Notice of this Motion is being provided to: (i) the counterparties to the
Specified Contracts and Leases; (ii) the Office of the United States Trustee for the District of
Delaware; (iii) the parties included on the Debtor's list of twenty (20) largest unsecured
creditors; (iv) the Securities and Exchange Commission; (v) the Internal Revenue Service; (vi)
the United States Attorney's Office for the District of Delaware; and (vii) any party that has
requested notice pursuant to Bankruptcy Rule 2002.
CONCLUSION
WHEREFORE, the Debtor respectfully requests that the Court enter an order
substantially in the form of the Proposed Order attached as Exhibit A and grant such other relief
as is just and proper under the circumstances.
9
Case 22-10787-MFW Doc 69 Filed 08/31/22 Page 10 of 10
Dated: August 31, 2022
Wilmington, Delaware
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
Isl Paige N. Topper
Eric D. Schwartz (No. 3134)
Matthew B. Harvey (No. 5186)
Paige N. Topper (No. 6470)
Jonathan M. Weyand (No. 6959)
Sophie Rogers Churchill (No. 6905)
1201 N. Market Street, 16th Floor
Wilmington, Delaware 19801
Telephone: (302) 658-9200
eschwartz@morrisnichols.com
mharvey@morrisnichols.com
ptopper@morrisnichols.com
jweyand@morrisnichols.com
srchurchill@morrisnichols.com
Proposed Counsel to the Debtor and
Debtor in Possession
10
In re
Case 22-10787-MFW Doc 69-1 Filed 08/31/22 Page 1 of 2
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
Chapter 11
EXPRESSJET AIRLINES LLC,
Debtor.1
Case No. 22-10787 (MFW)
Objection Deadline:
September 14, 2022, at 4:00 p.m. (ET)
Hearing Date:
To be determined, if necessary
NOTICE OF DEBTOR'S SECOND OMNIBUS MOTION FOR ENTRY OF AN
ORDER (I) AUTHORIZING THE DEBTOR TO (A) REJECT CERTAIN EXECUTORY
CONTRACTS AND UNEXPIRED LEASES NUNC PRO TUNC TO AUGUST 31, 2022,
AND (B) ABANDON ANY PERSONAL PROPERTY THAT REMAINS AT THE
LEASED PREMISES, AND (II) GRANTING RELATED RELIEF
PLEASE TAKE NOTICE that, on August 3 1, 2022, the above-captioned debtor and
debtor in possession (the "Debtor") filed the Debtor 's Second Omnibus Motion for Entry of an
Order (I) Authorizing the Debtor to (A) Reject Certain Executory Contracts and Unexpired Leases
Nunc Pro Tune to August 31 , 2022, and (BJ Abandon any Personal Property that Remains at the
Leased Premises , and (II) Granting Related Relief (the "Motion ").
PLEASE TAKE FURTHER NOTICE that objections, if any, to approval oftherelief
sought in the Motion must be (a) in writing and served on or before September 14, 2022, at 4:00
p.m. (ET) (the "Ob jection Deadline"); (b) filed with the C lerk of the Bankruptcy Court, 824 N.
Market Street, 3rd Floor, Wilmington, Delaware 19801 ; and (c) served so as to be received on or
before the Objection Deadline by the undersigned counsel.
IF OBJECTIONS ARE FILED IN ACCORDANCE WITH THIS NOTICE, A
HEARING ON THE MOTION WILL BE SCHEDULED AT THE CONVENIENCE OF THE
COURT, AND NOTICE OF ANY SUCH HEARING WILL BE GIVEN ONCE A HEARING IS
SCHEDULED.
IF YOU FAIL TO RESPOND IN ACCORDANCE WITH THIS NOTICE, THE
COURT MAY GRANT THE RELIEF REQUESTED IN THE MOTION WITHOUT FURTHER
NOTICE OR HEARING.
The last four digits of the Debtor's federal EfN are 4495. The Debtor's mailing address is 1745
Phoenix Boulevard, Suite 250, College Park, GA 30349.
Case 22-10787-MFW Doc 69-1 Filed 08/31/22 Page 2 of 2
Dated: August 31, 2022
Wilmington, Delaware
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
Isl Paige N. Topper
Eric D. Schwartz (No. 3134)
Matthew B. Harvey (No. 5186)
Paige N. Topper (No. 6470)
Jonathan M. Weyand (No. 6959)
Sophie Rogers C hurchill (No . 6905)
1201 N. Market Street, 16th Floor
Wilmington, Delaware 19 801
Telephone: (302) 658-9200
eschwartz@morrisnichols .com
mharvey @morrisnichol s.co m
ptopper@morrisnichols.com
jweyand@morrisnichols.com
srchurchill@morrisnichols.com
Proposed Counsel to the Debtor and
Debtor in Possession
2
Case 22 -10787-MFW Doc 69-2 Filed 08/31/22 Page 1 of 11
Exhibit A
Proposed Order
--
In re
Case 22-10787-MFW Doc 69-2 Filed 08/31/22 Page 2 of 11
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
Chapter t I
EXPRESSJET AIRLINES LLC,
Debtor.1
Case No. 22-10787 (MFW)
Re: D.I.
SECOND OMNIBUS ORDER (I) AUTHORIZING THE DEBTOR TO (A) REJECT
CERTAIN EXECUTORY CONTRACTS AND UNEXPIRED LEASES NUNC PRO TUNC
TO AUGUST 31, 2022, (II) ABANDON ANY PERSONAL PROPERTY THAT REMAINS
AT THE LEASED PREMISES, AND an GRANTING RELATED RELIEF
Upon the motion (the "Motion")2 of the above-captioned debtor and debtor in
possession (the "Debtor"), pursuant to sections t 05(a), 365 and 554(a) of the Bankruptcy Code
and Bankruptcy Rules 6006 and 6007, for entry of a n order (this "Order"): (i) authorizing the
Debtor to (a) reject certain executory contracts and unexpired leases set forth on Exhibit 1
attached hereto (the "Specified Contracts and Leases"), effective as of August 31, 2022 (the
"Rejection Date") and (b) abandon any personal property of the Debtor, including furniture,
fixtures, and equipment remaining at the premises covered by the Specified Contracts and
Leases, effective as of the Rejection Date , and (ii) granting related relief; and due and sufficient
notice of the Motion having been given under the circumstances; and it appearing that no other
or further notice need be provided under the circumstances; and it appearing that the relief
requested by this Motion is in the best interests of the Debtor, its estate, its creditors and other
parties in interest; and after due deliberation and suffic ient cause appearing therefor;
The last four digits of the Debtor's federa l EIN are 4495. The Debtor's mailing address is 1745
Phoenix Boulevard, Suite 250, Co ll ege Park, GA 30349.
Capitalized terms not defined herein are used as defined in the Motion.
Case 22-10787-MFW Doc 69-2 Filed 08/31/22 Page 3 of 11
TS HEREBY ORDERED THAT:
I . The Motion is GRANTED as set forth herein.
2. Pursuant to sections I 05(a) and 365(a) of the Bankruptcy Code, the
Specified Contracts and Leases are hereby rejected by the Debtor, effective as of the Rejection
Date.
3. Pursuant to sections I 05(a) and 554(a) of the Bankruptcy Code, any
personal property remaining on the premises covered by the Specified Contracts or Leases or in
the possession of a counterparty to the Specified Contracts or Leases is hereby abandoned by the
Debtor, as of August 31 , 2022.
4. Notwithstanding the relief granted herein and any actions taken hereunder,
nothing in the Motion or this Order shall: (a) constitute an admission as to the validity or priority
of any claim against the Debtor; (b) constitute a waiver of the Debtor's rights to dispute any
claim or assert any defenses or counterclaims to such claim or against the applicable claim
proponent; (c) prejudice the Debtor 's rights to assert that any of the Specified Contracts and
Leases (i) are not executory or within the meaning of section 365 of the Bankruptcy Code or (ii)
have expired or have been terminated; or (d) prohibit the Debtor from seeking to reject any other
executory contracts or leases .
5. Notwithstanding any Bankruptcy Rule to the contrary, this Order shall be
effective immediately and enforceable upon its entry, including the rejection of the Specified
Contracts and Leases granted herein which shall be rejected by the Debtor effective as of the
Rejection Date.
2
Case 22-10787-MFW Doc 69-2 Filed 08/31/22 Page 4 of 11
6 . This Court shall retain jurisdiction to hear and determine all matters
arising from or related to the implementation of this Order.
Dated: , 2022 ------
Wilmington, Delaware
THE HONORABLE MARY F. WALRATH
UNITED STATES BANKRUPTCY JUDGE
3
Case 22-10787-MFW Doc 69-2 Filed 08/31/22 Page 5 of 11
-Exhibit 1
Specified Contracts and Leases
to be Rejected
Case 22 -10787-MFW Doc 69 -2 Filed 08/31/22 Page 6 of 11
Contract Counterparty Contract Counterparty Address Rejected Av;reement/Lease
I A ircraft Service In tern ationa l, In c. Attn : Ian Craft IATA 2018 SG I-IA (ONT)
d/b/a Menz ies Aviation 4900 Diplomacy Road
Fort Worth, TX 76155
2 Airport Termi na l Services, Inc. 940 Westport Pl aza Drive IATA 2018 SGHA (RNO)
Suite IOI An nex B2 .0
St. Louis , MO 63146
3 Bergstrom Aircraft, In c. Attn : Malin BergstTOm IATA 2018 SGHA (PSC)
4 102 Stearm an Ave. Annex B 1.1
Pasco , WA 9930 I
4 Boise A irport 320 I W Airport Way Non Signatory A irlin e
Suite 1000 Busin ess/Activity Permit Boise Airport
Attn : Property & Contract Ad mini strator
Boise, ID 837 0 5
5 C ity of Eugene 28855 Loc kh eed Drive S ig natory Sched ul ed Ai rlin es
Attn: Cathryn Stephens, A.A.E. Operating Agreement and Term in al
Eugene, OR 97402 Bui ldin g and Equipment Lease
Agreement
6 C ity of Fresno C ity ofFresno , Airports Department Fresno Yosemite Inte rn ati ona l Airport
Fresno Yosemite Inte rn ati ona l Airport Airlin e Operations Agreement
Attn : Director of Av iation
4995 E. C linton Way
Fres no CA 93727-1504
7 City of Id aho Falls Id a ho Fa ll s Regio na l Airport Non-signatory Sched ul ed Airlin e
Attn : A irport Director Operating Agreement and Term ina l
2 140N . Sky lin e Drive, Box 12 Building Lease
Idah o Fa ll s, ID 83402
8 C ity of Pa lm Sprin gs A irp o rt Exec uti ve Director Non-Signatory A irlin e Operati ng
Pa lm Spri ngs Inte rn atio na l A irport Permit
3400 E. Tahquitz Canyo n Way
S uite I
Palm Sprin gs, CA 92262
Case 22 -10787-MFW Doc 69-2 Filed 08/31/22 Page 7 of 11
C ity Ma nager
3200 E. Tahquitz Canyon Way
Palm S orings, C A 92262
9 C ity of Re dm o nd Attn : Airpo rt Directo r N o n-S ig na tory Sche dul ed A irl ine
411 S W 9 th S treet O pe ratin g Pe rmit Cove ring Land s and
Re dmond, OR 977 56 Lease o f Termin a l
10 Coun ty of Sono m a Airpo rt M a nager N o n-S ig nato ry A irlin e Operato r
C harl es M . Schul z -Sono m a Coun ty A greem e nt and Lease Fo rm
A irpo rt
2290 Ai rport Bl vd .
S an ta Rosa, C A 9 5403
11 CRJ Avi at io n, LLC A ttn : C harl es Jac kson LA T A 2 01 8 SGHA (IDA)
P .O. Box 5 19 A nne x B1.0
Ni xa, MO 657 14
12 Fa ulkn e r Properti es 132 S he rl a ke Road Lease (D ated December 12, 2001 )
Kn oxv ill e, TN 37922
13 Fre eman Holdings of Oreg on, L LOC Attn: S cott Freem a n De-Icin g/ Anti-Icing Agreem e n t
d/b/a Millio n A ir Med fo rd 1622 1 Foster S treet
Overl a nd Pa rk, K S 66085
14 G2 Secure Staff, L LC Attn : T onya Holt, Senior Coun sel IATA 201 8 S GHA (BOI )
400 E. Las Colin as Bl vd . A nn ex 81 .0
S uite 75 0
Jrving, T X 75 039
15 G2 Secure Staff, LLC Att n : Tonya Holt, Seni o r Coun sel IATA 201 8 SG HA (GEG)
400 E. Las Colin as Bl vd . A nn ex 81 .0
S uite 750
Irving, TX 75 0 39
16 Jackson Co un ty, O regon J acks on County Airpo rt Autho rity Rogu e Va ll ey Inte rnati o na l -M ed fo rd
I 000 Termina l Loop Parkway A irport Sche dul ed Airline Operating
S uite 20 1 Agreem e nt and Term ina l Buildin g
M e d fo rd , OR 9 7 504 Lease
17 La ug hlin/B ullhead Inte rn ati o na l M o have Co unty Airpo rt A uth o rity , In c. A irlin e Operatin g Pe rmit
A irport Attn : Ai rpo rt Directo r
2
Case 22 -10787-MFW Doc 69-2 Filed 08/31/22 Page 8 of 11
2550 Laug hlin Vi ew Dr.
S uite 11 7
Bullhead C ity , A Z 864 29
18 La wrence A ir Serv ice A ttn : Shad Turne r De-Icing/ A nt i-I c in g A irpo rt Serv ices
90295 A ir Cargo Way Agreeme nt
S uite 4
E uge ne, OR 97402
19 Leading Edge Jet Cent er, LLC 63 132 Powell Butte Hi gh way De-Icin g/Anti -Ic in g Agreeme nt
Be nd OR 97701
20 N ew Sono ma FBO, Jn c. Attn : T ho m as Owe n IATA 20 18 SG HA (KSTS)
d/b/a Sono ma Jet Ce nter 6000 F li g htline Drive A nn ex BI .0
Santa Ro sa , CA 95403
2 1 O ntari o Inte rn ati ona l A irpo rt O ntario Inte rnati o na l A irport N o n-Exc lu s ive Ai r Carri er Operatin g
A uth o ri ty Attn : C hi e f Exec utive Officer Pe rmit
1923 E. A v ion A ve nu e
O ntario, CA 9 176 1
Ontari o International Airport Auth o rity
Attm : Gene ral Co un se l
Gatzke Dillon & Ba lan ce LLP
2762 Gate way Road
Cals bad , CA 92 00 9
22 O ntario Intern ation a l A irpo rt Ontario Inte rnation a l Airport Fac ili ty Use Agreeme nt
A uth o rity Attn : C hi e f Exec uti ve Offi cer
1923 E . A v io n A venu e
O ntari o, CA 91 76 1
O ntari o International Airpo rt Autho ri ty
Attm : G ene ral C ounse l
Gatzke Dillon & Balan ce LLP
2762 Gatew ay Road
Cals ba d, C A 9200 9
3
Case 22 -10787-MFW Doc 69 -2 Filed 08/31/22 Page 9 of 11
23 Ontario Inte rn ation a l A irp o rt 2900 E A irpo rt Driv e Equipme nt Use Agreeme nt
Term ina l & Eq uipm e nt Co m pany, S uite 2408
LLC Attn : John Hall , Gene ral Ma nager
O ntario, CA 9 176 1
24 Port of Pasco 3601 N . 20th A venu e Non-S ignatory A irlin e Agreeme nt and
Pasco, WA 993 0 I Termin a l Buildin2: Lease
25 Reno -Tahoe Ai rp ort A uth o ri ty Attn : Pres id ent/CEO A irline -Airpo rt Use an d Lease
P .O. Box 124 90 Agreeme nt
Re no, NV 895 I 0
26 S.A.S. Services Gro up ln c . Att n : La ith Rte im eh IATA 2 01 8 SGHA (RN O)
Director of Contracts A nn ex 81.0
8939 South Se pulved a Bl vd .
S uite 300
Los A nge les, C A 90245
27 S ierra Avi ati o n G roup A ttn : Jam es Mog, Pres id e nt LA T A 2 01 8 S HGA (PSP)
924 7 Archiba ld Avenue Ann ex 81.0
Rancho C ucamon ga , C A 91 730
28 S ignature Fli g ht S uppo rt LLC Attn : Contracts -Jo hn W ilson IATA 20 18 SHGA (FAT)
134 85 Ve te ra ns Way A nn ex Bl.I
S uite 600
Orlan do, FL 3282 7
29 S ignature Fli ght S uppo rt LLC Attn : Contracts -Jo hn Wil so n LATA 20 18 SHGA (GEO)
13485 Vete ran s Way A nn ex B l .I
S uite 600
O rl and o FL 32827
30 S ign ature Fli g ht Suppo rt LLC Attn : Contracts -John Wil so n IATA 2 01 8 S I-I GA (PSP )
134 85 Veterans Way A nn ex Bl.I
S uite 6 00
Orl and o FL 3282 7
3 1 S po ka ne Ai rp o rt Pro perti es & Contracts Directo r Lan din g Use and Lease Agreeme nt
900 0 W . A irp o rt Dri ve
Sui te 204
Soo kane. WA 99224
4
Case 22-10787-MFW Doc 69 -2 Filed 08/31/22 Page 10 of 11
32 S pokane Airpo rt 9 000 W . A irport Dri ve Fue l Facili ty Use Agreem e nt
S po kane, WA 99224
33 S wi ss Port Fue ling, In c . Attn : Tucker C ornwe ll IATA 20 18 SOI-IA (RN O)
22 7 Fayette vill e S treet A nn ex Bl .I
9 th Floor
Ra le igh, N C 27601
34 Unifi Avi ati o n , LLC Attn : C us tomer C ontracts Dire ctor IATA 20 18 SG HA (EUG)
980 Virg ini a Ave nu e A nn ex B 1.0
4th Fl o or
Atl anta, G A 3 0 354
35 Unifi Avi ati o n , L LC A ttn: C us tom er Contracts Director IATA 20 18 SG H A (FAT)
9 8 0 Virg ini a Ave nu e A nn ex B 1.0
4 th Floor
Atl an ta, GA 3 0 354
36 Un ifi A v ia ti o n, LLC Attn : C ontrac ts Director IATA 2 01 8 SG HA (GEO)
3399 Peachtree Road , N E A nn ex B 1.0
S uite I 500
Atlanta, G A 3 0326
37 U nifi A viation , L LC A ttn : C us to m e r Contracts Director IATA 20 18 SG HA (M FR)
980 Virg ini a A ve nue A nn ex B1 .0
4th Floor
A tl anta, GA 3 0 354
38 Unifi Avi a tion, LLC Attn : C us tomer C ontracts Director IA T A 20 18 SG HA (ONT)
980 Virg inia A ve nu e A nnex B 1.0
4th Flo o r
Atlanta, GA 3 0 3 54
39 U nifi A v ia ti o n , LLC Att n : C us tome r Contracts Director IA TA 20 18 SG H A (PSC)
980 Virg ini a A ve nu e A nn e x B 1.0
4th Floor
A tl a nta, GA 3035 4
40 U nifi Avi ati o n, LLC Attn : Contrac ts Director IATA 20 18 SGH A (PS P)
33 9 9 Peachtree Ro ad , N E A nnex B1 .0
S uite I 500
5
..
Case 22 -10787-MFW Doc 69-2 Filed 08/31/22 Page 11 of 11
Atlanta, GA 30326
41 Unifi Aviation , LLC Attn: Customer Contracts Director IATA 2018 SGHA (RDM)
980 Virginia A venue A nn ex B1 .0
4th Floor
Atlanta, GA 30354
42 Unifi Aviation , LLC Attn : Customer Contracts Director IATA 20 18 SGHA (RNO)
980 Virginia A ven ue A nn ex B1.0
4th Floor
Atlanta, GA 30354
6
City Clerk Form Updated 7/21/2021
CONTRACT ABSTRACT
Contract prepared by: ____________________________________________________
Submitted on: __________________ By: __________________________________
Note: _________________________________________________________________
Contract Compliance
Exhibits: Yes No
Signatures: Yes No
Insurance: Yes No
Bonds: Yes No
Contract Approvals
Council/ Community Redevelopment Agency Approval Date: __________________________
Agenda Item No./ Resolution No.: _______________________________________________
Agreement No: _____________________________________________________________
Contract Administration
Lead Department: ___________________________________________________________
Contract Administrator: _______________________________________________________
Contract
Company Name: __________________________________________________________
Company Contact: _________________________________________________________
Summary of Services: ______________________________________________________
Contract Price: ____________________________________________________________
Funding Source: ___________________________________________________________
Contract Term: ____________________________________________________________
Munis Contract Number: _____________________________________________________
ExpressJet, LLC - (aha!)
Lisa Walker
To provide non-signatory airlines services to PSP
Revenue -
Multiple - 415.38020, 415.38030, 415.38150, and 415.38100
Month to Month
1831
Aviation
Ulises Aguirre/Victoria Carpenter
N/A
N/A
A9031
Victoria Carpenter
12/29/21 Christina Brown
4
4
4
4
DocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 1
3400 E. Tahquitz Canyon Way, Suite 1 ‐ Palm Springs, California 92262
NON‐SIGNATORY AIRLINE OPERATING PERMIT
(Month to Month)
Airline Name: _______________________________________________________(hereinafter “Airline”)
Address: ____________________________________________________________________________
City / State / Zip Code: _________________________________________________________________
Airline Representative: _________________________________________________________________
Title ________________________________________________________________________________
Phone: ______________________________________ Fax:___________________________________
Email: _______________________________________________________________________________
GENERAL PROVISIONS
A.Reference to Signatory Airline Agreement: This Permit references terms contained in the Airport
Use and Lease Agreement (AULA), dated July 1, 2014, as attached as Exhibit “B”. Unless otherwise
stated, all terms used in this Permit shall have the meaning set forth in the AULA, Signatory Airline
Agreement. Airline represents that, prior to its execution of this Permit, it has received a copy of
the AULA and is familiar with its terms as they may affect the terms under this Permit.
B.Permitted Use: Commercial “air transportation” of persons, property, cargo and mail.
C.Term: Month to Month, commencing on _______________, 20____ (“Commencement Date”).
D.Rates and Charges: The following rates and charges shall be payable by Airline to City in the
manner set forth at Section 3 below of the Terms and Conditions. Airline acknowledges that the
following fees and charges shall be subject to change as described in the Signatory Airline
Agreement, including but not limited to, Sections 5.03 (E) and 5.08 thereunder.
1.Landing Fee: Airline shall pay a landing fee that is 125% of the Landing Fee paid by
Signatory Airlines under Section 5.04 of the Signatory Airline Agreement, unless the
Airline applies for and qualifies for the Airline Incentive Program. For reference
purposes, the current landing fee payable by Airline is $2.35 per 1,000 pounds of
Certificated Maximum Landing Weight based on 125% of the $1.88 Landing Fee for
Signatory Airlines under the Signatory Airline Agreement.
ExpressJet Airlines LLC
1745 Phoenix Blvd. Suite 250
College Park, GA 30349
Lisa Walker
Director - Properties, Facilities and Airport Operations
404-202-7137 NA
lisa.walker@expressjet.com
January 1 2022
DocuSign Envelope ID: CCE58813-6256-4686-B06B-D4328994EEDFDocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 2
2.Special Capital Projects Fund Surcharge. Airline shall pay a Special Capital Projects
Fund Surcharge per enplaned passenger, as described under Section 5.06 of the
Signatory Airline Agreement. The fee for signatory carriers beginning November 1,
2020 shall be $1.38 per enplaned passenger, the non‐signatory fee ($1.38 times
125%) shall be $1.72. This fee will be recalculated in accordance with the AULA.
3.Joint Use/Common Area Space Fee: Airline shall pay a Joint Use/Common Area
Space Fee (calculated in the manner set forth at Article V of the Signatory Airline
Agreement) based on Airline’s number of enplaned passengers. The Joint Use/
Common Area Space Fee beginning November 1, 2020 is $1.66 per enplaned
passenger, which will be recalculated in accordance with the AULA.
4.Passenger Loading Bridge and Hold Room Fee: Airline shall pay a Hold Room Fee
that is 125% of the Hold Room Fee described in Section 5.03 (D) of the Signatory
Airline Agreement. For reference purposes, the fee payable by Airline is ($102.50
Signatory Airline fee times 125%) $127.50 per operation for the Bono Concourse
and ($51.00 Signatory Airline fee times 125%) $63.75 per operation for the Regional
Concourse. For purposes of this section “operation” shall mean both the enplaning
and deplaning of a single aircraft.
5.Passenger Facility Charge: Airline shall pay a passenger facility charge as required by
Part 158 of the Federal Aviation Regulations. For reference purposes, the current
rate is $4.50 per enplaned passenger.
6.Security Deposit: New Non‐Signatory Airlines shall deposit with the City a sum equal
to two (2) months airline rental rates for terminal and landing fees. If Airline is not in
default for continuous eighteen (18) months, City will waive the requirement for a
security deposit. Existing airlines with no delinquent payments in the prior eighteen
(18)contiguous months are not subject to this deposit. Aha Airline deposit to be
$8,700 in U.S. funds (landing fee and monthly rental x 2).
