HomeMy WebLinkAbout02388 - SKYWEST AIRLINES AIRPORT LEASE AMENDMENT NO. 3 TO INDENTURE OF LEASE NO. 2388
SKYWEST OPERATING AND LEASE AGREEMENT
AT PALM SPRINGS INTERNATIONAL AIRPORT
THIS AMENDMENT NO. 3 TO LEASE NO. 2388 ("Amendment") is made and
entered into this fifteenth day of December 2011, by and between the CITY OF PALM
SPRINGS, a charter city and California municipal corporation ("Lessor"), and SKYWEST
AIRLINES, INC., a corporation organized and existing under the laws of the State of Utah
("Lessee").
RECITALS
WHEREAS, Lessor and Lessee entered into Lease Agreement No. 2388
("Agreemenf), effective January 15, 1987; and
WHEREAS, the parties wish to amend the Agreement pursuant to the terms of
Amendment No. 3 as follows;
I ,
WHEREAS, Lessor owns and operates an airport known as the Palm Springs I
International Airport, located in the City of Palm Springs, County of Riverside, State of
California("Airport"); and
WHEREAS, to further its business of aeronautics and aircraft modification, Lessee is
desirous of leasing certain real property consisting of extending Parcel 5 by 200 feet to the
south, which is 550.90 feet wide, (110,180 square feet) and which property is part of the
Airport. It is more specifically described and depicted as Parcel 4A on Exhibit "A attached
hereto and incorporated herein ("Parcel 4A7); and
WHEREAS, Lessor is desirous of leasing the Parcel 4A to Lessee and granting
Lessee certain rights to access the Airport from Parcel 4A to allow Lessee to perform its
business of aeronautics and aircraft modification thereon.
NOW, THEREFORE, in consideration of the mutual covenants set forth herein and
for other good and valuable considerations, Lessor does hereby lease to Lessee, and
Lessee does lease from Lessor, the parcel of land containing the northern 200 feet of
Parcel 4, which is 550.90 feet wide, which property is part of the Airport, as more
specifically described and depicted as Parcel 4A on Exhibit "A", attached hereto and .
incorporated herein ("Parcel 4A"); for all purposes, together with those rights and privileges
stated elsewhere in this agreement upon the following terms and conditions, to become
effective December 15, 2011:
AGREEMENT
Section 1. The ending date of the term of this Amendment No. 3 shall be the same as that
described in Article I of Lease 2388, January 14, 2027.
ORIGINAL BID
AND/OR AGREEMENT
Section 2 Parcel 4A,hereinafter more fully described on Exhibit"A",contains the northern
200 feet of Parcel 4,which is 550.90 feet wide.
Section 3 The rental value of Parcel 4A is $3,467.92 monthly. In consideration for the
improvements made by the lessee, rental payments shall begin on February 1,2013.
Section 4 Rental adjustments shall be as per Article II of Lease Agreement No. 2388, the first
rental adjustment to take effect as of January 14,2017.
Section 5 All other conditions of Lease Agreement No. 2388 not in conflict with this Supplemental
Agreement shall remain in full force and effect and shall apply to Parcel 4A.
(SIGNATURE PAGE FOLLOWS)
SkyWest Airlines, Inc.
Amendment 3 to Lease Agreement No. 2388
Page 2 of 4
IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first
written above.
ATTEST: CITY OF PALM SPRING
a municipal corporation
ev
City Clerk p�sj O/Z City Manager
APPROVED AS FOR APPROVED BYMYCOUNCIL
i ity Attorney
CONTRACTOR. Check one: Individual _Partnershipxx _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 Fi7ancia
By ��l Officer.
. �{LLLJJJ••, e
Signature(notarized) y
tichael
re(notar' ed)
Name:H Michael Gibson Nam Krau
Title: VP Maintenance Titleurer
ffMHH}YHi44R}R4f Hf iXf f Rfff 1wRIX111f HHHf11}X4fXH14XHf fIRXX1f MXXk41HRfi}RXXXf fXH}HHHIf1f lYlf wfX
State of UTAH State of UTAH
County of wAghington County of W shin on
ya �y aNN/¢ oop^� n
On 'f, zo r2before me,-70 3 T On _before me,
j MrJGE t�lfgSd'r7� ll_
personally appeared personally appeared
who proved tome on the basis of satisfactory who proved to me on basis of satisfactory
evidence to be the person(s)whose name(s) evidence to be the person(s)whose name(s)
is/are subscribed to the within instrument isiare subscribed to the within instrument
and acknowledged to me that he/she/they and acknowledged to me that he/she/they
executed the same in his/heritheir authorized executed the same in hislher/their authorized
capacity(ies),and that by his/her@heir capacity(iss),and that by hislher/their
signature(s)on the instrument the person(s), signatures(s)on the instrument the person(s)
or the entity upon behalf of which the or the entity upon behalf of which the
person(s)acted, executed the instrument. person(s)acted,executed the instrument.
I
I certify under PENALTY OF PERJURY I certify under PENALTY OF PERJURY
under the laws of the State of California that under the laws of the State of California that
the foregoing paragraph is true and correct. the foregoing paragraph is true and correct.
WITNESS my hand d fficial seal. WITNESS my hand as d officia eal.
Notary Signature: dOr% Notary Signature:` �---
Notary Seal: I Nomwpuftc
COMM
srwi2 I Notary Seal ..SEPTEMBM26COWMSWN X13 j
$EprE SM126.2C;3
STATE OE uT41
Sky West Airlines, Inc. WAW
Amendment 3 to Lease Agreement No. 2388 no"Pdit
Page 3 of 4 Ee: 1"of Ulm
ContI11.IN.NM111
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Exhibit"A" Revised
- —
PARCEL s i
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PARCEL 4 B .2.200.10' 1I
. - Y PARCEL 3 •yF
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RECORD MM DATA
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R - 4.85W
L - 3,06744'
T - 1.588_St'
4m o- 499 1199
SCALE IN FEET 62.90'
N 0077'49' W
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SkyWest Airlines, Inc.
Amendment 3 to Lease Agreement No.2388
Page 4 of 4
• Skywest Airlines
• Indenture of Lease
AGREEMENT #2388 Amend 2
M06893, 8-1-01
AMENDMENT NO. 2 TO INDENTURE.OF LEASE NO. 2388
This AMENDMENT NO. 2 TO INDENTURE OF LEASE NO. 2388 ("Amendment") is
made and entered into this I='f day ofA4,2001 by and between the CITY OF PALM SPRINGS,
a California municipal corporation ("Lessor") and SKYWEST AIRLINES, INC., a corporation
organized under the laws of the State of Utah("Lessee").
RECITALS
WHEREAS, the City of Palm Springs, California, hereinafter called "Lessor," and called
"Lessee" entered into Lease Agreement No. 2388 ("Agreement"), effective January 15, 1987; and
WHEREAS,Lessor owns and operates an airport known as the Palm Springs International
Airport, located in the City of Palm Springs, County of Riverside, State of California("Airport");
and
WHEREAS,to further its business of aeronautics,aircraft modification,Lessee is desirous of
leasing certain real property consisting of approximately 1.01 acres (or approximately 44,072.80
square feet), which property is part of the Airport, as more specifically described and depicted as
Parcel 5B on Exhibit"A-1", attached hereto and incorporated herein("Parcel 513"); and
WHEREAS,Lessor is desirous of leasing Parcel 5B to Lessee and granting Lessee certain
rights to access the Airport from Parcel 5B to allow Lessee to perform its business of aeronautics,
aircraft modification thereon.
NOW THEREFORE,in consideration of the covenants and agreements contained herein,the
above recitals,and other good and valuable consideration,the receipt and sufficiency of which are
hereby acknowledged,the parties hereto agree as follows:
Section 1. The Agreement,at the paragraph immediately preceding Article I,and beginning with
the words "NOW, THEREFORE" shall be amended in its entirety to read as follows:
"NOW, THEREFORE, for and in consideration of the rents, fees, covenants and
agreements contained herein and other valuable consideration,Lessor does hereby demise,
rent and let to Lessee,and Lessee does lure,take and lease from Lessor,(a)the parcel of land
containing approximately five (5) acres, and more particularly described and depicted as
Parcel 5 on Exhibit"A"attached hereto and made a part hereof for all purposes;and(b)the
parcel of land containing approximately one and one hundredth (1.01) acres, and more
particularly described and depicted as Parcel 5B on Exhibit"A-I"attached hereto and made
a part hereof for all purposes,together with those rights and privileges stated elsewhere in
this Agreement upon the following terms and conditions:"
Section 2. Article II,at Section A,of the Agreement,at the heading entitled"Leased Premises"
and the first sentence therein, shall be amended in its entirety to read as follows, with all other
provisions of Article 11 and Section A therein remaining unchanged and in full force and effect:
A. Leased Premises—Parcel 5: The rental value of Parcel 5 shall be as set forth
in this Section H.A,which,at the inception of this lease is$3,994 per month,and that sum is
the base rent for purposes of rental adjustment as hereinafter provided.
Section 3. A new Sections "C" entitled"Leased Premises—Parcel 5B" shall be added within
Article II of the Agreement and immediately after Section B of Article H,with all other provisions of
Article H remaining unchanged and in full force and effect:
C. Leased Premises—Parcel 5B: As rental value for Parcel 5B between August,
2001 through and including June,2006,Lessee shall pay to Lessor the sum of One Thousand
Three Hundred Four Dollars ($1,304) per month, and that sum shall be the base rent for
purposes of rental adjustment as hereinafter provided. The rent provided herein shall be
payable monthly in advance and at the same time as required for monthly rentals applicable
to Parcel 5 pursuant to Section ILA above. Late payments of rent for Parcel 5B under this
Section II.C shall be subject to the same late charge and interest pursuant to the provisions of
Section ILA above. Beginning on July 1,2006 and each five(5)years thereafter throughout
the term of this Agreement, the rent payments for Parcel 5B as provided herein shall be
adjusted to reflect the change,if any,in cost of living as shown in the Consumer Price Index
(CPI) in the same manner as set forth at Section H.A above.
Section 4. A new Exhibit"A-1"which is attached to this Amendment labeled"Exhibit`A-1
shall be added to the Agreement irunediately following Exhibit"A"therein,which Exhibit"A-1"
contains the specific description of and map depicting Parcel 5B,with all other Exhibits,including
Exhibit"A", remaining unchanged and in full force and effect.
Section 5. Due Execution. The person(s) executing this Amendment on behalf of the parties
hereto warrant that(i) such party is duly organized and existing, (ii)they are duly authorized to
execute and deliver this Amendment on behalf of said party, (iii)by so executing this
Amendment, such party is formally bound to the provisions of this Amendment, and (iv)the
entering into this Amendment does not violate any provision of any other agreement to which
said party is bound.
Section 6. Full Force and Effect. The parties agree that, except as specifically provided in
this Amendment, the terns of the Agreement shall remain unchanged and in full force and effect
(Signatures on following page)
IN WITNESS WHEREOF,the parties have executed and entered into this Amendment No. 2 as
of the date first written above.
"City„
CITY OF PALM SPRINGS, a California municipal
corporation
ATTEST:
City Clerk City Manager
APPROVED AS TO FORM:
Ur
City ttorney
"Lessee"
SKYWEST AIRLINES, INC., a corporation
organized under the laws of the State of Utah
(NOTARIZED) By: �1• � ,u—
Signature
H. Michael Gibson, VP Maintenance
Print Name and Title
(NOTARIZED) By:_ _ �y_
Signature
Eric Christensen, Coy + c a+
ry
Print Name and Title
Mailing Address: 4 4 4 S _ R i ye r R cl
St. George, Utah 84790
(Corporations require two signatures;one from each of the following:A.Chainn<an of Board,President,any Vice
President;AND B.Secretary,assistant Secretary,treasurer,assistant Treasurer,or Chief Financial Officer).
End of Signatures
nPPROVER BY 7HE MOST C*UV,1jUL
MZ)„Gibe/ '-L��L-=
NOTARY CERTIFICATE OF ACKNOWLEDGMENT
State of UTAH )
) ss.
