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CARGO CARRIER OPERATING AGREEMENT
1:
FORT WORTH ALLIANCE AIRPORT
by and between
City of Fort Worth
and
ABX Air, Inc.
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Execution Copy
Table of Cantents
ARTICLE 1 DEFINITIONS AND EXHIBiTS ............................................................................. 1
1.1 Basic Data ..................................•--....................................................-•---------.......... 1
l .2 Additional Definitions . ..........................................•---.......................................----- 2
ARTICLE 2 USE OF THE AIRPORT AND RELATED FACILITIES .......................................4
2.1 Airline Rights and Privileges------• .......................................................................... 4
2.2 Exclusions and Reservations .................................................................................. 5
ARTICLE 3 OPERATION AND MAINTENANCE OF THE AIRPORT ................................... 6
3.1 City Obligations . ...................................•--.......-----...........................................------- �
ARTICLE4 FEES AND CHARGES ............................................................................................ 6
4. � Signatory Airline Landing Fees ............................................................................. 6
4.2 Special Charges...---•• ....................................................•--------------........................... 8
4.3 Use Contingent Upon Payment .......................................................��----�------.......... $
4.4 Payment .....................................................•--•-•--..............................................------- g
4.5 Schedules and Audit ..............................................••---•---....................................... 9
4.6 Security Deposit .............................. . 9
......................................................................
ARTYCLE 5 AFFILIATES ..........................................................................•--............................. 10
5.1 Airline's Designation of Affiliates ....................................................................... 10
5.2 Applicability of Agreement to Afftliaies . ............................................................ 1 I
5.3 Termination of Status af Affliate ........................................................................ 11
ARTICLE 6 iNDEMNIFICATION AND TNSURANCE ........................................................... 11
6.I Indernnification . ........................................................................•--........................ l 1
6.2 Insurance . ............................................................................................................. 12
6.3 Forms of Insurance Coverage . ............................................................................. 1�4
ARTICLE 7 COMPLIANCE WITH LAWS ............................................................................... 14
7.1 General Laws . ..............................•-------------•--....................................................... 14
7.2 Airport Rules and Regulations ......................................................
7.3 Licenses, Certificates and Authvrizations ............................................................ I S
7.4 ViJage Hour Laws. -• .............................................................................................. 15
ARTICLE 8 CIVIL RIGHTS AND AFFIRMATNE ACTION ................................................. 15
8.1 General Civil Rights Provisions ..................................................•----------.............. 15
8.2 Compliance with Nondiscrimination Requirements ............................................ 15
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Page
8_3 Titl� Vi Clauses for Transfer of Real Property Acquired or improved
Under the Airport Improvement Program ............................................................ 17
8.4 Clauses for Construction/Use/Access to Rea� Property Acyuired Under the
Activity, Facility or Program. ......-• ...................................................................... 17
8.5 Titl� VI List of Pertinent Nondiscrimination Acts and Authorities ..................... l7
8.6 Subordination to Agreements with the United States . ......................................... I9
8.7 Na Exclusive Rights . ........................................................................................... 19
8.8 Right to Develop Airport . ......................................................................•--........... i 9
8.9 Right of Flight ...................................................................................................... 19
8.10 14 C.F.R Part 77, Obstj-uctions in Na�igable Airspace . ...................................... 19
8.11 War or National Emergency . ...............................��---�--........................................ 19
8.12 No Interference with Airport Operatians ............................................................. 20
8.13 SEC Rule lSc2-12 ..............................................................................•--...............20
8.14 Americans with Disabilities Act ("ADA") . ......................................................... 20
ARTICLE 9 AIRLINE DEFAULT AND TERMINATION BY CITY ......................................20
9.1 Airiine Defauit . ......................................................•-•--..........................---------...... 20
9.2 City's Remedies ..................................................................�---............................. 22
43 Terznination....-• ..........................................•--................................----...................22
9.4 The City's Right to Perform . ............................................................................... 23
9.5 Airline's Rights Related to Tertninativn .............................................................. 23
9.6 Ba�k�-uptcy ..........................................................•--------........................................23
ARTICLE 10 AiRPORT DEFAULT AND TERMINATION BY AiRLINE ............................ 23
10.1 Events of Default . ...................•---...................................................................------ 23
10.2 Airline's Remedy ................................................................................................. 24
ARTICLE 11 ENVIRONMENTAL ............................................................................................24
11.1 Airline Representations, Warraniies, And Covenants . ........................................ 25
11.2 Information to be Provided to the City . ..................................................•------------ 2$
11.3 R�sponse and Compliance Actions ...................................................................... 28
1 l.� Correction of Environmental Non-compliance .................................................... 30
11.5 Corrective Action Process .................................................................................... 31
11.6 Environmental Indemnificat[on and Reimbursement . ......................................... 3�
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11.7 Linnitations . .......................................................................................................... 32
11.8 Waiver ..................................................................................................................32
1 I9 S�rvival of Environmental Provisions ................................................................. 33
11.10 Resource Conservation and Recycling . ............................................................... 33
ARTICLEl2 ASSIGNMENT ..............................................��-------.............................................. 33
ARTICLE 13 MISCELLANEOUS PROVISIONS ....................................................................33
13. l Nature of Agreement ............................................................................................ 33
13.2 Governin� Law and Venue . ................................................................................. 33
13.3 Entire Undetstanding . .......................................................................................... 34
I3.4 Amendments .............................................•--------.._...............................................34
13.5 Cumulative Rights . .............................................................................................. 34
13.6 Constructior� to 5ave Agreement . ........................................................................ 34
13.7 No Waiver ............................................................................................................ 34
13.8 Relationship of Parties . ........................................................................................ 35
13.9 No Third-Party Beneficiaries ....................••------............................----................... 3S
13.10 Successors and Assigns ...........................................................................•--.......... 35
i3.1 l Labor Disputes ..................................................................................................... 35
13.12 Force Majeure ...........................�--........................................................--------........ 35
13.13 No Personal Liability . ....................•---�--.........................................................------ 35
13.14 Acceptance of Payments ...................................................................................... 36
13.15 Attorneys' Fees .................................................................................................... 36
13.16 Taxes .................................................................•--...........................-----................36
13.17 Memorandum af Lease . ...................•--............................------....................----------. 37
13.18 Approval or Consent ............................................................................................ 37
13.19 Time of the Essence ............................................................................................. 37
13.20 Notices .........................................................................................•-----..................37
13.21 Counterparts ................................................................................................�----�--.37
13.22 Capacity to Execute . ............................................................................................ 37
13.23 Incorporation of Exhibits . .................................................................................... 38
13.24 Titles ............................�----...........................................................-----...................38
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13.25 Other Agreerr►ents. ......
Pagc
38
13.2b Agreement Not to Grant Mnre Favorable Terms ................................................. 38
13.27 Agent for Service . ................................................................................................ 38
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LIST OF EXHISITS
Exhibit Title
A Map of the Airport
B Rules and Regulations
C Form of Manthly Landing Report
D Affiliate Operating Agreement
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THYS CARGO CARRiER OPERATING AGREEMENT (this "Agreemen#") is made by
and between the CITY OF FORT WORTH, TEXAS, a home-rule city and political subdivision
of the State of Texas (the "City") and ABX AIR, YNC., a corporation organized and existing
under the iaws of the State of Delaware and author�zed to do business in the Siate of Texas
("Airline").
WITNESSETH:
WHEREAS, the City, is tYze owner of the Fort Worth Alliance Airport, located in Tara-ant
and Denton Couttty, Texas (the "Ai�-port");
WHEREAS, the City has the right to license the use of property and facilities on ihe Airport
and has the full power and authority to enter into this Agreement in respect thereof;
WHEREAS, the City has entered into an operating agreement, dated as of January 1, 1994
and subsequently amended with Alliance Air Services, a Hillwood Cotnpany (the "Airport
Operator"), for the management, operation and maintenance of the Airport;
WHEREAS, Airline is engaged in the business oftransporkation by air oiprope�-ty, mai� or
cargo; and
WHEREAS, Airline desires to obtain certain rights, services and privileges in connection
with the use of t1�e Airport and its facilities, and the City is wilIing to grant the same to Airiine
upon the terms and conditions in this Agreement.
NOW THEREFORE, for and in consideration of the znutual covenants and agreements
herein contained, the City and Airline do hereby mutually underta�Ce, promise and agree, each for
itself and its successors and assigns, as follows:
Article 1 DEFINITIONS AND EXHIBITS
1.1 Basic Data
Each reference in this Agreement to any of the following subjects incorporates the
inforimation specified below:
City:
City's Overnight Delivery and Street Address:
City of Fort Worth, Texas or its designee.
4201 N. Main Street, Suite 200, Fort Worth,
Texas 761 Qb-2736; with a copy to City
Attorney's Office, 200 Texas Street, Fort
Worth, TX 76102.
City's Post Office and Payment Address:
Airport Operator:
4201 N. Main Street, Suite 200, Fort Worth,
Texas 76106-2736.
Alliance Air Services
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Airport Operator's OvemigHt Delivery/Street Address: 2221 Alliance Blvd., Suite 100; Fort
Worth, Texas 76177.
Airport Operator's Post Office and Payment Address: 2221 Alliance Blvd., 5uite 100; Fort Worth,
Te�as76I77.
Airline: ABX Air, Inc.
Airline's Overnight D�livery and Street Address: 145 Hunter Drive, Wilmington, OH 45177
Agreerr�ent:
Effective Date:
This Cargo Carrier Operating Agreernent as the same may be amended or
s�pplemented from time to time pursuant to the terms hereof.
12:00 AM Central Daylight-Saving Time, April l, 2021.
Term: The period of tinae beginr�ing on the Effect�ve Date and ending on the
Expiratior� Date, unIess earlier terminated as provided in this Agreennent.
Notwithstanding anything set for-th herein to the contrary, both Airline and
City shall be entitled to terminate this Agreement without cause at any time
during the Term upon twelve (12} months wiritten natice to the other parry
hereta, such termination to be effective at t1�e end of the twelve (12} month
notice period. Notwithstanding the above, Airtine may cease operations at
the Airport without providing such notice.
E�piration Date
Per�nitted Uses:
11:59 PM Centrral Daylight-Savirig Time, March 31, 2041.
As provided in Article 2.
Security Deposit: As provided in Section 4.6.
1.2 Additional Definitions.
Th.e following words, terms and phrases wherever used in this Agreement have the
following rneanings:
Affiliate means a Cargo Carrier that is {i) a parent or subsidiary of Airline or under the
sarne parental control as Airline, (ii) otherwise operates under essentially the same trade name as
Airline at ihe Airpor� and uses essentially tHe same livery as Airline; or (iii) operates cargo feeder
flights at the Airport under the direction arid contral af Airlir�e. Airline shall provide the Airport
Operator with advance �written natice prior to designating a new Affiliate. Airline shaIl provide
the City with advance written notice prior to the canceilativn of any designation of an Affiliate
before the canceilation of such designation.
Air Transportation Business means that business operated by Airline at the Airport for th�
commercial transportation by air of prope�-ty, maiI or cargo.
Airfield means the runways, taxiways and public parking aprons at the Airport.
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Airline Entity means Airline's employees, contractors, subcantractors, agents, licensees,
subiessees, Aiiiliates, vendors, invitees and other parties under Airiine's direction or contrnl that
come onto the Airport in connection with Airline's use or occupancy of the Airport.