E.Skycap Service: Airline shall have the right to participate in nonexclusive skycap services in
conjunction with all scheduled airlines serving the Airport to assist its passengers with their
baggage.
F.Ground Handling: Airline shall arrange with Signatory Airlines, licensed companies or Fixed Based
Operators for ground handling services, subject to the City’s approval of such arrangement.
G.Security Screening Facilities: The Transportation Security Administration (“TSA”) provides for all
passenger and baggage screening conducted at the Airport. Airlines may be required to provide
assistance to TSA in their efforts to carry out their federal mandates. Airline acknowledges that
during the term of this Permit, the City or other entity may be authorized to provide these security
services and Airline shall cooperate with the transition in security service providers and payment
of its prorated share of any applicable fees for such services.
DocuSign Envelope ID: CCE58813-6256-4686-B06B-D4328994EEDFDocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 3
H. Exclusive Use Space: Airline may utilize the Exclusive Use Space, as such space is described at
Exhibit “C” of the AULA
I. .Signatory Airline Agreement, based on availability as outlined in the AULA Signatory Airline
Agreement, and payment of the Exclusive Use Space Rate described at Section 5.03 (A).
J. Airline Lease Space: Airline may elect to lease available space at the Airport in the categories of
baggage claim desk, ticket counter space with corresponding office space, storage space or other
space as approved in writing by the City Manager or his or her designee. Specific Non‐Signatory
Lease Space shall be identified in a letter agreement executed between Airlines and the Director
of Aviation, and leased to Airline for a month‐to‐month term that may be cancelled by either party
upon thirty (30) days written notice. City may relocate or reconfigure the Non‐Signatory Lease
Space from time to time with changes occurring via letters of mutual agreement executed
between Airline and the Director of Aviation.
TERMS AND CONDITIONS
1. Rules and Regulations: All activities of Airline pursuant to this permit shall be performed in
compliance with all applicable federal, state and local laws, ordinances and regulations. City may
adopt additional rules and regulations in accordance with the terms of Section 14.01 of the Airline
Use Agreement.
2. Employee Parking: The City shall make available to Airline’s employees assigned duty at the
Airport, reasonably adequate parking facilities. The City may, at its discretion, charge a
reasonable vehicle parking fee based on the City’s actual cost of providing, operating and
maintaining such facilities.
3. Calculation and Payment of Fees:
A. Airline shall furnish to the City on or before the tenth (10th) day of each month the
“Airline Activity Report” (Attachment 1) signed by an authorized representative of
Airline, for the preceding month. The Airline Activity Report will include (i) the total
number of enplaned and deplaned passengers and air cargo; (ii) total number of all
landings by aircraft type; seating configuration and certificated maximum landing
weight for each type of aircraft; (iii) a list of the cancelled flights for the previous
month. The cancelled flights will be listed individually by date, flight number and
reason for cancellation. The Airline Activity Report shall be emailed to
PSPmonthlyreport@palmspringsca.gov
B. Upon furnishing City with the “Airline Activity Report” described in Section 3.A., City
shall forthwith furnish Airline with an invoice setting forth the amount of Landing
Fees, Landing Fee Surcharge, Terminal Fees, Loading Bridge and Hold Room Fees
payable by Airline for such preceding month based on rates described on Page 1 of
the Permit. Within thirty (30) days after the date of such invoice, Airline shall pay to
DocuSign Envelope ID: CCE58813-6256-4686-B06B-D4328994EEDFDocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 4
City the amount set forth herein. Airline shall ensure the City invoice number is
included on the check stub, to ensure the proper posting of payment.
C. City shall furnish the Airline with an invoice by the tenth (10th) day of each month for
the amount of Airline’s Exclusive Use Space for the next ensuing month. Not later
than the first (1st) day of such next ensuing month, Airline shall pay City an amount
equal to the Airline’s Exclusive Use Space for such month. Airline shall ensure the City
invoice number is included on the check stub, to ensure the proper posting of
payment.
D. All fees and charges not timely received by City and within fifteen (15) days after
receipt by Airline of a written notice of delinquency will bear a late charge equal to
five percent (5%) of the payment due and owing. If such fees and charges are not
received within thirty (30) days, interest shall accrue on the unpaid balance plus the
unpaid late charge at the rate of eighteen percent (18%) per annum or the highest
rate which may be legally charged, whichever is lower, from the due date until paid
in full.
E. The fees described in this Permit shall be subject to change in accordance with the
terms of Section 5.03 (E) of the Signatory Airline Agreement.
4. Gate Allocation: By granting this non‐signatory operating permit, City is not obligated to provide
aircraft gate space. Airline shall arrange gate space via availability with City, Signatory Airlines or
Fixed Based Operators, as further described in the Signatory Airline Agreement.
5. Indemnification: Airline agrees to indemnify the City, its officers, agents and employees against,
and will hold and save them harmless from any and all actions, suits, claims, damages to persons
or property, losses, costs, penalties, obligations, errors, omissions or liabilities, of or in connection
with the negligent performance of the work, operations or activities of Airline, its agents,
employees, subcontractors, or invitees, provided for herein, or arising from the use of the
premises or the Airport by Airline or its employees and customers, or arising from the failure of
Airline to keep its exclusive premises in good condition and repair, as herein provided, or arising
from the negligent performance of or failure to perform any term, provision or covenant or
condition of this permit, unless caused by the sole negligence or willful misconduct on the part of
the City, its officers, agents or employees, who are directly responsible to the City, and in
connection therewith:
A. Airline will defend any action or actions filed in connection with any said claims or
liabilities and will pay all costs and expenses, including legal costs and attorney’s fees
incurred in connection therewith.
B. Airline will promptly pay any judgment rendered against the City, its officers, agents
or employees for any such claims or liabilities arising out of or in connection with the
negligent performance of or failure to perform such work, operations or activities of
DocuSign Envelope ID: CCE58813-6256-4686-B06B-D4328994EEDFDocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 5
airline hereunder; and Airline agrees to save and hold the City, its officers, agents,
and employees harmless there from.
C. In the event the City, its officers, agents or employees are made a party to any action
or proceeding filed or prosecuted against Airline for such damages of other claims
arising out of or in connection with the negligent performance of or failure to perform
the work, operations or activities of Airline hereunder, Airline agrees to pay the City,
its officers, agents or employees, any and all costs and expenses incurred by the City,
its officers, agents or employees in such action or proceeding, including but not
limited to legal costs and attorney’s fees.
6. Insurance:
A. Airline Public Liability Insurance: Airline agrees to carry and keep in force public
liability insurance with an insurance company of recognized responsibility, or provide
self‐insurance, covering personal injury, death and property damage to protect the
City, its commissioners, directors, agents, officers and employees, from liability
covered by the indemnification provisions of this section subject to policy terms,
conditions, limitations and exclusions. Without limiting its liability as aforesaid, Airline
agrees to carry and keep in force such insurance, written on a per occurrence basis,
with limits of liability for death, personal injury and property damage in a combined
single limit not less than One Hundred and Fifty Million Dollars ($150,000,000), except
Twenty Five Million Dollars ($25,000,000) with respect to non‐passenger personal
injury liability. An Airline shall have the right to self‐insure the items specified in this
section so long as the Airline maintains a net worth satisfactory to the City’s Risk
Manager.
B. Workers Compensation Insurance: Airline shall, at the Airline’s sole cost and expense,
maintain a policy of workers compensation insurance in an amount as will fully
comply with the laws of the State of California and which shall indemnify, insure and
provide legal defense for both the Airline and the City against any loss, claim or
damage arising from any injuries or occupational diseases occurring to any worker
employed by or any persons retained by the Airline in the course of conducting
Airline’s business at the Airport.
C. Airline Insurance on Automobiles and Other Ground Vehicles: Airline shall maintain
at its sole expense and cause to be kept in force at all times during the term of this
permit, liability insurance in the form of primary and excess, or layered amounts of
insurance covering the operation of the Airline’s owned or non‐owned automobiles
and other ground vehicles at the Airport, written on a per occurrence basis in a
combined single limit of not less than Twenty Five Million Dollars ($25,000,000) for
bodily injury and property damage liability per any one occurrence. Upon
certification of Airline that Airline does not own, maintain, or operate vehicles at the
Airport, City Manager may relieve Airline of Airline’s obligations under this Section.
DocuSign Envelope ID: CCE58813-6256-4686-B06B-D4328994EEDFDocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 6
D. Commercial General Liability Insurance: A policy of commercial general liability
insurance written on a per occurrence basis with a combined single limit of at least
$2,000,000 bodily injury and property damage including coverage for contractual
liability, personal injury, independent contractors, property damage, products and
completed operations. The Commercial General Liability Policy shall name the City of
Palm Springs as an additional insured in accordance with standard ISO additional
insured endorsement form CG2010 (1185) or equivalent language. The Commercial
General Liability Insurance shall name the City, its officers, employees and agents as
additional insureds to the extent of their indemnified interest.
E. General Provision Applicable to Airline’s Insurance: All of the policies of insurance
required to be procured by Airline pursuant to this section shall be (i) in a form and
content common to the industry and reasonably satisfactory to the City and written
by insurers satisfactory to the City; be (ii) primary insurance; and shall (iii) name the
City, its officers, employees and agents as additional insureds to the extent of their
indemnified interest. All of said policies of insurance shall provide that said insurance
might not be amended or cancelled without providing thirty (30) days prior written
notice by registered mail to the City. Prior to the Effective Date of this permit, and at
least thirty (30) days prior to the expiration of any insurance policy, Airline shall
provide City with certificates of insurance or appropriate insurance binders
evidencing the above insurance coverage written by insurance companies acceptable
to the City, licensed to do business in California. In the event the City Manager
determines that (i) the Airline’s activities at the Airport create an increased or
decreased risk of loss to the City, (ii) greater insurance coverage is required due to
the passage of time, or (iii) changes in the industry require different coverage to be
obtained, Airline agrees that the minimum limits of any insurance policy and the types
of insurance policies required to be obtained by Airline may be changed accordingly
upon receipt of written notice from the City Manager; provided that Airline shall have
the right to appeal a determination of increased coverage by the City Manager to the
City Council of City within ten (10) days of receipt of notice from the City Manager.
City and Airline hereby waive any rights each may have against the other on account
of any loss or damage occasioned by property damage to the Premises, its contents,
or Airline’s trade fixtures, equipment, personal property or inventory arising from any
risk generally covered by insurance against the perils of fire, extended coverage,
vandalism, malicious mischief, theft, sprinkler damage, and earthquake sprinkler
leakage. Each of the parties, on behalf of their respective insurance companies
insuring such property of either Airport or Airline against such loss, waives any right
of subrogation and contribution that it may have against the other. The foregoing
waivers of subrogation shall be operative only so long as available in California and
provided further that no policy is invalidated thereby. The Liabilities Policies shall
name the City of Palm Springs as an additional insured in accordance with standard
ISO additional insured endorsement form CG2010 (1185) or equivalent language. The
Liability Insurance shall name the City, its officers, employees and agents as additional
insureds to the extent of their indemnified interest.
DocuSign Envelope ID: CCE58813-6256-4686-B06B-D4328994EEDFDocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 7
7. Airline Operations: Airline agrees to operate its business as a commercial operator at the Airport
for the use and benefit of the public; to make available all facilities and services to the public,
without unjust discrimination; and to refrain from imposing or levying excessive, discriminatory,
or otherwise unreasonable charges or fees.
8. Prohibited Uses: Airline shall not do or permit anything to be done in, on, or at the Airport which
will in any way conflict with any law, or ordinance of any governmental agency, or with the City’s
rules and regulations provided for in Section 1 above, or create a nuisance or in any way obstruct
or interfere with the rights of other users of the Airport, or damage any property or endanger the
health and safety of persons using the Airport.
9. Covenant Against Discrimination:
In connection with its performance under this Agreement, Operator shall not discriminate against
any employee or applicant for employment because of actual or perceived race, religion, color,
sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural
or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression,
physical or mental disability, or medical condition (each a “prohibited basis”). Operator shall
ensure that applicants are employed, and that employees are treated during their employment,
without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter
this Agreement, and in executing this Agreement, Operator certifies that its actions and omissions
hereunder shall not incorporate any discrimination arising from or related to any prohibited basis
in any Operator activity, including but not limited to the following: employment, upgrading,
demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay
or other forms of compensation; and selection for training, including apprenticeship; and further,
that Operator is in full compliance with the provisions of Palm Springs Municipal Code Section
7.09.040, including without limitation the provision of benefits, relating to non‐discrimination in
city contracting.
10. FAA Required Clauses:
A. Airline, for itself, heirs, personal representatives, successors in interest, and assigns, as a part
of the consideration hereof, does hereby covenant and agree as a covenant running with the
Premises that, in the event facilities are constructed, maintained, or otherwise operated on
the said Premises described in this Agreement for a purpose for which a Department of
Transportation (DOT) program or activity is extended or for another purpose involving the
provision of similar services or benefits, Airline shall maintain and operate such facilities and
services in compliance with all other requirements imposed pursuant to Title 49, Code of
Federal Regulations, DOT, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination 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.
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PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 8
B. Airline, for itself, personal representatives, successors in interest, and assigns, as a part of the
consideration hereof, does hereby covenant and agree as a covenant running with the
Premises that: (i) no person on the grounds or race, color, or national origin shall be excluded
from participation in, denied the benefits of, or be otherwise subjected to discrimination in
the use of said facilities; (ii) in the construction of any improvements on, over or under such
Premises and the furnishing of services thereon, no person on the grounds of race, color, or
national origin shall be excluded from participation in, denied the benefits of, or otherwise be
subjected to discrimination; and (iii) Airline shall use the Premises in compliance with all other
requirements imposed by or pursuant to Title 49, Code of Federal Regulations, DOT, Subtitle
A, Office of the Secretary, Part 21, Nondiscrimination 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.
C. In the event of breach of any of the above nondiscrimination covenants, City shall have the
right to terminate the Agreement and to re‐enter and repossess said Premises and the
facilities thereon, and hold the same as if an agreement had never been made or issued. This
provision does not become effective until the procedures of 49 CFR Part 21 are followed and
completed including expiration of appeal rights.
D. Airline shall furnish its services on a fair, equal and not unjustly discriminatory basis to all
users thereof and it shall charge fair, reasonable and not unjustly discriminatory prices for
each unit of service; provided Airline may be allowed to make reasonable and
nondiscriminatory discounts, rebates or other similar type of price reductions to volume
purchasers.
E. Noncompliance with the preceding paragraph shall constitute material breach thereof and, in
the event of such noncompliance, City shall have the right to terminate this Agreement and
the leasehold interest hereby created without liability therefore or, at the election of City or
the United States, either or both said Governments shall have the right to judicially enforce
such provisions.
F. Airline agrees that it shall insert the provisions in the five preceding paragraphs in any
agreement by which Airline grants a right or privilege to any person, firm or corporation to
render services to the public on the Airport.
G. Airline assures that it will undertake an affirmative action program as required by 14 CFR Part
152, Subpart E, to insure that no person, on the grounds or race, color, national origin, or sex
be excluded from participating in any employment activities covered in 14 CFR Part 152,
Subpart E. Airline 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. Airline assures that it will require that its covered suborganizations provide
assurances to Airline that, similarly, they will undertake affirmative action programs and that
they will require assurances from their suborganizations to the same effort, as required by 14
CFR 152, Subpart E.
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PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 9
H. City reserves the right to further develop or improve the landing area of the Airport as it sees
fit regardless of the desires or view of Airline and without interference or hindrance.
I. City reserves the right, but shall not be obligated to Airline, 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 Airline in this regard.
J. This Agreement shall be subordinate to the provisions and requirements of any existing or
future agreement between City and the United States, relative to the development, operation
or maintenance of the Airport.
K. There is hereby reserved to City, its successors and assigns, for the use and benefit of the
public, a right of flights for the passage of aircraft in the airspace above the surface of the
Airport herein. This public right of flight shall include the right to cause in said airspace any
noise inherent in the operation of any aircraft used for navigation or flight through the said
airspace or landing at, taking off from, or operation on the Airport.
L. Airline agrees to comply with the notification and review requirements covered in Part 77 of
the Federal Aviation Regulations in the event future construction of a building is planned for
the Airport, or in the event of any planned modifications or alterations of any present or
future building or structure situated on the Airport.
M. Airline, by accepting this Agreement, agrees for itself, its successors and assigns that it will
not make use of the Airport in any manner which might interfere with the landing and take‐
off of aircraft from the Airport or otherwise constitute a hazard. In the event the aforesaid
covenant is breached, City reserves the right to enter upon the Premises hereby leased and
cause the abatement of such interference at the expense of Airline.
N. It is understood and agreed that nothing contained shall be construed to grant or authorize
the granting of an exclusive right within the meaning of Section 308a of the Federal Aviation
Act of 1958 (49 U.S.C. 1349a).
O. This Agreement and all the provisions hereof shall be subject to whatever right the United
States Government now has or in the future may have or acquire affecting the control,
operation, regulation and taking over of said Airport or the exclusive or nonexclusive use of
the Airport by the United States during the time of war or national emergency.
11. Federal Grants: This Agreement shall be subordinate to the provisions of any existing and future
agreements between the City and the United States of America, its boards, agencies, or
commissions, relative to the operation or maintenance of the Airport, the execution of which has
been, or will be, required as a condition to the expenditure of Federal funds for the development
of the Airport.
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PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 10
12. Notice: Any notice given under the provision of the Permit shall be in writing and shall be
delivered personally or sent by certified or registered mail, postage prepaid addressed to Airline
at the address set forth on page 1 of this Permit and to the City as follows:
Airport Executive Director and City Manager
Palm Springs International Airport 3200 E. Tahquitz Canyon Way
3400 E. Tahquitz Canyon Way, Suite 1 Palm Springs, CA 92262
Palm Springs, CA 92262
Any such notice or other document shall be deemed to be received as of three (3) days after the
date deposited in the mail, if mailed in accordance with this Section.
13. Damage / Improvements: The Airline shall promptly repair or replace any property of the City
damaged by the Airline operations hereunder. The Airline shall not install any fixtures or make
any alterations or improvements in or additions or repairs to any property of the City except with
the prior written approval of the City’s Director of Aviation.
14. Assignment: Airline shall not assign the Permit or any interest therein, without the prior written
consent of the City. For purposes of this Agreement, an assignment shall be deemed to include
the transfer of any person or group of persons acting in concert, of more than fifty percent 50%
of the present ownership and/or control of Airline, taking all transfers into account on a
cumulative basis. An assignment requiring prior written consent of the City under this Section 13
also include, but is not limited to, dual‐branding, jointly‐operated businesses or other form of
joint venture. Notwithstanding the foregoing, Airline may assign this Agreement to any successor‐
in‐interest of Airline with or into which Airline may merge or consolidate or to any entity which
may acquire substantially all of the assets of Airline without the consent of the City; provided that
said assignee complies with all of the other terms of this Section. Any assignment or subletting
without the consent of the City shall be void and constitutes incurable default hereunder.
15. Default: The occurrence of any one or more of the following events shall constitute a default and
breach of the Permit by Airline: (i) the failure to pay any rental or other payment required
hereunder to or on behalf of City more than three (3) days after written notice from City to Airline
that Airline has failed to pay rent when due; (ii) the failure to perform any of Airline’s agreement
or obligations hereunder exclusive of a default in the payment of money where such default shall
continue for a period of thirty (30) days after written notice thereof from City to Airline which
notice shall be deemed to be the statutory notice so long as such notice complies with statutory
requirements; (iii) the making by Airline of a general assignment of Airline’s location at the Airport
or of Airlines interest in the Permit; (iv) the filing by any creditor of Airline of an involuntary
petition in bankruptcy which is not dismissed within sixty (60) days after filing; or (v) the
attachment, execution or other leasehold where such an attachment, execution or seizure is not
discharged within sixty (60) days advance written notice. In the event of any such default or
breach by Airline’s right to possession thereunder.
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PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 11
16. Termination: This Permit may be terminated by either party, with or without cause, upon
providing the other party with thirty (30) days advance written notice. Airline shall deliver to the
City the possession of any space leased to Airline or jointly to Airline and others, at the termination
of this Permit by expiration or otherwise. Such space shall be delivered in clean and good
condition in accordance with Airline’s express obligations hereunder, except for reasonable wear
and tear, fire and other casualty. Airline shall have the right at any time during the term of this
Permit, or any renewal or extension hereof, to remove or sell its trade fixtures and equipment
situated on the space that were installed, or placed by it, at its expense in, on or about the space
pursuant to the provisions of this Permit subject however to any valid lien that the City may have
thereon for unpaid fees or other charges. Any such removal shall be at Airline’s expense and
accomplished in a good workmanlike manner. Any damage occasioned by such removal shall be
repaired at Airline’s expense so that the space may be surrendered in a good, clean and sanitary
condition. Any holding over by Airline after the cancellation or termination of this Permit shall
not operate to extend or renew this Permit for any further term whatsoever. Acceptance by City
of payment of rents, fees or charges after cancellation or termination shall be deemed to be
payment on account and shall not operate to waive or modify any provision of this paragraph.
17. Venue: The parties hereto agree that the State of California is the proper jurisdiction for litigation
of any matters relating to this Permit, and service mailed to the address Airline set forth herein
shall be adequate service for such litigation. The parties further agree that Riverside County,
California, is the proper place for venue as to any such litigation and Airline agrees to submit to
the personal jurisdiction of such court in the event of such litigation.
18. Integration: The Permit covers in full each and every agreement of every kind or nature
whatsoever between the parties hereto concerning the Permit, supersedes any and all previous
negotiations, agreements and understandings, if any, between the parties, oral or written, and
merges all preliminary negotiations and agreements of whatsoever kind or nature herein. Airline
acknowledges that City or its agents or representatives have made no representations or
warranties of any kind or nature not specifically set forth herein.
19. Corporate Authority: The Persons executing this Permit on behalf of the Airline hereto warrant
that (i) such Airline is duly organized and existing, (ii) they are duly authorized to execute and
deliver this Permit on behalf of said Airline, (iii) by so executing this Permit, such party is formally
bound to the provisions of this Permit, and (iv) the entering into this Permit does not violate any
provision of any other Permit or Agreement to which said party is bound.
(SIGNATURE PAGE FOLLOWS)
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PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 12
IN WITNESS WHEREOF, the parties have executed and entered into this Lease as of the date first written above.
CITY OF PALM SPRINGS
ATTEST: a municipal corporation
By:__________________________________By:__________________________________
City Clerk City Manager
APPROVED AS TO FORM:
By:__________________________________
City Attorney
AIRLINE: _____________________________________________________________________________________
Check one: Individual___ Partnership___ Corporation___
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).
By:________________________________________
Signature (notarized)
By:_________________________________________
Signature (notarized)
Name:______________________________________ Name:______________________________________
Title:________________________________________ Title:________________________________________
State of _____________________________________
County of ___________________________________
State of _____________________________________
County of ___________________________________
On_________before me, _______________________
Personally appeared___________________________
proved to me on the basis of satisfactory evidence to be
the person(s) whose name(s) is/are subscribed to the
within instrument and acknowledged to me that
he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity
upon behalf of which the person(s) acted, executed the
instrument.
WITNESS my hand and official seal.
On_________before me,________________________
Personally appeared __________________________
proved to me on the basis of satisfactory evidence to be
the person(s) whose name(s) is/are subscribed to the
within instrument and acknowledged to me that
he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity
upon behalf of which the person(s) acted, executed the
instrument.
WITNESS my hand and official seal.