County of_WASHINGTON )
The foregoing instrument was acknowledged before me on the 16th
day of_July, 2001 by H. MICHAEL GIBSON, known to be the Vice
President of Maintenance, and by ERIC CHRISTENSEN, known to be the
"Corporate Secretary for SkyWest Airlines, Inc.
// — •rw°='" � KATHY HERD
a NOTARY PUBYC•STATE WUTAff
Notary Publi CC) \ $ 444 SOUTH PAERROAD
*,. ± ST.GEORGE,UTAH 84M�M
COMM.EXP.11-3-2003
St. George, Washington County, Utah
Residing In
11/03/03
Commission Expiration
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CHECKED BY, OWO. NO.t SHEET' N0. "'�
S?cllonlf_ , T./IS1 R.5.E S B B.0 M. E S B or•
Inat Portion or Joutneast Quarter or JeCL1Un 10, dS SIIUWII on nel,ulu UI ouivey
in the City of Palm Springs , County of Riverside, State of California, being a
survey in Sections 12 and 13, Township 4 South, Range 4 East and Sections 7
17 and 18, Township 4 South, Range 5 East, San Bernardino Base and Meridian'?
recorded in Book 68 of Records of Survey at pages 22-25 on November 2, 1981.
Commencing at the Southeast corner of said Section 18, said point being the
point of intersection of the centerline of Gene Autry Trail and Ramon Road;
Thence North 00017'49" West 62.90 feet, along the centerline of Gene Autry
Trail and being the East line of said Section 18, to the beginning of a curve
concave Southwesterly, having a radius of 4,850.00 feet;
Thence Northwesterly along the arc of said curve, through a central angle of
36014'02" a distance of 3,067.14 feet;
Thence North 36032'08" West 2,040.10 feet;
Thence leaving said centerline South 53027'47" West 50.00 feet to a point on
the Southwesterly right-of-way line of said Gene Autry Trail also being the
True Point of Beginning;
Thence continuing South 53027'47" West 550.91 feet;
Thence North 36032' 13" West 80.00 feet;
Thence North 53027'47" East 550.91 feet to a point on the said Southwesterly
right-of-way line of Gene Autry Trail ;
Thence South 36032' 13" East 80.00 feet along said Southwesterly right-of-way
line to the TRUE POINT OF BEGINNING.
Containing 1 acre.
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WP/ROW
�. EXNiB �T A - 10
PALM SPRINGS INTERNATIONAL AIRPORT
PALM SPRINGS, CALIFORNIA
SKYWEST AIRLINES, INC.
PARCEL 5B
That portion of the North ''/2 of Section 18, Township 4 South, Range 5 East, San
Bernardino Base and Meridian, in the City of Palm Springs, County of Riverside, State of
California, being more particularly described as follows:
Commencing at Southeast Corner of said Section 18, said point being the point of
intersection of the centerline of Ramon Road and Gene Autry Trail;
Thence North 00 Degrees 17'49" West a distance of 62.90 feet, along the centerline of
Gene Autry Trail and being the East line of said Section 18, to the beginning of a curve
concave Southwesterly, having a radius of4,850.00 feet;
Thence Northwesterly along the arc of said curve, through a central angle of 36 Degrees
14'02" a distance of 3,067.14 feet;
Thence North 36 Degrees 32'08" West a distance of2,120.10 feet;
Thence leaving said centerline South 53 Degrees 27'47" West a distance of 50.00 feet to
a point on the Southwesterly right-of-way line of said Gene Autry Trail also being the
TRUE POINT OF BEGINNING;
Thence continuing South 53 Degrees 27'47" West a distance of 550.91 feet;
Thence North 36 Degrees 32'13" West a distance of 80.00 feet;
Thence North 53 Degrees 27'47" East a distance of 550.91 feet to a point on the
Southwesterly right-of-way line of Gene Autry Trail;
Thence South 36 Degrees 32'08" East a distance of 80.00 feet along said Southwesterly
right-of-way line to the TRUE POINT OF BEGINNING.
Said Parcel 513 containing 44,072.80 square feet (1.01 acres), more or less.
r 5,283.78' • a
_
N 00'7749" W ,a p
\ 80.00'
S 36'32'08" E
50.00'
S 53'27'47" W
/ PARCEL 6
550.91' ��
N 53'27'47" E QP�G G� 5P T.P.O.B.
Q P� '
80.0o, \
N 36'32'13"3" W W PARCEL 5
550.91'
S 53'27'47" W 2,120.10'
N 35'32'08" W
PARCEL 4
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\ PARCEL 2
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3.067.14
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RECORD CURVE DATA
L= 36'14'02"
R = 4,850'
L = 3,067.14' I
T = 1,586.51'
it
400 0 400 BOD
SCALE IN FEET
62,90'
N 00'17'49" W
----- -- —RAMON ROAD -- a 17
19 20
PARCEL 5B
LEASE PLAT
CONSENT TO ENCUMBRANCE
THIS CONSENT TO ENCUMBRANCE is made this 5th day of
July , 1988 , by and between the CITY OF PALM SPRINGS,
California, a municipal corporation organized and existing under
the laws of the State of California, hereinafter referred to as
"City" or "Lessor, " and SKYWEST AIRLINES INC. , a corporation
organized and existing under the laws of the State of Utah,
having its usual place of business at the Palm Springs Regional
Airport, Palm Springs, California, and a permanent mailing
address at 50 East 100 South, Suite 200, St. George, Utah 84770,
hereinafter referred to as "SkyWest" or "Lessee. "
WITNESSETH:
WHEREAS SkyWest has entered into Indenture of Lease and
Use Agreement # 2388 with City, effective January 15, 1987 , which
Lease covers certain premises at the Palm Springs Regional
Airport, City of Palm Springs, County of Riverside, State of
California, hereinafter referred to as the "Premises, " and more
particularly described as Exhibit "A" attached hereto and
incorporated herein; and
WHEREAS BANK OF AMERICA NATIONAL TRUST AND SAVINGS
ASSOCIATION, a California-chartered banking association, referred
to herein as "Bank, " pursuant to a Credit Agreement dated as of
March 31, 1988 (the "Credit Agreement" ) , has agreed to loan to
SkyWest the amount of Two Million Five Hundred Thousand Dollars
( $2 ,500, 000) , referred to herein as the "Loan, " and SkyWest' s
requirement to repay Bank in the event the Loan is not repaid is
secured by a Collateral Assignment of Lease, referred to herein
as the "Collateral Assignment, " covering SkyWest' s leasehold
interest in the Lease; provided, however, that City enters into
this Consent to Encumbrance; and
WHEREAS the Lease requires City' s consent to certain
encumbrances;
NOW, THEREFORE, for sufficient consideration, the
receipt of which is hereby acknowledged, the parties hereto
covenant and agree, as follows :
1 . City, upon providing SkyWest with any notice of (i)
default under the Lease, (ii) a termination of the Lease, or
(iii) a matter on which City may predicate or claim a default,
shall at the same time provide a copy of such notice to Bank.
Such notice by City to SkyWest shall be deemed to have been given
the Bank by City' s depositing a copy thereof in the United States
Mail, postage prepaid, at the address given for Bank herein. In
the event that SkyWest shall fail to cure a default within the
time period prescribed by the Lease, City shall give written
notice to Bank of such failure to cure. City shall not terminate
the Lease by reason of such default of SkyWest if Bank shall :
A. Cure such default within ninety (90) days after
service on Bank of written notice from City of ( i) SkyWest's
failure to cure the default within the time period prescribed by
the Lease and (ii) City' s intention to terminate the Lease; or
B. Undertake, in writing, on or before the
expiration of said ninety (90) days to perform all of the
covenants of the Lease capable of performance by Bank. In the
event of such undertaking, such default shall be deemed cured.
In the event such default is not susceptible of being cured by
Bank, such default shall be deemed cured if Bank shall proceed in
good faith in a timely and diligent manner to accomplish the
foreclosure of SkyWest' s interest .
Bank may enforce the Collateral Assignment and acquire
title to the leasehold estate in any lawful manner and, pending
foreclosure of the Collateral Assignment, may take possession of
and rent the Premises and, upon foreclosure of the Collateral
Assignment, may, without further consent of City, sell, transfer
or assign the leasehold estate or sublet the Premises . Any
person acquiring the leasehold estate from Bank shall, as a
condition precedent to the enjoyment of the leasehold estate,
assume, in writing, the liability for the performance of the
obligations imposed upon SkyWest by the terms of the Lease. Upon
said assumption, Bank shall be released from all obligations for
performance of the terms of the Lease. Bank shall be liable for
the obligations under the Lease only so long as Bank is the owner
of the leasehold estate.
2 . Nothing contained herein shall be construed to
require Bank, as a condition to its exercise of a right
hereunder, to cure any default of SkyWest not reasonably
susceptible of being cured by Bank, including any defaults
relating to bankruptcy and insolvency as set forth in the Lease.
3 . Bank is authorized without notice or demand and
without affecting its rights hereunder, from time to time to: (1 )
assign, amend or supplement the Credit Agreement; (2 ) take or
hold other collateral for the performance of the Credit Agreement
or release or otherwise deal with such other collateral; and (3 )
apply such collateral and direct the order or manner of sale
thereof as Bank, in its sole discretion, may determine.
4 . The foregoing provisions do not give any person the
right to mortgage, hypothecate or otherwise encumber or cause any
lien to be placed upon the fee estate of City, nor shall the
foregoing provision in any event be construed as resulting in a
subordination in whole or in part of the fee estate of City to
any indebtedness of SkyWest.
5 . City consents to the Collateral Assignment and, in
the event of foreclosure of the Collateral Assignment or in the
event Bank comes into possession or acquires SkyWest' s interest
in the Lease as a result of the enforcement of or foreclosure of
the Collateral Assignment, or as a result of any other means,
City agrees to recognize Bank as the successor to SkyWest' s
leasehold interest in the Lease, and further agrees that Bank
shall not be disturbed in its possession of the Premises for any
reason other than one which would entitle City to terminate the
Lease under its terms or would cause, without any further action
by City, the termination of the Lease or would entitle City to
dispossess SkyWest from the Premises .
6 . So long as the Collateral Assignment is in
existence, and, unless otherwise expressly consented to, in
writing, the fee title to the Premises and the leasehold estate
of SkyWest created by the Lease shall not merge, but shall remain
separate and distinct, notwithstanding the acquisition of said
fee title and said leasehold estate by City or SkyWest or by a
third party, by purchase or otherwise.
7 . All notices or other communications required or
permitted to be given under or in the Lease shall be in writing
and delivered in person or by registered or certified mail,
return receipt requested, postage prepaid, addressed as follows :
To City: Director of Transportation
City of Palm Springs
Post Office Box 1786
Palm Springs, CA 92263
To SkyWest: SkyWest Airlines Inc.
50 East 100 South, Suite 201
St. George, Utah 84770
To Bank: Bank of America National
Trust and Savings Association
Airline/Aerospace #5771
555 South Flower Street
Los Angeles, California 90071
with a copy to:
Bank of America National
Trust and Savings Association
Corporate Service Center
#5693 1850 Gateway Blvd.
Concord, California 94520
Attention: Dana Henderson
or such other address as such party shall have specified most
recently by like notice. Notices personally delivered shall be
deemed given the day received. Notices mailed as provided herein
shall be deemed given on the third business day following the
date so mailed.
8 . Notwithstanding anything else to the contrary
herein, any person acquiring the leasehold estate from Bank
shall, as a condition precedent to the enjoyment of the leasehold
estate, acknowledge and agree to be bound by all rules and
regulations of the Palm Springs Regional Airport.
9 . This Agreement shall bind and inure to the benefit
of the parties hereto, their respective successors and assigns .
IN WITNESS WHEREOF, the parties have duly executed this
Agreement as of the day and year first above written.
ATTEST; CITY OF PALM SPRINGS, CALIFORNIA
_ City Clerk ���° City Manager
REVIEWED AND APPROVED: '1,
SKYWEST AIRLINES INC.