Airport nneans the realty and improvements generally known and designated as the Fof-t
Worth Aliiance Airpori, including all real property and easements, improvements and
appurtenances thereto, structures, buildings, fixtures, machinef-y, equipment, vehicles, supplies
and other tangible personal property, or interest in any ofthe foregoing, now or hereafter leased or
acquired by the City, less any thereof which may be consumed, sald or otherwise disposed of. A
depiction of the physicallayout of the Airport as of the Effective Date is sei forth in Exhibit A.
Ai ort Rules and Re ulations mkeans, callective�y, all a�plicable rules, procedures,
requirements, standards and regulations currently ef#'ective and hereafter amended, adop#ed or
established by the City that are applicable to the Airport, including witho�t limitation any
minimurn use standards and operating standards as well as any requirements listed in any access
permit issued to Arnazon.cotn Services, Inc., atl of w�ich are incorporated into and made a part of
this Agreement, as well as the rul�s and procedures in Exhibit B; provided that sucn Airport Rules
and Regulations do not conflict with applicable provisiot�s of state or federal 1aw or the provisions
ofthis Agreement and are enforced in a nondiscriminatory manner. The City shall provide at least
thi�-ty (30) days' advance written notice of any new or amended Airport Rul�s and Regulations
affecting Airtine.
Applicable Laws means, collectively, all applicahle present and future laws, rules,
reguiations, ordinances, orders, directives, notices, federal grant assurances, limitations,
restrictions, or prohibitions of any federal, state or Iocal gove�-nmentaI authority lawfu�ly
exercising authority over the Airport or the activities anc3 business operations of Airline, as they
may be amended frorra #ime to time, whether foreseen or unforeseen, ordinary as we�l as
extraordinary, including without implied iimitation those relating to (i) nealth, sanitation and
safety; {ii) the environment, including wit�out Iimitation all Environmental Laws; (iii) access for
persons with disabilities, including witHo�at lirrtitation the Americans with Disabilities Act of 1990,
42 U.S.C. §§ 12101 et seq.; and (iv) airpo�-t security, including without limitation the regulations
of the TSA, 49 CFR Parts 1540, i 542, 1544 et seq.
Car�o Carrier means a carrier certi�cated by the 5ecreiary of the U.S. Department of
Transportation as a Cargo Carrier under 49 U.S.C. § 41103.
Claims means any and all liability, damages, losses, expenses, claims, judgments,
demands, penalties or fines, inc(uding without limitation reasonable attorneys' fees and court costs.
Consumer Price Index or CPI means the ConsUmer Price Index for All Urban Consumers
(CPI-U}, U.S. City Average, All items (adjusted 1982-84 = l OQ) published by the Bureau ofLa�ar
Statistics of the United States Department of Labor, or a cotnparable index should the Depariment
of Labor cease to publish that index.
DHS means the Departme�t of Homeland Security, and its authorized successor(s).
FAA means the Federal Aviation Administration, and its authorized svccessor{s).
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Fiscal Year means the annuaI accounting period used for �eneral accaunting purpases
which, at the time of entering into this Agreement, is the period of twelve consecutive monihs
beginning with the first day of October of any year.
Landin Fees cneans fees paid by Airline in accordance with Section 4.�.
4.1.
Landin� Fee Rate means the rate used to calculate Landing Fee in accordance with 5ec�ion
Maximum Gross Landed Wei� means the maximum gross landing weight in one
thousand-pound units, at which each aircraft operated at the Airpnr� by Airline is certificated by
the FAA.
Non-5ignatory Airline means any Cargo Carrier that is not a Signatory Airline.
Si n�ry AirIine means a Cargo Carrier that has executeci an operating agreement with the
City substantially similar to this Agreez�aent and provides regularly schedUled se�-vice at the
Aitport.
TSA means the Transportation Security Adrninistration, and its authorized successor(s).
Additional words and phrases used in this Agreement but not defined herein have their
Usual and customary meaning.
ArticIe � USE OF THE AIRPORT AND RELATED FACILITIES
2.1 Airline Rights and Privileges.
In addition to all rights granted elsewhere in this Agteement, Airline shall have the right to
use, in common with others so authorized by the Airport Operator, areas, facilities, equipment and
i�nprovements at the Airport for the operation of Airline's Air Transportation Business and aIl
activities reasonably necessary to such operations, including but not limited to:
2.1.1 The landFng, taking off, flying over, taxiing, and towing of Airiine's
aircraft in areas designated by Airport Operator; pro�ided, however, Airline shall not permit the
use of th.e Airfeld by any aircraft operated or controIled by Air�ine w�ich exceeds the design
strength or capa�ility of the Airfield as described in the then-current FAA-approved Airpor�
Layout Plan (ALP) or other engineering evaluations performed subsequeni to tne then-current
ALP, including the then-current Airport Certitication Manual, provided that such evaluatians are
pravided to Airline upon Airtine's request.
2.1.2 The training of personnel in the employ of or to be employed by Airiine
and the tesiing of aircraft and other equipment being utilized at the Airport in the operation of
Airtine's Air Transportation Business; provided, however, said training and testing shall be
incidental to the use of the Airport in the o�eration by Airline of its Air Transportation Business
and snall not unreasonably hamper or interfere vvith the use of the Airport and its facilities by
others entitled to the use of same. The Airpoj-t Op�rator rese�-ves the right to restrict or prohibit
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such training anci testing operations if it reasonably deems that such training and testing operations
unreasonably interferes with the use of the Aitport.
2.1.3 The servicing by Airline or its suppliers, of aircraft and other eyuipment
being utilized at the Airport by Airline authorized by the Airpo�-t Operator in writing and at
locations designated by the Airport Operator.
2.1.4 Access to the Airport from an off-airport property, subject to an access
pertnit issued by the City to Amazon.com Set-vices, Inc., if appiicable.
2.2 Exclusions and Re�ervat�ons.
2.2.1 Nothing in this Article 2 shall be construed as authorizing Airline to
conduct any business separate and apart from the conduct of its Air Transportation Business.
2.2.2 The City sha�1 at all times have exclusive control and rnanagement nfthe
Airport.
2.2.3 Airiine shalI not trnowingly interfere or knowingly per�nit interference
with the use, operation or maintenance ofthe Airpart, including but not limited to, the effectiveness
ar accessibility of the drainage, sewerage, water, cotiamunications, fire protection, utiliry,
electrical, or other systems installed or locaied from time to time at the Airport.
2.2.4 As soon as reasonably possible after release from proper authorities,
Airline shall (i) remove or cause to be removed any oi its disabled aircraft from tlze Airfield, and
(ii) place any such cfisai�led aircraft in Airline's off Airport leasehold or in such storage areas as
may be designated by the Airport Operator. In the event Airline fails to remove any of its disab�ed
aircraft as exp�diiiously as reasonably possible, Airport Operator may, but shall not be obligated
to, cause the removal of such disabled aircraft; pravided, however, the Airport Operator shall give
Airline prior writien notice of its intent to do so and provided further that Airport Operator sha11
use reasonable efforts to remove such aircraft. AirGne shall pay to the Aitport Operator, upon
receipt of invoice, the reasonable and document�d out of pocket costs actually incurred by the
Airport Operator for such removal pIus tweIve percent (12%).
2.2.5 Airline shall na# c�a or permit to be done anything, either by act or failure
to act, that causes the cancellation or vioiation of the provisions, or any part thereof, oi any policy
of insurance for the Airport, or that causes a hazardous condition so as to increase the risks
normally attendant upon operations permitted by this Agreement, provided that tHe Airport
Operator has previously provided the Airline with the insurance policies. If such Airline act, nr
failure ta act, causes canceliatinn oi any policy, then Airline shall immediately, upon notification
by Airport Operator, do whatever is necessary to cause reinstatement of said insurance.
Furtherrr�ore, if Airline shall do or perrr�it to be done any act not permitted under this Agreement,
or fail to do any act required under this Agreement, regardless of whether such act constitutes a
breach oi this Agreement, which causes an increase in City's insurance premiums, Airline shall
immediately remedy such actions or pay the increase tn premiums, upon natice from the Airport
Operator to do so.
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2.2.6 The rights and privileges granted Airline pursuant to this Article 2 shall
be subject to any and aIl Airport Rules and Regulat�ons and fihe otner provisions of this Agreement.
2.2.7 Any and all rights and privileges not specifically granted to Airline for
its use of azad operations at the Airport pursuant to this Agreernent are hereby reserved for and to
the City.
Article 3 OPERATION AND MAINTENANCE OF THE AIRPORT
3.1 City Obligatinns.
3.1_I The City shall, with reasonable diligence and using adequate qualified
personnel, pruderitly develop, improve, and at all times maintain and operate the Airport, and keep
the Airport in gnod repair.
3.1.2 The City shalI use reasor�able efforts keep the Airport and its aerial
approaches free frorn ground obstruction for the safe and proper use thereof by Airline to the extent
that the City has owr►ership of the land containing the ground obstruction.
3.1.3 The City shall rrzaintain and operate the Airport in accordance with FAA
certifcatinn requirements, including 14 CFR Part 139, and maintain adequate rescue and
firefighting equipment and personnel to meet snch FAA certification requirements which meet or
exceed the activity level of Airline's aircraf� using the Airport.
3.1.4 The Airport shatl be fUlly operational 24 hours per day, 36S days per year
(366 days per year during leap years), unless Airline agrees in writing to a reduced operating
schedule.
3.1.5 Subject to 3.1.6, the City shall not restrict Airline's night operations,
subject to Applicable Laws.
3.1.5 At the reasonable request of the City or Airport Operator, Airline shall
work with City at�d, to the extent necessary, the FAA to address local noise concerns.
3.1.7 The Ciiy shaZl not be liable to Airline for temporary failure to furnish ali
or any of such services to be provided in accordance with this Agreement when due to tnechanical
breakdown or any other cause beyond the reasonable control o fthe City.
Article 4 FEES AND CHARGES
4_1 Signatory Airline Landing Fees.
4.1.1 Signatary Airline Landing Fee Rate for Aircraft Over 40,ODQ
Pounds. For aircraft wei�hing over �40,OOp pounds, Airline shall pay Signatory Airline Landing
Fees for its use of the Airfield based on the Maximuin Gross Landed Weight of Airline's aircraft
landing at the Airport multipiied by the Si�natory Airline Landing Fee Rate.
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(a}The Signatary Airline Landing Fee Rate for ApriI 1, 2021 through
September 30, 2022, is $1.65.
(b) For each subsec�uent Fiscal Year, the Signatory Airline
Landing Fee Rate %r that Fiscai Year shall be adjusted by multiplying the Signatory Airline Land-
ing Fee Rate for the prior Fiscal Year by the percentage change in the CPI between the previaus
12 month period from .iuly 1 througl� ]une 30. For example, the Signatory Airline Landing Fee
Rate for the second Fiscal Year (October l, 2022 through September 30, 2023) is calculated by
multiplying the prior Fiscal Year Landing Fee Rate of $1.65 by the percentage change in the CPI
from July l, 2021 through June 30, 2022.
4.I.2 Minimum Si�natory Airline Landing Fee for Aircraft Weighing
40,0�0 Pounds or Less. For aircraft weigh# 40,000 pounds or less, Airline shall pay the Minirx►um
Signatory Airline Lanc�ing Fee for each landing at the Airpo�-k.
{a)The Minirr�um Signatory Airline Landing Fee from April 1, 2021
through September 3�, 2022 is $70.00.