Notary Signature:______________________________ Notary Signature:______________________________
Notary Seal: Notary Seal:
Anthony Mejia Justin Clifton
Jeff Ballinger
ExpressJet Airlines, LLC
4
Subodh Karnik John Greenlee
Chairman & CEO CFO, SVP Plng & Ops Control
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HB
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PALM SPRINGS INTERNATIONAL AIRPORT
NON‐SIGNATORY AIRLINE OPERATING PERMIT (REV. 07/2021) 13
ATTACHMENT 1
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PSP MONTHLY AIRLINE ACTIVITY REPORTAIRLINE:MONTH: YEAR:STATUS: SUBMITTED BY:PHONE:EMAIL:TTL WAIVEDENPLANEDDEPLANEDTOTALSIGNATORY Sig Cost # Flts # FltsTTL USE WAIVED USE0BONO USE$102.00$0.00 $0.00RJ USE $51.00$0.00 $0.00TOTAL $0.00$0.00TTL WAIVEDNON‐SIG. Non Sig Cost # Flts # FltsTTL USE WAIVED USEENPLANED DEPLANEDTOTALBONO USE$127.5000$0.00$0.000RJ USE$63.7500$0.00$0.00TOTAL $0.00 $0.00*AIRLINE INCENTIVE - WAIVER DESTINATIONSAIRCRAFT TYPES & DESTINATION(EX: 737 MAX OAK)SEAT CAPACITYMGLW (1,000 LB.)TOTAL LANDINGSQUALIFIED LANDINGS TOTAL MGLWLANDING FEE CALCULATIONTOTAL SEAT CAPACITYTOTAL MGLW WAIVEDTOTAL WAIVED LANDING FEE CALCULATIONLANDING FEE CALCULATION0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ 0‐$ 00‐$ ‐$ TOTALS00‐$ 00‐$ ‐$ NOTES:*ONLY Airlines who have approved application and approved routes may qualify for the airline incentive waivers AIR CARGO (POUNDS) REVENUE PASSENGERS TOTAL HOLD ROOM USEMONTHLY LANDINGS BY AIRCRAFT TYPE & DESTINATIONCITY USE ONLYCITY USE ONLYTOTAL HOLD ROOM USEReports are due before the 10th of each month for the prior month.Please e-mail to PSPMonthlyReporting@palmspringsca.govRev.7 -VC-7-2021ATTACHMENT 1DocuSign Envelope ID: CCE58813-6256-4686-B06B-D4328994EEDFDocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
Airport Use and Lease Agreement
July 1, 2014
EXHIBIT "B"DocuSign Envelope ID: CCE58813-6256-4686-B06B-D4328994EEDFDocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
Airport Use and Lease Agreement – Dated July 1, 2014 Page 1
Table of Contents
PREAMBLE ................................................................................................................................................. 8
ARTICLE I ................................................................................................................................................... 9
DEFINITIONS .............................................................................................................................................. 9
Section 1.01 Affiliate ................................................................................................................................ 9
Section 1.02 Aircraft Operator .................................................................................................................. 9
Section 1.03 Aircraft Parking Positions(s) or AC Parking Position(s) ..................................................... 9
Section 1.04 Airline Funded Cost ........................................................................................................... 10
Section 1.05 Airline Operating Agreement ............................................................................................. 10
Section 1.06 Airline Rates and Charges .................................................................................................. 10
Section 1.07 Airline ................................................................................................................................ 10
Section 1.08 Airport ................................................................................................................................ 10
Section 1.09 Airport Improvement Program ........................................................................................... 10
Section 1.10 Airport Layout Plan ........................................................................................................... 10
Section 1.11 Airport Development Program ........................................................................................... 10
Section 1.12 Airside Area ....................................................................................................................... 10
Section 1.13 Capital Expenditure............................................................................................................ 11
Section 1.14 Capital Project .................................................................................................................... 11
Section 1.15 Certificated Maximum Landing Weight ............................................................................ 11
Section 1.16 City ..................................................................................................................................... 11
Section 1.17 City Manager ..................................................................................................................... 11
Section 1.18 Concession Revenues ......................................................................................................... 11
Section 1.19 Concourses ......................................................................................................................... 12
Section 1.20 Concourse Gate Position .................................................................................................... 12
Section 1.21 Debt Service ....................................................................................................................... 12
Section 1.22 Deplaned Passenger ........................................................................................................... 12
Section 1.23 Director of Aviation ........................................................................................................... 12
Section 1.24 Effective Date .................................................................................................................... 12
Section 1.25 Enplaned or Enplaning Passengers .................................................................................... 12
Section 1.26 Exclusive Use Space .......................................................................................................... 12
Section 1.27 Exclusive Use Space Rate .................................................................................................. 13
Section 1.28 Expiration Date .................................................................................................................. 13
Section 1.29 FAA or Federal Aviation Administration .......................................................................... 13
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Section 1.30 Fee Landing ....................................................................................................................... 13
Section 1.31 Fiscal Year ......................................................................................................................... 13
Section 1.32 Independent Accountant .................................................................................................... 13
Section 1.33 Joint Use / Common Area Space ....................................................................................... 13
Section 1.34 Joint Use / Common Area Space Fee ................................................................................. 13
Section 1.35 Joint Use Formula .............................................................................................................. 13
Section 1.36 Landing Fee ....................................................................................................................... 14
Section 1.37 Landing Fee Rate ............................................................................................................... 14
Section 1.38 Landside Area .................................................................................................................... 14
Section 1.39 Landside Reserve Fund ...................................................................................................... 14
Section 1.40 Main Terminal Building ..................................................................................................... 14
Section 1.41 Maintenance and Operations Expenses .............................................................................. 14
Section 1.42 Maintenance and Operations Reserve Fund ....................................................................... 16
Section 1.43 Net Requirement ................................................................................................................ 16
Section 1.44 Non-Signatory Airline ........................................................................................................ 16
Section 1.45 Non-Signatory Rates .......................................................................................................... 16
Section 1.46 Passenger Loading Bridge ................................................................................................. 16
Section 1.47 Passenger Loading Bridge Fee ........................................................................................... 16
Section 1.48 Preferential Use .................................................................................................................. 16
Section 1.49 Preferential Use Space ....................................................................................................... 16
Section 1.50 Premises ............................................................................................................................. 16
Section 1.51 Reserve Funds .................................................................................................................... 17
Section 1.52 Revenues ............................................................................................................................ 17
Section 1.53 Signatory Airline(s)............................................................................................................ 17
Section 1.54 Single Cash Box Cost Revenue Center .............................................................................. 17
Section 1.55 Special Capital Projects Funds ........................................................................................... 17
Section 1.56 Special Capital Projects Fund Surcharge ........................................................................... 17
Section 1.57 Terminal Area or Terminal Building Complex .................................................................. 17
Section 1.58 Transportation Security Administration (TSA) ................................................................. 17
ARTICLE II ................................................................................................................................................ 17
TERM ......................................................................................................................................................... 17
Section 2.01 Term of Agreement ............................................................................................................ 17
ARTICLE III ............................................................................................................................................... 17
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GRANT OF RIGHTS ................................................................................................................................. 17
Section 3.01 Rights of Airline ................................................................................................................ 18
ARTICLE IV .............................................................................................................................................. 21
AIRLINE’S PREMISES ............................................................................................................................. 21
Section 4.01 Period From Effective Date to Expiration Date ................................................................. 21
ARTICLE V ................................................................................................................................................ 21
CALCULATION OF AIRLINE RATES AND CHARGES ...................................................................... 21
Section 5.01 General Commitment ......................................................................................................... 21
Section 5.02 Preliminary Projection of Airline Joint Use / Common Area Space Fee. .......................... 22
Section 5.03 Period From Effective Date Until Expiration Date of This Agreement ............................. 22
Section 5.04 Landing Fees ...................................................................................................................... 23
Section 5.05 Airline Lease Space ........................................................................................................... 23
Section 5.06 Special Capital Projects Fund ............................................................................................ 23
Section 5.07 Employee Vehicular Parking ............................................................................................. 24
Section 5.08 Insufficiency of Airport Revenues, Adjustment of Joint Use/Common Area Space Fees . 24
Section 5.09 Annual Adjustment to Joint Use / Common Area Space Fees ........................................... 24
Section 5.10 Costs Excluded ................................................................................................................... 25
Section 5.11 Other Charges .................................................................................................................... 25
Section 5.12 Non-Signatory Airlines Rates and Charges ....................................................................... 25
ARTICLE VI .............................................................................................................................................. 26
IDENTIFICATION AND ALLOCATION OF REVENUES AND EXPENSES ...................................... 26
Section 6.01 City Records ....................................................................................................................... 26
Section 6.02 Disposition of Airport Revenues ........................................................................................ 26
Section 6.03 Debt Service ....................................................................................................................... 26
Section 6.04 Maintenance and Operations Reserve Fund ....................................................................... 26
Section 6.05 Landside Development Reserve Fund ............................................................................... 27
ARTICLE VII ............................................................................................................................................. 27
PAYMENT OF AIRLINE RATES AND CHARGES ............................................................................... 27
Section 7.01 Payment of Airline Rates and Charges .............................................................................. 27
Section 7.02 Late Charges ...................................................................................................................... 28
Section 7.03 Provision Against Set-Offs ................................................................................................ 28
ARTICLE VIII ............................................................................................................................................ 28
PRINCIPLES RELATING TO RATES AND CHARGES ........................................................................ 28
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Section 8.01 General Concepts ............................................................................................................... 28
Section 8.02 Accounting Principles and Audit Report ........................................................................... 29
Section 8.03 Cost or Expense Allocation ................................................................................................ 29
Section 8.04 City to Exercise Collaboration ........................................................................................... 29
Section 8.05 Additional Capital Expenditures ........................................................................................ 29
Section 8.06 Airline Approval ................................................................................................................ 30
Section 8.07 Grants ................................................................................................................................. 30
Section 8.08 Bonded Indebtedness ......................................................................................................... 31
Section 8.09 Outside Storage .................................................................................................................. 31
ARTICLE IX .............................................................................................................................................. 31
MAINTENANCE, OPERATION, USE AND CONDITION OF PREMISES .......................................... 31
Section 9.01 Maintenance and Operation of the Premises ...................................................................... 31
Section 9.02 Maintenance and Operation of Airport by City ................................................................. 31
Section 9.03 Accommodation of Other Incoming Aircraft Operators .................................................... 32
Section 9.04 Assignment of Gate Positions and Loading Bridges .......................................................... 32
Section 9.05 Aircraft Parking Position(s) ............................................................................................... 33
Section 9.06 Public Areas ....................................................................................................................... 33
Section 9.07 Signs ................................................................................................................................... 33
Section 9.08 Alteration, Repair, Maintenance, Remodeling, Expansion, Removal and/or improvement
of the Facilities of Terminal Building Complex or Its Appurtenances. .................................................. 34
Section 9.09 Airport Security – Federal Regulations.............................................................................. 34
Section 9.10 Utilities ............................................................................................................................... 34
Section 9.11 Trash, Garbage, Aircraft Sewage and Other Refuse .......................................................... 35
Section 9.12 Vehicles and Automotive Equipment on Airside Area and Aircraft Parking Positions .... 35
Section 9.13 Commercial Service Fee .................................................................................................... 35
ARTICLE X ................................................................................................................................................ 35
NO OTHER CHARGES ............................................................................................................................. 35
Section 10.01 No other Charges ............................................................................................................. 35
ARTICLE XI .............................................................................................................................................. 36
INDEMNITY AND INSURANCE ............................................................................................................ 36
Section 11.01 Indemnification of Airport ............................................................................................... 36
Section 11.02 Airline Public Liability Insurance .................................................................................... 37
Section 11.03 Workers Compensation Insurance ................................................................................... 37
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Section 11.04 City Public Liability Insurance ........................................................................................ 38
Section 11.05 Fire and Extended Coverage Insurance – Terminal Building Complex .......................... 38
Section 11.06 Airline Insurance on Automobiles and Other Ground Vehicles ...................................... 38
Section 11.07 Commercial General Liability Insurance ......................................................................... 38
Section 11.08 General Provision Applicable to Airline’s Insurance ...................................................... 39
ARTICLE XII ............................................................................................................................................. 40
QUIET ENJOYMENT ................................................................................................................................ 40
Section 12.01 Quiet Enjoyment .............................................................................................................. 40
ARTICLE XIII ............................................................................................................................................ 40
INSPECTION BY CITY ............................................................................................................................ 40
Section 13.01 Inspection by City ............................................................................................................ 40
ARTICLE XIV............................................................................................................................................ 40
RULES AND REGULATIONS ................................................................................................................. 40
Section 14.01 Rules and Regulations ...................................................................................................... 40
ARTICLE XV ............................................................................................................................................. 41
ASSIGNMENT AND SUBLEASE ............................................................................................................ 41
Section 15.01 Assignment and Sublease ................................................................................................. 41
ARTICLE XVI............................................................................................................................................ 42
SURRENDER OF POSSESSION - HOLDING OVER ............................................................................. 42
Section 16.01 Surrender of Possession – Holding Over ......................................................................... 42
ARTICLE XVII .......................................................................................................................................... 43
TAXES ........................................................................................................................................................ 43
Section 17.01 Taxes ................................................................................................................................ 43
ARTICLE XVIII ......................................................................................................................................... 44
DEFAULT AND CANCELLATION ......................................................................................................... 44
Section 18.01 Default by Airline ............................................................................................................ 44
Section 18.02 Remedies Upon Default ................................................................................................... 44
Section 18.03 Cancellation by City......................................................................................................... 45
Section 18.04 Cancellation by Airline .................................................................................................... 46
ARTICLE XIX............................................................................................................................................ 47
DAMAGE OR DESTRUCTION ................................................................................................................ 47
Section 19.01 Damage or Destruction of Premises ................................................................................. 47
ARTICLE XX ............................................................................................................................................. 48
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PROHIBITED USES .................................................................................................................................. 48
Section 20.01 Prohibited Uses ................................................................................................................ 48
Section 20.02 Oil, Fuel and Other Materials .......................................................................................... 48
Section 20.03 Compliance with Laws ..................................................................................................... 49
ARTICLE XXI............................................................................................................................................ 50
IMPROVEMENTS ..................................................................................................................................... 50
Section 21.01 Improvements by Airline ................................................................................................. 50
Section 21.02 Conditions Covering Improvements and Alterations ....................................................... 50
Section 21.03 Ownership of Improvements ............................................................................................ 51
ARTICLE XXII .......................................................................................................................................... 52
FEDERAL GRANTS AND NONDISCRIMINATION ............................................................................. 52
Section 22.01 Nondiscrimination and FAA Required Clauses ............................................................... 52
Section 22.02 Federal Grants .................................................................................................................. 54
ARTICLE XXIII ......................................................................................................................................... 54
CONDEMNATION .................................................................................................................................... 54
Section 23.01 Condemnation .................................................................................................................. 54
ARTICLE XXIV ......................................................................................................................................... 55
MISCELLANEOUS ................................................................................................................................... 55
Section 24.01 Non-Waiver of Rights ...................................................................................................... 55
Section 24.02 Invalidity of Clauses ........................................................................................................ 55
Section 24.03 Approval by the Parties .................................................................................................... 55
Section 24.04 Headings .......................................................................................................................... 55
Section 24.05 Remedies .......................................................................................................................... 55
Section 24.06 Governing Law ................................................................................................................ 55
Section 24.07 Non-Liability .................................................................................................................... 56
Section 24.08 Attorneys’ Fees and Costs ................................................................................................ 56
Section 24.09 Notices ............................................................................................................................. 56
Section 24.10 Termination of Prior Agreement ...................................................................................... 57
Section 24.11 Exhibits ............................................................................................................................ 57
Section 24.12 Agreement Not to Grant More Favorable Terms ............................................................. 57
Section 24.13 Entire Agreement ............................................................................................................. 57
Section 24.14 Jurisdiction and Venue ..................................................................................................... 57
Section 24.15 No Oral Agreements ........................................................................................................ 58
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EXHIBITS
EXHIBIT A Landside, Terminal and Airside Areas
EXHIBIT B Common Use Space
EXHIBIT C Exclusive Use Space
EXHIBIT D Preferential Use Space
EXHIBIT E Maintenance and Operations Responsibilities
EXHIBIT F Supplemental Space
EXHIBIT G Preferential Gate Assignment
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AIRPORT USE AND LEASE AGREEMENT
This AIRPORT USE AND LEASE AGREEMENT (“Agreement”) made and entered into
as of the ____ day of _________, 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 ____________________ a corporation organized and
existing under the laws of the State of _________________(“Airline”).
RECITALS
A. The City owns and operates the Palm Springs International Airport
(“Airport”), located in the City of Palm Springs, County of Riverside, State of California.
B. City operates the Airport as a governmental function for the primary
purpose of providing to the public the service of air transportation.
C. Airline is engaged in the business of commercial air transportation of
persons, property, cargo and mail (“Air Transportation”) and desires to enter into a use
and lease agreement covering certain premises, facilities, rights, licenses, services and
privileges at the Airport.
D. City and Airline mutually desire to enter into an Agreement, in order to
provide Air Transportation services for the community and its visitors.
E. City has the right to permit and to grant the use of its property at the
Airport to Airline for the operation of Airline’s Air Transportation services.
F. To the extent this Agreement may be construed as an exclusive or limited
agreement in connection with the management of the Airport, the Airline acknowledges
that this Agreement is being entered into under the provisions of California Public
Utilities Code Section 21690.5 et seq.
NOW, THEREFORE, in consideration of the mutual covenants and promises in this
Agreement, the parties hereto covenant, agree and bind themselves as follows:
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ARTICLE I
DEFINITIONS
The following words, terms and phrases, whenever used in this Agreement, shall have
the meanings respectively ascribed to them in this Article.
Section 1.01 Affiliate shall mean any commercial air transportation company that:
a. Is designated by the Airline to the City as its Affiliate; and
b. Has all necessary insurance, indemnification and other standard provisions
consistent with this Agreement as required by the City; and is operating at the Airport
under a shared International Air Transport Association (IATA) flight designator code with
the Airline and:
c. Is operating at the Airport for the benefit of the Airline, under the same or
substantially similar livery as Airline and any of the following apply:
1. Is owned by the Airline
2. Is under contract with Airline in respect of such affiliate aircraft operation,
or
3. If operating under its own livery, is not selling any seats on an aircraft in its
own name and all seats on such aircraft are being sold in the name of
Airline.
d. Is actively providing actual scheduled flights on behalf of the Airline, for purposes
of airline rates and charges. If the Affiliate air carrier is not operating under the
provisions of a Signatory air carrier agreement, non-signatory rates will apply. The
Signatory carrier may schedule Affiliates that they have authorized, to maintain
Signatory status.
Section 1.02 Aircraft Operator shall mean the operator of an aircraft, whether the
aircraft is owned, leased, or chartered, that is used for private, military, pleasure, or
governmental operations, or for airline or non-airline operations, or for scheduled or
non-scheduled operations. “Aircraft Operator” does not mean the pilot of an aircraft
unless such pilot is also the owner or lessee thereof or a person to whom such aircraft
is chartered.
Section 1.03 Aircraft Parking Positions(s) shall mean the positions on the
Airport’s Terminal apron area where aircraft are required to park in order to enplane and
deplane passengers.
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Section 1.04 Airline Funded Cost shall mean for each Capital Project
described in the Airport Development Program, the estimated amount set forth opposite
such Capital Project in the Airport Development Program.
Section 1.05 Airline Operating Agreement shall mean the AULA (Airport Use and
Lease Agreement) with all terms and conditions contained in this document and agreed
to by parties having executed and entered into this Agreement as of the date
documented by both parties.
Section 1.06 Airline Rates and Charges shall mean for any Fiscal Year, all
rates, fees, and charges payable to City by all Signatory Airlines for such Fiscal Year as
specified in this Agreement.
Section 1.07 Airline shall mean the signatory airline to this agreement and all of
its affiliates.
Section 1.08 Airport shall mean the Palm Springs International Airport owned
and operated by the City of Palm Springs, the location of which is 3400 East Tahquitz
Canyon Way, Palm Springs, California, Riverside County.
Section 1.09 Airport Improvement Program shall mean the Federal Grant-in-Aid
Program for airports, as it now exists or as it may be modified in the future.
Section 1.10 Airport Layout Plan shall mean the Airport Layout Plan approved
and in place as of July 1, 2014, as it may be amended from time to time, required by the
Federal Aviation Administration to be submitted by the City for review and approval
showing the layout of the Airport and the current and projected uses of the facilities
located at the Airport.
Section 1.11 Airport Development Program shall mean the expansion and
improvement of the Airport as more specifically described in the current Airport Master
Plan and Airport Capital Improvement Program, or any Airport Master Plan or Airport
Capital Improvement Plan that may be adopted by the City Council during the term of
this Agreement, as may be amended or otherwise modified from time to time.
Section 1.12 Airside Area shall mean the land identified as Airside Area on
Exhibit “A” attached hereto, and except as otherwise provided herein, all facilities,
equipment and improvements now or hereafter located thereon, including but not limited
to the following:
(a) Airside Area
(1) Runways – runways at the Airport for the landing and taking-off of
aircraft;
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(2) Taxiways – taxiways and taxi lanes at the Airport for the ground
movement of aircraft to, from and between the runways, Aircraft
Parking Areas, and other portions of the Airport;
(3) Aircraft Parking Positions;
(4) Facilities Incidental to the Runways and Taxiways – facilities for the
purpose of controlling and assisting arrivals, departures and
operations, of aircraft using the Airport, such as airfield security roads,
control towers, navigational aids, and support facilities operated and
maintained by the FAA, signals, beacons, wind indicators, floodlights,
landing lights, boundary lights, construction lights, fencing, open or
undeveloped spaces or areas inside Airport fence not in Terminal or
Landside Areas, radio and electronic aids or other aids to operations,
navigation or ground control of aircraft whether or not of a type herein
mentioned and even though located away from the rest of the Airside
Area;
(b) Air Freight Buildings, Maintenance and Hangar Facilities, and Fixed Base
Operations (FBOs); and
(c) Aircraft Rescue and Firefighting (ARFF) Services, facilities and equipment.
Section 1.13 Capital Expenditure shall mean an expenditure for the
acquisition, construction or equipping of a Capital Project, together with related design,
architectural and engineering fees, consulting fees, laboratory and testing fees,
financing costs, and other associated costs.
Section 1.14 Capital Project shall mean a capital improvement at the airport in
excess of $50,000, or the acquisition of land beyond the then current boundaries of the
Airport for use as a part of the Airport.
Section 1.15 Certificated Maximum Landing Weight shall mean the current
maximum allowable gross landing weight, expressed in 1,000 pound units, of aircraft
operated by Airline and certificated by the Federal Aviation Administration for operation
at the Airport.
Section 1.16 City shall mean the City of Palm Springs; City Council shall mean
the governing body of the City of Palm Springs.
Section 1.17 City Manager shall mean the City Manager of the City of Palm
Springs, or the City Manager’s designee.
Section 1.18 Concession Revenues shall mean for any Fiscal Year, rentals,
charges and fees of a kind or nature payable to City during such Fiscal Year from
tenants, licensees, permittees, or other operators at the Airport, for the right to use
premises at the Airport to sell or lease merchandise, services (other than Air
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Transportation) or other intangibles, including, but not limited to restaurants, cocktail
lounges, car rental agencies, newsstands, gift shops, specialty shops, advertising
displays, insurance sales facilities, public telephones, facilities for the furnishing of
ground transportation services, and parking areas.
Section 1.19 Concourses shall mean the areas serving the Signatory Airlines and
other Aircraft Operators for the loading and unloading of passengers, including
Passenger Departure Lounges; Passenger Loading Bridges where applicable;
concession areas; public areas including security screening; and other tenant and City
space thereon.
Section 1.20 Concourse Gate Position shall mean an aircraft loading facility unit
in the Concourses, which may include a Passenger Departure Lounge, and where
applicable, a Passenger Loading Bridge and the Aircraft Parking Position. Eight
Passenger Loading Bridges are currently provided.
Section 1.21 Debt Service shall mean for any Fiscal Year, principal payments,
interest payments, fund deposit requirements and amounts payable as a result of debt
service coverage requirements on obligations of the Airport payable for such Fiscal
Year, including but not limited to bonds, notes and certificates of participation.
Section 1.22 Deplaned Passenger shall mean the revenue passenger arriving via
commercial aircraft, operated by the Airline or user of the facility in question, at the
Airport during the period of the cost apportionment.
Section 1.23 Director of Aviation shall mean the person designated by City
Manager to exercise functions with respect to the rights and obligations of City under
this Agreement, unless otherwise provided by the City Manager. The term also includes
any person expressly designated by the City Manager to exercise functions with respect
to the rights and obligations of the City Manager under this Agreement, or such other
person, division, department, bureau, or agency as may from time to time exercise
functions equivalent or similar to those exercised by the Director of Aviation, as
appointed or designated by the City Manager.
Section 1.24 Effective Date shall mean July 1, 2014.
Section 1.25 Enplaned or Enplaning Passengers shall mean the revenue,
originating and connecting passengers actually boarding the aircraft operated by the
Airline or user of the facility in question at the Airport during the period of the cost
apportionment.
Section 1.26 Exclusive Use Space shall mean the areas of the Terminal Building
Complex consisting of ticket counter space, passenger queuing space, office and
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operations space, outbound baggage space and baggage service desks which City has
granted Airline the right to use on an exclusive use basis from the Effective Date of this
Agreement. Airline’s Exclusive Use Space is shown on Exhibit “C”.
Section 1.27 Exclusive Use Space Rate shall have the meaning assigned in
Section 5.02 (A).
Section 1.28 Expiration Date shall mean June 30, 2019
Section 1.29 FAA or Federal Aviation Administration shall mean the Federal
Aviation Administration created under the Federal Aviation Act of 1958 or such
successor agency as may from time to time have similar jurisdiction over Airline or its
business, and Airport.
Section 1.30 Fee Landing shall mean any landing at the Airport of an aircraft,
except general aviation; military; an aircraft engaged in flight training and testing,
subject to Section 3.01 (D); and an aircraft which takes off from the Airport and, without
making a stop at any other airport, returns to and lands at the Airport because of
meteorological conditions, mechanical or operating causes, or any similar emergency or
precautionary reason.