-�i
Br
Skywest Airlines Inc.
Suppl #1 to add 1 ac
AGREEMENT #2388
MO 4248 ° 9-21-88
SUPPLEMENTAL AGREEMENT NO. 1 —
t0
INDENTURE OF LEASE AND USE AGREEMENT NO. 2388
WHEREAS the City of Palm Springs, California, hereinafter called "LESSOR,"
and SKYWEST AIRLINES, INC. , hereinafter called "LESSEE," entered into Agreement
No. 2388, effective January 15, 1987; and
WHEREAS LESSEE is desirous of leasing certain premises hereinafter more
fully described as Parcel "5a" on Exhibit "A" , attached hereto; and
WHEREAS LESSOR and LESSEE mutually desire to amend said lease agreement to
incorporate Parcel "5a" ,
NOW THEREFORE, for and in consideration of the rents, fees, covenants and
agreements contained herein and other valuable considerations, LESSOR does
hereby demise, rent and let to LESSEE, and LESSEE does hire, take and lease
from LESSOR, the parcel of land containing approximately one (1) acre, as more
particularly described and shown on Exhibit "A" attached hereto and made a part
hereof for all purposes, together with those rights and privileges stated
elsewhere in this agreement upon the following terms and conditions , to become
effective November 1, 1988:
Section 1. The ending date of the term of this Supplemental Agreement No. 1
shall be the same as that described in Article 1, of Agreement
2388.
Section 2. Parcel "5a" , hereinafter more fully described on Exhibit "A",
contains approximately 1.01 acres or 44,072 square feet, and is 80
feet wide by 550.91 feet deep.
Section 3. The rental value of Parcel "5a" as determined by LESSOR at the
inception of this Supplemental Agreement is Eight Hundred Ten
Dollars ($810) , per month, and that sum is the base rental for
purposes of rental adjustment as hereinafter provided.
Section 4. Rental adjustments shall be as per Article I1 of Lease Agreement
No. 2388, the first rental adjustment to take effect as of January
15, 1992.
Y � •
Section 5. Parcel "5a" shall be utilized for activity related to the existing
Skywest Airlines ' Maintenance Facility, i .e. , aircraft parking,
automobile parking, etc.
Section 6. LESSEE acknowledges the Street-improvement Assessment District
presently being processed by the City, and agrees to participate
as "Lessee" in the obligations of the assessment district for
street improvements related to Parcel "5a". If the assessment
district does not proceed, LESSEE agrees to proceed, immediately,
with installation of street improvements at LESSEE's cost.
Section 7. All other conditions of Lease Agreement No. 2388 not in conflict
with this Supplemental Agreement shall remain in full force and
effect and shall apply to Parcel "5a" .
IN WITNESS WHEREOF, the parties have caused these presents to be executed
on the ��' ~' day of 1988.
AT EST: CITY OF PALM SPRINGS,, CALIFORNIA
By
City Clerk City Manager
REVIEWED 8 APPROVED o
SKYWEST AIRLINES, INC.
;','C„S` ;;�u;`r'I�:a7 i%Y d'"c•i�i �;I'_. % ._3:v?<.�rd,9L BY—;�''✓" � f.
I y`���1;•.'�,.w,..�� °bra � �:5'tiv s,-r" "^*P�aa
* State of Utah On this the 24 day of August 198 8 , before
County of WASHINGTON me, Janice N. Hardy
the undersigned Notary Public, personally
* appeared Herry C Atkin and John C. Bowler
,
* - personally known to me
* proved to me on the basis of satisfactory
* evidence to be the person(s) who executed the
* _ within instrument as President & V.P. of Finance
or on behalf of the corporation therein named
_ and acknowledged to me that the corporation
executed it.
WITNESS my hand and official seal .
* i `! '
* Notary's Signature
A
SKYWEST/AGR5
PARCEL 5A R-86-048
That Portion of Southeast Quarter of Section 18, as shown on "Record of Survey
in the City of Palm Springs , County of Riverside, State of California, being a
survey in Sections 12 and 13, Township 4 South, Range 4 East and.. Sections 7
17 and 18, Township 4 South, Range 5 East, San Bernardino Base and Meridian"
recorded in Book 68 of Records of Survey at pages 22-25 on November 2, 1981.
Commencing at the Southeast corner of said Section 18, said point being the
point of intersection of the centerline of Gene Autry Trail and Ramon Road;
Thence North 00017'49" West 62.90 feet, along the centerline of Gene Autry
Trail and being the East line of said Section 18, to the beginning of a curve
concave Southwesterly, having a radius of 4,850.00 feet;
Thence Northwesterly along the arc of said curve, through a central angle of
36014'02" a distance of 3,067.14 feet;
Thence North 36032' 08" West 2,040.10 feet;
Thence leaving said centerline South 53027147" West 50.00 feet to a point on
the Southwesterly right-of-way line of said Gene Autry Trail also being the
True Point of Beginning;
Thence continuing South 53027'47" West 550.91 feet;
Thence North 36032' 13" West 80.00 feet;
Thence North 53027'47" East 550.91 feet to a point on the said Southwesterly
right-of-way line of Gene Autry Trail ;
Thence South 36032' 13" East 80.00 feet along said Southwesterly right-of-way
line to the TRUE POINT OF BEGINNING.
Containing 1 acre.
+s.
WP/ROW
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REAL PROPEntY DIVIS1oN
APPROVED
ERNIE G. BLEVPIS REAL PROPERTY SFECIALIST
5A
DESIGN BY: SCALES FILE NO.
F`Jvec�-�• L�1= Alr�r-021' 'Pzo�Fl`r��
Tr> CA L-.kJ A-Lirl4a
CHECKED BY, DW6, N0.1 SHEET
SPC`on181 T.NS�LRSC ' sRB.0m. E. G. B. or
CXIIIISI'I Page 1 of r f�
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CITY OF PALM SPRINGS
t .4 REAL PROPERTY DIVISION
N 1
• APPROM
s' ! ERNIE G.BLEVINS REAL PROPERTY SPECIALIST
�'AJ�LGL 5 nF t%.tR]'oR-T 1Pr2oi-attzva DESIGN Bri SCALEt FILE NO.
/�I7JAG.E!LS ?�d C-+F D,tr n . .-'.-. .r r �•
R-86-043
PARCEL 5
That Portion of the Southeast Quarter of Section 18, as shown on "Record of
Survey in the City of Palm Springs, County of Riverside, State of California,
being a survey in Sections 12 and 13, Township 4 South, Range 4 East and
Sections 1, 17 and 18, Township 4 South, Range 5 East, San Bernardino Base and
Meridian" recorded in Book 68 of Records of Survey at pages 22-25 on November
2, 1981.
Commencing at the Southeast corner of said Section 18, said point being the
point of intersection of the centerline of Gene Autry Trail and Ramon Road;
Thence North 000 17' 49" West 62.90 feet, along the centerline of Gene Autry
Trail and being the East line of said Section 18, to the beginning of a curve
concave Southwesterly, having a radius of 4,850.00 feet;
Thence Northwesterly along the arc of said curve, through a central angle of
360 14' 02" a distance of 3,067.14 feet;
Thence North 360 32' 08" West 1,644.73 feet;
Thence leaving said centerline South 530 27' 47" West 50.00 feet to a point on
the ,Southwesterly right-of-way line of said Gene Autry Trail also being the
True Point of Beginning;
Thence continuing South 530 27' 47" West 550.90 feet;
Thence North 360 32' 13" West 395.37 feet;
Thence North 530 27' 47" East 550.91 feet to a point on the said Southwesterly
right-of-way line of Gene Autry Trail ;
Thence South 360 32' 08" East 395.37 feet along said Southwesterly right-of-
way line to the True Point of Beginning.
r
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WP/ROW
'.i .. Exhibit "A" 1,
;; -.I Page 2 of 2
f
WHEN RECORDED RETURN TO:
COLLATERAL ASSIGNMENT OF LEASE
THIS ASSIGNMENT, made this 31 day of March, 1988, by
SkyWest Airlines Inc. , a Utah corporation with a mailing address
at 50 East 100 South, Suite 201, St. George, Utah (the
"Assignor" ) , to Bank of America National Trust and Savings
Association, having offices at 555 South Flower Street, Los
Angeles, California (the "Assignee" ) .
For good and valuable consideration, receipt whereof is
hereby acknowledged, the Assignor hereby grants, transfers and
assigns to the Assignee its entire interest as lessee in and to
the lease of real estate identified on Schedule A attached
hereto and any extensions or renewals thereof (hereinafter
referred to as the "lease" or "said lease" ) .
securing: 1 . This Assignment is made for the purposes of
a. The payment of the principal sum, interest and
other obligations evidenced by a certain promissory note dated
March 31, 1988 in the face amount of $2 ,500, 000, payable by
Assignor to Assignee, together with all other documents referred
to therein (together, the "Loan Documents " ) , and any amendments,
extensions and renewals thereof.
b. Payment of all other sums with interest
thereon becoming due and payable to the Assignee.
c. The performance and discharge of each and
every obligation, covenant and agreement of the Assignor
contained herein or in said Note and in the Loan Documents .
2 . The Assignor warrants that the Assignor is the sole
owner of the entire lessee's interest in said lease; that
modified or amended in any manner whatsoever save as herein set
forth; that the lessor named therein has consented to this
Assignment if required under said lease.
• •
3 . The Assignor covenants with the Assignee : (a) to
observe and perform all the obligations imposed upon the lessee
under said lease and not to do or permit to be done anything to
impair the security thereof; (b) not to execute any other
assignment of lessee 's interest in said lease; (c) not to
subordinate said lease to any encumbrance or permit, consent or
agree to such subordination without the Assignee' s prior written
consent; (d) not to alter, modify or change the terms of said
lease or give any consent or exercise any option permitted or
required by such terms without the prior written consent of the
Assignee or cancel or terminate said lease or accept a surrender
thereof or convey or transfer or permit a conveyance or transfer
of the premises demised thereby or personal property leased
thereunder; (e) not to alter, modify or change the terms of any
guaranty of said lease or cancel or terminate such guaranty
without the prior written consent of the Assignee; (f) not to
consent to any assignment of or subletting under said lease,
whether or not in accordance with its terms without the prior
written consent of the Assignee; (g) at the Assignee' s request,
to sign and transfer to the Assignee any and all subsequent
leases upon all or any part of the premises or personal property
described in said lease and to execute and deliver at the request
of the Assignee all such further assurances and assignments in
such premises as the Assignee may from time to time require.
4 . This Assignment is made on the following terms,
covenants and conditions :
a. Upon or at any time after default in the
payment of the principal sum, interest and other indebtedness
secured hereby or in the performance of any obligation, covenant
or agreement herein or in said notes or Agreement contained on
the part of the Assignor to be performed, the Assignee, without_
in any way waiving such default, may at its option, without
notice and without regard to the adequacy of the security for the
said principal sum, interest and indebtedness secured hereby,
either in person or by agent, with or without bringing any action
or proceeding or by a receiver appointed by a court, take
possession of the premises or personal property described in said
lease, and have, hold, manage, lease and operate the same on such
terms and for such period of tie as the Assignee may deem proper.
The exercise by the Assignee of the option granted to it in this
paragraph shall not be considered a waiver of any default by the
Assignor under said notes, said Agreement or this Assignment.
b. the Assignee shall not be liable for any loss
sustained by the Assignor resulting from any act or omission of
the Assignee in managing the premises after default, unless such
loss is caused by the willful misconduct or bad faith of the
Assignee. The Assignee shall also not be obligated to perform or
discharge any obligation, duty or liability under said lease or
under or by reason of this Assignment and the Assignor shall, and
-2-
does hereby agree, to indemnify the Assignee for, and to hold the
Assignee harmless from, any and all liability, loss or damage
which may or might be incurred under said lease or under or by
reason of this Assignment and from any and all claims and demands
whatsoever which may be asserted against the Assignee by reason
of any alleged obligations or undertakings on its part to perform
or discharge any of the terms, covenants or agreements contained
in said lease. Should the Assignee incur any such liability
under said lease or under or by reason of this Assignment or in
defense of any such claims or demands, the amount thereof,
including costs, expenses and reasonable attorney's fees, shall
be secured hereby and the Assignor shall reimburse the Assignee
therefor immediately upon demand and upon the failure of the
Assignor so to do the Assignee may, at its option, declare all
sums secured hereby immediately due and payable. It is further
understood that this Assignment shall not operate to place
responsibility for the control, care, management or repair of
said premises or personal property upon the Assignee, nor for the
carrying out of any of the terms and conditions of said lease;
nor shall it operate to make the Assignee responsible or liable
for any waste committed on or to the premises or personal
property by the tenants or any other parties, o for any dangerous
or defective condition of the premises or property, or for any
negligence in the management, upkeep, repair or control of said
premises or property resulting in loss or injury or death to any
person, licensee, employee or stranger.