(b) For each subsequent Fiscal Year, the Minimum Signatory
Airline Landing Fee for that Fiscal Year shal� be adjusted by multiplying the Minicnum 5ignatory
Airline Landing Fee for the priar Fiscal Year by the percentage change in the CPI for the previous
12 �xaanth period from July 1 through June 30. For example, the Minimum Signatory Airline
Landing Fee for the second Fiscal Year (Octo6er 1, 2022 tHrough September 30, 2023} is calcu-
lated by multiplying the prior FiscaI Year Minimurr� Signa#ory Air�ine Landing Fee of $70.00 by
the percentage change in the CPI from July 1, 2021 through June 30, 2022.
4.1.3 Non-Signatory Airline Landing Fees anc� A�ternative Signaiory Air-
line Lanc�ing Fees.
(a} Any Air�ine conducting cargo operations at the Airport without en-
tering into a separate Cargo Carrier Agreement such as this Agreement with the City shall pay
"Non-Signatory Airline Landing Fees," ir�cluding a Non-Signatory Airlitae Landing Fee Rate and
Nan-Signatory Airline Minimum Landing Fee. Non-Signatoty AirIine Landing Fees shall be set
and published each Fiscal Yeat by the City.
(b) In any given Fiscal Year, if either the Non-Signatory Airline
Landing Fee Rate of Non-Signatory Airline Minimum Landing Fee multiplied by 0.85 (the "Al-
ternative Signatory Airline Landing Fee"} is (ess than the corresponding Signatnry Landing Fee
calculated under Sections 4.1.1 or 4.1.2, the City shall charge Airline the Alternative 5ignatory
Airline Landing Fee in lieu of the Landing Fee fvr that Fiscal Year.
4.1.4 Annual Notice of Re�ised Landing Fees. No later than September 1 of
each year, the Airport Operator shall provide written notice to each Signatory Airline of the next
Fiscal Year Signatory Airline Landing Fee Rate and Signatory Airline Minimum Landing Fee, to
be effective October 1 of that year.
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4.2 Special Charges.
The City rr�ay also charge Airline for and Airline agrees to pay within thirty {30) days after
receipt of an invoice from the City or Airport Operator:
4.2.� Parking on the public ramp. The parking fee on the Effective Date wili
be inclnded in the City's Sci�edule of Rates and Charges which may be revised annually by the
City.
4.2.2 Special licenses and special permits for activities and uses of ihe Aif-port
that are not covered by this Agreement that are reyuested by Airline;
4.2.3 Special services requested by Airline;
4.2.4 Cosis for removing disabled aircraft as specified in Section 2.2.4;
4.2.5 Reasonable, documented, out of pocket costs and expenses actualIy
incurred by or on behalf of the City or Airport Operator plus twelve percent (l 2%) (after the giving
of notice and the expiration of any applicable cure periods as provided in Section 9.1 of this
Agreement) to remove litter, debris, refuse, petroleutn products (including oil and grease) thafi
result from the activities of Airtine or its Affiliat�s, employees, agents or suppliers at the Airpork;
and
4.2.6 Any other reasonable, docuxnented, out of pocket costs and e�penses,
plus twelve percent {12%), incu�-red by ar o� behalf of the City or Airpart Operator as a result of
any failure b� Airline or its Affiliates to perform their duties and obtigations under this Agreement
or the Afftliate Operating Agreement {after the giving of notice and the expiratian of any applica-
ble cure periods as provided in Section 9.1 of this Agreement).
4.3 Use Contingent Upon Payment.
The grant of the right, licenses, facilities, services and �rivileges to Airline nnder this
A�reement shall, in each case, be subjeci to th� payment of the Landing �ees.
4_4 Payment.
4.4.1 On or befare the 10`h day of each month, Airline sha11 subrnit to the
Airport Operator a"Monthly Landing Report" in the for�n of Exhibit C repac�ing its landing
activity far the prior month. The Airport Operator sha�l hav� the right to rely on tI�►e Monthly
Landing Report in det�rmining Landing Fees due from Airline under this Agreement; provided,
however, Airline shaIl have full respor�sibility for the accuracy of the report.
4.4.2 Airline sha11 pay, without invoice frorn the Airport Operator, on or before
tHe 10fh day of each manth the Landing Fees for the prior month in an amount equal to the Landing
Fee Rate multiplied by the Airline's Maximum Gross Landing Weight for all aircraft landing at
the Aiz-port during the prior month, as reported in the Monthly Landing Repnrt.
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4.43 All payments due and payable Hereunder shali be paid in lawful money
of the United States of America, without set of% by electronic transfer as follows:
Account Name:
Account Number:
ABA Routing (WIRE)
ABA Routing (ACH):
Bank Name:
Branch Address:
Remittance Emaii:
Alliance Aviation Management, Ltd.
488020289876
026009593
111000025
Bank of America
Dallas, TX 752Q2
Sherri.Simpson@Hiltwood.com; and
Monic�. Wirdzek@Hil lwood.com
4.4.4 After notice af delinquency to Airline and failure of Airline to cure the
delinquency through payment within 30 days from the date ofthe natice of delinquency, City may
impose a delinquency charge on all overdue payments at a rate tHat is the greater of either a 10%
infierest rate or the current WaII Str�et Journal Prime Rate plus one percent (1 %).
4.5 Schedules and Audit
Upon execution of this Agreement, Airline shalI provide the Airport Operator with its
schedule of aircraft operations for Airline and its AffiIiates ("ScheduIe"}. Airline shall provide the
Airport Operator with an updated Schedu�e any titne there is a change to the scheduled operations
of AirIine or its Affiliates that would af%ct the assessment of Landing Fees. AirIine shall maintain
separate and accurate daily records of Airline's operations at the Airport for a period of three (3}
years after the cIose of each Agreement Year throughout the Term. T'his record-keeping obiigation
sl�all survive the expiration or earlier termination af this Agre�ment. All such books and records
shalI be kept in accordance with generally accepted accoun�ing principles, consistently applied,
showing in detail all business done or transacted in, on, about, from or pertaining to the Airport,
and shatl be sufficient to permit the City to calcuiate and verify the Landing Fees and other fees
and charges due under this Agreemen#. Upon ti�e City's or Airport Operator's written request,
Airline shall make available at the Airport to the City or Airport OperatQr or their auditors any and
all books, records and accounts pertaining to the calculation of the Landing Fees and other fees
and charges due under this Agreement. In the event City, Airport Operator or their auditor(s)
detnonstrates an underpayment of cumulative fees and charges of two percent (2%} or more for
the previous three (3) years, Airline shall pay to City or Airport Operator the cost of any review or
audit.
4.6 Security Deposit.
4.6.1 Posting of Securaty Deposit. On or befor� the Effective Datc, Airline
shall provide to the City a Security Deposit in an amount eyual to the estimate ofthree (3) months'
Landing Fees and in the form required under Seciion 4.6.3. As of the Effective Date, the Security
Deposit is Two Hundred Twenty Thousand Dollars ($220,000). The Security Deposit shall be
held by the City and used to remedy Airline's defaults in the payment oi Landing Fees and ofiher
fees and charges due under this Agreernent or which otherwise arise as a result of Airline's
operations at the Airport.
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4.6.2 Increases to the .5`ecurity Deposit. The City may increase the amount of
the Security Deposit required under Section 4.6.1 dueing the Tertn if and when Airline changes its
operatzng schedule in a mran�ner that increases the estimate of three (3) months' Landing Fees that
fotmed �he basis for the Security Deposit then in eff�ci by more than ten percent {10%). Any such
increase in the Security Deposit shall be limited to the then current estimate of #hree (3) months'
Landing Fees. In the event of an increase, Airline shall comply with the new Security Deposit
requirement within thirty (30) days of receipt of written notice by the City.
4.6.3 Standhy Letter of Credit Requirements. T�e Security Deposit shall be in
ihe form of an irrevocable standby letter of credit drawn on a bank having either a branch in Tarrant
County ar a bank that allows the Letter af Credit to be presented by facsimile. The bank is required
to have a lo�g-ternn, lettee of credit rating and bank deposit rating frorn two (2} of the three (3)
rating agencies of at least A2/A/A by Moody's investor Services, Standard & Poor's and Fitch
Ratings, respective�y. The letter oicredii shali be in a form appraved by the City.
4.6.4 Duty to Maantain Security Deposit - Defaudt. Airline shall maintain ti�e
required Security Deposit continuously throughout the Term. Failure to do so shatl be deemed a
default and shall be grounds, at City's discretion, upon ten (10} days' written notice unless fihe
default is cured, for immediate termination of this Agreement.
4.6.5 Duty to Rebate. The Secnrity Deposit or the remaining portion thereo�
�ollowing any draws on the letter of credit by City sha11 be rebated, released, assigned, surrendered,
ar endorsed to Airline, as applicable, no later than ninety (90) days aier the Iater of: {1) termination
of this Agreement; (2) issuance of a close-out audit by the City or Airport Operator; or (3) payment
of aIl outstanding amounts owed the City under this Agreement.
Ar�icle S AFFILIATE�
5.1 Airline's Designation of Affiliates.
Subject to the provisions of this Article 5, Airline may designate one or more Affiliates to
operate at the Airport. In the event Airline designates an Affi�iate, th� following provisions apply
to Air�ine and its AffiIiates_
5.] .1 Airline's designation of an Af�liate shall not be effective until Airline
has first (a) notified the Airport Operator in wriiing that Airline intends to designate the Aff liate;
(b} ensured that the Affiliate has entered into an Affiliate Operating Agreement witlz the City in
substantially tlze same %rm as that aitached as Exhibit D; and (c) confirmed far the Airport
Operator in writing that Airline will pay to the City xll of t�e Affiliate's Landing Fees and ather
fees and charges due to the City on account of the Aifiliate's use of any Airpori facilities as an
Affiliate of Airline, as provided in Section 5.1.2. Airline's designation of an Affiliate is subject to
the City's approval, which shail not be unreasonably withheld.
5.1.2 Airline sha11 pay to City alI Land�ng Fees and other fees and charges due
under this Agreement due to City nn account of the Affiliate's use of any Airport facilities, and
shall submit to City all reports detailing each Afiiliate's use of any Airpart facilities or services as
an Aff liate of Airline in accordance with Section 4.4; provided, however, that both Airline and
the Af�liate shaIl remain jointly and severally iiable to City for the payment of all Landing Fees
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and otlaer fees and charges, and the submission ofall reparts, that are due to City on account ofthe
Affiliate's use of any Airport facilities or services as an Affiliate af AirIine.
5.2 Applicability oi Agreement �o Affiliates.
For so long as Airline and its Affiliates have complied with the payment and reporting
obligations under Article 4, then each Affiliate shall have the same rights as AirIine with respect
to its use of the Airport.
53 Termination of Status of Af%liate.
A Cargo Carrier's status as Affiliate of Air�ine may be terminaied by Airline upon not less
than thirty (30) days' written notice to City. Airline's liabi�iry to City for the payment of all
Landing Fees and other fees and charges due under this Agreement, and the submission vf alI
activity reports, ihat are due to City on account of the use of Airport facilities or services by
Airline's Affiliates shall survive any termination of Affiliate status; provided, howevet, that
Airline shall only be responsible for such payments and reports related to the terminated Affiliate's
operations before its pro}�er termination by Airiine took effect.