Section 1.31 Fiscal Year shall mean the 12-month period beginning on the 1st
day of July of any year or any 12-month period the City may designate.
Section 1.32 Independent Accountant shall mean a certified public accountant
selected by City, licensed to practice in the State of California, and who (a) in the case
of an individual, shall not be a director, commissioner, officer or employee of either City
or any Signatory Airline, (b) shall be satisfactory to the Trustee, if any, and (c) may be
the independent accountant that regularly audits the books of City or the Airport.
Section 1.33 Joint Use / Common Area Space shall mean the areas of the
Terminal Building Complex which City has granted Airline the right to use jointly with
others for all lawful airport purposes. The Joint Use / Common Space is shown on
Exhibit “B”.
Section 1.34 Joint Use / Common Area Space Fee shall have the meaning as
assigned to such term in Section 5.03 (C) of this Agreement.
Section 1.35 Joint Use Formula shall mean the formula used to prorate the Joint
Use / Common Area Space Fee such that 10% of the fee shall be apportioned equally
among the Signatory Airlines and 90% of the fee shall be apportioned on a pro rata
basis among the Signatory Airlines in the same proportion that the number of each
Signatory Airline’s Enplaning Passengers at the Airport during the Fiscal Year under
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consideration bears to the total number of Enplaning Passengers of all Signatory
Airlines at the Airport during the same Fiscal Year.
Section 1.36 Landing Fee shall have the meaning assigned to such term in
Section 5.04 of this Agreement.
Section 1.37 Landing Fee Rate shall have the meaning assigned to such term in
Section 5.04 of this Agreement.
Section 1.38 Landside Area shall mean the area identified as Landside Area on
Exhibit “A”, and except as otherwise provided herein, all facilities, equipment and
improvements now or hereafter located thereon.
Section 1.39 Landside Reserve Fund shall have the meaning assigned to such
term in Section 6.05 of this Agreement.
Section 1.40 Main Terminal Building shall mean that portion of the Terminal
Building Complex serving Aircraft Operators and others as shown on Exhibit “B”,
including but not limited to airline ticket counters, airline office and operations space,
outbound baggage belts, baggage claim area, public space, airport operations and
administration space, law enforcement office, concession space, and other tenant and
City space thereon.
Section 1.41 Maintenance and Operations Expenses shall mean the costs
incurred by the City in operating, maintaining, repairing, and administering the Airport
during such Fiscal Year, either directly or indirectly by allocation to the Airport by City,
including, but not limited to:
(a) The following costs and expenses incurred by City for employees of City
employed at the Airport, or doing work involving the Airport: direct salaries
and wages (including overtime pay), together with payments or costs
incurred for associated payroll expenses, cash payments to pension
funds, retirement funds or unemployment compensation funds, life, health,
accident and unemployment insurance premiums, deposits for self-
insurance, vacations and holiday pay, and other fringe benefits;
(b) Cost or repairs, materials, supplies, machinery and equipment and other
similar expenses which, under generally accepted accounting principles,
are not capitalized;
(c) Costs of maintenance, landscaping, decorating, repairs, renewals, and
alterations not reimbursed by insurance, and which, under generally
accepted accounting principles, are not capitalized;
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(d) Costs of water, electricity, natural gas, telephone service and all other
utilities and services whether furnished by City or purchased by City and
furnished by independent contractors at or for the Airport;
(e) Costs of rentals of equipment or other personal property;
(f) Costs of rentals of real property;
(g) Costs of premiums for insurance, including property damage, public
liability, burglary, bonds of employees, workers’ compensation, disability,
automobile, and all other insurance covering the Airport or its operations;
(h) Terminal fees and charges, concession fees, Landing Fees,
miscellaneous Airport fees and indemnification payments unpaid by any
Aircraft Operator or other Airport tenant when due and reasonably
deemed by City to be uncollectible after collection efforts have been
undertaken by City;
(i) Costs incurred in collecting and attempting to collect any sums due City in
connection with the operation of the Airport;
(j) Costs of advertising at or for the Airport, including public relations
brochures and events;
(k) Costs of Law Enforcement (less any reimbursement from TSA) and
Aircraft Rescue and Firefighting (ARFF) services;
(l) Except to the extent capitalized, compensation paid or credited to persons
or firms appointed or engaged, from time to time, by City to render advice
and perform architectural, engineering, construction management,
financial, legal, accounting, consulting, testing or other professional
services in connection with the operation, expansion, alteration,
reconstruction, betterment or other improvement of the Airport or any of its
structure or facilities;
(m) Except to the extent capitalized, trustees’ fees, paying agent’s fees, and
all other fees and expenses incurred in order to comply with the provisions
of any ordinance or resolution authorizing indebtedness.
(n) The costs of maintaining and operating the public address system, flight
information display system, and the security access control system; and
(o) All other direct and indirect expenses which arise out of City’s operation of
the Airport, and which, under generally accepted accounting principles,
are properly chargeable as expenses to the Airport, including any taxes
payable by City which may be lawfully imposed upon the Airport.
(p) New Signatory Airlines shall deposit with the City a sum equal to two (2)
months airline rental rates for terminal and landing fees. If Airline is not in
default for continuous eighteen (18) months, City will waive the
requirement for a security deposit. Existing airlines with no delinquent
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payments in the prior eighteen (18) contiguous months are not subject to
this deposit.
Section 1.42 Maintenance and Operations Reserve Fund shall mean the
Maintenance and Operations Reserve Fund created under Section 6.04
Section 1.43 Net Requirement shall mean the total amount due from the all
Signatory Airlines to recover any deficit balance in the City’s financial operating
projection for the Airport for a Fiscal Year, after taking into consideration all projected
revenues, and subtracting therefrom all Maintenance and Operating Expenses, Debt
Service requirements, Capital Expenditures, and Reserve Fund deposits or payments.
The Net Requirement shall be determined as a result of the Airport’s preliminary
projection of Airline Rates and Charges, and may be revised for any interim review of
such charges, and shall be finalized as a result of the post-Fiscal Year review of such
charges. The Net Requirement shall be collected as a component of the Joint Use /
Common Area Space Fee. Airfield costs and Terminal costs shall be allocated on a
proportional basis, with rate adjustments to be made to the corresponding cost center.
Section 1.44 Non-Signatory Airline shall mean an Airline or its affiliate or any
other Aircraft Operator serving the Airport that has entered into an airport non-signatory
permit agreement with the City, that meets the requirements and is paying 1.25 times
the rates as outlined in Exhibit “F”.
Section 1.45 Non-Signatory Rates shall mean the rates described in Section 5.12
of this Agreement.
Section 1.46 Passenger Loading Bridge shall mean the covered equipment
affixed to the terminal to permit passenger access to parked aircraft.
Section 1.47 Passenger Loading Bridge Fee shall have the meaning assigned to
such term in Section 5.03 (D) of this Agreement.
Section 1.48 Preferential Use shall mean a Signatory Airline’s right to use space
prior to use by others on a nonexclusive basis.
Section 1.49 Preferential Use Space shall mean the areas of the Terminal
Building Complex consisting of Aircraft Parking Positions, Passenger Departure
Lounges and equipment, and Passenger Loading Bridges, which City has granted to
Airline a right to use on a nonexclusive but Preferential Use basis from the Effective
Date of this Agreement. Airline’s Preferential Use Space is shown on Exhibit “C”.
Section 1.50 Premises shall mean the Exclusive Use Space, the Preferential Use
Space, and the Joint Use Space leased or assigned to airline and shown on Exhibit “C”.
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Section 1.51 Reserve Funds shall mean the Maintenance and Operations
Reserve Fund, Special Capital Projects Fund, and Landside Development Fund.
Section 1.52 Revenues shall mean for any Fiscal Year all monies collected by
the Airport from all airfield operations, all terminal rents and concession operations, all
landside activity from public parking, all public transportation, and all rental car
operations to include rental car maintenance facilities, Exhibit “A”.
Section 1.53 Signatory Airline(s) shall mean each Airline and its affiliates and
other Aircraft Operators serving the Airport that are party to a Signatory Agreement
substantially similar to this Agreement, and selling tickets under their own airline name.
Section 1.54 Single Cash Box Cost Revenue Center for cost accounting
purposes shall mean all of the Airport’s operational costs, debt service, reserve
requirements, capital requirements and all of its recurring revenue, including Airline
revenues, with the exception of the Joint Use / Common Area Fees.
Section 1.55 Special Capital Projects Funds shall mean the Special Capital
Projects Fund created under Section 5.06.
Section 1.56 Special Capital Projects Fund Surcharge shall have the meaning
assigned to such term in Section 5.06 (C) of this Agreement.
Section 1.57 Terminal Area or Terminal Building Complex shall mean the Main
Terminal Building and all concourses.
Section 1.58 Transportation Security Administration (TSA) shall mean the
Federal Agency within Homeland Security Department responsible for regulation of
Airport Security.
ARTICLE II
TERM
Section 2.01 Term of Agreement
The term of this Agreement shall commence on the Effective Date.
__________________, 2014, and expire on June 30, 2019, the Expiration Date. In
accordance with Section 18.04, said Airline may cancel this Agreement by providing
three hundred sixty four (364) days’ written notice to City.
ARTICLE III
GRANT OF RIGHTS
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Section 3.01 Rights of Airline.
Airline shall have the following rights with respect to the Airport:
(A) Right to Use Airport. The City hereby grants to Airline, its employees,
passengers, guests, patrons, and invitees, the right to the use of (in common with other
duly authorized users) the Terminal, Landside and Airside Areas together with all
facilities, improvements, equipment, and services that have been or may be provided for
common use of such facilities and areas.
(B) Right to Operate Aircraft. Airline shall have the right to land, take off, fly
over, taxi, push and tow, any aircraft of its choice, properly licensed by the FAA and all
other governmental authorities with jurisdiction, in appropriate areas of the Airport
(subject to the design limitations of such areas) and to park, load and unload such
aircraft at the Aircraft Parking Position(s) assigned to Airline. Airline acknowledges that
Palm Springs and its neighboring cities are noise sensitive communities.
(C) Right to Provide Services. Within designated areas, Airline shall have the
right to sell Air Transportation tickets and services; to process passengers and their
baggage for air travel; to sell, handle, and provide mail, freight, express and cargo
services; and to perform other similar activities reasonably related to the operation of
Airline’s Air Transportation service.
Subject to the provisions of Section 3.01 (O) hereof, Airline shall have the right to
perform ground handling services for itself or other airlines engaged in Air
Transportation. Said ground handling services may be provided via an independent
vendor so long as said vendor is properly licensed to operate on the Airport.
Airline shall have, for itself or may designate a food service vendor on its behalf,
the right to sell to its passengers an in-flight meal in the Passenger Departure Lounge,
provided that such food services vendor shall be permitted to provide such service in
the Terminal Area, and that the Airline and or vendor shall provide such service in line
with all rules and regulations of the Airport.
(D) Right to Provide Training. Airline shall have the right to provide training at
the Airport of personnel in the employ of or to be employed by Airline and the testing of
aircraft and other equipment owned and operated by Airline, provided that such training
and testing shall be incidental to the use of the Airport in the operation by Airline of its
Air Transportation service. Such training and testing shall not unreasonably hamper or
interfere with the use of the Airport by other users entitled to the use thereof; and shall
be conducted in areas of the Airport which have been leased to Airline or authorized by
the City Manager.
(E) Right to Purchase from Person or Company of its Choice. Airline shall
have the right to purchase at the Airport or elsewhere from any person or company of its
choice, its requirements of aviation fuel, ground vehicle fuel, lubricating oil, greases,
food, beverage, and other passenger supplies, and all other materials and supplies and
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services, so long as that person or company is properly permitted to provide service at
the Airport.
(F) Right to Service Aircraft and Other Equipment. Airline shall have the right
to have its aircraft and other equipment serviced by suppliers of its choice. Such
suppliers may provide materials and services, including, but not limited to, aviation fuel,
ground vehicle fuel, lubricating oil, greases, parts and all other materials, supplies and
services required by Airline in the conduct of its Air Transportation service. Such right
shall include, but not be limited to, the right to erect, install and maintain at designated
locations at the Airport (as authorized by the City Manager for that purpose by separate
agreement between Airline and City) storage facilities for aviation fuel, lubricating oil,
grease and other materials and supplies, together with the necessary pipes, pumps,
motors, filters and other appurtenances incidental to the use thereof, so long as said
supplier is properly permitted to provide service at the Airport.
(G) Right to Operate Shuttle / Delivery Service. Airline shall have the right to
load and unload persons, property and mail by such motor vehicles or other means of
conveyance at areas designated by City as Airline may reasonably require in the
operation of its Air Transportation service so long as operator of the service is properly
permitted to operate at the Airport. Airline may designate the particular ground carrier,
or carriers, that may transport Airline’s employees, property and mail to, from and on the
Airport, provided that the particular carrier or carriers so designated by Airline hereunder
shall be required to comply with all applicable and reasonable rules, regulations and
laws. Contractual arrangements by Airline hereunder with any carrier of passengers
and their baggage for ground transport to and from the Airport shall be subject to the
Payment to City by said passenger carriers of a fee to be fixed and determined by City.
Such fees shall not apply to arrangements for late or other baggage delivery, crew
hauls/shuttles, or surface transportation provided for a diverted or canceled flight.
(H) Right to install Signs. Airline shall have the right to install signs identifying
Airline’s Exclusive Use and Preferential Use Space and the function or operation
conducted therein, upon written approval of the City Manager. The number, size, type,
design and location shall be harmonious and in keeping with the pattern and decor of
the Terminal Area and shall be subject to Section 09.07.
(I) Responsibility to Install and Operate Communications Equipment. Airline
shall have the responsibility to install, maintain, and operate on or about the Airport
such telecommunications (including radio antennas), meteorological and aerial
navigation equipment and other facilities as may be reasonably necessary or
convenient for the proper performance and operation by Airline of its Air Transportation
service; provided (i) such equipment does not interfere with other existing equipment at
the Airport or prevent the Airport or its contractors from installing and using additional
equipment for Airport purposes, and (ii) such equipment installation and use is approved
in writing by the City Manager. Upon the termination of this Agreement, such
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equipment shall be removed by the Airline. Such equipment and facilities shall be
located in areas leased to Airline for its exclusive use, or on such other portions of the
Airport as may be authorized for that purpose by the City. Airline shall be provided with
reasonably adequate rights-of-way when feasible for the installation of communications
controls, telephone, interphone, and power lines in and between the Terminal Building
Complex and other points at the Airport; provided, however, the manner of such
installations and the location of such rights-of-way shall be subject to approval by the
City Manager.
(J) Ingress and Egress. The City hereby grants to the Airline, its agents,
employees, passengers, guests, invitees, contractors and suppliers of material and
service the right to reasonably access, ingress and egress to the Premises and the
public areas and facilities of the Airport. Such right shall be exercised in accordance
with Airport rules and regulations and shall at all times be exercisable without charge to
the Airline, its agents, employees, guests, passengers, invitees, contractors and
suppliers of materials and services; provided, however, that this provision shall not be
construed to prevent the City from imposing the additional rentals, fees, taxes, and
charges referred to in Section 10.01 of this Agreement.
(K) Porter Services. Airline shall have the right to participate in nonexclusive
porter services in conjunction with all scheduled airlines serving the Airport to assist
passengers with luggage. City may solicit for porter services. Any agreement resulting
from said solicitation shall be cost neutral to the Airport.
(L) Right to Provide Curbside Baggage Check-In Service. Airline shall have
the right to provide curbside baggage check-in service, the location and operation of
which shall be subject to the prior written approval of City Manager and the lawful rules
and regulations of City and the Transportation Security Administration.
(M) Right to Provide Services on Behalf of Other Aircraft Operators. The
rights and privileges granted Airline under this Article III, with respect to the
performance of ground services and activities in connection with its Air Transportation
services at the Airport, may be exercised by Airline for and on behalf of any other
Aircraft Operators or companies authorized by City to use the Airport. This provision
shall not be construed by the parties hereto to impede, hinder or negate the legislative
intent of the Airline Deregulation Act of 1978.
(N) No Other Business Authorized. Nothing contained in this Section 3.01
shall be construed to authorize Airline to conduct a business of any kind at the Airport
except its Air Transportation service, and nothing herein contained shall be construed
as authorizing Airline in its conduct of its Air Transportation service to interfere
unreasonably with other persons or tenants leasing or lawfully using Airport facilities.
Nothing in this Section shall be construed as in any way limiting the general powers of
City to fully exercise its statutory functions.
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(O) Rules and Regulations. All activities of Airline pursuant to this section
3.01 shall be performed in compliance with all applicable Federal, State and local laws,
ordinances, and regulations.
ARTICLE IV
AIRLINE’S PREMISES
Section 4.01 Period from Effective Date to Expiration Date
Commencing on the Effective Date of this Agreement and continuing until the
Expiration Date, City grants Airline the rights, as set forth in Article I, to use certain
premises located in the Terminal Building Complex at the Airport, consisting of the
following:
(A) Exclusive Use Space. A portion of the Terminal Building Complex as
shown and delineated on Exhibit “C”, and consisting of ticket counter space, passenger
queuing space, office and operations space, outbound baggage space, and baggage
service desks. The square footage of floor area of the Exclusive Use Space, as shown
and delineated on Exhibit “C”, shall apply to this Agreement.
(B) Preferential Use Space. A portion of the Terminal Building Complex, as
shown on Exhibit “D”, and consisting of Aircraft Parking Position(s) and Passenger Hold
Room(s) and equipment, including Passenger Loading Bridge(s).
(C) Joint Use / Common Area Space. A portion of the Terminal Building
Complex as shown on Exhibit “B”, consisting of Passenger Circulation Areas, and
Baggage Claim.
(D) TSA Explosive Detection System (EDS) Space Utilization. A portion of the
Terminal Building Complex as shown on Exhibit “C” and subject to change, based upon
TSA requirements.
ARTICLE V
CALCULATION OF AIRLINE RATES AND CHARGES
Section 5.01 General Commitment
The City acknowledges that it is in the best interest to maintain reasonable rates
and charges as an integral part of the overall marketing of the facility.
For the purpose of establishing a rate making methodology that fairly allocates
the net cost of operating and maintaining the Airport among all of the Signatory Airlines
a Single Cash Box Revenue Center approach shall be utilized as defined in Section
1.54 of this Agreement.
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Section 5.02 Preliminary Projection of Airline Joint Use / Common Area Space
Fee.
At no later than ninety (90) days prior to the end of each Fiscal Year, City
Manager shall furnish Airline with a financial and operational summary for the just
completed Fiscal Year and a projection for the next ensuing Fiscal Year including an
estimate of the Joint Use / Common Area Space Fee and pro rata allocation of such fee
to each Signatory Airline. The projection shall include, for the Airport in its entirety, the
latest available data on current operations of the Airport and an estimate of each of the
following items for the next ensuing Fiscal Year:
(a) Maintenance and Operations Expenses;
(b) Revenues;
(c) Debt Service;
(d) Capital Projects;
(e) Reserve Fund deposit requirements and Fund payments;
(f) Any changes in the number of square feet of any Signatory Airline’s Exclusive
Use Space;
(g) The Net Requirement, which establishes the Joint Use / Common Area Space
Fee, and the allocation of such fee among the Signatory Airlines; and
(h) Summary Schedule of Total Airline Rates and Charges for each Signatory
Airline (the “Preliminary Projection of Airline Rates and Charges”).
Section 5.03 Period From Effective Date Until Expiration Date of This Agreement
Commencing as of the Effective Date and continuing until the Expiration Date of
this Agreement, Airline’s Rates and Charges, payable to City in the manner described in
Article VII, shall consist of the following:
(A) Exclusive Use Space Fees. At such times and in such manner as
provided in Article VII, Airline shall pay for the use of Exclusive Use Space, as
described in Exhibit “C” based upon the total number of square feet of Airline’s
Exclusive Use Space multiplied by the Exclusive Use Space Rate. The Exclusive Use
Space Rate for conditioned space, as depicted on Exhibit “F”.
(B) Preferential Use Space Fee. The fee for use of Airline’s Preferential Use
Space, as described in Exhibit “D”, except Passenger Loading Bridge(s), shall be
included in the Net Requirement. Airline shall pay a Passenger Loading Bridge Fee as
set forth below.
(C) Joint Use / Common Area. At such times and in such manner as provided
in Article VII, Airline shall pay its pro rata share for the use of Joint Use / Common Area
as described in Exhibit “D”. The Joint Use / Common Area Space Fee shall be prorated
among all the Signatory Airlines according to the Joint Use Formula as defined in
Section 1.35.
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(D) Passenger Loading Bridges and Hold Rooms. At such times and in such
manner as provided in Article VII, Airline shall pay for the use of Passenger Loading
Bridges and Hold Rooms on a per operation basis. For purposes of this section, an
“operation” shall mean both the enplaning and deplaning of a single aircraft. (RJ)
Regional Jet Concourse area does not include Passenger Loading Bridges.
(E) Adjustment of Fees. No later than October 1st of each year, the City
Manager and the Airline shall meet to discuss adjusting fees and/or rates payable by
Airline for the following calendar year. Such meeting shall include at least all Signatory
Airlines. Such discussions may not necessarily have to result in either an increase or
decrease in such fees and rates, and City agrees to give significant consideration to the
Airline’s comments before finalizing any change to such rates. In the event the majority
of the Signatory Airlines are unable to agree on such adjustment or in case of
disagreement between the Airlines and City Manager, City Manager shall make the final
determination regarding any adjustment to such rates.
Section 5.04 Landing Fees
At such times and in such manner as provided in Article VII, Airline shall pay a
Landing Fee to City for each Fee Landing of an aircraft operated by Airline. The
Landing Fee shall be an amount equal to the product of (i) the number of thousands of
pounds of the Certificated Maximum Landing Weight of the aircraft involved in the Fee
Landing, multiplied by (ii) the Landing Fee Rate.
The Airline and the City Manager shall review and discuss the Landing Fee formula
annually.
Section 5.05 Airline Lease Space
Airline shall lease ticket counter with corresponding office area with adjacent bag
make-up area for its operation. In addition, Airline may elect to lease space at the
Airport in the categories of office space, open acreage, or other space as approved in
writing by the City Manager. Airline lease space shall be mutually agreed by the parties
hereto and such mutual agreement shall be memorialized in an amendment with current
rates as established and amended to Exhibit “F” attached hereto.
The above-referenced airline lease space may change upon written notice by the
air carrier prior to December 31, 2014, with changes to be effective July 1, 2015,
occurring via letters of mutual agreement between Airline and the City Manager.
Section 5.06 Special Capital Projects Fund
(A) The Fund. The City shall establish a separate airport budget activity, to be
designated “Special Capital Projects Fund” to be utilized for any Capital Project or a
portion of the cost thereof (including equipment purchases). Annual contributions to
such Fund shall be made from a landing fee surcharge to all Airlines in the total amount
not to exceed $950,000 for the first year.
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(B) Expenditures from the Fund. Single or multiple expenditures not
exceeding the aggregate of $300,000 in any Fiscal Year from the Special Capital
Projects Fund may be made by the City without the necessity for consent by, or
approval of, the Signatory Airlines. Single expenditures of more than $300,000 in any
Fiscal Year will require approval as defined in Section 8.06 herein except when said
expenditure is made as a required matching fund to a Federal Grant.
(C) The Surcharge. At such times and in such manner as provided for in
Article VII, Airline shall pay to City a Special Capital Projects Fund Surcharge. Such
surcharge shall be collected on a per enplaning passenger basis and established for
each Fiscal Year by dividing the annual funding requirement of the Special Capital
Projects Fund, as set forth in section 5.06 (A) above, by the total number of Enplaned
Passengers for the previous twelve months. Such surcharge shall be collected from
Airline, and all other Aircraft Operators offering Air Transportation service at the Airport.
For each Fiscal Year, City shall collect such surcharge until the amount collected is
equal to the funding requirement for that Fiscal Year, or until the Special Capital
Projects Fund balance reaches $950,000.
Section 5.07 Employee Vehicular Parking
The City shall make available to Airline’s employees assigned to duty at the
Airport reasonably adequate automobile parking facilities. The City may, at its
discretion, charge employees of Airline and others a reasonable vehicular parking fee
based on City’s actual costs of providing, operating, and maintaining such facilities.
Section 5.08 Insufficiency of Airport Revenues, Adjustment of Joint Use / Common
Area Space Fees
Notwithstanding any other provision hereof, if, at any time while this Agreement
remains in effect, City Manager determines that Airport revenues are, or likely will be,
insufficient to pay when due all costs and expenses of annual debt service requirements
on all bonds, or maintenance of rate covenant on all bonds or to pay any Airport
Maintenance or Operation Expense, City Manager may, upon thirty (30) days’ notice to
Airline, increase Joint Use / Common Area Space Fees provided for herein to such
amount as is sufficient to assure that actual revenues shall be sufficient to pay all such
costs and expenses. City agrees that prior to such action, upon twenty (20) days’ notice
to Airline, City Manager will hold a meeting with the Airline and all other Signatory
Airlines to discuss such charges.