C. Upon payment in full of the principal sum,
interest and indebtedness secured hereby, this Assignment shall
become and be void and of no effect, but the affidavit,
certificate, letter or statement of any officer, agent or
attorney of the Assignee showing any part of said principal,
interest or other indebtedness to remain unpaid shall be and
constitute evidence of the validity, effectiveness and continuing
force of this Assignment and any person may, and hereby is
authorized to, rely thereon.
d. The Assignee may take or release other
security for the payment of said principal sum, interest and
indebtedness, may release any party primarily or secondarily
liable therefor and may apply any other security held by it to
the satisfaction of such principal sum, interest or indebtedness
without prejudice to any of its rights under this Assignment.
e . Nothing contained in this Assignment and no
act done or omitted by the Assignee pursuant to the powers and
rights granted it hereunder shall be deemed to be a waiver by the
Assignee of its rights and remedies, and this Assignment is made
and accepted without prejudice to any of the rights and remedies
otherwise possessed by the Assignee. The right of the Assignee
to collect said principal sum, interest and indebtedness and to
-3-
y r
enforce any other security therefor held by it may be exercised
by the Assignee either prior to, simultaneously with, or
subsequent to any action taken by it hereunder.
5 . This Assignment, together with the covenants and
warranties therein contained, shall inure to the benefit of the
Assignee and any subsequent holder of the said notes or Assignee
of the said Agreement and shall be binding upon the Assignor, its
successors and assigns .
IN WITNESS WHEREOF, SkyWest Airlines Inc. has duly
executed this Assignment this 31st day of March, 1988 .
SkyWest Airlines Incll.
ACKNOWLEDGEMENT
STATE OF UTAH
� § ss .
-�,�
COUNTY OFr/,S?,/ /
On this 4-J day of /Ve , 19&, before me
personally appeared d/EAU e /Y who being by me duly
sworn, did say that he/she- is the of
�SS/��GL�'S� <�,'✓/�e S01 L the _ D/,���,��L that
executed the foregoing instrument; that h6/she knows the seal of
said C'uY }�7p;,cLf,Io u ; that the seal affixed to said
instrument is such corporate seal; that it was so affixed by the
order of the a L �-z „L-4 of said 0-"/
and that he/she signed hrs/her name hereto by like order.
','Notary Public '
r
My Commission Expires : /C/,� ,
[ Seal)
-4-
' *est lease agr - 40 yrs on
a 5 acre parcel ; and Sublease,
Minute Order 3859,See AGR 452
AGREEMENT #2388
Minute Order 3857, 1-7-87
INDENTURE
of
LEASE & USE AGREEMENT
between
THE CITY OF PALM SPRINGS
and
SKYWEST AIRLINES, INC.
MAINTENANCE FACILITY
January, 1987
INDENTURE OF LEASE & USE AGREEMENT
TABLE OF ARTICLES
NUMBER SUBJECT PAGE
I Term 1
ii Rental and Other Payments 2
III Use of Premises 3
IV Obligation of Lessee 6
V Public Facilities , Ingress , Egress &. Quiet Enjoyment 7
VI Lessor's Reserved Rights 7
VII Insurance 8
VIII Encumbrance 12
IX Termination by Lessee 14
X Termination by Lessor 15
XI Assignments - Options to Terminate 17
XII Indemnity 17
XIII Books and Records 18
XIV Assignment of Agreement 18
Xv Notices and Consents and Approvals 1.8
XVI Right of Inspection 19
XVII Holding Over 19
XVIII Maintenance - Alterations 19
XIX General Provisions 20
XX Non-Discrimination and FAA Required Clauses 21
XXI Right of First Refusal 22
XXII Invalid Provisions 23
INDENTURE OF LEASE AND USE AGREEMENT
This INDENTURE OF LEASE, made and entered into by and between the CITY OF
PALM SPRINGS, CALIFORNIA (hereinafter called "Lessor") , and SKYWEST AIRLINES,
INC. , a corporation organized and existing under the laws of the State of Utah,
having its usual place of business at the Palm Springs Municipal Airport, Palm
Springs , California, and a permanent mailing address as 50 East 100 South,
Suite 200, St. George, Utah 84770 ,(hereinafter called "Lessee"):
W I T N E S S E T H
WHEREAS, Lessor owns and operates an airport known as the Palm Springs
Municipal Airport, situated in the City of Palm Springs , County of Riverside,
State of California (hereinafter called the "Airport"); and
WHEREAS, Lessor is desirous of leasing certain premises hereinafter more
fully described as Parcel 5 on Exhibit "A," attached hereto and made a part
hereof for all purposes , forming a part of the Airport; and
WHEREAS, Lessee desires (except as prohibited in this Agreement) to engage
in any or all legally permitted businesses and uses , and desires to lease
certain property and obtain certain rights at the Airport:
NOW, THEREFORE , for and in consideration of the rents , fees , covenants and
agreements contained herein and other valuable considerations, Lessor does
hereby demise, rent and let to Lessee, and Lessee does hire, take and lease
from Lessor, the parcel of land containing approximately five (5) acres, as
more particularly described and shown on Exhibit "A" attached hereto and made a
part hereof for all purposes, together with those rights and privileges stated
elsewhere in this agreement upon the following terms and conditions:
ARTICLE I - TERM
The term of this agreement shall be for a period of forty (40) years,
beginning January 15, 1987, and ending January 14, 2027 , unless sooner termi-
nated as provided for in Article X , herein.
ARTICLE II - RENTAL AND OTHER PAYMENTS
A. Leased Premises: The rental value of the leased land as determined by
Lessor at the inception of this lease is $3,994 per month, and that sum is the
base rent for purposes of rental adjustment as hereinafter provided. To
facilitate improvement of said land, and as part of the consideration and
inducement for Lessee's entering into this lease, Lessor agrees to accept and
Lessee agrees to pay to Lessor reduced rentals for the land, as described on
attached Exhibit "A" and containing approximately five (5) acres , for the first
five (5) years of this lease, payable monthly in advance, as follows: Five
Hundred Dollars ($500.00) , per month , for the first year; Nine Hundred
Ninety-Eight Dollars and Fifty Cents ($998.50) , per month, for the second year;
and One Thousand Nine Hundred Ninety-Seven Dollars ($1,997) , per month , for the
third through the fifth years. For the remainder of this lease, in equal
monthly installments, in advance, an amount of money to be determined by
revising the base rent, as stated above in this paragraph, to reflect the
change , if any, in cost of living as shown in the Consumer Price Index (CPI).
The rental shall be revised effective January 15, 1992, January 15, 1997,
January 15, 2002 , January 15, 2007 , and every five (5) years thereafter, using
the Consumer Price Index for the preceding September. The rent for each five
year period shall be the rent for the preceeding five year period plus a
percentage of that rent which is equal to the percentage increase in the CPI
for the same preceeding five year period. For the purpose of this computation
it is agreed that the Consumer Price Index for the month of September, 1986, is
the base or 100%. For September, 1986 , the CPI was 334.6. The Cost of Living
Index to be used is that reflected by the Consumer Price Index, all items , all
urban consumers , Los Angeles-Long Beach-Anaheim Metropolitan Area , 1967 = 100,
published by the Bureau of Labor Statistics of the U.S. Department of Labor.
If, for any reason whatsoever, there is any change in the method of calculation
or formulation of said price index, or if that index shall be no longer
published , then another index generally recognized as authoritative shall be
substituted by agreement. In any event, the base used by the new index shall
_ 2 _
AGR1/m
be reconciled to the 1967 index. All rentals , fees and other charges not
timely received by Lessor and within fifteen (15) days after receipt by Lessee
of a 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 , interest shall accrue on the unpaid balance
plus the unpaid late charge at the rate of twelve percent (12%) per annum or
the highest rate which may be legally charged, whichever is lower, from the due
date until paid in full .
The rentals set out hereinabove shall be payable on the first day of each
and every month throughout the term of this agreement.
B. Percentage of Sales. In the event that Lessee engages in any 'type of
sales or services , 'then Lessee shall pay, in addition to the rents
above-stated, percentage rents on such sales or services according to rates
paid by other Airport Fixed Base Operators.
ARTICLE III- USE OF PREMISES
A. Lawful Purpose. Lessee may use the demised premises , during the term
of this Lease and any extensions thereof, for an Airline Maintenance Facility
and associated offices. In no event: shall Lessee assign or sublease to a third
party for the purpose of operating a full-service Fixed Base Operation on the
demised premises. All uses of this property, now or in the Future, shall be
aviation-related uses.
1. As part of the "Airline Maintenance Facility" , the Lessee shall
construct a Noise Suppression/Hush House Facility. This facility shall be
utilized for maintenance run ups of turbo-prop aircraft. As part of the
approval process of the Planning Commission, an independent Noise Study was
conducted, and is incorporated as part of this Agreement as Exhibit "B". The
Flush House was designed by Jetway Systems , and a calculated noise contour was
submitted to the Planning Commission in the form of an aerial photo map labeled
"Skywest Hush House Noise Patterns," dated October 31, 1986. Said map is
incorporated as part of this Agreement as Exhibit "C".
- 3 -
AGR1/m
i
2. The noise study and projected noise patterns were provided as evidence
that night-time maintenance run ups can be performed so as to not violate the
Palm Springs Noise Ordinance. Specifically, the map labeled "Skywest Flush
House Noise Patterns" designates noise contours and establishes acceptable
noise levels within the contours. Noise levels are expressed as equivalent
level (LEQ) db.
3. It is understood and agreed by the parties hereto that the Hush House
may be utilized for nighttime (10:00 p.m. to 7:00 a.m. ) , turbo-prop run ups so
long as ambient noise levels, expressed as LEQ, do not exceed the LEQ levels
shown on the above-mentioned Exhibit "C" . Further, it is agreed that, should
the ambient LEQ levels, expressed on Exhibit "C: , be exceeded, the Flush House
shall not be utilized for nighttime maintenance run ups , and all maintenance
run ups shall take place from 7:00 a.m. to 10:00 p.m. until structural modifi-
cations to the Hush House, or operational procedures, are modified to bring the
noise levels into conformance with the Exhibit "C" levels.
4. Noise levels to ascertain compliance shall be independently measured,
at Lessee expense, immediately following completion of construction, but prior
to the issuance of a Certificate of Occupancy (C.O. ) for the Hush House. The
C.O. shall not be issued until compliance is demonstrated. Thereafter, one
year after the issuance of the C.O. , the noise levels shall be independently
measured, again, to ascertain compliance, at Lessee expense, and certified to
the Director of Transportation. Should complaints occur concerning the opera-
tion of the Hush House, Lessor retains the right to order independent monitor-
ing at Lessee expense.
5. At a minimum, measuring equipment to be utilized shall be equivalent
to the following:
Larson-Davis Model 800 B "Precision Integrating Sound Level Meter."
B & K 4145 "microphone."
Gen Red Type 1562 "Sound-Level Calibrator."
HP-IL System consisting of HP71B "Hand-held Computer"; HP82161A "Digital
Cassette Drive"; and HP 82162A "Thermal Printer."
- 4 -
AGR1/m
i •
6. It is further agreed that, should lack of compliance result in the
inability -to utilize the Hush House, the City shall not be held liable for
damages suffered by Lessee.