Artic�e 6 INDEMNIFICATION AND INSiTRANCE
G.1 Indemnification.
6.1.1 Except for Claims for environmental matters (which are the subject of
the indemnification obligation under Article 11), Airlin� shal�, to the fullest extent permitted by
law, defend, i�ndemnify and hold harmless the City anc� the Airport Operator and their boards,
af�cers, officials, directors, ernployees, volunteers and agents (each and "Indemnified Party")
from and against {i) Claims arising directIy or indirectly from any act or omission (including
without limitation express negligence) of Airline or Airline Entity or out of tne obligations
undertaken in connection with or the performance of this Agreement, or (ii) for Claims based upon
AitIine's aIleged breach of any statutory duty or obligation or Airline's duty under contracis with
third parties, or (iii} CIairns arising frorn any use of the Airpart by Airiine or Airline Entities
except, to the extent those Claims arise out of the negligence or willful misconduct of the City or
Airport Operator. The obligations in thfs Article shall apply far the entire time that any third party
can Iegally make a claim against nr sue the City or Airport Operator for liabilities arising out of
Air�ine's use, occupancy, or operation of the Airport.
6.1.2 Except %r claims �'or environmenta� matters (which are the subject ofthe
indernnification obligations under Article 11), Airl�ne shall reIease, defend, indemnify, and hold
each Indemnifed Party compleiely harmless from and against any Claims arising from or based
upan the actual or alleged violation by Airline or an Airline Entity, of any Applicable Laws,
Airport Rules and Reguiatians or any license, certificate, permit or other authoriza�ion issued under
any of the afnresaid, in connection with Airline's conduct of its air transportation business on or
at the Airport or use or occupancy of the Airport.
6.1.3 If the City is alleged to be in non�campliance with Applicable Laws
governing access to secure areas of the Airport and said non-campliance is the result of or due ta
the negligence or willful act or omission ofAirline or an Airline Entity, and such breach of a secure
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area results in a civil penalty or other action against th� City, Aitline agrees to reimburse the City
for all expenses, including reasonable attorneys' fees, incurred by the City in defending against
the civil penalty action or other action, and for any civil penalty or settlement amount paid by the
City as a result of being deemed in non-com�liance as aforesaid. The City shall give A�rline
reasonable notice of any allegation, investigation, or proposed or actual civil penatty or other
action sought for such non-comptiance.
6.1.4 If any action or proceeding is brought against the City by reason of any
Clai�n that may be subject to Airline's indemniflcation obli�ations contained in this Section 6.1,
Airline, upon reasonable notice from the City, shali r�sisi or defend such claim, suit, demand,
action, Iiability, loss, damage, j�dgment, fine, or penalty with counsel reasonably acceptable to the
City, and the City shall take reasonable actions to mitigate its damages.
6.1.5 The foregoing express obligation of indemnification shall not be
construed to negate or abridge any other obligation of indemnification rur�nin� to the City or an
Indemnifiec� Party that would exist at common law or under other provisions of this Agreernent,
and the extent of the obligation of indemnification shali not be limited by any provision of
insurance undertaken in accordance with this Agreement. The City shall give Airline written
notice of any Claims threatened or made ar any suit instituted against it that could result in a claim
of indemnification k►ereunder.
6.1.6 Notwithstanding anythirzg to the contrary set forth in this Agreement,
neither pariy nor any of its members, directors, officers, agents, representatives or employees shall
be liable to the ofiher party for any loss of business or any indireci, incidental, special or
consequential damages or lost profits arising out oi or relating to this Agreement or such party's
performance or non-perfo�-mance hereunder; provided, however, that this Section 6.1.6 sha�l not
apply to third-party clairns for bodily injury, wrongful death or property damage arising ouE of or
relating to this Agreement.
6.1.7 The indemnification and other obligations under this Section 6.1 shail
survive the expiration or earlier termination af this Agreement_
6.2 Insurance.
During the Term and any extension thereof, Airline shall, at its sole cost and e�pense,
o6tain ar�d maintain in full force and effect, and pramptly pay all premiums, when due, for the
following types of insurance in the amounts specified and in the form herein provided:
6.2.1 General Liability Insurance/Aviation Liahilitk.,
Airline shall maintain aviation liability insurance, including general liability
insurance, in amounts not less than a Cornbined Single Limit of $SD0,000,000 any one occurrence
and in the aggregate where applicable for bodily injury {including death) to passengers and third
parties and Property Damage. Coverage sha11 include but not he limited to Airport aperations;
blanket contractual liability; personal injury, which coverage shall be $10,000,000; products and
completed operations; aircraft non-owned liability; liability for vehicles on the restricted access
areas of the Aircraft Operations Area (AOA) including baggage tugs, aircraft pushback tugs,
provisioning trucks, air stair trucks, belt loaders and ground hangar keeper's liability. Explosion,
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collapse and underground property damage Iiability coverage's shall noi be excluded from such
insurance coveeage. The City and Airpott Operator shall be named as additional insured.
6.2_2 Automobile Liability Insurance.
Airline shall maintain commercial automobile liability insurance, with a limii of
not less than $10,000,000 each accident. Such insurance shall cover liability arising out of any
auto (incIuding or�vned, hired, and non-owned autos). The City and Airport Operator shall be
named as additional insured.
6.2.3 Workers Comtoensation.
Airline shall maintain statu�ory workers compensation and employers liability
insurance. The liability employer's limits for such policy sh�all not be less than $1,000,000 each
accident for badily injury by accident or $SOO,OQO each employee for bodily injury by disease.
6.2.4 Contractocs Insurance.
Any contractor, construction manager or other party engaged by Airline or
subcontractor or o#her party engaged by a contractor, construction manager or other party that is
engaged by Airline, in either case, to perform any conshuction, renovatians or repairs at the Airport
shall obtain and maintain in full force and effect during any construction period:
(a) A comrnercial general IiabiIity insurance poiicy in min�mum limits,
unless otherwise specifed, of $1,000,000 per occurrence for bodily injury and $I,000,000 per
occurrence for property damage including a$2,000,000 general aggregate.
(b) An automobile liability insurance policy covering owned, non-
owned and hircd vehicles of least $500,000 per a combined single limit.
(c) A worker's compensation policy affording statutory coverage and
containing statutory limits and etnployer's Iiability insurance at limits of $500,000 per
accident/$500,000 each employee/$500,000 policy iinnit.
{d) Professional liabiIity insurance shal� be maintained when any
architect, engineer or any oth�r professional setvice performs, directly or indirectly, work for or
on bek�a�fofAirline at Airport or involving Airline's operations with a$1,000,000 policy limit.
(e) Additiona� Coverage:
(i) Excess / Umbrella Liability (a� applicable}
(ii) Within Aircraft Operations Area $10 M
{iii} Secure/Steri�e Side Operations {outside AOA) $5 M
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Coverage must apply fn excess of all required prirr�ary liability ins�arance, and musi be at
least as broad as the undertying liability insurance. The City and Airport Operator shali be named
as additional insured.
6.3 For�s of �nsurance Coverage.
6.3.1 Insurance reyuirements and limits of coverage �ander this Agreement
may be amended by the City as a result of increased risk, nature of work performed, losses
sustained, and/or City policy, industry and statutory changes.
�.3.2 All policies shalt be written by insurance companies reasonably
acceptable to the City.
6.3.3 All policies, except far warkers compensation coverage and professional
liabiIity coverage, shalI designate the below mentioned parties as "Additional insuted," either by
a"blanket additional insured" endorsernent, or by specific endorsement_
"The City afFort Warth, Texas and AIliance Air Services, Inc. and their respective
elected of�cials, boards, offcers, ennployees, agenis and representatives."
6.3.4 A(I policies sha11 waive the insurer's right of subrogation against said
parties.
6.3.5 All policies must be primary with respect to coverage provided for the
City and the other Additianal �nsureds.
6.3.6 A(I poticies nnust �e non-coz�tributory with other coverage or self-
insurance available to the City and the other AdditionaI Ittsureds.
6.3.7 All of Airline's insurance policies shall contain a provision that written
notice shaIl be given to the City and Airport Operator at least thirty (30) days prior to cancellatian,
except #en {10) days for non-paynnent of prezniuzn. In the event that Airline is notified that an
insurer intends to terminate or non-renew a policy or reduce coverage below the requirements in
this Agreement, Airline shall arrange alternate coverage acceptable to the City to comply with City
requirements and cause replacement coverage data to be obtained.
6.3.8 Approval, disapproval or faiIure to act by the City regarding any
insurance obtained by Airli�e shall not relieve the Airline of full responsibility or liability for
damages a�d accidents as set fo�-th herein. Neither shall the bankruptcy, insolvency or denial of
liability by the insurance campany exonerate Airline from liability.
Article 7 COMPLIANCE WITH LAWS
7.1 GeneraI Larvvs.
Airline shali comply with all Applicable Laws.
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7.2 Airport Ru�es and Regulations
The use 6y Airline oft�ae areas and facilities described herein and the rights and privileges
granted Airltne pt�rsuant to this Agreement shali at all times be subject to the Airport Rules and
Reguiations. Airline covenants and agrees thai it will not violate or pe�-mit any Airline Entity to
violate any sucl� Airport Rt�les and Regulations. The City may prescribe civil penalties and
inj�nctive renn�edies for violations Ehereof, and the same may be applied to Airline for vio�ations
by Airline or any Airline Entity. Air�ine may contest in good faith any Applicabl� Laws, federal,
State or local code,law, regulation, ordinance or �-ule, Airport Rules and Regulations or any other
rule ar reguIation ofthe City without being cansidered in breach oft�is Agreeme�,t so long as such
contest is diligently commenced and prosecuted by AirIine. T'he City shall provide at least thirty
{30) days' advance vwritten notice of any new or amended Aitport Rules and Regulations affecting
Airline.
7.3 Licenses, Certi�cates and Aathorizations.
Airline shal[ obtain, at Airline's sole expense, all licenses, certificates, pertnits and other
authorizations that are now or hereafter required by Applicable Laws or the Airport Rules and
R�gulations for Airline's operations at the Airport and Airline's exercise of ar�y righfis under fihis
Agreement.
7.4 Wa�e Hoar Laws.
Airline sha(1 coanply with al( a�plicable Federal, state and loca� wage and hour laws.
Article 8 CIVIL RIGHTS AND AFFIRIVIATIVE ACTIOIV
8.1 General Civil Righfs Provisior�s.
Airline agrees to cornply with pertinent statutes, Executive Orders and snch rules as are
pramulgated to ensure that no person shall, on the grounds of race, creed, color, natior�al origin,
sex, age, or disabiliry be excluded from participating in any activity conducted with or benefiting
from Federal assistance. If Airlit�e transfers its obligation, the transferee is obligated in the same
manner as Airline.
This provision obiigates Airline for the period during which the property is owned, used vr
possessed by Airline and the Airport remains obligated to the Federal Aviation Adminisiration.
This ptov�sion is in addition to that required by Title VI ofthe Civil Rights Act of 1964.
8.2 Compliance with Nondiscrimination Requirements.
During the performance of this Agreement, Airline, for itself, its assignees, and successors
in interest (hereinafter referred to as "Air�ine") agrees as follows.
8.2.1 Compliance with Regulations: Airline (hereinafter includes consuItants)
will comply with the Title VI List of Pcrtinent Nondiscrimination Acts and Authorities, as they
may be amended from tiine to time, which are herein incorporated by reference and made a part
of this Agreement.