Section 5.09 Annual Adjustment to Joint Use / Common Area Space Fees
Within ninety (90) days after the close of each Fiscal Year the City will recompute
the rates applicable to the fees and charges payable by Airline for its use of the
Premises for the preceding Fiscal Year, based upon actual space utilization, activity,
costs and expenses, and revenues. If the recalculation results in a variance from the
rates charged the Airline for that Fiscal Year, City Manager will calculate an additional
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charge or credit against Airline’s fees and charges. Such charge or credit shall be
payable in equal monthly installments over twelve (12) months. Airline agrees to pay
any such additional charge as billed in accordance with the foregoing. Airline’s
obligation to pay such additional charge shall survive any termination of the Agreement.
Section 5.10 Costs Excluded
The portion of capital costs of the Airport, its facilities and improvement paid for
from the Special Capital Projects Fund, or by Federal Grants-in-Aid or by contributions
from other cities, and depreciation, amortization and interest charged thereon, if any,
shall not be included in the maintenance and operating cost factors herein.
Section 5.11 Other Charges
In the event City is required to furnish special law enforcement services under 49
CFR Part 1542; fire and crash protection and other emergency response provisions
under FAR, Part 139; and a security access system under 49 CFR 1542 or is required
to make additional expenditures by any Federal, State or other governmental order, rule
or regulation during the term of this Agreement, the cost and expense thereof shall be
allocated to the Single Cash Box Cost Revenue Center.
City may from time to time, on reasonable notice to Airlines, determine and
impose compensatory service charges for non-routine apron and ramp cleaning and
scrubbing, apron housekeeping and other special services requested by Airline or made
necessary by non-compliance of Airline with City’s rules and regulations. These service
charges rates will be provided when the services are requested or upon notice to Airline
regarding non-compliance issue.
Section 5.12 Non-Signatory Airlines Rates and Charges
It is acknowledged that the methodology for calculating rates and charges for
Signatory Airlines involves risk to the Signatory Airlines in that rates and charges
imposed on Signatory Airlines could in certain instances require the Airline to absorb a
share of Airport deficits due to shortfalls in City’s projected revenues and expenses at
the Airport for a particular Fiscal Year. In view of the fact that Non-Signatory Airlines do
not assume the risk of funding actual or anticipated deficits, it is agreed that Non-
Signatory Airlines shall not receive the benefits of any surplus. In addition, City shall
establish and charge the following Non-Signatory Rates to Non-Signatory Airlines:
(A) Landing Fees: 125% of the Landing Fee paid by the Signatory Airlines.
(B) Joint Use / Common Area Space Fee: A fee paid on a per enplaning
passenger basis. Such fee shall be calculated by dividing the projected Joint Use /
Common Area Space Fee for each Airline by the number of Enplaning Passengers for
Airline for the previous twelve months. Then, after deleting from consideration the
highest and lowest figures from such calculation, averaging the figures for the remaining
Signatory Airlines times 125%.
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(C) Special Capital Projects Fund Surcharge: 125% of the charges set in
Section 5.06 (A).
(D) Passenger Loading Bridge Fee: 125% of the Passenger Loading Bridge
Fee paid by Signatory Airlines.
(E) Such other charges for special facilities or activities as deemed
appropriate by the City and established in the City’s Comprehensive Fee Schedule.
ARTICLE VI
IDENTIFICATION AND ALLOCATION OF REVENUES AND EXPENSES
Section 6.01 City Records
City shall maintain accurate records of Maintenance and Operations Expenses,
Reserve Fund deposit requirements, Debt Service payments, small capital expenditures
and Revenues for each Fiscal Year.
Section 6.02 Disposition of Airport Revenues
All revenues received or otherwise realized by City, or remaining in reserves at
the end of the term of this Agreement, arising from its operation of the Airport shall
remain the property of City, and shall not be expended for any purpose other than the
acquiring, establishing, securing, developing, extending, maintaining, operating,
managing and promoting the airport.
Section 6.03 Debt Service
City shall maintain accurate records of the City’s Debt Service for each Fiscal
Debt Service shall be based on actual expenditures made out of the proceeds of bonds,
notes, certificates of participation and/or other Airport obligations giving rise to such
Debt Service.
Section 6.04 Maintenance and Operations Reserve Fund
The Maintenance and Operations Reserve Fund was established prior to the
Effective Date of this Agreement and shall be used only to make loans to the
Maintenance and Operations Fund whenever and to the extent monies in the
Maintenance and Operations Fund are insufficient to pay Maintenance and Operations
Expenses.
Each year the City shall make a deposit from Airport’s recurring revenues in the
amount necessary to increase the balance therein (including amounts receivable from
the Maintenance and Operations Reserve Fund) to a rolling amount equal to sixty (60)
days’ cash reserve of the Maintenance and Operations Expenses amount provided in
the Airport’s annual budget for such Fiscal Year.
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Section 6.05 Landside Development Reserve Fund
(A) The Fund. There is herein created a Landside Reserve Fund which shall
be used by the City for other than terminal and airfield improvements and may be
utilized for advertising. The Landside Reserve Fund balance shall be $250,000 per
year.
(B) Expenditures from the Fund. City may make single or multiple
expenditures from the Landside Reserve Fund without the necessity for, consent by, or
approval of, the Signatory Airlines.
(C) Limitation of the Fund. The City may utilize the fund for grant matches on
Airport Improvement Program eligible landside programs. Construction development
expenditures from such fund, on other than landside area grant projects, are
appropriate so long as these improvements lead to the prudent development of facilities
that are financially self-sustaining. Such fund may also be utilized for Airport advertising
or air service incentive programs. Said advertising and air service incentive programs
are consistent in nature and content to provide equal right and access to funds as in
accordance with FAA revenue diversion policies. Said overall advertising and incentive
program is adopted by City Council resolution and is a program for the financial benefit
of the Airport and its Air Carriers by the nature of adding new routes and service.
ARTICLE VII
PAYMENT OF AIRLINE RATES AND CHARGES
Section 7.01 Payment of Airline Rates and Charges
(A) Information to be Provided by Airline. Airline shall furnish to the City on or
before the tenth (10th) day of each month on forms to be supplied by City and signed by
an authorized representative of Airline, for the preceding month reporting (1) the
number of Enplaned Passengers and Deplaned passengers; (2) Airline’s total number
of Fee Landings by type of aircraft and Certificated Maximum Landing Weight of each
type of aircraft; (3) the weight of air freight, air-express, and airmail loaded and
unloaded by Airline at the Airport; (4) the number of Enplaned Passengers and
Deplaned passengers and number of Fee Landings, by type of aircraft, for which Airline
provided handling services of any kind for other Aircraft Operators, and the names and
addresses of the Aircraft Operators so that the City may submit to such operators
appropriate invoices for Landing Fees and other charges; ; and (5) the total number of
Passenger Loading Bridge operations.
(B) Airline Rates and Charges Due in Advance. Not later than the tenth (10th)
day of each month of each Fiscal Year, City shall furnish Airline with an invoice setting
forth the amount of Airline’s Exclusive Use Space Fees, Joint Use / Common Area
Space Fees and other Airline Rates and Charges due in advance for the next ensuing
month and the Airline shall pay City the amount of such invoice on or before the first
(1st) day of the next ensuing month.
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(C) Airline Rates and Charges Due in Arrears. Upon furnishing City with the
information described in Section 7.01 (A), City shall forthwith furnish Airline with an
invoice setting the amount of Airline’s Landing Fees, Special Capital Projects Fund
Surcharge, Loading Bridge Fees, and other Airline Rates and Charges due in arrears,
payable by the Airline for the preceding month’s activity and Airline shall pay City the
amount of such invoice within thirty (30) days of the date of such invoice.
Section 7.02 Late Charges
All fees and charges not timely received by City and within fifteen (15) days after
receipt by Airline of a written notice of delinquency will bear a late charge equal to five
percent (5%) of the payment due and owing. If such rentals, fees and other charges are
not received within thirty (30) days, after such notice, interest shall accrue on the unpaid
balance plus the unpaid late charge at the rate of eighteen percent (18%) per annum or
the highest rate which may be legally charged, whichever is lower, from the due date
until paid in full.
Section 7.03 Provision Against Set-Offs
It is the obligation of Airline to pay all fees and charges, free of any set-offs or
claims, in the amount and at the times specified in this Agreement. In the event that
Airline desires to contest the validity or amount of any such fees and charges, Airline
shall first pay the same to City and may then seek a refund in any appropriate forum.
ARTICLE VIII
PRINCIPLES RELATING TO RATES AND CHARGES
With respect to the Airline Rates and Charges imposed by this Agreement, it is agreed
that the following principles shall be observed.
Section 8.01 General Concepts
The administration and control of all concessions (including vending machines
and pay telephones) in the Terminal Building Complex and elsewhere on the Airport is
exclusively reserved to the City.
Airline shall not install or operate pay telephones, vending machines or
amusement machines and devices of any kind in the Terminal Building Complex or
elsewhere on the Airport. However, subject to the City Manager’s written approval,
Airline may have such machines and devices installed if such shall be for the use of
Airline’s employees only and shall be located in Airline’s leased areas not accessible to
the general public.
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Section 8.02 Accounting Principles and Audit Report
Generally accepted accounting principles, consistently applied, recognizing the
special requirements of airports, will be used by the City for keeping the books,
accounts and records of the Airport and in the computation of all rates and charges.
Within nine (9) months, and upon request, after the close of each Fiscal Year,
City shall furnish Airline with a copy of an annual audit report, prepared in accordance
with generally accepted accounting principles and certified by an Independent
Accountant, covering the operation of the Airport for such preceding Fiscal Year.
Section 8.03 Cost or Expense Allocation
All revenues, costs and expenses directly attributable to the Airport shall be
charged to the Single Cash Box Cost Revenue Center.
Section 8.04 City to Exercise Due Diligence
The City agrees to exercise due diligence in the operation, maintenance,
improvement, expansion, promotion, management and financing of the Airport.
Section 8.05 Additional Capital Expenditures
It is understood that from time to time the City will make additional expenditures
for capital improvements and capital asset purchases at the Airport, or in relation to the
Airport such as:
a) Projects that are mandated by the Federal Aviation Administration or
Transportation Security Administration or are necessary in order to comply
with laws, rules and regulations of the Federal Aviation Administration or any
other government agency.
b) Projects relating to the Airside Areas that are indicated in the Airport Layout
Plan, as it may be amended from time to time, that have been reviewed and
conditionally approved by the Federal Aviation Administration, and that will be
undertaken by the City when federal grants are available to fund a substantial
portion of the expenditure and it is prudent to undertake the Project.
c) Projects that would enhance the safety and security of the Airport.
d) Projects to repair casualty damage to Airport property, preventative pavement
maintenance and the repair, replacement or unscheduled maintenance of
equipment used in the operation of the Airport.
e) Purchase of land that may be required for any of the foregoing projects when
prudent to do so when the majority of the cost is funded by the Federal
Aviation Administration.
f) Special projects, including but not limited to international arrivals facilities, the
cost of which shall be entirely borne by the beneficial user of the improvement
or asset for which the expenditure was made.
g) Projects to be funded with the Special Capital Projects Fund pursuant to
Section 5.06.
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h) Projects to be funded from the Landside Development Reserve Fund
pursuant to Section 6.05.
i) Projects to be funded from any special contribution received from any
Coachella Valley city.
j) Other projects, not described above that may be prudent, in the operation and
maintenance of the Airport or in the preparation for the prudent expansion of
the Airport and/or any of the Airport’s facilities.
k) Such other projects and expenses as the Signatory Airlines may authorize for
their own purposes.
The amortization of costs plus interest and other expenses associated
therewith not covered by funding previously contributed by the Signatory Airlines, grants
and participating funds from the United States of America and the State of California,
County or any special contribution from other cities or any agency thereof, including all
payments, deposits and other requirements relating to the issuance of bonds, notes,
certificates of participation and payments to banks and other lenders shall constitute an
expense when such projects are on or at the Airport and shall be chargeable to the
Single Cash Box Cost Revenue Center; provided that prior to making any expenditure
for projects in c), i), j) and k) above, the City has received Airline approval, per Section
8.06. It is agreed that City may proceed with projects described in a), b), d), e), f), g), h)
and i) above without Airline approval.
Section 8.06 Airline Approval
The Airline approval of Capital Projects outlined in Section 8.05 c), j) and k) shall
be obtained by the City submitting a proposal in writing therefor to all Signatory Airlines
which proposal shall include an estimate of the budget for and a description of such
Capital Project and the Maintenance and Operation Expenses resulting therefrom, and
the construction schedules for such Capital Project, if applicable. Airline may within ten
(10) days request a meeting with the City’s representatives to discuss the project and
parties agree to schedule said meeting within twenty (20) days after said request.
Airline agrees to furnish City in writing its approval or disapproval of the project within
thirty (30) days after said meeting or thirty (30) days after the initial notice from City, if a
meeting was not requested; it being agreed that the Airline’s failure to timely furnish its
approval or disapproval will be deemed to be Airline’s approval of the project. Approval
shall be based on Signatory Airlines representing 50% of the Enplaned Passengers at
the Airport.
Section 8.07 Grants
Consistent with good business practices, the City agrees to prudently seek the
maximum amount of grants and participating funds for the Airport from the United
States of America and the State of California, and any agency thereof, and advise the
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Airlines of such application by direct notice or by incorporating anticipated amounts in
proposed budgets.
Section 8.08 Bonded Indebtedness
City shall issue no additional bonded indebtedness for airport improvement,
which would adversely affect the rate base by more than $400,000 in any one year
without first receiving Airline approval via the process outlined in Section 8.06.
Section 8.09 Outside Storage
Airline takes notice of the fact that City has entered and intends to enter into
various fixed based operators agreements with third parties to provide aviation-related
services to the public which include among other things the rental of aircraft outside
storage areas. In the event Airline requires outside storage (i.e. storage other than on
airport owned aircraft aprons or taxiways) of its aircraft, such storage shall be subject to
user charges adopted from time to time by such fixed based operators.
ARTICLE IX
MAINTENANCE, OPERATION, USE AND CONDITION OF PREMISES
Section 9.01 Maintenance and Operation of the Premises
The responsibility for maintaining, operating and repairing the Premises,
including the cost of utilities and energy consumption and the insurance referred to in
Article XI hereof, shall be divided between the City and Airline in accordance with
Exhibit “E”, and the cost of such maintenance operations and repairs shall be paid by
Airline directly for those items and facilities designated on said Exhibit as being its
responsibility and indirectly through Airline Rates and Charges for those items and
facilities designated on said Exhibit as being the City’s responsibility. City and Airline
agree to undertake their respective maintenance and operating responsibilities assigned
to each by Exhibit “E” in such a manner so as to maintain the Premises in a good,
sanitary, safe and presentable order and condition. In fulfilling said respective
responsibilities, City and Airline may act on its own behalf using its own personnel or
may contract with a third party so long as the Premises are maintained and operated in
such order and condition, provided that such personnel are properly permitted to
operate at the airport.
Section 9.02 Maintenance and Operation of Airport by City
Subject to the other provisions of this Article IX, including Section 9.01 thereof,
City agrees that it will, with reasonable diligence, prudently operate, develop, improve
and keep in good repair, the Airport and all appurtenances, facilities, and services now
or hereafter connected therewith; and maintain the Airport in all respects in a manner at
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least equal to an acceptable standard or rating established by the Federal Aviation
Administration.
Section 9.03 Accommodation of Other Incoming Aircraft Operators
Airline agrees to make every reasonable effort to offer to any incoming Aircraft
Operator the opportunity to share use its Exclusive Use Space as described in Section
4.01. In determining whether the use of another incoming Aircraft Operator is
reasonable and possible, Airline will have the right to consider the compatibility of the
proposed operations of those with whom Airline has subleases or handling agreements,
Airline’s existing and future flight schedules, the need for labor harmony, the adverse
competitive impacts resulting from the presence of the other Aircraft Operator on
Airline’s Exclusive Space, and the availability of other such space at the Airport. Should
Airline refuse another incoming Aircraft Operator the opportunity to use said Airline’s
Exclusive Use Space, City may review Airline’s space usage, and should it reasonably
determine, considering all the factors noted herein including Airline’s reasons for such
refusal, that Airline unreasonably refused usage by such other Aircraft Operator, it may
require Airline to permit the Aircraft Operator to use Airline’s Exclusive Use Space,
subject to the incoming Aircraft Operator executing an agreement with Airline
acceptable to the City and Airline. In the event other incoming aircraft operator is
granted access to Airline’s Exclusive Use and Lease Space, Airline shall be indemnified
by incoming aircraft operator in accordance with Article XI.
Section 9.04 Assignment of Gate Positions and Loading Bridges
All assignment of gate positions and aircraft loading bridges shall be made in
strict accordance with reasonable rules, regulations and directives adopted and
promulgated by the City Manager consistent with the Airline Deregulation Act of 1978.
The City Manager, in making preferential but nonexclusive assignments of gate
positions to Airline users, shall take into account the needs and requirements of Airline
for use of gate positions. . The Assignment of one preferential gate position for the
term of the lease, so long as the Signatory Airline operates at least 6 months of the
year, shall accrue to all Signatory Airlines executing this agreement prior to July 1,
2014, until all gates are allocated. The Airport will provide a monthly gate allocation
schedule. The Airport will consider scheduling needs and other factors when assigning
gate positions. Airport will assign gates based upon the design aircraft and facility
limitations. The preferential gate assignment is shown as Exhibit “G”. Airport will
assign aircraft gates to Signatory Airlines in adjacent parking positions whenever
possible. Airport will assign aircraft in excess of 120 passengers to the Bono
concourse consistent with design standards. Airport reserves the right to make
adjustments to meet operational and scheduling demands. Preferential gates may be
assigned to other airlines when there is no scheduled conflict with the assigned Airline.
If an Airline is permanently reassigned to a different gate, at the request of another
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Airline or the Airport, the requesting Airline or the Airport, as applicable, shall pay for
the reasonable costs of relocation.
Section 9.05 Aircraft Parking Position(s)
Airline shall perform all services pertinent to the operations in keeping the loading
ramps adjacent to its Aircraft Parking Position(s) in a neat, clean and sanitary condition
free of litter, trash, debris and other waste and refuse matter, all in keeping and
consistent with first-class passenger terminal facilities of other major airports throughout
the United States. No maintenance activity other than traditional line maintenance may
take place at a gate parking position.
Section 9.06 Public Areas
Subject to the rights hereby reserved by City to license, permit, authorize,
regulate and locate concessionaires and other tenants therein, including, without limiting
the generality thereof, booths, counters, offices, lockers, wall space and vending
machines, Airline, its passengers, patrons, business invitees, agents, servants, officers,
employees, and the public shall have the free nonexclusive right of use of all of the
public unrented areas, as they may exist from time to time in the Terminal Building
Complex.
City undertakes to so regulate, maintain and operate said public areas to best
serve the interest of the public, building tenants, patrons and visitors at the Airport and
to permit, in said public areas, only such functions and concessions that will not
interfere with the public access to Airline’s exclusive or nonexclusive use areas and as
are compatible to the purpose of providing a first-class air transportation facility.
Section 9.07 Signs
(A) Signs installed by Airline. Airline shall maintain all signs installed by it in
the Premises in a neat and attractive condition and appearance. Airline shall allow with
Airport’s written approval, other secondary users and itinerant operators of Airline’s
Preferential Use Space to install identifying signs when secondary users and itinerant
operators utilize Airline’s Preferential Use Space for an aircraft arrival or departure for
the purpose of loading and unloading passengers.
(B) Signs Installed by City. City shall install all signs necessary or required for
the direction of pedestrian and vehicular traffic on the sidewalks, ways and roads within
the Terminal Building Complex, including such signs as it determines are necessary on
the roadways leading from the public streets to said Terminal Building Complex. All
directional signs in the Terminal Building Complex including any additions thereto shall
be installed by City. No signs or advertisements pertaining to Airline’s Air
Transportation business shall be installed or maintained outside of or within the
Premises of the Airport until Airline shall have submitted to the City Manager for his
approval, in writing, such drawings, sketches, design dimension and type and character
of such signs and advertisements proposed to be placed therein or thereon and any
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payment, conditions, restrictions or limitations in respect to the use thereof stated by the
City Manager in his written approval therefor shall become conditions thereof as if set
forth herein at length.
Section 9.08 Alteration, Repair, Maintenance, Remodeling, Expansion, Removal
and/or improvement of the Facilities of Terminal Building Complex or its Appurtenances.
It is understood and agreed by and between the parties hereto that the City
may alter, repair, maintain, remodel, expand, remove or improve any of the facilities of
the Terminal Building Complex or any of its appurtenances, including space leased to
Airline pursuant to this Agreement or other agreements related to such facilities at any
time during the term hereof subject to the provisions of this Agreement.
If, however, it becomes necessary for the City to reassign or relocate Airline
Preferential Use Space, City shall give Airline reasonable advance notice of such action
and shall make available alternative space that is reasonably comparable for Airline’s
operations at the same rates and charges which Airline would have paid for the space
being surrendered. Airline shall surrender its space promptly to City, provided that
Airline shall be reimbursed for the reasonable cost of any such reassignment,
reallocation or relocation and the cost of Airline’s unamortized investment, if any, as
documented by Airline to the satisfaction of the City. All of such costs, as well as City’s
cost of providing the alternative space aforementioned, shall be included in the cost of
the particular Capital Project requiring such reassignment, reallocation or relocation.
Section 9.09 Airport Security – Federal Regulations
(A) Security Screening Facilities. As of the date of this Agreement, the
Transportation Security Administration provides for all passenger and baggage
screening conducted at the Airport. Airlines may be required to provide assistance to
TSA in their efforts to carry out their federal mandates. At some point during the
Agreement Term the Airport or other entity may be authorized to provide these services.
(B) Airport Access Control System. Airline agrees to pay its pro rata share of
the costs associated with the Airport control system as is or may be required to be
implemented by 49 CFR Part 1542. The prorated costs of implementing, operating and
maintaining the access control system will be recovered through Joint Use / Common
Area Space Fee.
Section 9.10 Utilities
Airline may use all the electrical power outlets of City located in or about the
Premises including their Aircraft Parking Positions and ramp area or adjacent thereto
and the cost thereof shall be charged to the Single Cash Box Cost Revenue Center.
Airline expressly waives any and all claims against City for compensation for any
and all loss or damage sustained by reason of any defect, deficiency or impairment of
any water supply system, drainage or sewer system, gas supply system, telephone
system, electrical supply system, or electrical apparatus or wires serving the Premises.
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All costs for water, gas, heat or electricity used in connection with the heating or air
conditioning furnished to the Premises by City as part of the basic charge for said
Premises shall be paid by City. Notwithstanding, should Airline use electrical power in
excess of what is reasonably required for its normal operations, City reserves the right
to require Airline, at its expense, to promptly install meters as provided above and pay
for all electrical power consumed thereafter.
Section 9.11 Trash, Garbage, Aircraft Sewage and Other Refuse
City shall provide a complete and proper arrangement for the adequate, sanitary
handling and disposal, away from the Airport, of all trash, garbage, aircraft sewage and
other refuse caused as a result of the operation of its Air Transportation business and
charges therefor shall be allocated to the Single Cash Box Revenue Center. Piling of
boxes, cartons, barrels or other similar items in an unsightly or unsafe manner on or
about the Premises by Airline is forbidden.
Section 9.12 Vehicles and Automotive Equipment on Airside Area and Aircraft
Parking Positions
City reserves the right to regulate, by adoption of rules or other means, subject to
Section 3.01 (J) hereof, the use of vehicles and automotive equipment upon, over and
across the Airside Area. In the event of an emergency not specifically provided for in
said rules and regulations, the City Manager or a designated representative on duty at
the time of such emergency shall have the power to take charge of the direction of such
vehicle and automotive traffic in the area affected and regulate the same until the cause
of such emergency has been removed. The existence of an emergency, other than an
aircraft emergency, shall be determined by the City Manager or a designated
representative.
Section 9.13 Commercial Service Fee
For commercial firms operating by permit, the Commercial Service Fee
requirement to the Palm Springs International Airport is seven percent (7%) of gross
revenues including all service fees billed by the commercial firm. This fee does not
apply to work performed by wholly owned subsidiaries carrying out work for the parent
company.