7. The Hush House shall be maintained and operated by Skywest Airlines,
Inc. , as required herein. For a fee, as approved by the Airport Commission,
the facility shall be made available to any and all turbo-prop aircraft owners
or operators for maintenance run ups. Skywest shall have first priority in
scheduling the use of the facility.
B. Improvements. Lessee intends to construct certain facilities and
buildings on the demised premises. Lessee may, without cost to Lessor, com-
mence and complete construction of improvements within the scope of the permit-
ted uses. It is understood and agreed that Lessee shall install all utilities
and shall provide adequate automobile parking spaces as required by the stan-
dards of the City of Palm Springs. Further, it is understood and agreed that
all construction plans and specifications must be approved by the appropriate
agencies of the City prior to the commencement of any construction. It is
further agreed that Lessee shall submit to the Palm Springs Airport Commission
a complete site, use and construction plan including architectural renderings
sufficient to allow the Airport Commission to determine the character and
nature of the improvements to be constructed on the premises.
C. Drawings. Within thirty (30) days following completion of any con-
struction our demised premises , Lessee shall give to Lessor, for filing, a
complete set of As-built drawings, including but not limited necessarily to all
underground facilities.
D. Title to Improvements. It is specifically agreed that, at the sole
option of the City, the improvements constructed on the leasehold shall become
the property of the City, free and clear from any and all encumbrances at the
expiration or termination of this agreement or any extension thereof.
E. Hold Harmless. Lessee agrees, without limiting the generality there-
of, in constructing all improvements on the leasehold, Lessee will defend and
hold Lessor harmless from and against claims, liens or attachments of any kind
- 5 -
AGRl/m
•
or type whatsoever. Lessee further agrees that Lessor shall have the right to
post notices of non -responsibility as provided by Section 1183 of the Code of
Civil Procedure of the State of California.
F. Signs. Lessee shall not erect, maintain or display any signs or other
advertisements at or on the exterior of the leased premises without first
obtaining the written approval of the Lessor, which approval shall not be
unreasonably withheld.
G. Future Taxiway. Lessee acknowledges that the westerly sixty (60) feet
of the demised premises are designated in the Master Plan as a taxiway and, as
such, shall revert to the City For taxiway use, without cost, upon one hundred
eighty (180) days' notice. At such time that the property reverts , the leased
area shall be reduced by 23,722 square feet, with a reduction in rental based
on land values and capitalization rates in effect at the time of the land
reverting.
ARTICLE IV - OBLIGATION OF LESSEE
A. General Obligations. Lessee, its employees , agents or servants , shall
at all times comply with the laws and regulations of the United States of
America, the State of California and all applicable ordinances , codes and rules
and regulations of the City of Palm Springs, and regulations covering the
operation of the Palm Springs Municipal Airport as they now exist or as they
may hereafter be lawfully enacted or amended. Violations thereof by Lessee,
its agents , servants or employees , or revocation of permits or licenses
required in the performance of this Agreement, shall be cause for termination
of this Agreement at the option of the Lessor if not corrected after ninety
(90) days' written notice is provided Lessee. Lessee shall procure and main-
tain, at its own expense, all licenses or permits necessary to legally conduct
business in the City of Palm Springs.
B. Repair and Maintenance of Premises. Lessee has examined the leased
premises and facilities and agrees to accept said premises and facilities for
the purposes of this Agreement in their present condition. Lessee agrees to
_ 6
AGRl/m
make ordinary repairs as may be necessary From time to time as required to
maintain the leased premises in good repair, order and condition.
C. Janitorial and Cleaning Services. Lessee will provide its own jani-
torial and cleaning services and will maintain its leased premises in a clean
and sanitary condition at all times.
D. Operations -For Benefit of Public. Lessee agrees to operate the leased
premises For the use and benefit of the public, to make available all Lessee's
Airport facilities to the public, without discrimination on the grounds of sex,
race, color or national origin , and to refrain from imposing or levying exces-
sive, discriminatory or otherwise unreasonable charges or fees for any use of
its facilities or services. Nothing herein contained shall be construed to
grant or authorize the granting of an exclusive right within the meaning of
Section 308 of the Federal Aviation Act of 1958 , as amended.
E. Utilities. Lessee agrees to make its own arrangements for all utility
services and to pay for such services on its leased premises.
ARTICLE V
PUBLIC FACILITIES, INGRESS, EGRESS AND QUIET ENJOYMENT
Lessor agrees that Lessee, upon payment of the rental hereunder and
performing the covenants of the Agreement, may quietly have , hold and enjoy the
leased premises during the term of this Agreement, and that Lessee shall have
the right to use, in common with others , the public facilities at the Airport
and it shall have the right of ingress to and egress From its leased premises
and the public facilities for its employees , visitors and customers.
ARTICLE VI -- LESSOR'S RESERVED RIGHTS
A. Airport Development and Safety- Lessor reserves the right to further
develop or improve the aircraft operating area of the Airport as it sees fit,
except those premises leased to Lessee, and Lessor reserves the right to take
any action it considers necessary to protect the aerial approaches of the
Airport against obstruction, together with the right to prevent Lessee from
_ 7 _
AGRI./m
i 0
erecting, or permitting to be erected, any building or other structure on the
Airport which , in the opinion of Lessor, would limit the usefulness of the Air-
port or constitute a hazard to aircraft.
B. Lease to United States: During the time of war or national emergency,
Lessor shall have the right to lease the landing area or, any part thereof to
the United States Government -for military or naval use, and -- if such lease is
executed -- the provisions of this instrument insofar as they are inconsistent
with the provisions of the lease to the Government shall be suspended and, in
that event, a just and proportionate part of the rent hereunder shall be
abated, and the period of such closure shall be added to the term of this lease
so as to extend and postpone the expiration thereof unless the Lessee otherwise
elects to terminate the lease, as provided in Paragraph "C" of Article IX.
ARTICLE VII - INSURANCE
A. Liability Insurance: During the entire term of this agreement, Lessee
agrees to procure and maintain public liability insurance at its sole expense
to protect against loss from liability imposed by law for damages on account of
bodily injury, including death therefrom, suffered or alleged to be suffered by
any person or persons whomsoever, resulting directly or indirectly from any act
or activities of the Lessor or Lessee, or any person acting for the City, or
Lessee, or under its control or direction, and also to protect against loss
from liability imposed by law for damages to any property of any person caused
directly or indirectly by or from acts or activities of the City, of Lessee, or
any person acting for the City or Lessee, or under its control or direction.
Such public liability and property damage insurance shall also provide for and
protect the City against incurring any legal cost in defending claims for
alleged loss. Such public liability and property damage _insurance shall be
maintained in full force and effect throughout the term of the agreement and
any extension thereof, with coverage limits of not less than $2,000,000 com-
bined single limit. In addition , Lessee shall procure and maintain throughout
the term of this agreement a minimum passenger liability insurance of not less
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than $50,000 per seat for passengers and crew for each aircraft owned or used
in its business or any authorized business conducted by a sublessee in addition
to the single limit insurance specified above. All of such insurance shall be
primary insurance and shall name the City of Palm Springs as an additional
insured.
If the operation under this agreement results in an increased or decreased
risk in the opinion of the City Manager, then Lessee agrees that the minimum
limits hereinabove designated shall be changed accordingly upon request by the
City Manager; provided , however, that the Lessee may appeal to the City Council
within ten (10) days after any increase is requested, and such requirement for
increased coverage shall be subject to determination by the City Council .
Lessee agrees that provisions of this paragraph as to maintenance of
insurance shall not be construed as limiting in any way the extent to which the
Lessee may be held responsible for the payment of damages to persons or proper-
ty resulting from Lessee's activities , or the activities of any person or
persons for which Lessee is otherwise responsible.
B. Worker' s Compensation Insurance: The Lessee shall procure and main-
tain, at its sole expense, Workers' Compensation Insurance in such amounts as
will fully comply with the laws of the State of California, and which shall
indemnify, insure and provide legal defense for both the Lessee and the City
against any loss , claim, or damage arising from any injuries or occupational
diseases happening to any worker employed by the Lessee in the course of
carrying out the within agreement.
C. Fire & Extended Coverage Insurance: Lessee also agrees to procure and
maintain, at its sole expense, during the term of this agreement and any
extension thereof, a policy of fire, extended coverage and vandalism insurance
on all permanent property of Lessee' s of an insurable nature located upon the
leased premises. Said policy shall be in an amount sufficient to cover at
least eighty percent (80%) of the replacement costs of said property. Lessee
agrees to pay the premium for such insurance, and shall require that any
insurance proceeds resulting from a loss under said policy are payable jointly
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to City and Lessee and said proceeds shall constitute a trust fund to be
reinvested in rebuilding or repairing the damaged property or said proceeds may
be disposed of as specified in the paragraph following entitled "Waste, Damage
or Destruction" hereof; provided, however, that within the period during which
there is in existence a mortgage upon the leasehold, then and for that period
all policies of fire insurance , extended coverage and vandalism shall be made
payable jointly to the mortgagee or beneficiary, the named insured, and City,
and shall be disposed of, jointly, by the parties for the following purposes:
1. As a trust fund to be retained by said mortgagee or beneficiary and
applied in reduction of the debt secured by such mortgage with the excess
remaining after full payment of said debt to be paid over to Lessee and City to
pay for reconstruction, repair or replacement of the damaged or destroyed
improvements in progress payments as the work is performed. The balance of
said proceeds shall be paid to Lessee. Provided further, however, nothing
herein shall prevent Lessee, at its option and with the approval of said
mortgagee or beneficiary, from filing a faithful performance bond in favor of
said mortgagee or beneficiary and City in an amount equivalent to said insur-
ance proceeds in lieu of surrendering said insurance proceeds to said mortgagee
or beneficiary and City.
2. In the event that this lease is terminated by mutual agreement and
said improvements are not reconstructed, repaired , or replaced, the insurance
proceeds shall be jointly retained by City and said mortgagee or beneficiary to
the extent necessary to first discharge the debt secured by said mortgage or
deed of trust, and then to restore 'the premises to a neat and clean condition.
Said mortgagee or beneficiary shall hold the balance of said proceeds for City
and Lessee as their interest may appear. Lessee agrees to increase the limits
of liability when, in the opinion of the City Manager, the value of the im-
provements covered is increased, subject to the availability of such insurance
at the increased limits; provided, however, that the Lessee may appeal to the
City Council within ten days after any increase is requested, and such
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requirement for increased coverage shall be subject to determination by the
City Council .
D. Waste, Damage, or Destruction. Lessee agrees to give notice to the
City of any fire or other damage that may occur on the leased premises within
ten days of such fire or damage. Lessee agrees not to commit or suffer to be
committed any waste or injury or any public or private nuisance, to keep the
premises clean and clear of refuse and obstructions, and to dispose of all
garbage, trash and rubbish in a manner satisfactory to the City. If the leased
premises shall be damaged by any cause which puts the premises into a condition
which is not decent, safe, healthy, and sanitary, Lessee agrees to make or
cause to be made full repair of said damage and to restore the premises to the
condition which existed prior to said damage, or Lessee agrees to clear and
remove from the leased premises all debris resulting from said damage and
rebuild the premises in accordance with plans and specifications previously
submitted to the City and approved in writing in order to replace in kind and
scope 'the operation which existed prior to such damage.
Lessee agrees that preliminary steps toward performing repairs, restora-
tion , or replacement of the premises shall be commenced by Lessee within thirty
(30) days, and the required repairs, restoration, or replacement shall be
completed within a reasonable time thereafter. City may determine an equitable
deduction in the minimum annual rent requirement for such period that said
premises are untenable by reason of such damage.
E. Automotive Insurance. The Lessee shall procure and maintain, at its
sole expense , throughout the term of this agreement and any extension thereof
public liability and property damage insurance coverage for owned or non-owned
automotive equipment , if any, with coverage limits of not less than One Million
Dollars ($1 ,000,000) combined single limit. All such insurance shall be
primary insurance, and shall name the City of Palm Springs as an additional
insured. Lessee' s certification that it has no automobile equipment shall
satisfy this clause.