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8.2.2 Nondiscrimination: Airline, with regard to the woric performed by it
during the Agreement, wi11 not discriminate on the grounds af race, color, or national origin in the
selection and retention of subcontractors, inclading procuretnents of materia�s and leases of
equipment. Airline will not participate directly or indirectly in the discrimination prohibited by
the Nondiscrimination Acts and Authorities, including employment practices when the Agreemeni
covers any activity, project, or program set forth in Appendix B of 49 CFR part 21.
8.2.3 Salicitations for Subcontracts Includin Procurements of Materials and
Equipment: In al� solicitations, either by competitive bidding, or negotiation made by Airline for
work to be performed under a subcontract, includi�►g procurements of materials, or ieases of
equipment, each potential subcontractor or supplier will be notified by Airline of Air�ine's
obligations under this Agreement and the Nondiscrimination Acts and Authorities on the grounds
of race, color, or national origin.
8.2.4 Information and Reports: Airline wilI provide all information and
re�orts required by the Acts, the Regulatior�s, and directives issued pursuant ihereto and will permit
access tn iis books, records, accounts, other sources of information, and its facilities as tnay be
deterrr►ined by the City or the Federal A�iatian Administration to be pertinent to ascertain
compliance wi#h sucl� Nondiscrimination Acts and Authorities and instructions. Where any
information required of Airline is in the exclusive possession of another who fails or refuses to
furnish the informat�on, AirIine wiIl so certify to the City or the Federal Aviatior� Administration,
as appropriate, and will set forth what efforts it has �nade to obtain the information.
8.2.5 Sanctions for Noncompliance: In the event of Airline's noncompliance
with the nondiscri�nination provisions ofthis contract, the City wi�l impose suc� contract sanctions
as it or the Federai Aviation Administration may determine to be appropriate, including, but not
limited to:
complies; and/or
in part.
{a) Withholding payments to Airline under the Agreement until Airline
(b) Cancelling, tertninating, or suspending the Agreement, in whole or
8.2.6 Incorporation__ of Provisions: Airline wil� include the pravisions oi
paragraphs 8.2.1 through 8.2.6 in every subcontract, including procurements of materials az�d
ieases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant
thereto. Airline will #ake action with respect to any subcontract or procurernent as the sponsor or
the Federal Aviation Administration rnay direc# as a rrzeans of enforcing such provisions including
sanctions for noncompliance. Provided, that if Airline becomes involved in, or is threatened with
Iitigation by a subcontractor, or supplier because of such direction, Airline may request the City to
enter �nto any litigation to prot�ct the interests of the City. in addition, Airline may request the
United States to enter into the litigation to protect the interests of the United States.
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8.3 Title VI ClaUses for Transfer oi Real Property Acquired or Improved Under
the Airport Improvement Program.
5.3.1 Airline, for himself/herself, his/her heirs, personal representatives,
successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and
agree as a covenant rUnning with the land that:
(a} in the event facilities are constructed, maintained, or atherwise
operated on the property described in this Agreement %r a purpose for which a Federal Aviation
Adtninistration activity, facility, or program is extended or for another purpose involving the
provision of similar services or benefits, Airline will maintain and operate such facilities and
services in compliance with aIl requirernents imposed by the Nondiscricninatian Acts and
Regulations listed in the Pet-tinent List of Nondiscrimination Authorities (as may be amended)
such that no person on the grounds of race, color, or national origin, will be excluded from
participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of
said facilities.
8.3.2 With respect to th is Agreement, in the event af breach of any of the above
Nondiscrimination covenants, the City wiil have the right to terminate this Agreernent and to enter,
re-enter, arnd repossess said lands and facilities ihereon, and hold the same as if this Agreement
had never been made or issued.
8_4 Clauses for Construction/LTse/Access to Real Property Acquired Under the
Activity, Facility ar Program.
8.4.1 Airline, for himself/herself, his/her heirs, personal representatives,
successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and
agree, as a covenant rnnning with the land, that (1) no person on Yhe ground of race, color, or
national origin, will be excluded frorn participa#ion in, denied the benefits of, or be othexvvise
subjected to discrimination in the use of said facilities, (2) #hat in the construction of any
impravements on, over, or ur�der seach land, and the furnishing of services #hereon, no person on
the grovnd of race, color, or natianal origin, wil� be excluded from paj-ticipatFon in, denied the
benefits af, or otherwise be subjected to discrimination, (3) that Airline wiIl use the premises in
compliance with all other rec��irements imposed by or pursuant to the List of Nondiscrirnination
Acts and Authorities.
8.4.2 With respect to this Agreement, in the event ofbreach ofany ofthe above
nondiscrimination covenants, the City will have the right tv terminate the lease and to enter or re-
enter and repossess said land and the facilities thereon, and hold the same as if this Agreement had
never been made or issued.
8S Title Vi List of Pertinent Nondiscrimination Acts and Authorities.
8.5.1 During the performance of this Agreement, Airline, for itself, its
assignees, and successors in interest {hereinafier refenred ta as the "Airline") agrees to camply
with the follor�ving nondiscriminatian statutes and authorities; including but not limited to:
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{a) Title VI of the Civil Rights Act of 196� (42 USC § 2000d et seq.,
78 stat. 252) (pro�ibits discrimination an the basis of race, color, national origin};
(b) 49 CFA par� 21 (Non-discrimination in Federaily-assisted programs
of the Department of Transportation—Effectuation of Title VI of the Civil Rights Act of 1964};
(c) The Un�form Relocation Assistance and Real Property Acquisition
Policies Act of 1970, {42 U5C § 4�601) (prohibits �nfair treatment of persons displaced or whose
property has been acquired because of Federal or Federal-aid prograrns and projects);
{d) Section 504 of the Rehabilitation Act of 1973 (29 USC § 794 et
seq.), as amend�d (prohibits discrimination on the basis of disability); and 49 CFR part 27;
(e) The Age Discrimination Act of 1975, as arnended {42 USC § 6101
et seq.) (prohibits discrimination on the basis of age);
(f} Airport and Airway Irnprovement Act of 1982 (49 USC § 471,
Section 47123}, as amended (prohibits discrimination based on race, creed, color, national origin,
ar sex);
(g) The Civil Rights Restaratio�a Act of 1987 (PL 100-209) (broadened
the scope, coverage and applicabitity of Title VI of the Civil Rights Act of 1964, the Age
Discrirr�ination Act of 1975 and Section 504 oi the Rehabiiitation Act of 1973, by expanding the
deiinition of the terins "progratns or activities" ta include all of the programs or activities of the
Federal-aid recipients, sub�recipients and contractors, whether such programs or activities are
Federally funded or not};
(h) Titles II and III of the Americans with Disabilities Act of ] 990,
which prohibit discrimination on the basis of disability in the operation of public entities, public
and private transportation systems, places of public acconr�modation, and certain testing entities
{42 USC §§ 12131 — 12189) as implerriented by U.S. Depat-�ment of Transportation regulations at
49 CFR parts 37 and 38;
(i} The Federal Aviatian Adminisfiration's Nondiscrimination staiute
(49 USC § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex};
(j) Ex�cutive Order 12898, Federal Actions to Address Environmental
Justice in Minority Populations and Low-Income Populations, which ensures nondiscritnination
against rninority populations by discouraging programs, policies, and activities with
disproportianately high and adverse human health or environtnentaI effects on minority and low-
incame populations;
{k) Executive Order 13 i 66, Improving Access to Sen+ices for Persans
with Lirnited English Proficiency, and resulting agency guidance, national origin discrimination
includes discriminatian because of lirnited English proficiency (LEP). To ensure compliance with
Title VI, you must take reasanable steps to ensure that LEP persons have meaningfui access to
your programs {70 Fed. Reg. at 74087 to 74100);
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(I) Title IX of the Education Amendments of 1972, as amended, which
prohibits you fi-om r�iscriminating because of sex in education programs or activities (20 USC i 681
et seq).
8.6 SubordinaHon to Agree�nents with the United States.
This Agreement is subject and subordinate to the provisians of any agreement heretofore
or �ereafter made between the City and the United States, including without limitation the terms
of any "Sponsor's Grant Assurances" or Iike agreement, the execution of which is required to
et�able or permit the transfer of rights or properiy to the City for airport purposes, or the expenditure
of federal grant funds for Airport improvement, maintenance or de�elopmen#. Airiine shali
reasonabty abide by the requirements of agreements entered inio between the City and the United
States, and shall consent to amendments and modifications of this Agreement if required by such
agreements or �f required as a condition of the City's entry into such agreernents.
8.7 No Exclusive Rights.
Nothing contained in this Agreemeni shall be deemed to grant to Airline any exclusive
righ# or privilege within the �neaning af 49 U.S.C. § 40103(e) with respect to activity on the
Airport.
8.8 Right to Develop Airpart.
The City reserves the right to further develop or imprave the Airport as it sees fit, regardless
of the desires or view o f Airline and without interference or hindrance.
8.9 I2i�ht of Flight.
There is hereby reserved to the City, its successors and assigns, for the use and benefit of
the public, a right of flight for the passage af aircraft in the airspace above the surface of the
Premises. This pubIic right of flight shall include the right to cause in said airspace any noise
inherent in the operation of any aircraft used for navigation or flight through the said airspace or
landing at, taking off ftom, or aperation on the Airport.
8.10 �4 C,F.R Part 77, Obstructions in Navigable Airspace.
Airline agrees to compIy with the applicable notification and review requirements covered
in 14 Code of Federal Regulations ("C.F.R.") Part 77 of the Federal Aviation Regu(a#ions, in the
event future construction ofa building is covered by this Agreement, or in the event ofany planned
modificatior� or alteration of any present or fUture building or structure situated on the Aiz-port.
8.11 War or l�Tational Emergency.
This Agreement shall be subject to vc+I�atever right the United States Govemrnent now has
or in t�e future may have or acyuire, affecting the contt-ol, operation, regulation and taking over 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.
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8.12 No Interference with Airport Operations.
Airline by accepting tk�is Agreement agrees for its�If, its successors, and assigns that it will
not da or permit to be done by its officers, agents, employees, contraciors or invitees, any act or
omission which might interfere with the landing and iaking off of aircraft from the Airport or
otherwise constitute a hazard, or unreasonably interfere vvith the conduct of business by another
airline, tenant or contractor of the City, or unreasanably interfere with the performance of their
dUties by the staff of the City nr by the staff of the FAA, #he T5A or any other agency of the U. S.
Governmen#, or of the contractors thereof. In the event this covenant �s breached, the City reserves
the right, in addition to any other rights or remedies under this Agreement or in law or equity, to
en�er upon the Premises and cause the abatement af such interference at the expense of Airline.
8.13 SEC Rule l�c�-1�.
Airline, upon the City's request, shall provide to the City such informa#ion as the City rnay
reasonably request in writing to comply with tHe City's continuing disclosure requirements under
SEC Rule 15c2-I2, as it may be amended from time to time, provided, however, that Airline rr�ay,
in Iieu of providing the requested infortnation, direct the City to an Airline or SEC website where
the reyuested information is then currently available.
8.14 Amcricans with Disabilities Act ("ADA").
Airline acknowledges that, pursuant ta the Americans with Disabifities Act, 42 U.S.C.