ARTICLE X
NO OTHER CHARGES
Section 10.01 No other Charges
The City agrees that no fees or charges other than those expressly set forth in
this Agreement, shall be charged or collected by it from Airline or Airline’s passengers,
or employees for the use of any of the premises, facilities, rights, licenses and privileges
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granted by this Agreement, however, notwithstanding the foregoing, City shall not be
prevented from:
(a) Entering into use agreements or leases with others for space and facilities
at the Airport or from requiring and issuing permits for the use of such space and
facilities, or
(b) Levying uniform catering fees on in-flight food and beverage caterers
which service aircraft operating at the Airport and charge such caterers rentals for any
facilities which they lease on the Airport for their exclusive use or for their joint use with
others, or
(c) Assessing and collecting a head tax, passenger boarding tax, passenger
facility charge, use fee, or similar charge upon passengers using the Airport, or any of
its facilities or services as, if, and when such tax, fee or similar charge becomes lawful
by the repeal or modification of the Federal Anti-Head Tax Act (49 USCA Section 1513),
or otherwise, or
(d) Entering into agreements with Airline for additional facilities which provide
for a separate and additional charge to Airline, or
(e) Imposing a charge for public vehicular parking at the Airport or employee
vehicular parking referred to in Section 5.07 of this Agreement, or
(f) Imposing ground transportation fees, or
(g) Imposing a fuel flowage fee on fixed base operators and other similar
service contractors using space and facilities at the Airport who may be engaged by
Airline or other aircraft operators to provide and dispense fuel to their aircraft, or
(h) Imposing a fee for the issuance of security badges, access cards, and
other access media at the Airport
(i) Imposing a cost based cable management fee to gain access to utilize the
Airport’s fiber optic systems.
ARTICLE XI
INDEMNITY AND INSURANCE
Section 11.01 Indemnification of Airport
Airline agrees to indemnify the City, its officers, agents and employees against,
and will hold and save them and each of them harmless from any and all actions, suits,
claims, damages to persons or property, losses, costs, penalties, obligations, errors,
omissions or liabilities, of or in connection with the negligent performance of the work,
operations or activities of Airline, its agents, employees, subcontractors, or invitees,
provided for herein, or arising from the use of the Premises or the Airport by Airline or its
employees and customers, or arising from the failure of Airline to keep its exclusive
Premises in good condition and repair, as herein provided, or arising from the negligent
acts or omissions of Airline hereunder, or arising from Airline’s negligent performance of
or failure to perform any term, provision covenant or condition of this Agreement, but
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excluding such claims or liabilities existing prior to airline use and operations of
premises, arising from the sole negligence or willful misconduct of the City, its officers,
agents or employees, who are directly responsible to the City, and in connection
therewith:
(a) Airline will defend any action or actions filed in connection with any of said
claims or liabilities and will pay all costs and expenses, including legal costs
and attorney’s fees incurred in connection therewith;
(b) Airline will promptly pay any judgment rendered against the City, its officers,
agents or employees for any such claims or liabilities arising out of or in
connection with the negligent performance of or failure to perform such work,
operations or activities of airline hereunder; and Airline agrees to save and
hold the City, its officers, agents, and employees harmless therefrom;
(c) In the event the City, its officers, agents or employees is made a party to any
action or proceeding filed or prosecuted against Airline for such damages or
other claims arising out of or in connection with the negligent performance of
or failure to perform the work, operation or activities of Airline hereunder,
Airline agrees to pay to the City, its officers, agents or employees, any and all
costs and expenses incurred by the City, its officers, agents or employees in
such action or proceeding, including but not limited to, legal costs and
attorney’s fees.
Section 11.02 Airline Public Liability Insurance
Airline agrees to carry out and keep in force public liability insurance with an
insurance company of recognized responsibility, or provide self-insurance, covering
personal injury, death and property damage to protect the City, its commissioners,
directors, agents, officers, and employees, from liability covered by the indemnification
provisions of this Article subject to policy terms, conditions, limitations and exclusions.
Without limiting its liability as aforesaid, Airline agrees to carry and keep in force such
insurance, written on a per occurrence basis, with limits of liability for death, personal
injury and property damage in a combined single limit not less than One Hundred and
Fifty Million Dollars ($150,000,000), except Twenty Five Million Dollars ($25,000,000)
with respect to non-passenger personal injury liability. An Airline may self-insure all or a
portion of the items specified in this Section 11.02, Section 11.03, and Section 11.05 so
long as Airline maintains a net worth satisfactory to the City’s Risk Manager.
Section 11.03 Workers Compensation Insurance
Airline shall, at the Airline’s sole cost and expense, maintain a policy of workers
compensation insurance in an amount as will fully comply with the laws of the State of
California and which shall indemnify, insure, and provide legal defense for the Airline
and City against any loss, claim or damage arising from any injuries or occupational
diseases occurring to any person employed by the Airline at the Airport or any persons
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retained by the Airline in the course of conducting Airline’s business in the Airport. All
such policies shall provide that the insurance company shall agree to waive all rights of
subrogation against the City for losses paid under the policy, which losses arose from
the work performed by the named insured.
Section 11.04 City Public Liability Insurance
The City shall maintain in force during the term of this Agreement public liability
insurance protecting the City from claims of bodily injury and property damage liability
arising out of the ownership, maintenance, use, and occupancy of the Airport in
amounts to be determined by the City.
Section 11.05 Fire and Extended Coverage Insurance – Terminal Building
Complex
The City agrees to maintain in force during the term of this Agreement fire and
extended coverage insurance on the Terminal Building Complex and any additions,
alterations, or modifications thereto and on all contents owned by the City usual and
incidental to the Terminal Building Complex for an amount of not less than ninety
percent (90%) of the full replacement value thereof (hereinafter referred to as “City
Insurance”).
Airline shall purchase similar insurance on its contents, improvements,
betterments, and other incidental personal property (hereinafter referred to as “Airline
Insurance”), or shall self-insure.
The City and Airline hereby mutually release and discharge each other from all
claims or liabilities arising from or caused by fire or other casualty covered by the
aforementioned insurance on the Terminal Building Complex or contents and personal
property in, at or on the Terminal Building Complex. All such policies shall include a
waiver of subrogation with respect to the provisions of this Agreement to the extent
insurance proceeds are actually received.
Section 11.06 Airline Insurance on Automobiles and Other Ground Vehicles
Airline shall maintain at its sole expense and cause to be kept in force at all times
during the term of this Agreement, liability insurance in the form of primary and excess,
or layered amounts of insurance covering the operation of Airline’s owned or non-owned
automobiles and other ground vehicles at the Airport, written on a per occurrence basis
in a combined single limit of not less than Twenty Five Million Dollars ($25,000,000) for
bodily injury and property damage liability per any one occurrence. Upon certification of
Airline that Airline does not own, maintain, or operate vehicles at the Airport, City
Manager may relieve Airline of Airline’s obligations under this Section.
Section 11.07 Commercial General Liability Insurance
A policy of commercial general liability insurance written on a per occurrence
basis with a combined single limit of at least $2,000,000 bodily injury and property
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damage including coverage for contractual liability, personal injury, independent
contractors, property damage, products and completed operations. The Commercial
General Liability Policy shall name the City of Palm Springs as an additional insured in
accordance with standard ISO additional insured endorsement form CG2010 (1185) or
equivalent language. The Commercial General Liability Insurance shall name the City,
its officers, employees, and agents as additional insured to the extent of their
indemnified interest.
Section 11.08 General Provision Applicable to Airline’s Insurance
(a) All of the policies of insurance required to be procured by Airline pursuant
to this Article XI shall be primary insurance and any insurance maintained by the City
shall be excess and non-contributing with insurance provided by the Airline’s policies.
(b) The policy or policies of insurance be in a form and content common to
the industry and reasonably satisfactory to the City and written by insurers satisfactory
to the City. Such insurers must meet the minimum insurance company ratings as
determined by the most current edition of the Best’s Key Rating Guide/Property-
Casualty/United States or www.ambest.com and VIII financial size category) or be
satisfactory to the City. A California admitted carrier is preferred but not required.
(c) All of said policies of insurance shall provide that said insurance may not
be amended or cancelled without providing thirty (30) days’ prior written notice by
registered mail to the City.
(d) Prior to the Effective Date or such earlier date as Airline takes possession
of the Premises for any purpose; and at least thirty (30) days prior to the expiration of
any insurance policy, Airline shall provide City with certificates of insurance or
appropriate insurance binders evidencing the above insurance coverage.
(e) In the event the City Manager determines that (i) the Airline’s activities in
the Premises create an increased or decreased risk of loss to the City, (ii) greater
insurance coverage is required due to the passage of time, or (iii) changes in the
industry require different coverage be obtained, Airline agrees that the minimum limits of
any insurance policy and the types of insurance policies required to be obtained by
Airline may be changed accordingly upon receipt of written notice from the City
Manager; provided that Airline shall have the right to appeal a determination of
increased coverage by the City Manager to the City Council of City within ten (10) days
of receipt of notice from the City Manager.
(f) City and Airline hereby waive any rights each may have against the other
on account of any loss or damage occasioned by property damage to the Premises, its
contents, or Airline’s trade fixtures, equipment, personal property or inventory arising
from any risk generally covered by insurance against the perils of fire, extended
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coverage, vandalism, malicious mischief, theft, sprinkler damage, and earthquake
sprinkler leakage.
(g) Each of the parties, on behalf of their respective insurance companies
insuring such property of either Airport or Airline against such loss, waives any right of
subrogation and contribution that it may have against the other. The foregoing waivers
of subrogation shall be operative only so long as available in California and provided
further that no policy is invalidated thereby.
(h) The Liability Policies in 11.02 and 11.07 shall name the City of Palm
Springs as an additional insured in accordance with standard ISO additional insured
endorsement form CG2010 (1185) or equivalent language. The Liability Insurance shall
name the City, its officers, employees, and agents as additional insured to the extent of
their indemnified interest.
ARTICLE XII
QUIET ENJOYMENT
Section 12.01 Quiet Enjoyment
The City agrees that on payment of the rents, fees and other charges provided
for herein and the performance of the covenants and agreements on the part of Airline
to be performed hereunder, Airline shall peaceably have and enjoy the Premises,
appurtenances, facilities, rights, licenses and privileges granted herein.
ARTICLE XIII
INSPECTION BY CITY
Section 13.01 Inspection by City
The City may enter upon the premises including the Premises that are leased
exclusively, preferentially, or jointly to Airline and others, during normal business hours
and at such times as may be reasonable under the circumstances for any purpose
necessary, incidental to or connected with the performance of its obligations hereunder
or in the exercise of its governmental functions relating to the public health, safety, good
conduct and the proper management of the Airport.
ARTICLE XIV
RULES AND REGULATIONS
Section 14.01 Rules and Regulations
The City may adopt and enforce reasonable rules and regulations, subject to
reasonable advance notice to and opportunity for Airline to comment, which Airline
agrees to observe and obey, with respect to the use of the Airport and its
appurtenances, facilities, improvements, equipment and services; provided that such
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rules and regulations shall be consistent with safety and with rules, regulations and
orders of the Federal Aviation Administration and Transportation Security Administration
with respect to all operations of the Airport and, provided further, that such rules and
regulations shall not be inconsistent with the provisions of this Agreement or other
agreements between the City and Airline relating to the use of the Airport or inconsistent
with the procedures prescribed or approved from time to time by the Federal Aviation
Administration and Transportation Security Administration with respect to the operation
of aircraft operated at the Airport.
In addition to the foregoing, Airline shall observe, obey, comply with any and all
applicable rules, regulations, laws, ordinances, statutes or orders of any governmental
authority, Federal, State, or local, lawfully exercising authority over the Airport or
Airline’s conduct of its Air Transportation business hereunder.
In the event City shall be subject to any fine or penalty by reason of Airline’s
violation of any applicable governmental rules, regulations or standards as now or
hereafter may be promulgated or enacted, the cost of such fine or penalty shall be
borne by the Airline. Furthermore, Airline agrees to indemnity, defend, and save City
harmless from any and all fines or penalties charged against City by reason of Airline’s
violation of any applicable governmental rules, regulations or standards.
City shall not be liable to Airline for any diminution or deprivation of possession,
or of its rights hereunder, on account of the exercise of any such right of authority as in
this Section provided, nor shall Airline be entitled to terminate the whole or any portion
of the leasehold estate herein created, by reason of the exercise of such right or
authority, unless the exercise thereof shall so interfere with Airline’s use and occupancy
of the leasehold estate herein created as to constitute a termination in whole or in part
of this Agreement by operation of law in accordance with the laws of the State of
California.
ARTICLE XV
ASSIGNMENT AND SUBLEASE
Section 15.01 Assignment and Sublease
Airline shall not assign or transfer this Agreement, the Premises or any part
thereof, without the prior written consent of the City, which consent shall not be
unreasonably withheld. An assignment requiring prior written consent of the City under
this Section 15.01 also includes, but is not limited to, dual-branding, jointly-operated
businesses or other form of joint venture. Notwithstanding the foregoing, Airline may
assign this Agreement to any successor-in-interest of Airline with or into which Airline
may merge or consolidate or to any entity which may acquire substantially all of the
assets of Airline without the consent of the City; provided that said assignee complies
with all of the other terms of this Agreement. Airline shall not sublease all or any part of
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the Premises without the prior written approval of the City, which approval shall not be
unreasonably withheld.
City may withhold its consent to an assignment or sublease to a proposed
assignee or sub-lessee for which City’s consent is required hereunder, and Airline
agrees that City shall not be unreasonable for doing so, if all of the following criteria are
not met: (a) the proposed assignee’s or sub-lessee’s general financial condition,
including liquidity and net worth, verified by audited financial statements prepared by a
certified public accountant in conformity with generally accepted accounting principles,
is equal to or greater than that of Airline; and (b) the proposed assignee has a
demonstrated business capability equal to or greater than that of Airline in operating an
Airline Transportation business; and (c) the proposed assignee is financially
responsible. Prior to the effectiveness of any assignment or subletting, regardless of
whether the consent of the City is required, the assignee or sub-lessee shall assume all
of the obligations of Airline hereunder, in writing in a form satisfactory to the City. Said
assignment or sublease shall be subject to all of the terms and conditions of this
Agreement.
City shall be under no obligation to consider a request for City’s consent to an
assignment until Airline shall have submitted in writing to City a request for City’s
consent to such assignment or subletting together with audited financial statements of
Airline and the proposed assignee or sub-lessee, a history of the proposed assignee’s
or sub-lessee’s business experience and such other information as required by City to
verify that the criteria for assignment and subletting as set forth herein are met.
The consent by City to one assignment or subletting by another person or entity
shall not be deemed to be consent to any subsequent assignment or subletting. Any
assignment or subletting requiring the consent of City made without obtaining such
consent shall constitute a material breach of this Agreement, and shall, at the option of
the City, terminate this Agreement.
ARTICLE XVI
SURRENDER OF POSSESSION - HOLDING OVER
Section 16.01 Surrender of Possession – Holding Over
Airline agrees to yield and deliver to the City the possession of the Premises
including the Premises leased exclusively or preferentially to Airline or jointly to Airline
and others, at the termination of this Agreement by expiration or otherwise. Such
Premises shall be delivered in clean and good condition in accordance with Airline’s
express obligations hereunder, except for reasonable wear and tear, fire and other
casualty. Airline shall have the right at any time during the term of this agreement, or
any renewal or extension hereof, to remove or sell its trade fixtures and equipment
situated on the Premises that were installed, or placed by it, at its expense in, on or
about the Premises pursuant to the provisions of this Agreement subject however to any
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valid lien that the City may have thereon for unpaid fees or other charges. Any such
removal shall be at Airline’s expense and accomplished in a good workmanlike manner.
Any damage occasioned by such removal shall be repaired at Airline’s expense so that
the Premises may be surrendered in a good, clean and sanitary condition.
Any holding over by Airline after cancellation or termination of this Agreement
shall not operate to extend or renew such Agreement for any further term whatsoever,
except Airline’s holding over after the cancellation or termination of the Agreement
shall be considered a month-to-month tenancy terminable by either party upon thirty
(30) days’ prior written notice of such termination.
ARTICLE XVII
TAXES
Section 17.01 Taxes
All taxes imposed on this Agreement as extended or modified (including any
renewals thereof and property interests created thereby) and on any other agreements
now in effect between City and Airline or which may hereinafter by entered into between
the Airline and City (including any renewals thereof and property interests created
thereby) shall be charged to and paid by Airline.
Without limiting the generality of the foregoing, Airline shall pay all rental and/or
sales taxes, if any, assessed or levied on account of amounts payable by Airline to City
hereunder.
Airline acknowledges that this Agreement may create a possessory interest
subject to property taxation, and that Airline shall be subject to payment of any real
property taxes or excise taxes levied on such interest and/or upon the fee estate of the
City. Real property taxes shall include any form of real estate taxes or assessments,
general, special, ordinary or extraordinary and any license fee, rental tax, improvement
bond or bonds, levy, penalty, or tax composed by any authority having the power to tax
as against any legal or equitable interest of City on the Airport or on the underlying
realty, as against City’s right to receive rent or other income therefrom or as against
City’s business of leasing the Airport whether now or hereafter enacted.
Airline shall also pay all personal property taxes and assessments levied upon
Airline’s personal property located on the Premises.
If the Airline shall fail to pay said taxes, charges, or assessments within thirty (30)
days before they become delinquent, provided advanced written notice has been
provided to the airline, City may, at its option, pay such taxes, charges or assessments
without pre-empting the Airlines right to protest. Such amount paid by City, plus interest
at the rate of ten percent (10%) per annum, shall be considered as an additional charge
payable hereunder and shall be due and payable at the next due date for Airline Rates
and Charges.
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ARTICLE XVIII
DEFAULT AND CANCELLATION
Section 18.01 Default by Airline
The occurrence of any one or more of the following events shall constitute a
default and breach of this Agreement by Airline: (a) the failure to pay any rental or other
payment required hereunder to or on behalf of Airport more than ten (10) days after
receipt by Airline of written notice from City that Airline has failed to pay rent or other
amount when due; (b) the failure to perform any of Airline’s agreements or obligations
hereunder (exclusive of a default in the payment of money) where such default shall
continue for a period of thirty (30) days after written notice thereof from City to Airline
which notice shall be deemed to be the statutory notice so long as such notice complies
with statutory requirements; (c) the vacation or abandonment of the Premises by Airline
for more than sixty (60) days; (d) the making by Airline of a general assignment for the
benefit of creditors; (e) the filing by Airline of a voluntary petition in bankruptcy or the
adjudication of Airline as a bankrupt; (f) the appointment of a receiver to take
possession of all or substantially all the assets of Airline located at the Premises or of
Airline’s leasehold interest in the Premises; (g) the filing by any creditor of Airline of an
involuntary petition in bankruptcy which is not dismissed within sixty (60) days. Any
repetitive failure by Airline to perform its agreements and obligations hereunder, though
intermittently cured, shall be deemed an incurable default. Two (2) breaches of the
same covenant within a sixty (60) day period, a notice having been given pursuant to (a)
or (b) above for the first breach, or three (3) of the same or different breaches during
any five (5) year period of this Agreement for which notices pursuant to (a) or (b) above
were given for the first two (2) breaches shall conclusively be deemed to be an
incurable repetitive failure by Airline to perform its obligations hereunder.
Section 18.02 Remedies Upon Default
In the event of any such default or breach by Airline, City may at any time
thereafter, without further notice or demand, rectify or cure such default, and any sums
expended by City for such purposes shall be paid by Airline to City upon demand and
as additional rental hereunder. In the event of any such default or breach by Airline,
City shall have the right (i) to continue the lease in full force and effect and enforce all of
its rights and remedies under this Agreement, including the right to recover the rental as
it becomes due under this Agreement, or (ii) City shall have the right at any time
thereafter to elect to terminate the Agreement and Airline’s right to possession
thereunder. Upon such termination, City shall have the right to recover from Airline:
(a) The worth at the time of award of the unpaid Airline Rates and Charges
which had been earned at the time of termination;
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(b) The worth at the time of award of the amount by which the unpaid Airline
Rates and Charges which would have been earned after termination until
the time of award exceeds the amount of such Airline Rates and Charges
that the Airline proves could have been reasonably avoided;
(c) Any other amount necessary to compensate the City for all of the
detriment proximately caused by Airline’s failure to perform its obligations
under the Agreement or which in the ordinary course of things would be
likely to result therefrom.
The “worth at the time of award” of the amounts referred to in subparagraphs (a)
and (b) above shall be computed by allowing interest at three percent (3%) over the
prime rate then being charged by Bank of America, N.A. but in no event greater than the
maximum rate permitted by law. The “worth at the time of award” of the amount
referred to in subparagraph (b) above shall be computed by discounting such amount at
the discount rate of the Federal Reserve Bank of San Francisco at the time of award
plus one percent (1%), but in no event greater than ten percent (10%).
Such efforts as City may reasonably make to mitigate the damages caused by
Airline’s breach of this Agreement shall not constitute a waiver of City’s right to recover
damages against Airline hereunder, nor shall anything herein contained affect City’s
right to indemnification against Airline for any liability arising prior to the termination of
this Agreement for personal injuries or property damage, and Airline hereby agrees to
indemnify and hold City harmless from any such injuries and damages, including all
attorney’s fees and costs incurred by Airport in defending any action brought against
City for any recovery thereof, and in enforcing the terms and provisions of this
indemnification against Airline.
Notwithstanding any of the foregoing, the breach of this Agreement by Airline, or
an abandonment of the Premises by Airline, shall not constitute a termination of this
Agreement, or of Airline’s right of possession hereunder, unless and until City elects to
do so, and until such time City shall have the right to enforce all of its rights and
remedies under this Agreement, including the right to recover Airline Rates and
Charges, and all other payments to be made by Airline hereunder, as they become due.
Failure of City to terminate this Agreement shall not prevent City from later terminating
this Agreement or constitute a waiver of City’s right to do so.
Section 18.03 Cancellation by City
(A) Preferential Use of Concourse Gate Positions. If, at any time, one or more
of Airline’s Preferential Use Concourse Gate Positions is underutilized as hereinafter set
forth, City may cancel Airline’s Preferential Use of such underutilized Concourse Gate
Position by giving Airline at least thirty (30) days’ prior written notice. The one gate
position guarantee set forth in Section 9.04 shall remain in effect during the term of this
Agreement.
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Any Concourse Gate Position shall be deemed to be underutilized if during the
preceding twelve (12) months a secondary user of Airline’s Concourse Gate Position
has a greater number of Fee Landings utilizing such Preferential Use Concourse Gate
Position, for the purpose of loading and unloading passengers, than Airline.
If during the thirty (30) days’ notice period provided above Airline institutes
additional flights, aircraft arrivals and departures for the purpose of loading and
unloading passengers, which would exceed the number of flights in place by the
secondary user, then Airline shall have the right to retain Preferential Use of its
Concourse Gate Position.
(B) Cessation of Use. If Airline ceases to operate any flights for more than
sixty (60) consecutive days during the months of November through May (“peak
season”), then City may cancel this Agreement and terminate all of its obligations
hereunder by giving Airline at least thirty (30) days’ prior written notice.
Airline is considered to have ceased operations during peak season when Airline
has no aircraft scheduled for arrival or departure at Airline’s Concourse Gate
Position(s), for the purpose of loading and unloading passengers, for a period of more
than sixty (60) consecutive days, unless said cessation of operations is due to a force
majeure or a labor strike.
Section 18.04 Cancellation by Airline
In addition to the rights of cancellation granted heretofore in this Agreement,
Airline shall have the right to cancel this Agreement in its entirety and all rights ensuing
therefrom upon the occurrence of any of the following:
(a) The Airline provides three hundred sixty four (364) days’ written notice to
City.
(b) The withdrawal, suspension or termination by the Federal Aviation or its
successor Federal Agency, and/or the State of California Public Utilities Commission, or
its successor State Agency, of the permit or authorization required by the law permitting
or authorizing Airline to operate to and from the Airport; provided, however, that none of
the foregoing is due to any fault of Airline;
(c) The issuance of any order, rule or regulation by the Federal Aviation
Administration, Transportation Security Administration, the California Public Utilities
Commission, or its or their successor Federal or State Agency of any other
governmental agency having jurisdiction, or the issuance and execution of any judicial
process by any court of competent jurisdiction materially restricting for a period of a
least sixty (60) days the use of the Airport for scheduled Air Transportation; provided,
however, that none of the foregoing is due to any fault of Airline;
(d) The material restriction of City’s operation of the Airport by action of the
Federal Government, or any department or agency thereof, under its wartime or
emergency powers, and the continuance thereof for a period of not less than sixty (60)
days; provided, however, that without prejudice to the rights of Airline to cancel as
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above provided, the parties hereto may mutually agree to a just abatement of fees and
charges accordingly as their respective rights are affected;
(e) The material restriction of Airline’s use of the Premises and facilities
herein and the continuance thereof for a period of not less than sixty (60) days by
reason of any future agreement between the City and the United States; and
(f) In the event Airline is entirely (1) merged with or (2) purchased by a
Signatory Airline during the term of this Agreement, Airline may cancel this Agreement
after providing City Manager with sixty (60) days’ written notice of cancellation.
ARTICLE XIX
DAMAGE OR DESTRUCTION
Section 19.01 Damage or Destruction of Premises
A. Partially Insured Casualty. If the Premises or the Airport shall be partially
damaged by fire or other casualty required to be insured by City pursuant to Section
11.05, then upon City’s receipt of the insurance proceeds, City shall, except as
otherwise provided in this section, promptly repair and restore the same (exclusive of
Airline’s leasehold improvements, alterations or additions, trade fixtures, signs or other
personal property) substantially to the condition thereof immediately prior to said
damage or destruction, limited, however, to the extent of the insurance proceeds
actually received by City therefor.