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F. Evidence of Insurance. A certificate of insurance or an appropriate
insurance binder evidencing the above insurance coverage with a company accept-
able to the City's Risk Management Officer shall be submitted to the City prior
to execution of this agreement on behalf of the City.
G. Notice to City, Insurance Coverage Change. The terms of the insurance
policy or policies issued to provide the above insurance coverage shall provide
that said insurance may not be amended or canceled by the carrier for non-
payment of premiums , or otherwise, without thirty (30) days ' prior written
notice of amendment or cancellation to the City. In the event the said in-
surance is canceled, the Lessee shall , prior to the cancellation date, submit
to the City Clerk new evidence of insurance in the amount heretofore estab-
lished.
ARTICLE VII1 -- ENCUMBRANCE
A. This lease , or any right to or interest in , or any of the improvements
on the leased premises, may be encumbered with the written approval of the
City. No such encumbrance or any addition thereto or extension thereof shall
be valid without said approval ; provided, however, the City shall consent in
writing to any encumbrance that does not exceed eighty-five percent (85%) of
the value of the leasehold interest and improvements placed thereon.
B. Any encumbrance must be confined to the leasehold interest of Lessee
or the subleasehold interest of a sublessee and shall not jeopardize in any way
the Lessor's interest in the land. Lessee agrees to furnish, as requested, any
financial statements or analyses pertinent to the encumbrance that the City may
deem necessary to justify the amount, purpose and terms of said encumbrance.
C. In the event of default by the Lessee of the terms of an approved
encumbrance , the encumbrancer may exercise any rights provided in such approved
encumbrance, provided that before any sales of the leasehold, whether by power
of sale or foreclosure , the encumbrancer shall give to the City notice of the
same character and duration as is required to be given to Lessee by such
encumbrancer and/or the laws of the State of California. Any notice of default
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shall comply with the provisions of Section 2924(c) of the Civil Code of the
State of California.
D. If any sale under the approved encumbrance occurs, whether by power of
sale or foreclosure, and the purchaser at such sale is the encumbrancer, the
encumbrancer may sell and assign the leasehold interest without any further
consent provided that the assignee shall agree in writing to be bound by all
the terms and conditions of this lease. If the encumbrancer is the purchaser,
it shall be required to perform this lease only so long as it retains title
thereto. If a sale under the approved encumbrance occurs , and the purchaser is
a party other than the encumbrancer, said purchaser, as successor in interest
to the Lessee, shall be bound by all the terms and conditions of this lease.
E. If notice of such sale shall be given and the defaults or any of them
upon which such notice of sale is based shall then continue, Lessor shall have
the right to correct such defaults at any 'time prior to the date of sale or
foreclosure, and to terminate such leasehold upon paying to the encumbrancer
the balance of the encumbrance, as hereinafter defined.
F. "Balance of encumbrance" shall mean the amount of principal remaining
unpaid on a note secured by a trust deed or mortgage of an interest in this
Lease; provided that to such principal shall be added accrued interest, thereon
past due and expenses incurred by the lender in connection with foreclosure,
including, but not limited to, fire insurance premiums, title insurance ex-
penses , recording fees , appraisal fees , attorneys ' fees, credit reports and any
tax reporting services and additional expenditures paid by the lender on
additions , betterments and rehabilitations of improvements on the property
encumbered pursuant to plans approved by the City, which consent may not be
unreasonably withheld, and other expenses necessary to place the improvements
in marketable condition, such adjusted principal to be paid in cash or at the
option of the City amortized over the term and in accordance with the schedule
set forth in said note, the interest rate on the unpaid balance thereto to be
as set forth in said note.
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G. Lessor agrees that it will not terminate this lease because of any
default or breach hereunder on the part of Lessee if the encumbrancer under the
trust deed, within ninety (90) days after service of written notice on the
encumbrancer by Lessor of its intention to terminate this lease for such
default or breach , shall :
1. Cure such default or breach if the same can be cured by the payment or
expenditure of money provided to be paid under the terms of this lease; provid-
ed, however, that for the purpose of the foregoing, the encumbrancer shall not
be required to pay money to cure the bankruptcy or insolvency of Lessee; or
2. If such default or breach is not so curable, cause the trustee under
the trust deed to commence and thereafter diligently to pursue to completion
steps and proceedings for judicial foreclosure, the exercise of the power of
sale under the pursuant to the trust deed in the manner provided by law, or
accept from Lessee an assignment in lieu of foreclosure, and keep and perform
all of the covenants and conditions of this lease requiring the payment or
expenditure of money by Lessee until such time as said leasehold shall be sold
upon foreclosure pursuant to the trust deed, be released or reconveyed thereun-
der, be sold upon judicial foreclosure or be transferred by deed in lieu of
foreclosure.
ARTICLE IX - TERMINATION BY LESSEE
In addition to all other remedies available to the Lessee , this Agreement
shall be subject to cancellation by the Lessee should any one or more of the
following events occur:
A. The issuance by any court of competent jurisdiction of a permanent
injunction in any way preventing the use of the leases premises for any purpose
hereinbefore enumerated.
B. The breach by the Lessor of any of the terms, covenants or conditions
of this Agreement to be kept, performed and observed by the Lessor, and the
failure of the Lessor to remedy, or to commence action to remedy such breach
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for a period of thirty (30) days after written notice from the Lessee of the
existence of such breach.
C. The assumption by the United States Government, or any authorized
agency of same, of the operation, control or use of the Airport and its facil-
ities in such a manner as to substantially restrict the Lessee from conducting
its operation if such restrictions be continued for a period of six (6) months
or more.
ARTICLE X - TERMINATION BY LESSOR
A. In addition to all other remedies available to the Lessor, this
agreement shall be subject to cancellation by the Lessor should any one or more
of the following events exist:
1. Lessee expressly stipulates and agrees that Lessee fully understands
the provisions of HR 8200 (the new Title II of the U. S. Code "Bankruptcy",
effective October 1, 1.979, particularly Section 265(e)(2) , and notwithstanding
the relief available to Lessee under the provisions for the rights and privi-
leges granted under this Lease Agreement, that if said Lessee shall file a
voluntary petition of bankruptcy, or if proceedings in bankruptcy shall be
instituted against it, and it is thereafter adjudicated a bankrupt pursuant to
such proceedings , or, if a court shall take jurisdiction of Lessee and its
assets pursuant to proceedings brought under provisions of any Federal Reorga-
nization Act, or, if a receiver for Lessee's assets is appointed by a court of
competent jurisdiction, or, if Lessee be divested of its rights, powers and
privileges under this contract by other operations of law, then this Agreement
shall be subject to cancellation by the Lessor, as provided hereinabove.
2. if Lessee shall default in or fail to make any payments at the times
and in the amounts as required of it under this contract.
3. If the Lessee shall fail to perform, keep and observe all of the
covenants and conditions contained in this contract to be performed, kept and
observed by it.
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4. If the Lessee shall fail to abide by all applicable laws, ordinances
and rules and regulations of the United States , State of California or the City
of Palm Springs, as they now exist or as they may hereafter be lawfully enacted
or amended,
"B. Upon the happening of any of the contingencies recited in Paragraph
"A" , in Article X above , Lessor shall give written notice to Lessee to correct
or cure such default, failure to perform, or breach, and if within ninety (90)
days from date of such notice , the default, failure to perform or breach
complained of shall not have been corrected in a manner satisfactory to the
Lessor, then and in such event Lessor shall have the right, at once and without
further notice to Lessee, to declare this contract terminated and to enter upon
and take full possession of the leased premises, and provided further, that,
upon the happening of any one of the contingencies enumerated in Section A.I.
thereof, this contract shall be deemed to be breached by Lessee and thereupon,
without entry or other action by Lessor, the contract shall terminate subject
to being reinstated only if such involuntary bankruptcy or insolvency proceed-
ings, petitions for reorganization, trusteeship, receivership, or other legal
act divesting Lessee of its rights under this contract shall be denied, set
aside, vacated or terminated in the Lessee's favor within forty-five (45) days
from the happening of the contingency. Upon the happening of said latter
events, this contract shall be reinstated as if there had been no breach
occasioned by the happening of said contingencies , provided that Lessee shall
within ten (10) days after the final denial , vacating or setting aside of such
petition on the vacating, terminating or setting aside of such appointment, pay
or discharge any and all sums of money which may have become due under this
contract in the interim and shall then remain unpaid, and shall likewise fully
perform and discharge all other obligations which may have accrued and become
payable in the interim.
C. Lessor shall give written notice of such termination to said Lessee if
defaults have not been cured within said ninety (90) days , and the lease shall
terminate within ten (10) days from the date of said notice. The acceptance of
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rentals and fees by Lessor for any period after a default of any of the terms ,
covenants, and conditions herein contained to be performed, kept and observed
by Lessee shall not be deemed a waiver of any rights on the part of the Lessor
to cancel this lease for failure by Lessee to so perform, keep or observe any
of the terms , covenants or conditions hereof to be performed, kept and ob-
served. No waiver by the Lessor of any of the terms of this agreement to be
kept, performed and observed by the Lessee shall be construed to be or act as a
waiver by the Lessor of any subsequent default on the part of the Lessee.
ARTICLE XI - ASSIGNMENT/OPTIONS TO TERMINATE
The privileges contained herein are personal . The Lessee agrees that it
will not assign the same or any portion thereof or any improvements thereon
including, but not limited to, building or facilities constructed on the
premises without the express consent of the Lessor, in writing. Any purported
assignment or violation hereof shall be void, Lessor will not be unnecessarily
arbitrary in granting said permission, but the Lessor shall be the sole judge
as to the reliability, capability, character and desirability of the parties
involved until construction of all improvements is completed. Thereafter,
Lessor agrees that it will not unreasonably withhold its consent.
ARTICLE XII - INDEMNITY
Lessee agrees to indemnify, defend and save Lessor and its agents and
employees harmless from any and all liability, claims, damages or injuries to
any person , including injury to Lessee's employees and all claims which arise
from or are connected with the negligent performance of or failure to perform
the work or other obligations of this agreement., or are caused or claim to be
caused by the negligent acts of Lessee, its agents or employees, and all
expenses of investigating and defending against same; provided, however, that
this indemnification and hold harmless shall riot include any claim arising from
the sole negligence or willful misconduct, of the Lessor, its agents or
employees.
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ARTICLE XIII - BOOKS AND RECORDS
Lessee agrees to submit to Lessor by the 20th day of each month a detailed
statement of all business done at the Airport during the previous month for
which fees or payments to the City are due. Lessor shall have the further
right to inspect the accounting records of Lessee at reasonable times. Lessee
shall submit to Lessor each year a copy of its annual certified audited report
reflecting all operations at the Airport as soon as reasonable following the
close of each fiscal year.
ARTICLE XIV -- ASSIGNMENT OF AGREEMENT
Except as provided in Article XI , Lessee shall not assign this agreement
without first obtaining the prior written consent of Lessor thereto; provided,
however, that Lessee may assign this agreement to any entity controlling,
controlled by, or under common control with Lessee without obtaining the
written consent of Lessor. In such latter event, Lessee shall give prompt
notice of assignment to Lessor.
ARTICLE XV - NOTICES AND CONSENTS AND APPROVALS
A. Notices: A bill or statement, or any notice or communication which
Lessor may desire to give Lessee shall be deemed sufficiently rendered or given
if the same be in writing and sent by registered or certified mail , addressed
to Lessee at the address specified on the first page hereof or at the address
Lessee may substitute therefor by notice to Lessor, or left at such address or
delivered to Lessee's representative, and 'the time of such rendition of such
bill or statement shall be deemed to be the time when the same is mailed, left
or delivered as herein provided. Any notice from Lessee to Lessor shall be
validly given if sent by registered or certified mail addressed to the City of
Palm Springs, California, City Hall , Palm Springs, California, or at such other
address as Lessor shall hereafter designate by notice to Lessee. All payments
should be made payable to the City of Palm Springs, California.