Sections 12101 et seq., as artaended and supplemented (ADA}, to the extent applicable to Airline,
programs, services and other activities provided by a public entity to the public, w�iether directly
or through a contractor, must be accessible to the disabled pubIic_ To the extent the ADA is so
applicable: (a) Air�ine shall provide the services specified in this Agreement in a manner that
compIies with the ADA, as applicable, and any and all other applicable federaI, State and local
disability rights legislation; (b) Airline agrees not to discriminate against disabled persons in the
provision of services, benefits or activities provided under this Agreement; and (c) Airline further
agrees that any violation of this prohibition on the part of Airline, its employees, agents or assigns
shall constitute a material breach of this Agreement.
Article 9 AIRLINE DEFAULT AND TERMINATION BY CITY
9.1 Airline Defau�t.
The occurrence of any one or more af the following events shall constitute an Event of
Default under this Agreement:
9.L1 Airline becorr�es insolvent (as such term is defined under Section 101 of
the Federal Bankruptcy Code); or fails to pay its debts generally as they rriature; or takes the benefit
of any present or future federal or state insolvency statute; or mal�es a general assignment for the
benefit of creditors.
9.1.2 Airline files a voluntary petition in bankruptcy ar a petition ar answer
seeking an arrangemenfi of its indebtedness under the Federal Bankruptcy Code or under any other
law or statute of the United States or of any state thereof; or consent to the appointment of a
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receieer, trustee, custodiar�, liquidator or other sirnilar ofiicial, of alI or substantialty al� of its
property; or an order for relief is entered by or against Airline under any chapter of the Federal
Bankruptcy Code.
9. l.3 By order or decree af a court, Airline is adjudged banla-upt or an order
shall be made approving a petition filed by any of i#s creditors or by any of its stockholders, seeking
its reorganization or the restructuring of its indebtedness under the Federal Bankruptcy Code or
under any other law or statute of the United States or any state thereof and such order or decree
shall not be stayed or vacated within sixiy (60) days of �ts issuance.
9.1.4 A petition under any chapter of the Federal Bank�-uptcy Code or an action
under any federal or state insolvency law or statute is filed against Airline and is not dismissed or
stayed within sixty (60) days after thte filing thereof.
9.1.5 By or pursuant to, ar under authority of any legislative act, resolution or
rule, or any order ar decree of any court or governmental board, agency or officer, a receiver,
trustee, castodian, liquidator or other simitar official takes possessior� or control af all or
substantially all of the property of Airline and such possessior� or control continues in ef�ect for a
period of sixty (60} days.
9.1.6 Airline becomes a corporation in dissolution.
9.1.7 The letting, license or other interest of or rights of Airline hereunder is
transferred to, pass to or devalve upon, by operation of law or otherwise, any other person, firm,
corporation or other entity, by, in connection with or as a result of any bankruptcy, insolver�cy,
trusteeship, liquidation or other proceedings or occurrence described in �ections 9.1.1 through
9_1.6.
9. I.8 AirIine faiis duly and timely to pay any Landing Fees and otHer fees and
charges due under this Agreement when due to the City, and such failure shall continue for thi�-ty
(30) days beyond Airline's receipt of a written notice of such breach or default from the Airport
Operator.
9.1.9 There occurs an assignment or transfer and such assignment or transfer
is not reversed within thirty (30) days after written notice by the City.
4.1.1 Q Airline abandons the conduct af business at the Airport, and in
connection with this abandonment, suspend operations for a period of sixty (60} days in the
absence of a labor dispute, force rrrajeure event in accordance with Section 23.12 or other
gove�-nmentai action in which Airline is directly involved.
9. L11 Airtine fails to obtain and maintain the insurance required by Section 6.2
or provide copies of the policies or certificates (including without limitation those related ta
renewals o� sUch coverages) to the City as required and, only with respect to providing copies of
the policies ar certificates, the failure to provide the copies shall continue for five (5} days beyond
Airline's receipt of a written notice from the City of such breach or c�efault.
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9.1.12 To tk�e extent applicablc, Airline faiis to meet any of Airline's Security
Deposit requirements se� forth in Section 4.6 and such failure continues far thirty (30) days beyond
Airline's receipt of a written notice from the City of such breach or default.
9.1.13 Airline fails to keep, perform and observe each and every other promise,
representation, covenant and agreement set forth in this Agreement, and such faiIure continues for
a period of more than thirty (30) days after the Airport Operator's delivery of written notice of
such failure or, if satisfaction of such obligation requires activity over a period of time, if Airline
fails to commence the cure of such failure within thirty (30) days after Airline's r�ceipt of such
notice, or thereafter fails to diligent�y prosecute such cure, or faiis ta actually cause such cure
within sixty (b0) days of the Airport Operator's delivery of such notice.
9.2 City's Remedies.
9.2.1 General Remedies.
{a) Wher�ever any Event of Default occurs (other than a default pursuant
to Subsection 9.1.3 upon which termination of this Agreement, at the City's option, shall be
effec#ive immediately without fu�-ther notice), this Agreement and all of Airli�e's rights hereunder
shall terminate if the written notice of default so provides_
(b) The City's action pursuant to this 5ection 9.2.1 shall not in any way
limit the City in the pursuit of any other additionai �ight or remedy available to the City in law or
in equity by reason of Airline's default.
9.3 Terminafion.
This Agreement may be terminated in advance of iis Expiration Date in the following
evet�ts:
9.3.1 If any federal, state ar local goverinment, or agency or instrumentality
thereof, takes, by condemnation or deed or conveyance in Iieu thereof, title, possession, or the right
to possession ofthe Airport or any substantial portion thereof, the City rnay, at its option, tertnina#e
this Agreement as af the da�e of such taking; or
9.3.2 If any court naving jurisdiction renders a decision that has become fnaI
and will permanentiy or for a substantiai period of time prevent the City's perforrnar�ce of any of
its material obiigations under this Agreernent, either party hereto rnay terminate this Agreement
by written notice. This right of termination shall be and remain effectiv� whether or not the City,
by taking affirmative action or by inaction, could have prevented the rendering oithe d�cision, ar
could have caused the decision to t�e vacated before it beca�ne final.
93.3 If this Agreement is terminated under this Section 9.3, all rights and
obligations of the parties shall terminate (�vitl� the exception of (i) any undischarged rights and
obligations that accrued priar to the effective date of such termination and (ii) any rignts and
obligations that this Agreement expressly states shall survive such terminatian).
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9.4 The City's Right to Perform.
Al� agreetnents and obligatians to be performed by Airline under this Agreement shall be
at Airline's sole cost and expense and without any abatement of Landing Fees and other fees and
charges due under this Agreement.
9.5 Airline's Ri�hts Related to Termination.
in the event of any termination based on any breach by Airline of the covenants, terms and
conditions contained in this Agreement, all of Airline's rights, powers a�d pri�+ileges under this
Agreement shall cease. Airline sha11 have no claim oi any kind whatsoever againsE the Ciry by
reason of such tennination, or by reason of any act by the City related to such termination.
9.6 Bankruptcy.
In no event shall this Agreement or any rights or privileges hereunder be an asset of Airline
under any bankruptcy, insolvency or reorganization proceedittgs. To the extent consistent with and
permitted under the Uniied �tates Bankruptcy Code or sirnilar debtor relief laws, if Airline seeks
protection under the United States Bankruptcy Code or similar debtor relief laws, or is currently
operating under the protection of the United States Bankruptcy Code or other similar debtor relief
laws, Airline shall comply with every provision of this Agreement as and when required under this
Agreetnent, including without limitation performing any required terrtediation re(ating to any
environmental tnatter pursuant to Airline's obGgations under Article 11 wl�ich arose prior to ar
arises during the course ofAir�ine's bankruptcy case. No Cargo Carrier will be allowed to assume
this Agreement without performing any required remediation as part of the cUre of any Event of
Default under this Agreement.
Article 14 AIRPORT DEFAULT AND TERMINATION BY AIRLINE
10.1 Events of D��'ault.
The events described below are deemed Events of Default by the City hereunder:
10.1.1 The City fails to keep, perfortn or nbserve any material term, covenant
or condition herein contained tn be kept, performed, or observed by the City and such failure
continues for thirty (30} days after receipt of written notice fram Airline; or, if by its nature such
default cannot be cured within such thirty {3Q) day period, the City shall not commence to cure or
remove such default within said thirky {30) days and to cure or remove the same as promptly as
reasonably practicable;
10.1.2 The Airport is closed to flighis in general or io the flights of Air(ine, for
reasons other tI�an those circurnstances within Airline's control, and Airport fails to be reopened
to such flights within thiriy (30) consecutive days from such closure.
10.13 The Airport is permanently closed as an air carrier airport by act of any
Federal, state, or Iocal government agency having competent jurisdiction; or Airline is unable to
use Airport for a period af at least thirty (30} consecutive days due to any law or any order, rule or
regulation of any governrr�enial authority having jurisdiction over the operations of the Airport; or
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any court of competent jurisdiction isstaes an injunction preventing the City or Airline from using
Airport for airport purposes, for reasons othcr than those circumstances within Airline's control,
and such injunctior� remains in force for a period of at Ieast thirty (30} consecutive days.
10.1.4 The United States Government or any authorized agency ofthe same (by
executive order or otherwise) assumes the operation, control or use ofthe Airport in sUch a manner
as to substantially restrict Airline from conducting its operations, if sUch restriction be continued
for a periad of thirty (3o) consecutive days or more.
10.2 Airline's Remedy.
So long as Air(ine is not in default as set fo�-th in Article 9 of this Agreement, including,
but not litnited to, payments due io the City hereunder, Airiine may cancel th.is Agreement upon
the occurrence of at� Event of Default set forth in Section 10.1. In such eveni, Airline sk�all serve
thirty (30) day advance written notice of cancellation to the City. All Landing Fees and ather fees
and charges due under this Agreement shall cease as of the date of such cancellation. In addition
to the cancellation of this Agreement, Airifne may exercise any rerriedy provided by law or in
equity.
Article l,1 ENVIRONMENTAL
For purposes of this Agreement, the following definitions shall apply to environmental
rnatters:
"Discharge" means an act or omission by which Hazardous Materials, Solid VVaste, Process
Wa#er, or any substances or materials regulated under Environmental Laws, now ar in the future,
are Leaked, spilled, poured, deposited, or othe�-wise entered into wetlands, groundwater, waters in
the State of Texas, or waters of the United States, or by which those substances are deposited
where, unless controlled or removed, they may drain, seep, run, or otherwise enter said waters.
"Environmental Impact Claim" means any claim, suit, judgment, penalty, fine, loss, cost
recovery action, administrative proceeding, request for infornn�ation (when such request is by a
govern�rtental agency), order or citation by any governmental agency, notice, cost, or expense
(including but not (itnited to documented costs of investigation, study, cleanup, remaval, response,
remediation, transpartation, disposai, restoration, monitoring, and reasonable fees of consul#ants,
contractors, and attorneys} which arises out of, is reIated to, alleges, or is based on the presence,
transporCation, handling, treatment, storage, or Release, dispersal, disposal, emission, escape,
Discharge, or migration of any Hazardous Material(s), Process Water, or Solid Waste, any other
chemical, material, irritant, regulated substance, ar toxic substance, whether soIid, liquid, ar
gaseous in nature, ar w�ich has any ad�erse effect on wildlife. Environmental Impact Claim shatl
exclude personal injury, wrongful death, product liability, and enviranmental justice claims.
"Environmental Indemnitees" has the meaning set forth in Section 10.8.