B. Substantial and Uninsured Casualty. If (a) both the Premises and the
buildings constituting the Airport shall be damaged to the extent of fifty percent (50%) or
more of the cost of replacement thereof or (b) the Premises or the buildings constituting
the Airport shall be destroyed or damaged as a result of a risk not required to be insured
by City pursuant to 12.05 hereof, or (c) the Premises shall be damaged to the extent of
twenty-five percent (25%) or more of the cost of replacement thereof during the last two
(2) years of the term of this Agreement, or (d) the buildings constituting the Airport shall
be damaged to the extent of fifty percent (50%) or more of the cost of replacement
thereof, whether or not the Premises shall be damaged, then in any such events, City
may elect either to repair the damages as aforesaid, or to cancel this Agreement by
written notice of cancellation given to Airline within ninety (90) days after the date of
such occurrence, and thereupon this Agreement shall cease and terminate twenty (20)
days following Airline’s receipt of such notice; and Airline shall vacate and surrender the
Premises to City in accordance with the terms of this Agreement. In determining the
cost of replacement of the Premises or any building or improvement, the cost of
foundations and footings shall not be included, except to the extent of the cost of repair
thereto required by such damage or destruction.
C. Reconstruction. In the event of any reconstruction of the Premises or the
Airport under this Section, said reconstruction shall be performed by City’s contractor.
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Airline, at its sole cost and expense, shall be responsible for the replacement of its
signs, stock-in-trade, trade fixtures, furniture, furnishings and equipment. Airline shall
commence such installation of fixtures, equipment and merchandise promptly upon
delivery to Airline of possession of the Premises and shall diligently prosecute such
installation to completion.
D. Termination. Upon any termination of this Agreement under any of the
provisions of this Section, the parties shall be released thereby without further obligation
to the other party coincident with the surrender of possession of the Premises to City,
except for obligations accrued but yet to be performed.
E. Abatement of Airline Rates and Charges. In the event of repair,
reconstruction and restoration to the Premises by City as to be paid under Sections 5.02
and 5.03 hereof shall be abated proportionately with the degree to which Airline’s use of
the Premises is impaired commencing from the date of destruction and continuing
during the period of City’s repair, reconstruction or restoration of the Premises. Airline
shall continue the operation reasonably practicable from the standpoint of prudent
business management, and the obligation of Airline to pay Landing Fees and other
Airline Rates and Charges shall remain in full force and effect. Airline shall not be
entitled to any compensation for damages from City for loss of the use of the whole or
any part of the Premises, the building of which the Premises are a part, or Airline’s
personal property or any inconvenience or annoyance occasioned by such damage,
repair, reconstruction or restoration.
F. Waiver. Airline hereby waives any statutory rights of termination which may
arise by reason of any partial or total destruction of the Premises which City is obligated
to restore or may restore under any of the provisions of this Agreement.
G. Property Damage. Airline or affiliate will be charged for any property damage
caused by their airline or agents.
ARTICLE XX
PROHIBITED USES
Section 20.01 Prohibited Uses
Airline shall not do or permit anything to be done in, on, or at the Airport which
will in any way conflict with any law, or ordinance of any governmental agency, or with
the City’s rules and regulations provided for in Article XV herein, or create a nuisance or
in any way obstruct or interfere with the right of other users of the airport, or damage
any property or persons thereon, or endanger the health and safety of persons using
the Airport.
Section 20.02 Oil, Fuel and Other Materials
Airline agrees to prevent the entry of oil, fuel or other prohibited materials that are
under its control into the drainage system of Airport or into the drainage system of any
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of its surrounding communities, unless such materials are first properly treated by
equipment installed with the approval of City for that purpose, and Airline complies with
recommendations made by the Environmental Protection Agency. “Drainage
systems(s)” shall include among other things, the sewer system and ground water.
Airline will bear all costs related to prohibited entry of such oil, fuel or other materials
under the Airline’s responsibility, into said drainage systems.
Section 20.03 Compliance with Laws
Airline shall, at its sole cost and expense, comply with all of the requirements of
all municipal, state and federal authorities now in force or which may hereafter be in
force pertaining to its use of the Premises, and shall faithfully observe in said use all
municipal ordinances, including, but not limited to, the General Plan and zoning
ordinances, state and federal statutes or other governmental regulations now in force or
which shall hereinafter be in force, except that in complying with the law, Airline shall
not be held responsible for any structural changes to the terminal building. Airline’s
violation of law shall constitute an incurable default under this Agreement. The
judgment of any court of competent jurisdiction, or the admission of Airline in any action
or proceeding against Airline, whether City be a party thereto or not, that Airline has
violated any such order or statute in said use, shall be conclusive of that fact as
between the City and Airline, and there shall be no third party beneficiary to such
judgment or proceeding.
Airline shall, not engage in any activity on or about the Premises that violates any
Environmental Law, and shall promptly, at Airline’s sole cost and expense, take all
investigatory and/or remedial action required or ordered by any governmental agency or
Environmental Law for clean-up and removal of any contamination involving any
Hazardous Material created or caused directly by Airline or its agents. The term
“Environmental Law” shall mean any federal, state or local law, statute, ordinance or
regulation pertaining to health, industrial hygiene or the environmental conditions on,
under or about the Premises, including, without limitation, (i) the Comprehensive
Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”), 42
U.S.C. Sections 9601 et seq.; (ii) the Resource Conservation and Recovery Act of 1976
(“RCRA”) 42 U.S.C. Sections 6901 et seq.; (iii) California Health and Safety Code
Sections 25100 et seq.; (iv) the Safe Drinking Water and Toxic Enforcement Act of
1986, California Health and Safety Code Section 25249.5 et seq.; (v) California Health
and Safety Code Section 25359.7; (vi) California Health and Safety Code Section
25915; (vii) the Federal Water Pollution Control Act, 33 U.S.C. Sections 1317 et seq.;
(viii) California Water Code Section 1300 et seq.; (ix) California Civil Code Section 3479
et seq., as such laws are amended and the regulations and administrative codes
applicable thereto. The term “Hazardous Material” includes, without limitation, any
material or substance which is (i) defined or listed as a “hazardous waste,” “extremely
hazardous waste,” “restrictive hazardous waste” or “hazardous substance” or
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considered a waste, condition of pollution or nuisance under the Environmental Laws;
(ii) petroleum or a petroleum product of fraction thereof; (iii) asbestos; and/or (iv)
substances known by the State of California to cause cancer and/or reproductive
toxicity. It is the intent of the parties hereto to construe the terms “Hazardous Materials”
and “Environmental Laws” in their broadest sense. Airline shall provide all notices
required pursuant to the Safe Drinking Water and Toxic Enforcement Act of 1986,
California Health and Safety Code Section 25249 et seq. For all areas in which the
Airline or Airline contractor operate, Airline shall provide prompt written notice to City of
all notices of violation of the Environmental Laws received by Airline.
ARTICLE XXI
IMPROVEMENTS
Section 21.01 Improvements by Airline
Airline may, at its expense and subject to the provisions of Section 22.02 hereof,
design, construct and install in Airline’s Exclusive Use Space any additional interior
partitions, walls other than structural building walls, electrical wiring, conduits, ducts,
fixtures and equipment, wall and floor coverings including all special flooring, painting
and decor, counters, cabinet work and equipment as may be required by Airline and
which is not provided by City. Airline shall have the right to install at its expense and
subject to the provisions of Section 21.02 hereof, in the conduit and ducts provided by
City in the basic building structure, the wiring and other equipment necessary for
Airline’s internal communications system and the further right to attach and maintain, at
its expense, on the vertical sides of the terminal building, a communications antenna.
Loading bridge improvements sought by Airline are subject to Airport approval and
modifications with the expense billable to the Airline unless said modification is
completed on all bridges and Airlines agree to the Capital Improvement or the Airport
finds a modification to be in the best interest of the Airport.
Section 21.02 Conditions Covering Improvements and Alterations
(A) Consent Required from City. No improvements, alterations or additions
including repainting, redecorating and recarpeting shall be made in or about Airline’s
Existing or Future Exclusive Use Space by Airline without first obtaining written consent
of the City Manager. All such improvements, structure, alterations, additions and work
shall be in full accordance with all written conditions prescribed by the City Manager.
Prior to the construction of any improvements mentioned in Section 21.01 above, Airline
shall submit to the City Manager for review and approval, the plans of such
improvements, including the color of all paint and carpet. Such plans shall conform to
the general architectural scheme and overall plans adopted by the City for the Terminal
Building Complex.
(B) Working Drawings. Upon approval by the City Manager of Airline’s plans,
Airline shall cause the construction called for by said plans to be commenced and
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completed with reasonable dispatch. Upon completion of any improvement, Airline shall
furnish to City, at no charge, a complete set of working drawings of the improvement as
constructed.
(C) Conformance. All improvement constructed by Airline in the Airline’s
Existing or Future Exclusive Use Space including the plans and specification therefor,
shall conform in all respects to the applicable statutes, ordinances, building code, rules
and regulations of the City of Palm Springs and such other governmental authority as
may have jurisdiction. City’s approval given, as provided for in this Section 21.02, shall
not constitute a representation or warranty as to such conformity which shall remain
Airline’s responsibility. Airline, at its own cost and expense, shall procure all permits
necessary for such construction.
(D) Airline’s Cost and Expense. All renovation or construction by Airline
pursuant to this Section 21.02 shall be at Airline’s sole cost and expense. Airline shall
keep its Existing or Future Exclusive Use Space and the improvements constructed
thereon free and clear of all liens and shall pay all costs for labor and material arising
out of such construction and shall hold City harmless from any liability in respect
thereto. Airline shall have the right to contest any and all liens filed against its Existing
or Future Exclusive Use Space. Airline further agrees that City shall have the right to
post notices of nonresponsibility as provided by Sections 3094 and 3129 of the Civil
Code of the State of California.
(E) No Structural Alteration. Airline shall make no structural alterations to the
roof, walls, or floors of any of City’s permanent structures in which Airline’s Existing or
Future Exclusive Use Space is located without first obtaining City’s written consent.
Nothing contained in this Section 21.02 shall prevent Airline from making non-structural
alterations to any improvements pursuant to this Section 21.02.
Section 21.03 Ownership of Improvements
Any and all improvements, alterations, or additions erected or installed by Airline
upon the Airline’s Existing or Future Exclusive Use Space shall become a part of the
land on which they are erected and title thereto shall thereupon vest in City upon the
expiration or sooner termination of this Agreement. However, machines, baggage
conveyor equipment, trade fixtures and similar installations of the type commonly
installed in and removed from other airport terminal facilities by tenants, which are
installed in or on the Premises, shall not be deemed to be part of the realty even though
they are attached to the floors, walls or roof of the buildings or to outside pavements so
long as they can be removed without structural damage to the buildings or pavements;
provided, however, that if the removal of any such installation damages any part or
parts of the buildings, pavements, or Premises, Airline shall repair such damage and
restore said damaged part or parts of said building, pavements, or Premises to the
condition in which they existed prior to the installation of said improvements.
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ARTICLE XXII
FEDERAL GRANTS AND NONDISCRIMINATION
Section 22.01 Nondiscrimination and FAA Required Clauses
Airline, for itself, heirs, personal representatives, successors in interest, and
assigns, as part of the consideration hereof, does hereby covenant and agree as a
covenant running with the Premises that, in the event facilities are constructed,
maintained, or otherwise operated on the said Premises described in this Agreement for
a purpose for which a Department of Transportation (DOT) program or activity is
extended or for another purpose involving the provision of similar services or benefits,
Airline shall maintain and operate such facilities and services in compliance with all
other requirements imposed pursuant to Title 49, Code of Federal Regulations, DOT,
Subtitle A, Office of the Secretary, Part 21, Nondiscrimination 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.
Airline, for itself, personal representatives, successors in interest, and assigns,
as part of the consideration hereof, does hereby covenant and agree as a covenant
running with the Premises that: (1) no person on the grounds of race, color, or national
origin shall be excluded from participation in, denied the benefits of, or be otherwise
subjected to discrimination in the use of said facilities; (2) in the construction of any
improvements on, over, or under such Premises and the furnishing or services thereon,
no person on the grounds of race, color, or national origin shall be excluded from
participation in, denied the benefits of, or otherwise be subjected to discrimination; and
(3) Airline 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 VI of the Civil Rights
Act of 1964, as said Regulations may be amended.
In the event of breach of any of the above nondiscrimination covenants, City shall
have the right to terminate the Agreement and to re-enter and repossess said Premises
and the facilities thereon, and hold the same as if an agreement had never been made
or issued. This provision does not become effective until the procedures of 49 CFR
Part 21 are followed and completed including expiration of appeal rights.
Airline shall furnish its services on a fair, equal and not unjustly discriminatory
basis to all users thereof and it shall charge fair, reasonable and not unjustly
discriminatory prices for each unit or service; provided Airline may be allowed to make
reasonable and nondiscriminatory discounts, rebates or other similar type of price
reductions to volume purchasers.
Noncompliance with the preceding paragraph shall constitute a material breach
thereof and, in the event of such noncompliance, City shall have the right to terminate
this Agreement and the leasehold interest hereby created without liability therefore or, at
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the election of City or the United States, either or both said Governments shall have the
right to judicially enforce such provisions.
Airline agrees that it shall insert the provisions in the five preceding paragraphs in
any agreement by which Airline grants a right or privilege to any person, firm or
corporation to render services to the public on the Airport.
Airline assures that it will undertake an affirmative action program as required by
14 CFR Part 152, Subpart E, to ensure that no person, 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. Airline 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. Airline assures that it will require that
its covered suborganizations provide assurances to Airline that, similarly, they will
undertake affirmative action programs and that they will require assurances from their
suborganizations to the same effort, as required by 14 CFR 152, Subpart E.
City reserves the right to further develop or improve the landing area of the
Airport as it sees fit regardless of the desires or view of Airline and without interference
or hindrance.
City reserves the right, but shall not be obligated to Airline, 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 Airline in this regard.
This Agreement shall subordinate to the provisions and requirements of any
existing or future agreement between City and the United States, relative to the
development, operation or maintenance of the Airport.
There is hereby reserved to City, its successors and assigns, for the use and
benefit of the public, a right of flights for the passage of aircraft in the airspace above
the surface of the Airport herein. This public right of flight shall include the right to
cause in said airspace any noise inherent in the operation of any aircraft used for
navigation or flight through the said airspace or landing at, taking off from, or operation
on the Airport.
Airline agrees to comply with the notification and review requirements covered in
Part 77 of the Federal Aviation Regulations in the event future construction of a building
is planned for the Airport, or in the event of any planned modifications or alterations of
any present or future building or structure situated on the Airport.
Airline, by accepting this Agreement, agrees for itself, its successors and assigns
that it will not make use of the Airport in any manner which might interfere with the
landing and takeoff of aircraft from the Airport or otherwise constitute a hazard. In the
event the aforesaid covenant is breached, City reserves the right to enter upon the
Premises hereby leased and cause the abatement of such interference at the expense
of Airline.
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It is understood and agreed that nothing contained in this agreement shall be
construed to grant or authorize the granting of an exclusive right within the meaning of
Section 308a of the Federal Aviation Act of 1958 (49 U.S.C. 1349a).
This Agreement and all the provisions hereof shall be subject to whatever right
the United States Government now has or in the future may have or acquire affecting
the control, regulation and taking over of said Airport or the exclusive or nonexclusive
use of the Airport by the United States during the time of war or national emergency.
Section 22.02 Federal Grants
This Agreement shall be subordinate to the provisions of any existing and future
agreements between the City and the United States of America, its boards, agencies, or
commissions, relative to the operation or maintenance of the Airport, the execution of
which has been, or will be, required as a condition to the expenditure of Federal funds
for the development of the Airport.
ARTICLE XXIII
CONDEMNATION
Section 23.01 Condemnation
A. Total Taking. In the event the entire Premises shall be appropriated or
taken under the power of eminent domain by any public or quasi-public authority, this
Agreement shall terminate and expire as of the date of such taking, and City and Airline
shall each thereupon be released from any liability thereafter accruing hereunder.
B. Substantial Taking. In the event more than twenty percent (20%) of the
square footage of the Premises is taken under the power of eminent domain by any
public or quasi-public authority, or if by reason of any appropriation or taking, regardless
of the amount so taken, the remainder of the Premises is not useable for Air
Transportation, either City or Airline shall have the right to terminate this Agreement as
of the date Airline is required to vacate a portion of the Premises, upon giving notice in
writing of such election within thirty (30) days after receipt by Airline from City of written
notice that said Premises have been so appropriated or taken. City agrees immediately
after learning of any appropriation or taking to give to Airline notice in writing thereof.
C. Right to Award. If this Agreement is terminated in either manner herein
above provided, City shall be entitled to the entire award or compensation in such
proceedings. Airline’s right to receive compensation or damages for its fixtures and
personal property shall not be affected in any manner hereby.
D. Restoration. If both City and Airline elect not to so terminate this
Agreement, or if neither has the right to so terminate this Agreement following any such
taking, then in either such event City agrees, at City’s cost and expense, to the extent of
any severance damages attributable to damages to the Premises available to City, to as
soon as reasonably possible restore the Premises on the land remaining to a complete
unit of like quality and character as existed prior to such appropriation or taking.
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E. Voluntary Sale; Waiver. For the purposes of this Section, a voluntary sale
or conveyance in lieu of condemnation shall be deemed an appropriation or taking
under the power of eminent domain. Airline hereby waives any statutory rights of
termination which may arise by reason of any partial taking of the Premises under the
power of eminent domain.
ARTICLE XXIV
MISCELLANEOUS
Section 24.01 Non-Waiver of Rights
Continued performance by either party hereto pursuant to the terms of this
Agreement after a default in any of the terms, covenants and conditions herein
contained to be performed, kept or observed by the other party hereto, shall not be
deemed a waiver of any right to cancel this Agreement for any subsequent default and
no waiver of any such default shall be construed, or act as a waiver of any subsequent
default.
Section 24.02 Invalidity of Clauses
The invalidity of any Article, Section, portion, paragraph, provision, or clause of
this Agreement shall have no effect upon the validity of any other part or portion hereof.
Section 24.03 Approval by the Parties
Whenever the consent or approval of the City or the Airline is called for herein, it
is understood and agreed that such approval shall be in writing and obtained in advance
and shall not be unreasonably withheld or delayed.
Section 24.04 Headings
The Article and Section titles shown in this Agreement are included only as a
matter of convenience and for reference and in no way define, limit, broaden or describe
the scope or intent of any provisions of this Agreement.
Section 24.05 Remedies
The rights and remedies given to the City and Airline in this Agreement are
distinct, separate and cumulative, and no one of them, whether or not exercised by
either party, shall be deemed to be in exclusion of any of the others herein or by law or
in equity provided.
Section 24.06 Governing Law
The parties hereto agree that this Agreement shall be governed and construed in
accordance with the laws of the State of California.
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Section 24.07 Non-Liability
No board member, Commissioner, director, officer, agent, consultant or
employee of the City or Airline shall be charged personally or be held liable by or to the
other party under any term or provision of this Agreement, or any amendment thereto,
or because of any breach hereof, or because of its execution.
Section 24.08 Attorneys’ Fees and Costs
In the event any action or suit or proceeding is brought by either party to collect
the fees and charges due or to become due hereunder or any portion thereof or to take
possession of said Premises or to enforce compliance with this Agreement for failure to
observe any of the covenants of this Agreement, and such party is the prevailing party
in such action, suit or proceeding, the losing party agrees to pay such sums as the
Court may judge reasonable attorneys’ fees and costs to be allowed in said suit, action
or proceeding.
Section 24.09 Notices
(a) Any request, demand, authorization, direction, notice, consent or waiver
provided or permitted to be made upon, given by, or furnished to, the City or Airline shall
be sufficient for every purpose hereunder if in writing and mailed by certified or
registered mail, postage prepaid and addressed as follows:
(1) if to the City, at: Airport Director
Palm Springs International Airport
300 E. Tahquitz Canyon Way, Suite OFC
Palm Springs, CA 92262
and
Attention: City Manager
3200 E. Tahquitz Way, PO Box 2743
Palm Springs, CA 92261
(2) if the Airline, at: ___________________________________
___________________________________
___________________________________
Attention: __________________________
The foregoing addresses may be changed by either party giving to the other
party the same type of notice described above providing a substitute address.
(b) Any such notice or other document shall be deemed to be received as of
three days after the date deposited in the mail, if mailed in accordance with subsection
(a) of this Section.
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Section 24.10 Termination of Prior Agreement
City and Airline agree that the Airline Use Agreement for Palm Springs
International Airport as amended (“Prior Agreement”), and expiring on June 30, 2014, is
terminated as of the Effective Date of this Agreement.
Section 24.11 Exhibits
All Exhibits attached to this Agreement are incorporated herein by this reference.
Section 24.12 Agreement Not to Grant More Favorable Terms
Subject to the other provisions of this Section 24.12, City agrees not to enter into
any lease, contract or other agreement with any other Aircraft Operator engaged in Air
Transportation containing more favorable terms than this Agreement, or to grant to such
Aircraft Operator rights or privileges with respect to the Airport that are not accorded
Airline hereunder, unless the same rights, terms and privileges are concurrently made
available to Airline. Notwithstanding the foregoing, it is understood and agreed that
rentals and fees charged for terminal buildings, associated gate positions, ramp areas,
and other facilities constructed in the future and not described in this Agreement may
vary from the fees and charges established herein for the premises depending upon the
capital cost and financing arrangements involved, and therefore may be more or less
than the fees and charges established herein for similar facilities.
In the event an Aircraft Operator shall use the facilities or any services of the
Airport without first executing an agreement with City substantially identical to this
Agreement, such Aircraft Operator shall pay rentals, fees and other charges as non-
signatory Airline, and such rentals, fees and other charges as set forth in Article V, or
otherwise at rates established by the City which are not less than those applicable to
Airline as provided hereunder.
Section 24.13 Entire Agreement
This Agreement, together with all Exhibits and Appendices hereto, constitutes the
entire agreement between the parties hereto relating to the subject matter hereof and
may be amended only in writing, executed by duly authorized representatives of the
party to be bound.
Section 24.14 Jurisdiction and Venue
The parties hereto agree that the State of California is the proper jurisdiction for
litigation of any matters relating to this Agreement, and service mailed to the address of
Airline set forth herein shall be adequate service for such litigation. The parties further
agree that Riverside County, California is the proper place for venue as to any such
litigation and Airline agrees to submit to the personal jurisdiction of such court in the
event of such litigation.
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Section 24.15 No Oral Agreements
This Agreement (i) covers in full each and every agreement of every kind or
nature whatsoever between the parties hereto concerning this Agreement, (ii)
supersedes, any and all previous obligations, agreements and understandings, if any,
between the parties, oral or written, and (iii) merges all preliminary negotiations and
agreements of whatsoever kind or nature herein. Airline acknowledges that no
representations or warranties of any kind or nature not specifically set forth herein have
been made by City or its agents or representatives.
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IN WITNESS WHEREOF, the parties have executed and entered into this Lease as of the date first written above.
CITY OF PALM SPRINGS
ATTEST: a municipal corporation
By:__________________________________ By:__________________________________
City Clerk City Manager
APPROVED AS TO FORM:
By:__________________________________
City Attorney
AIRLINE: Check one: __Individual __Partnership __Corporation
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.
By:______________________________________
Signature (notarized)
By:________________________________________
Signature (notarized)
Name:___________________________________ Name:______________________________________
Title:____________________________________ Title:_______________________________________
State of ________________
County of _____________
State of ________________
County of _____________
On_________before me, ____________________
Personally appeared _______________________proved to
me on the basis of satisfactory evidence to be the person(s)
whose name(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity
upon behalf of which the person(s) acted, executed the
instrument.
WITNESS my hand and official seal.
On__________before me,_____________________
Personally appeared ________________________proved to
me on the basis of satisfactory evidence to be the person(s)
whose name(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity
upon behalf of which the person(s) acted, executed the
instrument.
WITNESS my hand and official seal.