B. Consents and Approvals: Consents and approvals as required under this
agreement shall be in writing and shall not be unreasonably withheld and shall
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be deemed to have been given unless „ within thirty (30) days after the receipt
of written request from Lessee for such consent or approval , Lessor shall have
given Lessee a written reply refusing or withholding action on such consent or
approval and stating its reasons for such refusal or such withholding of
action.
ARTICLE XVI - RIGHT OF INSPECTION
The Transportation Director and/or his duly authorized representatives
shall have at any and all times the full and unrestricted right to enter the
premises For the purpose of inspecting such premises and of doing any and all
things with reference thereto which the Lessor is obligated or authorized to do
as set forth herein or which may be deemed necessary for the proper general
conduct and operation of the Palm Springs Municipal Airport or in the exercise
of the Lessor's police power.
ARTICLE XVII - HOLDING OVER
In the event Lessee shall hold over and remain in possession of the
premises herein leased after expiration of this agreement without any written
renewal thereof, such holding over shall not be deemed to operate as a renewal
or extension of this agreement, but shall only create a tenancy from month to
month on the same terms which are in effect at the expiration of this agreement
which may be terminated at any time by the Lessor.
ARTICLE XVIII - MAINTENANCE - ALTERATIONS
A. Lessee shall at all times keep the premises and all fixtures, equip-
ment and personal property in a clean and orderly condition and appearance.
B. Lessee shall repair, replace, rebuild and paint all or any part of the
premises which may be damaged or destroyed by the acts or omissions of Lessee,
sublessees or by those of its officers, employees , guests, invitees or of other
persons on or at the premises with consent of Lessee.
C. Lessee shall take such care of the premises and all parts thereof so
that at all times during the term of this agreement, and at the expiration or
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termination hereof, the premises shall be in as good condition as at the time
of completed construction or installation, except- for reasonable wear which
does not adversely affect the structural integrity or condition of the struc-
tures or adversely affect the appearance and efficient and proper utilization
of any part of the premises. The premises and all parts thereof shall include,
but not be limited to, such of the following as are or may be located or
installed in or on the premises during the term of this agreement.- Fencing the
exterior and interior of the building walls; the exterior and interior and
operating mechanism of and attachments to windows and skylights, screens,
roofs , foundations , steel work, columns; the exterior and interior and operat-
ing mechanism of and attachments to doors , partitions , floors, ceilings; inside
and outside paving and unpaved areas, landscaping, glass of every kind, and the
utility, mechanical , electrical and other systems.
D. Lessee shall make frequent periodic inspections and, as the necessity
arises regardless of -the causes there Fore, shall perform all necessary pre-
ventative maintenance, including, but not limited to, painting; make all
necessary repairs and replacements; and do all necessary rebuilding with
respect to the premises and all parts thereof (including any total destruc-
tion) . All such maintenance, repairs , and replacement shall be of quality
equal to the original in materials and workmanship. All exterior paint colors
shall be subject to the prior approval of Lessor.
ARTICLE XIX - GENERAL PROVISIONS
A. Lessee represents that it has carefully reviewed the terms and condi-
tions of this agreement, and is familiar with such terms and conditions and
agrees faithfully to comply with the same to the extent to which said terms and
conditions apply to its activities as authorized and required by this instru-
ment.
B. The term "Lessor" as used in this agreement means the "City of Palm
Springs" and where agreement speaks of approval and consent by the Lessor, such
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9
approval is understood to be manifested by an official act of the City of Palm
Springs , unless otherwise expressly stated in this agreement.
ARTICLE XX - NON-DISCRIMINATION &. FAA REQUIRED CLAUSES
A. Lessee, in the operations to be conducted pursuant to the provisions
of this agreement and otherwise in the use of the Airport, shall not discrimi-
nate against any person or class of persons by reason of race, color, sex,
creed or national origin as in any manner prohibited by Part 15 of the Federal
Aviation regulations or any amendments thereto.
Q. Lessee shall furnish its accommodations and/or services on a fair,
equal and not unjustly discriminatory basis to all users thereof. It shall
charge fair, equal and not unjustly discriminatory prices for each unit or
service; provided, however, that the Lessee may be allowed to make reasonable
and non-discriminatory discounts , rebates or other similar type of price
reductions to volume purchaser, and -in accordance with the other provisions of
this license with regard to discounts and rebates.
C. Non-compliance with these provisions shall constitute a material
breach of this agreement. In the event of such non-compliance, the City shall
have the right to terminate without liability; or at the election of the City
or the United States, both shall have the right to judicially enforce the above
provisions.
D. The Lessee agrees to insert the anti-discrimination provisions herein-
above enumerated in any agreement by which said Lessee grants a right or
privilege to any person, firm or corporation to render accommodations and/or
services to the public on the subject premises.
E. City also reserves the right, but shall not be obligated to Lessee, to
maintain and keep in repair the landing area of the Airport, as well as public-
ly-owned facilities of the Airport, together with the right to direct and
control the activities of the Lessee in this regard.
F. Lessee hereby agrees to comply with the notification and review
requirements covered in Part 77 of the Federal Aviation regulations in the
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f i
event any future structure or building is planned or in the event of any
planned modification or alteration of any present or future building or struc-
ture situated on the leased premises,
G. City hereby reserves a right of flight for the passage of aircraft in
Lhe airspace above the surface of the subject premises together with the right
to create in said airspace such noise as is or shall become inherent in the
operation of aircraft operating on the Airport.
H. Lessee, by accepting this lease, expressly agrees for itself, its
successors and assigns that it shall not erect nor, permit the erection of any
structure or object nor permit the growth of any tree on the land leased
hereunder above the mean sea level elevation of five hundred (500) feet. In
such an event, City reserves the right to enter upon the land leased hereunder
and require Lessee to remove the offending structure or object at the expense
of Lessee.
I. Lessee, by accepting this agreement, expressly agrees for itself, its
successors and assigns that it shall not use the leased premises in any manner
which might interfere with the landing and taking off of aircraft from on or on
the Palm Springs Municipal Airport or otherwise create a hazard. In such an
event, City reserves the right to enter upon subject premises and cause the
abatement of the interference or hazard at the expense of the Lessee.
J. This agreement, and all the provisions hereof, shall be subject to
whatever right the United States Government how has or in the future may have
or acquire affecting the control , operation, regulation or commandeering of the
Airport or the exclusive or non-exclusive use of the Airport by the United
States during the time of war or national emergency,
ARTICLE XXI - RIGHT OF FIRST REFUSAL
In the event Lessor elects to allow the continuation of any business
operations beyond the expiration date of this agreement, Lessee shall have the
right of first refusal upon sixty days' written notice from Lessor to meet any
offer received by the Lessor for such operations on the demised premises,
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ARTICLE XXII -- INVALID PROVISIONS
In the event any covenant, condition, or provision herein contained is
held to be invalid by any court of competent jurisdiction, the invalidity of
any such covenant, condition or provision herein contained is hereby declared
to be severable and the remainder of this agreement shall remain in full force
and effect provided that the validity of any such covenant, condition or
provision does not materially prejudice either the Lessor or Lessee in its
respective rights and abrogations contained in the valid covenants , conditions
or provisions of this lease.
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IN WITNESS WHEREOF, -the parties have caused these presents to be executed
on the 7 - day of 4yy ' C. Ati 86.
ATTEST CITY OF PALM SPRIN S, CALIFORNIA
By
'iLy Clerk City Ma6ager
REVIEWED 8! APPROVED
SKYWEST AIRLINES, INC.
A,h'p{;C>VED B1'THE CITY COUNCIL BY
* *
* State of GCto- On this the _/a day ofSn/aav 198Z, before
*
N
* County of CAS rr me �Nr'c2 N• `y-2vdc� *
* *
* the undersigned Notary Public, personally
appeared � 6l � M 'I'IV � �`ry���
X personaTTy own to me
proved to me on the basis of satisfactory
* evidence to be the perso (s) who executed the
_ - within instrument as evs- y
_ or on behalf of the corporation therein named
*_ - - and acknowledged to me that the corporation
executed it.
WITNESS my hand and official seal .
*
;o-c�arysgnature
*
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a f. CITY OF PALM SPRINGS
�i REAL PROPERTY DIVISION
V �
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APPROVED
CAI Irp�M�TN''1T ,
ERNIE G. BLEVINS REAL PROPERTY SPECIALIST
�aLT�LGL 5 OF l�.IR.1'oRT 'Pran�atz�y DESIGN BY: SCALE: FILE NO.A OJALE�-�� TG L�ENE /LLITli:l T2P-Ir- J.G. i1DNE R-N--04B
CHECKED BY- OWG. NO.: I SHEET NO
• R-86-048
PARCEL 5
That Portion of the Southeast Quarter of Section 18, as shown on "Record of
Survey in the City of Palm Springs, County of Riverside, State of California,
being a survey in Sections 12 and 13, Township 4 South, Range 4 East and
Sections 7, 17 and 18, Township 4 South, Range 5 East, San Bernardino Base and
Meridian" recorded in Book 68 of Records of Survey at pages 22-25 on November
2, 1981.
Commencing at the Southeast corner of said Section 18, said point being the
point of intersection of the centerline of Gene Autry Trail and Ramon Road;
Thence North 000 17' 49" West 62.90 feet, along the centerline of Gene Autry
Trail and being the East line of said Section 18, to the beginning of a curve
concave Southwesterly, having a radius of 4,850.00 feet;
Thence Northwesterly along the arc of said curve, through a central angle of
360 14' 02" a distance of 3,067.14 feet;
Thence North 360 32' 08" West 1,644.73 feet;
Thence leaving said centerline South 530 27' 47" West 50.00 feet to a point on
the ,Southwesterly right-of-way line of said Gene Autry Trail also being the
True Point of Beginning;
Thence continuing South 530 27' 47" West 550.90 feet;
Thence North 360 32' 13" West 395.37 feet;
Thence North 530 27' 47" East 550.91 feet to a point on the said Southwesterly
right-of-way line of Gene Autry Trail ;
Thence South 360 32' 08" East 395.37 feet along said Southwesterly right-of-
way line to the True Point of Beginning.
WP/ROW
Exhibit "A"
Page 2 of 2
HUSH HOUSE FOR
LSKYWEST TURBOPROP
AIRCRAFT
AT
PALM SPRINGS AIRPORT
CALIFORNIA
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3 NOVEMBER 1986
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Prepared by:
R I CORPORATION
P. 0. Box 389
L Ogden, Utah 84402
C
I ' Jetway Division of Abex Corporation has proposed a Hush House specially
adapted for the Skywest turboprop aircraft in the Palm Springs environment.
The Hush House is designed to silence the aircraft so night time operations
Cwill not adversely impact the residential areas around the airport.
r The Hush House has a sound absorbing cover over the aircraft propellers
along with acoustical baffles to reduce propeller noise. The barrier walls
are sound absorbing to provide additional noise attenuation. Appendix A
gives the technical description of the Hush House.
Skywest is putting a newer Embraer EMB-120 aircraft into service. This
new aircraft is quieter than the Swearingen Metroliner used by Skywest.
Since the Metroliners will be in use until they are replaced and they are
the noisier aircraft, the acoustical analysis has been made using this
aircraft. The acoustical analysis as presented in Appendix B is for the
Metroliner at take-Off Power. Most engine runs for test purposes will be
C_ made at low power runs. Occassional runs to Take-.Off Power will be less
than five minutes out of any hour. Thus the equivalent level (LEQ) will be
10 dB below the dBA level as shown in the acoustical analysis.
Night time ambient noise measurements were made in the residential area -
of Cathedral City, which is closest to the airport. The tests were conducted
L on the night of 23/24 October 1986. The test data is presented in Appendix C.
The data are categorized into three time intervals; Late Night Time Noise
from 10:45 p.m. to 2:45 a.m. ; Early Morning from 2:45 a.m, to 5:45 a.m. ;
and Morning from 5:45 a.m. to 6:15 a.m. A summary of the results are as
Cfollows:
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TIME 10:45pm - 2:45am 2:45 - 5:45am 5:45 - 6:15am
LEQ 59.3 dB 54.1 dB 63.2 dB
L Max 77 dB 76 dB 78 dB
[ Time of L Max 12:17 am 4:06 am 6:14 am
Level over 82 dBA 27 times/hr. 6 times/hr. 34Itimes/hr.