"Environmental Law(s}" nneans all existing and future federal, state, and local laws and
permits, includin� without limitation the Airport Rules and Regulations and all other statutes,
ordinances, rules, orders and regulations relating to protection of the environment, wildlife, public
hea(th or public safety.
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"Greenhouse Gas" or "GHG" has the same definition as in the Mandatory Greenhouse Gas
Reporting Rule (40 C.F.R. § 98.6 (2009)), as it may be arr�ended from time to time.
"Hazardous Material(s)" means any substar�ce regulated under or subject to Environmental
Laws: (a)the presence of which requires investigatian, abatement, response, re�noval, or
remediation under any Environznental Law; or (b} that is or becomes defined as a hazardous waste,
hazardous substance, toxic substance, regulated subsiance, pollutant, or contaminant under any
Environmental Law, including without limitation the Comprehensive Environmental Response,
Compensation and Liability Act, the Resource Conservation and Recovery Act, the Texas Water
Code, or the Texas Health ancf Safety Code; or {c} the presence af which on the Airport poses or
threatens to pose a hazard to the health or safety af persons on or aboUt the Airport; or (d} that
contains, sewage, gasoline, diesel fuel, petroteum hydrocarbons, natural gas liquids, ethylene
glycol, propylene glycol, potassium acetate, polychlorinated biphenyls ("PCSs"), asbesfos, lead
paint, or urea %rmaldehyde foam insula#ion_
"NPDES" means the National Pallutant Discharge Elimination System.
"Process Water" rrieans water, oEher than storm water or rainwater, that during
manufacturing, treating, processing, or c�eaning, comes into dir�ct contact with or results from the
production or �ase of any raw materia�, inte�-mediate product, finished prod�act, by product, or waste.
"Release" means any depositing, spilling, leaking, pumping, pouring, emitting, em;ptying,
discharging, injecting, escaping, leaching, dumping, or disposing into the environment, or a threat
of release such that a release may or could enter the environrnent.
"Solid Waste" has tl�e same rneaning as in the Resource Conservation and Recovery Act
a�nd the Texas Health at�d Safety Code.
"SWPPP" means Storm Water Pollution Prevention Pla�.
"TPDES" means the Texas Pollutant Discharge Elimination System.
"Water in the State of Texas" has the same meaning as in Texas Water Code Section
26.001, as amended firom time to tirne.
"Waters of the United States" has the same mean�ng as in 40 C.F.R. Section 122.2, as
amended from time to time
All other terms used herein have the meaning set forth in Article I, "General Def nitions."
1 l.1 Airli�e Representations, Warranties, And Covenants.
Airline represents, warrants, and covenants the following:
1 l.l.l Airline has obtained and throughout the term of this Agreetnent shall
obtain and maintain a�l applicable licenses, permits, registrations and other authorizations and ap-
provals required under Environmental Laws and sl�al� provide any notices required under Envi-
ronmenfial Laws for conducting its operations at the AErport during the term of this Agreement.
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Airline shall require Airline Entities to obtain and maintain all applicable �icenses, pe�znits, regis-
trations and other authorizations required by Environmen#al Laws in order to conduct their opera-
tions and activities at the Airport.
11.1.2 Airline shal� comply and shali require Airline Entities to compiy, with
all appiicable Airport Ruies and Regulations, so long as such Airpo�-t Rules and Regulations do
not unreasonably affect Airline's righis under this Agreerrtent. Such Airport Rules and Regulations
shaIl be reason.able, nondiscriminatory and not in conflict with any Environmental Laws.
11.1.3 Airline shall not cause or contribute to or allaw or permit Airline Entities
to cause or contribute to:
(a) any Release or Discharge o�' any Hazardous Material, Solid Waste,
or Process Water at Airport, unless authorized by an Environmental Law or Airport Rules and
Regulations;
(b} any violation of any applicable Environmental Law as a result, in
whale or in part, of the use by or operatians of Airline at Airport, or those of Airline EnEities;
(c} any Release or Discharge which is a materially contributing cause
of the City exceeding the effluent limits of any individual storm water discharge permit issued to
the City, Multi-Sector General Permit, MunicipaI Separate Storm Sewer System permit, or any
applicable federal effluent limitatioa guideline; or
(d) any contamination or pollution ofthe soil, surface waters, or ground-
r�vater at or underlying the Airport.
1�.1.� Airline shall handle, use, store, dispose of, or othet-vvise manage, and
shal� require Airline Entities to handle, use, store, dispose of, or otherwise manage any Hazardous
Material, Process �Vater, or So1id V�aste at the Airport in a lawful and prudent manner and so as
to prevent the Release ar Discharge of any Hazardaus Material, Process Water, or Solid Waste
that does or may poIlute or contaminate ihe environment, or that does or may adversely affect the
health, welfare, or safety of persons whether located within the Airport. Without limiting the fore-
going, Airline shall not conduct or allow any Air�ine Entities to conduct any operations or activities
imolving the use or applicatian of ethylene glycol, propylene glycoi, ot a�y other substance in de-
icing or anti-icing at any location at the Airport except in accordance with alI applicable Environ-
mental Laws and Airport Rules and Regulations.
11.1.5 Airline shall be respor�sible for tl�e proper removal and disposal of a(1
Hazardous Materials generated by Airline, or resulting from Airline's use, activities, and opera-
tions, at the Airport, iz�cluding tl�ose activities and operations canducted on Airline's behalf by
Air�ine Entities.
11.1.6 Airline understands and acknowledges that certain of the City's fuiure
capital projects may require review or approval by tk�e FAA, the Environmental Protection Agency
("EPA"), or the Texas Commission on Environmental Quality ("TCEQ"} or their s�accessor agen-
cies, pursuant to requirements imposed upon the Airport or the City, including but not limited to
State Implementation P�ans, G�neral Confortni#y Determinafiions, othet requirements related to the
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status of the Dallas-For� Worth regior� as non-attainment for ozone, and any reduction in Green-
house Gas ernissions. If reyuested by the City, Airline sha11 reasonably assist the City in preparing
such submiitals as are required ofthe City by FAA, EPA, or TCEQ, or their successor agencies,
in connection with City capital projects which benefit Airline.
1 L 1.7 Airline shall require Airline Entities to undergv such training as is re-
quired by applicable Environmental Laws and Airport Rules and Regulations. Airline sha(1 desig-
nate which of its employees shouId undergo such training.
ll.1.8 If Airline causes or contributes to a Release, Discharge, or spill of Haz-
ardous Materials, Solid Waste, or Process Water at the Airport that is above any applicable report-
able c�uantity set forth in any applicah�e Environmental Law, Airline shall report such Release ar
Discharge to the appropriate go�ernmental authorities in compliance with applicabl� Environmen-
tal Law. Airline shall require Airline Enti#ies to report any Release or Discharge to the appropriate
governmental authorities, in compliance with applicabie Environmental Law, if said third parry
causes or cantributes to a Discharge or Release of Hazardous Materials, Solid Waste, or Process
Water above any reportable yuantify set forth in any applicable Etavironmental Law.
11.1.9 Airline acknowIedges that the City and Airline are subject to certain Na-
tional and Texas Pollution Discharge Eliminatian 5ystem permits ("NPDES" and "TPDES"}, state
and federal storm water regulations, and federal effluent Iimitation guidelines, including, without
�imitation, EPA Administered Permit Programs, 40 C.F.R. § 122 (2009), as amended from time to
time, for operations at ihe Airport. AirIine shall conduct operations and activities at the Airport,
including but not limited to de-icing, anti-icing, and construction, and shall require Airline Entities
to conduct operations and activities at the Airport in compliance with applicable Environmental
Laws and Airport Rules and Regulations. Airline acknowledges that its reasonable cooperation is
necessary ta ensure Airport's compliance with any applicable NPDES or TPDES storm waier per-
mits and effluent limitation guidelines under Ez�viranrnental Laws. Airline shall miinimize the ex-
posure to sto�-m water af rrfateriats generated, stored, handled, or used by Airtine or Airline Enti#ies
at the Airport incIuding without limitation soil and sediment exposed by construction activities,
Solid Waste, and Hazardous Materials, by implementing and requiring implementation of certain
"Best Management Practices" as defined by Environmental Laws. Airline fi�rther acknowledges
that any TPDES or NPDES storm water discharge permit issued to the City or any efflueni limita-
tion guidelines applicable to the Airpart or Airline are incarparated by reference into this Agree-
me�t to the extent affecting Airline's operations at or use of the Airport or opetations ar activities
conducted on its behalf at the Airport, or necessitating Airline's reasonable cooperation to assure
the City's cotnpliance therewith. The City shall endeavar to negotiate reasonable and cost effective
terms and conditions of any permits issued to the City which anay affect Airline's operations at or
use of t1�e Airport ar operations or activities canducted on its behaif at the Ai�-port, or which may
necessitate Airline's reasonable cooperation to assure the City's compliance therewith.
11.1.1 Q Airline or Airline Entities shalI not create any human-made structure,
land use practice, or human-made feahire, or maintain any conditio�, that creates an unreasonable
wildlife attraction, including, but not limited to, architectural Features, landscaping, waste disposal
sites, agricuttural or aquacuItural activities, without appropriate coverings or ather mitigation
measures.
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11.2 Information to be Provided to the City.
11.2.1 If Airline receives any written notice, correspondence, citation, order,
warni�ng, complaint, inquiry, claim or demand regarding the Airfine's operations at the Airport that
is not legally privileged, made confidential by applicable law, or protected as trade secrets:
(a) concerning any alleged contarnination, or Discharge, ar Release of
Hazardo�s Material, Solid Waste, Frocess Water by Airline or by Airline Entities; or
(b) aileging that Airline ar an Airline Entity is �he subject of an Envi-
ronmental Impact Claim or alieging that Airline or an Airline Entity, or may be, in violation of any
Environmental Law(s}; or
(c) asserting that Airline or any such third party as identified in ciauses
(1) and {2) above is liable for the cost of investigation or remediation of a Release or Discharge;
i 1.2.2 Airline shall immediately, but not later than five {5) days after Airline's
receipt, inform the City and Airport Operator in writing �f same, iz�cluding a copy of such notice
r�ceived by Airline.
11.2.3 Airline shall simultaneously provide to the Ciry and Airport Operator
copies oi its submittals of any non-privileged reports or notices required under Environmental
Laws to any governmental agency regarding:
(a) Airline's alleged failure to cotnply with any Environmentat Laws at
the Airpor�, or
(b) any Release nr Discharge arising oUt oF the past or present opera-
t�ans at or use of the Ai�-port by AirIine or Airline Entities.
11.2.4 Airline shall make available, within ten (10) days of Airline's receipt of
the City's written request, the non-privileged documents that Airline has submitted to any govern-
mental agency pertaining to the environmental compliance status of Airline's operations at or use
oftHe Airport, including withouE limitation any and all non-privileged records, permits, test results,
sample results, written or electronic documentation, studies, or other documentation regarding en-
vironrrzental conditions or relating to the presence, use, storage, disposal, or treatment of any Haz-
ardous Material or Solid Waste at the Airpori by Airline or Airline Entities.
1 i.3 Response and Coitnpliance Actions.