Notary
Signature:______________________________
Notary Signature:_____________________________
Notary Seal: Notary Seal:
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Exhibit A: Landside / Terminal / Airside
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Exhibit B: Common Use Space
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Exhibit C: Exclusive Use Space
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Exhibit D: Proprietary Gate Areas
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Exhibit E: Maintenance and Operations Responsibilities
Area/Item Responsibility
Airport Airline
Aircraft Parking Ramp
Pavement Maintenance X
Striping X
Sweeping X
Fuel Spill Cleanup X
Airline Exclusive Use Space
Exterior Shell/Structure X
Access Control X
Airline Security Control X
Janitorial X
General Electrical/Mechanical X
Light Bulbs X
Interior Painting X
Carpeting X
Ticket Counter Shell X
Ticket Counter Inserts X
Ticketing /Bag make-up bag belts X
Boarding Gate Areas
Counter Shells X
Counter/Inserts X
Signage (Directional) X
Arrival and Departure Boards X
Public Address System X
Commuter Gates 9 – 11 Counter Shells X
Commuter Gates 9 – 11 Counter Inserts X
A & D TV Screens X
Hold Rooms
Custodial X
Furniture X
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Exhibit F: Supplemental Space
Airline elects to lease Supplemental Space. Said Supplemental Space Lease
shall become effective July 1, 2014. Airline elects to lease the following space:
Type Space Sq. Ft. Rate
Exclusive (Conditioned) Space _____ $30.00/Sq. Ft./Annum
Ticket Counter Space _____ $30.00/Sq. Ft./Annum
Baggage Makeup Space _____ $15.00/Sq. Ft./Annum
Executive Office Space _____ $40.00/Sq. Ft./Annum
Lower Level Storage Space _____ $19.00/Sq. Ft./Annum
Baggage Service Desk _____ $19.00/Sq. Ft./Annum
Curbside Check-In / Office _____ $19.00/Sq. Ft./Annum
Bono Concourse Hold Room _____ $80.00 Per Use
RJ Concourse Hold Room _____ $40.00 Per Use
Space Sq. Ft. Rate Monthly Yearly
Exclusive (Conditioned) Space
Ticket Counter Space
Baggage Makeup Space
Baggage Service Desk
Curbside Check-in
Total Payment
Airline:
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Exhibit G: Preferential Gate Assignment
AA
AS
A
WS
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Updated 12/16/21
AMENDED EXHIBIT "C" - EXCLUSIVE USE SPACE
NORTH AND SOUTH TICKET WING
NORTH TICKET WING
SOUTH TICKET WINGTBD
150 SF
Aha!
Sun
Country
Flair
TSA -
EMPLOYEE
SCREENING
AREA
TSA -
EXPLOSIVE
DEVICE
SCREENING
10,294 SF
Jet Blue
135 SF
Air
Canada
131 SF
69 SF
98 SF
126 SF
86 SF
M-150-S
M-155-S
M-145-S
M-148-S
M-149-S
M-153-S M-157-S
M-156-S
M-158-S M-159-S
M-160-S
M-161-S M-162-S
M-168-S
M-163-S
M-170-S
M-169-S
M-178-SM-167-S
M-165-S
M-164-S
IT PIT ROOM
N. IDF
MECH/ELEC
MECH/ELEC
Central
IDF
91 SF
Southwest 273 SF
Swoop
590 SF
136 SF
124 SF
598 SF
218 SF
215 SF
450 SF
71 SF 319 SF
319 SF
637 SF
410 SF
319 SF
212 SF
1011 SF 517 SF 919 SF 1001 SF 1337 SF 1337 SF 1297 SF
103 SF 135 SF
72 SF
345 SF
240 SF 251 SF 260 SF
326 SF
163 SF 247 SF
494 SF 521 SF
545 SF
Tote
Storage
ABM
Sierra Aviation
Alaska
American United
Delta Air Canada
WestJet
Delta United WFS
Skywest
Southwest
Southwest
Southwest
Southwest
S. IDF
Alaska
Air CanadaAir CanadaAir Canada
UnitedAlaska
WestJetWestJetWestJetAllegiantAllegiantDeltaDeltaDeltaUnitedUnitedUnitedUnitedAmericanAmericanAmericanAmericanAlaskaAlaskaAlaskaAlaska
Southwest
Southwest
Sun Country
JetBlue
Aha!TBDDeltaAmerican
Flair
JetBlue
TBD
Sun Country
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Certificate of Public Convenience and Necessity
for
Interstate Air Transportation
(as reissued)
This Certifies That
EXPRESSJET AIRLINES LLC
is authorized, subject to the provisions of Subtitle VII of Title 49 of United
States Code, the orders, rules, and regulations issued thereunder, and the
attached Terms, Conditions, and Limitations, to engage in interstate air
transportation of persons, property, and mail.
This Certificate is not transferable with out the approval of the Department of
Transportation.
By Direction of the Secretary
Issued by Order 2019-5-8 Todd M. Homan
On May 8, 2019 Director
Effective on March 25, 2019 Office of Aviation Analysis
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Attachment
As reissued by Order 2019-5-8
Terms, Conditions, and Limitations
ExpressJet Airlines LLC
is authorized to engage in interstate air transportation of persons, property, and mail between
any point in any State, territory, or possession of the United States or the District of Columbia,
and any other point in any of those entities.
This authority is subject to the following provisions:
(1) The holder shall at all times conduct its operations in accordance with the regulations
prescribed by the Department of Transportation for the services authorized by this certificate,
and with such other reasonable terms, conditions, and limitations as the Department of
Transportation may prescribe in the public interest.
(2) The holder's authority under this certificate is effective only to the extent that such
operations are also authorized by the Federal Aviation Administration (FAA), and comply with
all U.S. Government requirements concerning security, including, but not limited to 49 CFR Part
1544.**
(3) The holder shall at all times remain a "Citizen of the United States" as required by
49 U.S.C. § 40102(a)(15).
(4) The holder shall maintain in effect liability insurance coverage as required under
14 CFR Part 205. Failure to maintain such insurance coverage will render a certificate
ineffective, and this or other failure to comply with the provisions of Subtitle VII of Title 49 of the
United States Code or the Department's regulations shall be sufficient grounds to revoke this
certificate.
(5) The holder is authorized to conduct charter flights in interstate and/or foreign air
transportation in accordance with the provisions of 14 CFR Part 212.
(6) The holder may reduce or terminate service at any point or between any two points,
subject to compliance with the provisions of 49 U.S.C. § 41734 and all orders and regulations
issued by the Department of Transportation under that section.
This certificate is being reissued to reflect the change in the holder’s corporate name from ExpressJet
Airlines, Inc., to ExpressJet Airlines LLC.
** To assure compliance with all applicable U.S. Government requirements concerning security, the holder shall,
before commencing any new service (including charter flights) to or from a foreign airport, contact its Principal
Security Inspector (PSI) to advise the PSI of its plans and to find out whether the Transportation Security
Administration has determined that security is adequate to allow such airport(s) to be served.
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2
(7) Should the holder propose any substantial changes in its ownership, management, or
operations (as that term is defined in 14 CFR § 204.2(l)), it must first comply with the
requirements of 14 CFR § 204.5.
(8) In the event that the holder commences operations for which it was found "fit, willing,
and able" and subsequently ceases all such operations, its authority under all certificates held
shall be suspended under the terms of 14 CFR § 204.7 and the holder may neither recommence
nor advertise such operations unless its fitness to do so has been redetermined by the
Department. Moreover, if the holder does not resume operations within one year of its
cessation, its authority shall be revoked for dormancy.
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Order 2021-7-24
Served: July 30, 2021
UNITED STATES OF AMERICA
DEPARTMENT OF TRANSPORTATION
OFFICE OF THE SECRETARY
WASHINGTON, D.C.
Issued by the Department of Transportation
on the 30th day of July, 2021
Application of
EXPRESSJET AIRLINES LLC
for certificate of public convenience and necessity under
49 U.S.C. § 41102 to engage in interstate air transportation
of persons, property, and mail
Docket DOT-OST-2021-0044
FINAL ORDER
By Order 2021-7-11, issued July 20, 2021, the U.S. Department of Transportation directed all
interested persons to show cause why we should not make final our tentative findings and
conclusions that ExpressJet Airlines LLC (“ExpressJet”) is fit, willing, and able to resume
interstate air transportation of persons, property, and mail. Interested persons were given 7
business days to file objections to the Order (i.e., by July 29, 2021). No objections to the Show
Cause Order were received. Thus, by this Order, we find ExpressJet fit, willing, and able to resume
interstate air transportation of persons, property, and mail as a U.S. certificated air carrier.
ACCORDINGLY,
1. We find that ExpressJet Airlines LLC is fit, willing, and able to resume interstate air
transportation of persons, property, and mail.
2. We direct that should ExpressJet Airlines LLC propose to conduct operations with more than
ten (10) aircraft, it must first notify the Department in writing at least 45 days prior to the proposed
change in operations and demonstrate its fitness to conduct such operations before their
commencement.
3. We direct ExpressJet Airlines LLC to submit to the Air Carrier Fitness Division a first-year
progress report within 45 days following the end of its first year of certificated operations.1
1 The report shall include a description of the air carrier’s current operations (number and type of aircraft, principal markets
served, total number of full-time and part-time employees), a summary of how these operations have changed during the year, a
discussion of any changes it anticipates from its current operations during its second year, current financial statements, and a listing
of current senior management and key technical personnel.
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2
4. We will serve a copy of this Order on the persons listed in Attachment A.
By:
Carol A. (Annie) Petsonk
Deputy Assistant Secretary for Aviation and International Affairs
An electronic version of this document is available at
http://www.regulations.gov
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Attachment A
SERVICE LIST FOR
EXPRESSJET AIRLINES LLC
ELIZABETH M GALBAVY
DEPUTY GENERAL COUNSEL
EXPRESSJET AIRLINES LLC
1745 PHOENIX BLVD SUITE 250
COLLEGE PARK GA 30349
CINDY DOMINIK
ASST CHIEF COUNSEL FOR
ENFORCEMENT, AGC-300
FEDERAL AVIATION
ADMINISTRATION
800 INDEPENDENCE AVE SW
WASHINGTON DC 20591
JONATHON H FOGLIA
COUNSEL FOR EXPRESSJET AIRLINES, LLC
COZEN O’CONNOR
1200 19TH STREET NW
WASHINGTON DC 20036
BILLY SMITH
PRINCIPAL OPERATIONS
INSPECTOR
FEDERAL AVIATION ADMINISTRATION
KIM EDWARDS
TECHNICAL PROGRAMS BRANCH
FAA AFS 260
800 INDEPENDENCE AVE
WASHINGTON DC 20591
OFFICE OF AIRLINE INFORMATION
DOT/RITA/BTS E-34
1200 NEW JERSEY AVE SE
WASHINGTON DC 20590
DAVID LUSK
MANAGER
CERTIFICATION & EVALUATION PROGRAM
OFFICE
FAA AFS-900
45005 AVIATION DRIVE
SUITE 131
DULLES VA 20166
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202125610703
09/09/2021Certified CopyI hereby certify that the following transcript of page(s) is a full, true, and correctcopy of the original record in the custody of the California Secretary of State’s office. Certification DateSHIRLEY N. WEBER, Ph.DSecretary of State09/13/20212DocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
Delaware
The First State
Page 1
7353188 8300 Authentication: 204116235
SR# 20213201239 Date: 09-09-21
You may verify this certificate online at corp.delaware.gov/authver.shtml
I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF
DELAWARE, DO HEREBY CERTIFY "EXPRESSJET AIRLINES LLC" IS DULY
FORMED UNDER THE LAWS OF THE STATE OF DELAWARE AND IS IN GOOD
STANDING AND HAS A LEGAL EXISTENCE SO FAR AS THE RECORDS OF THIS
OFFICE SHOW, AS OF THE NINTH DAY OF SEPTEMBER, A.D. 2021.
AND I DO HEREBY FURTHER CERTIFY THAT THE ANNUAL TAXES HAVE BEEN
PAID TO DATE.
202125610703
DocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
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EXPRESSJET AIRLINES LLC
EXPRESSJET AIRLINES LLC
202125610703
09/09/2021
FOREIGN LIMITED LIABILITY COMPANY
DELAWARE
September 13, 2021.
CRW
DocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
DocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
NON-SIGNATORY AIRLINE :AHA!
Airline elects to lease supplemental space. Said supplemental space lease rates are subject
to change January 1st, and as the contract allows. Airline elects to lease the following space
at non-signatory rates effective:(Date)
Space Type
Exclusive (Conditioned) Space
Ticket Counter & Queuing Space
Baggage Make-up Space
Baggage Service Desk
Curbside Check-in Podiums (1)
Storage Space
Bono Hold Room
RJ Hold Room
Space Type Square
Footage
Rate Per
Sq. Ft.Monthly Rent Yearly Rent
Exclusive (Conditioned) Space 135 55.75$ 627.19$ 7,526.25$
Curbside Check-in Podium (1)100 35.13$ 292.75$ 3,513.00$
-$ -$
-$ -$
-$ -$
-$ -$
-$ -$
-$ -$
-$ -$
-$ -$
Totals:235 919.94$ 11,039.25$
Notes:
RENT CALCULATION
$ 127.50 per use
$ 63.75 per use
100 $ 35.13/Sq. Ft./Annum
$ 35.13/Sq. Ft./Annum
$ 55.75/Sq. Ft./Annum
$ 27.88/Sq. Ft./Annum
$ 35.13/Sq. Ft./Annum
135 $ 55.75/Sq. Ft./Annum
EXHIBIT F
NON-SIGNATORY CARRIERS SUPPLEMENTAL SPACE
December 1, 2021
Square Footage Rate
PSP AULA - JULY 1, 2014
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1 Mana_Air_L_019
Marsh USA
121 River Street
Hoboken, New Jersey
Contact: 201-284-3776
E-Mail:david.kinney@marsh.com
CERTIFICATE OF INSURANCE
(Sometimes referred to herein as “this Certificate”)
Subject to all of the below referenced Policy(ies)’ declarations, insuring agreements, conditions and
exclusions (including but not limited to limits of liability, deductibles, warranties and/or endorsements
contained therein) (hereinafter, the “Policy(ies)’ Terms”),this is to certify to:
Palms Springs International Airport (PSP)
3400 E. Tahquitz Canyon Way, Suite 1
Palm Springs, CA 92262
(Sometimes referred to herein as “the Certificate Holder(s) and/or “Contract Party(ies)”)
that the Insurers referred to below, each for their own part and not one for the other, are providing the
following insurance:
NAMED INSURED(S):Mana Air, LLC; KAir Enterprises, Inc. and successors; ExpressJet Airlines LLC and/or
associated and/or subsidiary companies existing or hereafter acquired and/or interest heretofore relinquished
and/or the parent company of any affiliated subsidiary companies (hereinafter, the “Named Insured(s)”)
NAMED INSURED’S ADDRESS:1745 Phoenix Blvd., Suite 250, College Park, GA 30349 (hereinafter, the
“Named Insured(s)’ Address”)
INSURANCE COVERAGE(S):Airline Liability Insurance
POLICY(IES) (hereinafter, “Policy(ies)”) / POLICY NUMBER(S) (hereinafter, “Policy Number(s)”) /
POLICY PERIOD(S) (hereinafter, “Policy Period(s)”) – see attached Schedule of Insurers
SEVERAL LIABILITY NOTICE: The subscribing Insurers' obligations under contracts of insurance to which they
subscribe are several and not joint and is 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)
GEOGRAPHICAL LIMITS: Worldwide.
DESCRIPTION OF CONTRACT(S) TO WHICH THIS CERTIFICATE APPLIES: Non-Signatory Airline Operating
Agreement between the Certificate Holder(s) and one or more of the Named Insured(s) regarding the Equipment
(as described below) (hereinafter, the “Contract(s)”)
DESCRIPTION OF EQUIPMENT INSURED:Any aircraft owned or operated by the Named Insured(s)
(hereinafter, the “Equipment”).
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2 Mana_Air_L_019
SPECIAL PROVISION(S)
Solely as respects: (i) the Insurance Coverage(s) noted above, (ii) the Contract(s) and only to the extent
of the insurance requirements and/or the Named Insured(s)’ indemnity obligations under the Contract(s),
subject to all of the Policy(ies)’ Terms applying, (iii) the Equipment (if applicable) and (iv) the airline
operations of the Named Insured(s), the following provision(s) apply(ies):
Solely as respects airline liability insurance:The City, its officers, employees and agents is/are included as
additional insured(s) (the "Additional Insured(s)”) as their respective interests may appear.
Solely as respects airline liability insurance:This insurance is primary without right of contribution from any
other insurance which is carried by the Additional Insured(s).
Solely as respects airline liability insurance: In the event of cancellation of the Policy(ies) (for any reason
whatsoever, including non payment of premium) by Insurers or adverse material change of the Policy(ies) by
Insurers, Insurers agree that such cancellation or change shall not be effectve as to the Additional Insured(s) until
thirty (30) days after issuance of notice to the Certificate Holder(s) (through Marsh USA) at the address(es) shown
on the first page of this Certificate.
Summary of some of the more significant insurance coverage(s), limit(s) of liability and deductible(s) of the Policy(ies)
INSURANCE COVERAGE(S)
LIMITS OF LIABILITY
NOTE: AGGREGATE LIMITS WILL BE
REDUCED DUE TO PAID CLAIMS
WITHOUT FURTHER NOTICE TO THE
CERTIFICATE HOLDER(S)
DEDUCTIBLES
Airline liability insurance including, inter alia,
bodily injury liability, non-owned aircraft liability,
baggage liability, property damage liability,
passenger legal liability, contractual liability,
personal injury liability, products and completed
operations liability, hangarkeepers liability,
premises liability, cargo legal liability, liquor
liability, fire legal liability real property, excess
automobile liability, excess employers liability,
excess advertisers liability and excess marine
liability and Extended Coverage Endorsement
(Aviation Liabilities) a.k.a. AVN52E.
Coverage includes liability arising out of the use
by the Named Insured(s) of any premises owned,
leased or occupied by the Named Insured(s)
which relate to the Named Insured(s)’s airline
operations.
Coverage includes liability arising out of the use
by the Named Insured(s) of any automobile or
mobile equipment operated by the Named
Insured(s) while on restricted airport premises.
Combined single limit (bodily injury, property
damage, personal injury (passengers only))
US$150,000,000 any one occurrence/offense
and in the annual aggregate as respects
products and completed operations liability and
personal injury liability (passengers only),
subject to the following sublimits which are
included within and not in addition to the limit
set forth above:
Personal injury liability (to third parties other
than passengers): US$25,000,000 any one
occurrence, any one offense, and in the annual
aggregate.
Fire legal liability real property:
US$5,000,000 each occurrence
Grounding liability: US$1255,000,000 any
one grounding and in the annual aggregate.
Excess automobile liability, excess
employers liability, excess advertisers
liability and excess marine liability:
US$25,000,000 any one occurrence and in the
annual aggregate, where applicable, excess of
underlying primary limits of not less than
US$1,000,000 any one occurrence.
Aviation Liabilities a.k.a. AVN52E:
Endorsement provides a sub-limit of
$150,000,000 any one occurrence and in the
annual aggregate (sublimit not
applicable to passengers).
US$3,000 (or tariff, whichever is
greater) each and every loss as
respects baggage, wheelchairs and
other assistive devices; US$10,000
each claim as respects cargo legal
liability: US$5,000 each claim as
respects hangarkeepers liability.
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3 Mana_Air_L_019
If this Certificate (which for the purposes of this and the next paragraph only also includes any Broker
Letter issued in connection with this Certificate) contain(s) provision(s) to give notice of certain events
(as undertaken by us in this Certificate) (“Events”) to the Certificate Holder(s) and if those Events occur
with respect to the Policy(ies), said notice(s) will be sent to the Certificate Holder(s) at the address(es)
shown on the first page of this Certificate. Because this Certificate initially may be transmitted via
electronic mail or means other than the U.S. Postal Service, if there is/are no Certificate Holder(s)’
address(es) shown above or if the Certificate Holder(s)’ address(es) shown above is/are incomplete, out
of date or incorrect, it is incumbent upon the applicable Certificate Holder(s) to notify Marsh USA (in
writing, at the above address) of the correct address(es) of said Certificate Holder(s). Failure to do so will
relieve Marsh USA of any obligation to notify the applicable Certificate Holder(s) of any Events relating to
the Policy(ies) other than to the Certificate Holder(s)’ address(es) (to the extent they are complete) shown
on the first page of this Certificate UNLESS, prior to the Events occurring, the applicable Certificate
Holder(s) provide(s) Marsh USA (in writing, at the above address) with the correct Certificate Holder(s)’
address(es), in which case Marsh USA will be obligated to provide notice of Events to the applicable
Certificate Holder(s) as undertaken by us in this Certificate.
Except with respect to any covered loss which occurs prior to termination (as described below): This
Certificate (and unless otherwise noted herein, the coverage(s) afforded the Certificate Holder(s) (and/or
those designated as additional insured(s) and/or loss payee(s) and/or contract party(ies) and/or
otherwise) under this Certificate and/or the Policy(ies)) shall automatically terminate, without further
notice, upon the earliest of (i) natural expiration of the Policy(ies) on the date shown above; (ii)
cancellation of the Policy(ies) prior to the natural expiration date (as notified to the Certificate Holder(s)
in accordance with the provisions of this Certificate); (iii) termination of the Contract(s); (iv)(solely with
respect to this Certificate and not with respect to the coverage(s) afforded the Certificate Holder(s) (and/or
those designated as additional insured(s) and/or loss payee(s) and/or contract party(ies) and/or
otherwise) under this Certificate and/or the Policy(ies)) our ceasing to be the insurance broker for the
Named Insured(s) in respect of the Policy(ies); and/or (v) in the case of aircraft hull insurance and/or
aircraft spare parts insurance, termination of either the Named Insured(s)’ or the Certificate Holder(s)’
(and/or those designated as additional insured(s) and/or loss payee(s) and/or contract party(ies) and/or
otherwise) under this Certificate and/or the Policy(ies)) insurable interest(s) in the Equipment (and in the
latter cases, only with respect to those particular Certificate Holder(s) (and/or those designated as
additional insured(s) and/or loss payee(s) and/or contract party(ies) and/or otherwise) under this
Certificate and/or the Policy(ies)).
This Certificate: (i) does not constitute a contract between Insurers, Marsh USA and the Certificate
Holder(s); (ii) is issued as a summary of the Policy(ies) referred to herein; (iii) is issued as a matter of
information only; (iv) confers no rights upon the Certificate Holder(s) (and/or any other party that may be
named in this Certificate as additional insured(s), loss payee(s), contract party(ies) or otherwise) other
than those provided by the Policy(ies); (v) neither affirmatively nor negatively alters, extends or amends
any of the Policy(ies)’ Terms; and, (vi) notwithstanding any requirement, term or condition of any contract,
agreement or other document with respect to which this Certificate may be issued or may pertain, is
subject always to the Policy(ies)’ Terms. 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
Policy(ies) as an insurer as a result of this certification.
Date of Issue: December 13, 2021
Marsh USA
DocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
Insurer Name and Address Policy Number
Starr Surplus Lines Insurance Company SASLAMR63647020-01
Through Starr Aviation Agency
3353 Peachtree Road, NE, Suite 1000
Atlanta, GA 30326
Lloyds of London, British Insurers and others B0509AVNAN200002
Through Marsh Limited
St. Botolph Building, 138 Houndsditch
London, EC3A 7AW
Allianz Global Risks US Insurance Company A1AL000886020AM
Through Allianz Global Corporate & Specialty
One Chase Manhattan Plaza
28 Liberty Street, 24th Floor
New York, NY 10005
XL Specialty Insurance Company UA00017060AV20A
Through AXA XL Aviation
Brookfield Place
200 Liberty Street, 25th Floor
New York, NY 10281
QBE Insurance Corp.100043923
Through QBE North America
210 Interstate North Parkway, Suite 400
Atlanta, GA 30339
National Union Fire Insurance Company of Pittsburg, PA HL 013468479-02
Through AIG Aviation
3500 Lenox Road, Suite 1100
Atlanta, GA 30326
One or more members of Global Aerospace 349691/20
One Sylvan Parkway
Parsippany, NJ 07054
Falls Lake National Insurance Company ACQA-FL-00358-01
Through Air Centurion Insurance Services, Inc.
1332 Anacapa Street, Suite 120
Santa Barbara, CA 93101
ManaAir, LLC; KAir Enterprises, Inc. and successors; ExpressJet Airlines LLC and/or associated and/or subsidiary
companies existing or hereafter acquired and/or interests heretofore relinquished and/ord the parent company of any
affiliated subsidiary companies
Policy Period: December 31, 2020 to December 31, 2021
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Certificate of Exemption from
Workers’ Compensation Insurance
TO: City of Palm Springs
ATTN: City Clerk and Risk Manager
SUBJECT: Sole Proprietor/Partnership/Closely Held Corporation with No Employees
Please let this memorandum notify the City of Palm Springs that I am a
sole proprietor
partnership
closely held corporation
and do not have any employees whose employment requires me to carry workers’
compensation insurance. Therefore, I do not carry workers’ compensation insurance
coverage. I further warrant that I understand the requirements of Section 3700, et seq.,
of the California Labor Code with respect to providing Workers’ Compensation coverage
for any employees. I agree to comply with the code requirements and all other
applicable laws and regulations regarding workers’ compensation, payroll taxes, FICA
and tax withholding and similar employment issues. I further agree to hold the City of
Palm Springs harmless from loss or liability which may arise from the failure to comply
with any such laws or regulations.
____________________________ Risk Management Approval:
Contractor Signature
_______________________________
____________________________
Printed Name of Contractor
_______________________________
____________________________ Date
Date
12/7/2021
Kevin Langford for ExpressJet dba aha!
DocuSign Envelope ID: 2F2750BA-EF58-43C8-B884-F6F655AC156B
1/3/2022