C ' Time over 72 dBA 33 Sec. 13 Sec. 26 Sec.
[ The acoustical data were taken using a computer controlled sound level
meter with a 1 inch condenser microphone. A computer was used to control
•the sound level meter and to process the data.
The night time acoustical measurements in Cathedral City shows that
there should be no adverse affect on the night time noise in the community
from the proposed Skywest Hush House.
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APPENDIX A
TKCIINICAI. DESCRIPTION
The proposed hush house is sized to handle the Swearingen Metroliner
and the Embreare 120 aircraft. The unique design provides excellent noise
c
reduction. The low ambient noise levels during the night at the Palm
I ' Springs Municipal Airport are 50-55 dBA along Ramon Rd. and down to 40-45
If dBA in the residential areas near the city hall.
L The Jetway hush house is designed to reduce the noise to less than
the ambient noise levels of 53 dBA along Ramon Rd. and 45 dBA near 'the
city hall during night time aircraft run-ups. This is achieved by the
special configuration and by using sound absorbing panels within the hush
i
house (patent pending on the building configuration and panel design).
The sound panels are designed to enhance sound absorption at propeller
generated noise frequencies.
The nominal dimensions of the hush house are 80 ft. wide, 120 ft.
long and 30 ft. high with a 10 ft. by 15 ft. tug enclosure on the front
end. The tug enclosure serves as a parking location for the aircraft tow
vehicle. A personnel door is provided in the tug enclosure.
The walls and enclosed roof areas of the hush house have the special
sound panels on the interior surfaces. The roof is completely covered for
( approximately 40 ft. over the engines to further reduce noise.' A vertical
sound absorbing panel is located above and ahead of the propeller plane
l_ to absorb part of the propeller noise and to help direct the air flow to
the propellers. The configuration used over the engine is an effective
L means of confining and absorbing much of the propeller noise.
t '
Al
The aft end of the hush house is open for easy ingress and egress by
the towed aircraft.
The exterior of the hush house has the appearance of an attractive.
modern steel building. Mercury vapor lights provide the lighting within
111 the enciosure. r
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APPENDIX B
ACOUSTICAL ANALYSIS
I Noise Source
The noisiest turboprop aircraft to be tested in the Skywest hushhouse
at Palm Springs Municipal Airport is the Swearingen Metroliner. In this
analysis the field measurements taken around the Metroliner at Drake Field,
Fayetteville, Arkansas, were used to calculate the radiated noise energy.
Reference: Report by Coffmann Associates entitled,"Analysis of the Effect-
iveness of a NOISE SUPPRESSION FACILITY."
The A-weighted decibel data from the aircraft at 1000 ft. are as follows:
Degrees dBA
0 78
30 77
f 60 75
90 72
C 120 73
150 74
180 <55
The average noise at 1000 ft. is 74 dBA. This is equivalent to. a 142
PWL(1) on an A-weigh: el ;,cafe. The unweighted PWL will be higher since the
propeller noise ,tends to be lower frequency noise. A typical PWL
(1) spectrum
for an A-weighted level of 142 is as follows:
Octave Band
Center Hz 63 125 250 500 1000 2000 4000 8000
% PWL(1)(dB) 134 144 146 140 134 132 119 109
NR from Panels
around propeller 3 4 5 5 4 4 3 3
Reduced PWL(1) 131 140 141 135 134 128 116 106
L Barrier NR 8 10 12 14 16 17 18 19
Radiating PWL(1) 122 130 129 121 118 ill 98 87
This is the condition which will exist where the barrier blocks the view
of the aircraft engines.
(1)PWL re: 30-13watts
L/ B1
The resulting sound pressure levels at various distances from the
rhush house front and sides will be as follows:
I Octave Band
Center Hz dBA 63 125 250 500 1000 2000 4000 8000
C350 ft. 65 63 71 70 62 59 52 39 --
630 ft. 60 50 66 65 57 54 47 34 --
1100 ft. 55 53 61 60 52 49 42 -- --
f 2000 ft. 50 48 56 55 47 42 37 -- --
3600 ft. 45 43 51 50 42 39 32 -- --
There is a 90 ft. sound treated duct downstream of the propellers so
the noise directly out of the exhaust end of the hush house will be Louder ,
than the noise radiating in other directions. The resulting noise aft of
the hush house could be up to 10 dBA louder than to the sides.
The above analysis is at take-off power. Assuming a maximum time of
five minutes out of any hour at take-off power, the equivalent noise will
be as follows:
Distance LEQ
350 ft. 55 dB
630 ft. 50 dB
1100 ft. 45 dB
2000 ft. 40 dB
3600 ft. 35 dB
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• APPENDIX' C •
TESTING AT SUBDIVISION EAST Of' PALM SPRINGS,
Ir AIRPORT DURING THE NIGHT OF
` OCTOBER •23-24, 1986
Primary measuring equipment consisted of the following:
Larson-Davis Model 800 B "Precision Integrating Sound Level Meter"
B&K 4145 "Microphone"
f Gen Rad Type 1562 "Sound-Level Calibrator"
HP-IL System cousiStiug of II1171B "UaLld Ileld Computer,"
HP82161A "Digital Casette Drive" and, HP82162A
"Thermal Printer"
� - Time
22:44:12 LEQ L Max
22:59:12 63.0 76
C 23:14:12 61.1 72
23:29:12 61.1 72
23:44:12 60.0 76
23:59:12 54.9 70
00:14:12 52.3 70
00:29:12 58.1 77
00:44:12 62.4 72
�- 00:59:12 55.7 74
01:14:12 55.8 69
01:29:12 50.8 63
01:44:12 61.2 75
L01:59:12 61.2 73
02:14:12 60.8 74
II 02:29::2 57.4 73
rL .. 02:44:12 49.6 64
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f 4 Hr. Summary LEQ L Max
l
l LDN 69.3 59.3 77 @ 00:17:33
Number of Overloads over 82 dBA = 106
Seconds over 72 dBA - 33
Number of Samples = 14,258
G
ff TIME
lr 02:46:58
START SEQUENCE
LEQ L Max
03:01.57 51.5 71
03:16:57 61.3 73
03:31:57 53.4 70
03:46:57 47.3 61
04:01:57 48.0 58
04:16:57 56.0 76
04:31:57 47.6 72
04:46:57 48.8 64
C05:01:57 52.8 71
05:15:57 52.4 69
' 05:31:57 50.7 64
05:46:57 53.8 67
3 Mr. Summary
LDN 64.1 54.1 76 @ 04:06:37
r
Number of Overloads over 82 dBA = 18
Seconds over 72 dBA - 13
Number of Samples - 10,776
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C2
I . TIME
05:49:24
START SEQUENCE
LEQ L Max
C 06:04:24 60.3 73
06:19:24 64.9 78
30 Min. Summary
f LDN 73.2 63.2 78 @ 06:14:54
Number of Overloads cvPr 82 dBA - 17
Seconds over 72 dBA - 26
Number of Samples - 1,778
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General Notes Made During Testing
( 23:30 Dog barking at various locations in the tract.
l 23:50 Large dog seen roaming the street.
C 23:57 Sky West flight arrival.
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00:18 Jet aircraft landed.
00:30 Still a fair amount of traffic on Ramon.& Gene
Autry Trail..
00:30 Dogs still barking in housing tract.
I _
00:40 Still a fair amount of traffic into and out
- of tract.
00.45 Small aircraft passing overhead. Weather still
calm.
00:56 Small aircraft passing overhead.
01:00 Traffic along Gene Autry Trail has lessened.
Occasional jets passing high overhead.
_ 01:30 Numerous dogs still barking throughout the tract.
So far tonight no one has tried to make any of the
dogs quiet down..
02:00 Some of the barking dogs are roaming in the streets.
02:30 Still a fair amount of traffic in and out of the
tract. Many dogs barking in the tract. Still
moderate traffic on Gene Autry Trail.
03:00 There are still people talking with opening and
closing of car doors. Cars and small trucks coming
and going in the tract.
03:06 Occasional light aircraft pass overhead.
03:15 Dogs still barking in the tract. There seem to
be more dogs barking as cars go by.
l-• 03:25 Light twin engine aircraft starting up. Aircraft
took off just before 03:30. This seems to be a very
restless neighborhood throughout the night.
L
03:45 Dogs still barking at various locations in the ,
tract.
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04.10 Traffic in and out of the tract has diminished.
[ The number of barking dogs also appears to have
diminished
f 04:50 Increase in traffic in and out of the tract.
1 -
05:30 Further increase in neighborhood activity.
05:50 Morning traffic increasing along Gene Autry Trail
and Ramon. Also activity starting at the airport.
Morning traffic leaving the housing tract.
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MINUTE ORDER NO. 3857
APPROVING INDENTURE OF LEASE
AND USE AGREEMENT NO. 2388
BETWEEN THE CITY OF PALM SPRINGS
AND SKYWEST AIRLINES, INC. ,
FOR DEVELOPMENT OF AN AIRLINE
MAINTENANCE FACILITY.
I HEREBY CERTIFY that this Minute Order,
approving indenture of Lease and Use Agreement
No. 2388 between the City of Palm Springs and
Skywest Airlines, Inc. , for development of
an airline maintenance facility, was adopted
by the City Council of the City of Palm Springs,
California, in a meeting thereof held on the
7th day of January, 1987.
UDITH SUMICH
City Clerk
3
Certificate No. SWA-038/87
Certificate issued to: City of Palm Springs Municipal Airport
Attn: Mr. Smoot, Director of Transportati (, D
P.O. Box 1786 �' '°
Palm Springs, CA 92262 AR 2 A 1987
CERTIFICATE OF INSURANCE CITY 0.,F-RK
Famed Insured: SkvWestAi,rlines,_ Inc.
Address: 50 East 100 South, Suite 202
St. George, Utah 84770 MAR 2 31987 -
Insurers and TRANSPORTATION
Policy Numbers: See attached Security Schedule $ ENERGY
Policy Period: March 15, 1987 to March 15, 1988
Aircraft Covered: All Aircraft Owned and/or Operated by the Named Insured.
COVERAGES AND LIMITS OF LIABILITY
I. Coverages Limits of Liability
Comprehensive Airline Liability, Including:
Bodily Injury (Including Passengers) , Prop- $50,000,000 Combined Single
erty Damage, Non-Ownership, Baggage, Cargo, Limit each Occurrence and in
Hangarkeepers' and Excess Liabilities and the aggregate with respect
Comprehensive General Liability (Including to Products
Premises, Products, Completed Operations,
Personal Injury and Contractual)
II. It is agreed that the City of Palm Springs, California is included as an
Additional Insured warranted no operational interest.
III. Cancellation
The Insurers agree to mail to the Certificate Holder, at the address shown
above, written notice stating when, not less than thirty (30) days there-
after, cancellation by the insurers shall be effective.
Dated at Seattle, Washington By: pQ�Q
March 15, 1987 Donald K. Bing am, Vice President
ALEXANDER & ALEXANDER OF WASHINGTON INC.
The insurance described herein is subject to the limitations, exclusions and
conditions contained in the policies.
Dexander
exander
SKYWEST AIRLINES, INC. exander
SCHEDULE OF INSURERS JDAlexander
Term -- March 15, 1987 to March 15, 1988
POLICY
INSURERS NUMBERS PARTICIPATION
NATIONAL UNION FIRE INSURANCE COMPANY OF AV 150-6024 60.0%
PITTSBURGH, PA (through SOUTHEASTERN
AVIATION (CALIFORNIA) INSURANCE SERVICES)
4000 MacArthur Boulevard, Suite 4100-W
Newport Beach, California 92660
UNITED STATES AIRCRAFT INSURANCE GROUP SIHL1-4334 40.0%
One Seaport Plaza
199 Water Street
New York, New York 10038
100.0%
.VIA& ENEFlGY+ON