11.3.1 Without litniting the indemnity obligations of Section 11.7, if during the
term of tHis Agreernent Airline or an Air�ine Entity is the sole cause of a Release, Discharge, or
spill of a Hazardous Material {including, but not limited to those which contazx�inate or pollute any
surface water, ground vvater, infrastructure, or conveyance system}, as is reasonably determined
by the Ciry pursuant to Environmental Laws, at any pot�ion ofthe Airpo�-t, in connection with their
operations at the Airport, Airlin� shalI:
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{a) orally not�fy the City and the Airport Operator of such Release, Dis-
charge, at spill;
(b} report such Release, Discharge, or spill to appropriate governmental
agencies in accordance with applicable Environmental Laws, including but not limited to 30 Tx.
Adtnin. Code § 327.3, as it may be amended from #ime to time;
(c} irnmediately abate and respond to the Release, Discharge, or spill of
a Hazardous Material, as reyuired by app�icable Environmental Laws, including bvt not limited to
30 Tx. Admin. Code § 327.5, as it may be amended frorn time to time;
(d) take all furthez- actions necessary or required under Environmental
Laws to rnitigate any imminent threai to human health or the environr�ent; and
(e) unde�take any further repairs, remediation, or corrective actions as
are required by Environmentai Laws ar a governrnental agency with jurisdiction, to remediate any
such Retease, Discharge ar spill of a Hazardous Material, and any resulting pollution or contarni-
naiion.
11.3.2 Without limiting the indemnity obligations of Section 11.7, if, as is rea-
sonably determined by ihe City, Airline or an Airline Entity is the sole cause of a Release, Dis-
charge ar spill of a Hazardous Material at the Airpo�t, or one of multiple contributors to a Release,
Discharge or spill of a Hazardous Material within the Airport, Airline shall be responsible for
ensuring that the notification, reporting, abatement, remediation, and other actions required by
11.4.1 are accomplished. At the time the City makes a detern�ination pursuant to subsection 11.4.2,
the City sl�all provide Airline with all non�privileged records, permits, test results, sample resulis,
written or electranic documentaiion, studies or other doc�.unentation used to support its determina-
tion. Nothing in this Agreement shall prevent Airline fronn seeking to recover its costs frorr� po-
tentially responsible parties.
11.3.3 If the City cannot determine with reasonable effort that Airlin� is a cause
of or has contributed to a Release, Discharge, ar spiIl at ar from the Aij-port, Airline shall not be
responsible for any abligation to report, investigate or rerr�ediate it. Ifthe City cannot ider�tify wit�
reasonabl� effort any of the parties contributing to or responsible for a Release or Discharge, or
spil! at or from the Airport, the City shall be responsi�le for any obligatiori to report, contait�,
investigate, or remediate such contatnination, Release, or Discharge, or spill.
11.3.4 If, as is reasonably detertnined by the City, Airline:
(a) does noi diligently take immediate and a11 other actions required 6y
applicable Environmental Laws, including but not limited to 30 Tx. Admin. Code § 327, in re-
sponse to a Release, Discharge or spili for which it is responsible under Section 11.4, within the
time{s) prescribed by such Environmentai Law{s); or
(b) does not perform or complete all necessary repairs, corrective ac-
tions or remediation for which it is responsible under S�ction 11.4 within the time(s) prescribed
by applicabfe Environrnental Laws, or within the time reasonably necessary to enable the Ciry io
meet its obligations under Enviranmental Laws (subject to the condition that the City rnust �rst
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provide reasonable advance wiritten notice to Airline of such obligations, except in emergency
circumstances in which such advance t�otice is not possible), then the Ciry, ir� addition to its rights
and remedies described elsewhere in ihis Agreement, may, at its eleciion, upon reasonabie written
notice, enter the affected area, and take whatever action the City reasonably deems necessary to
protec# the public health and safety azad the environment, or to enable the City fio meet its obliga-
tions under En�ironmental Laws, within the time required under such Environmental Laws, at
Airline's expense, although nothing herein shaIl prejUdice the right of Airline to contest the City's
determinations �nade under this Section 11.4.4.
11 _4 Correction of Environmental Non-compIiance.
11.4.1 If the operations or activities at or use of the Airport by Airline or Airline
Entities are in alleged non-compliance with any applicable EnvironmentaI Law (as is reasonably
determined by the City or as is determined by any governrnental agency with enforcement author-
ity regarding such alleged non-compliance) or Airport Rules and Regulations, or result in contam-
ination or pollutio� at or under the Airpork, and provided that the situation or condition in question
does nnt, as determined by the City in its reasor�able discretion, require immediate action pursuant
to applicable Environmental Laws and Section 11.4.4, the City agrees to notify Airline in writing
ofthe alleged noncompliance or conta�nination or pollution and shall require Airline to take action
to address such non-compliance within thirty (30) days of Airline's receipt of notice, unless com-
pliance is required sooner by a governmenta.l ager�cy or applicable Environm�ental Law. Within
tl�at thirty (30) day period, or such short�r period as is reyuired by applicable Environmental Law
or governmer�tal ag�ncy, Airline shali have the opportunity to take whatever action is necessary or
required by Environmental Laws, to coz-rect such noncorripliance, ensure that it is corrected, ar
provide t�e City a binding comrr�itment to do so within a reasanable ti�ne. Airline shall also have
the right during that tnirty (30) day period to c�allenge any City determination of non-connpliance.
Airline's obligations to the City under this Section may be deferred, upon mutual consent of the
parties, until a final resolution of or ruling on svch cha�lenge �as been issued. Should Airiit�e pre-
vail in such a challenge, AirIine shall have no further obligation und�r this Sectian with respect to
that particular alleged non-compliance.
ll.4.2 If Airline does not take such corrective action, challenge the City's de-
terminatiot� of nan-compliance, or provide a binding commitment to address the non-compliance
within the thirty (30) day period referenced in Section 11.5.1, #he City or its auth�orized contractors
and consultants rr�ay, at the City's option, enter any part of the Airport and take such measures as
the City may reasonably deem necessary to corr�ct the alleged non-compliance and to investigate
and remediate ar�y related contamination, all at Airiine's expense. All reasonable and documented
costs assaciated with any activn by the City or its contractars or consultants in connection with
this Section, including but not limited to reasonable attorneys' fees and expenses, and Airport staff
time and expenses, shall be subject to the reitnbursement and indemnification requirements ofthis
Article.
(a) Nothing in this Section is intended or shail be construed so as to
prevent the City or Airline from exercising, in their reasonable discretion, any rights granted or
available elsewhere in this Article, in this Agreerrient, or by law.
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11.5 Corrective Action Process.
1 l.5.1 Before comme�cing any investigation, remediation, or corrective action
at the Airport under this Agreement, and except for any immediate abaternent action required under
Section 11.4, Airline shall provide tk�e related proposed plans for such investigation, remediation
or corrective action to the Ciiy for approval, which shall not be unreasonably withheld. The work
shall be performed at Airline's expense, and the City shall have the right to review and inspect a11
such work at any ti�ne using cansultants and r�presentatives of the City's chaice, at the City's
expense. 5pecific c�eanup le�els for any enviranrr�ental remediation work shall comply with ap-
plicable Environmental Laws. Airline shall, at Airline's own cost and expense, have a11 tests per-
fnrmed, and reports and studies prepared, and shalI provide such informatian to any governmental
agency as may be requixed by Environmental Laws, with a copy to the City. This obligation ir�-
cludes but is not lirnited to any requiret�aents for a site characterization, site assessment, Affected
Property Assessment Report, and remedial action plan that may be necessary. In the event deed
recordation by the City is necessary, Airline shall reimburse the City for all deed recordation fees
and reasonable attorneys' fees incurred in connection with such recordation.
11.5.2 Any rernedial or vther activity undertaken by Airline under this Article
shall nat be construed io irnpair Airline's rights, if any, to seek contribution or indemnity from any
person.
11.5.3 Airline may not se�k a Municipal Setting Designation %r any ground-
water underlying the Airport without obtaining the City's written approval in advance.
� 1.6 Environmental Indemnifcation and Reimburseme�t.
11.6.1 Notwithstanding any other provision to the contrary, and without limit-
ing any other indemnity in this Agreemerit, Airline agrees to indemnify, defend, and hold harmless
the City, its past, present or future directors, officers, mernbers, agents and employees, the City's
council, council members, agents, and empIoyees and the Airport Operator ("Environmental In-
demnitees"), from and against any and a11 claims, demands, penalties, fines, suits, actions, admin-
istrative proceedings (including formal and informal enforcement), government orders, judgments,
loss, damages, liabilities, costs, �nd expenses (including but not lirr�ited to reasonable and docu-
mented attorneys' and consultants' fees and expenses, litigaEion costs, expert witness fees, and ex-
penses of investigation, rcmoval, remediation, or other required plan, report, or response action)
when incurred and wk�ether incurred in defer�se of actuallitigation or in reasonable anticipatiQt� of
litigation to the extent resulting from:
{a) the breach by Airline of any representation or warranty made in this
Article; or
{b) the iailure of Air�ine to meet its obligations under this Article in a
full and timely manner, whether caused by Airline or any thircf paf-ty under Airline's direction or
control; or
(c) documented loss by any Environmental Indemnitee(s} fram any En-
vironmental Impact Claim, to the extent caused by the operations, activities, action or inaction of
Airline or Airline Entities, at the Airpart during the ierm of this Agreement.
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11.6.2 In the event the City undertakes any action, including but not limited to
response or carrective action, repairs, or remediaiion, in the exercise oi its rights with respect to
Airline under this Article, Airline shall reimburse the City, upon reasonable written notice by the
City, for aIl reasonable and documented costs that the City incurs in association with such action,
including bnt not limited to consu�tants' fees, contractors' fees, reasonabt� attorneys' fees azxd ex-
penses, and expenses of investigation, repair, response or corrective action and remediation.
� 1.6.3 Notwithstanding any other provision to the contrary, and to the extent
permitted by law, ihe City agrees to indemnify and hold harmless Airline and its directors, officers,
agents and employees from and against any and all claims, demands, penalties, fines, suits, actions,
administrative proceedings (including informal proceedings), government orders, jud�ments, loss,
damages, iiabilities, costs, and expenses (inc�uding but not limitec! to reasonable and documented
attarneys' and consultants' fees and expenses, litigation costs, expert witness fees, and expenses of
investigation, removaI, remediation, vr other required pIan or response action) tn the extent result-
ing from (i} failure of the City io mcet its obligations under #his Article, or (ii) the documented
loss by Airline, its directors, officers, agents or employees ta a third party or governmenial entity
fram any Environmental Impact Clainn, to the extent resulting from the operations, activities, ac-
tions or inaction of the City or any other party under the City's direction and cantrol.
11.6.4 Regardless of the date of terminatian af this Agreement, the indemnify�
ing party's representations, obligations and liabilities under this Article shall continue as long as
the indemnified party bears any liability or responsibility under ihis Article or t�e Environmental
Laws.
11.7 Limitations.
Airline's obtigations under this Article sha11 noi apply to:
11.7.1 Contamination thai existed at the Ai�-port prior to Airline's initial occu-
pancy or operations at such area(s) of contamination at the Airport, provided that neither Airline
nor any other party under Airline's direction or cantrol, or conducting operations or activities on
its behalf, subsequently contributed to such contanninatian; or
i 1.7.2 Releases that migrate onto, into, or from the Airport and that were not
caused by Airline or �iird parties under Air�ine's direction or control or conducting operations or
activities o� its behalf; or
11.73 Releases or Discharges on, at, or from the Airport not caused by Airline
or Airline Entities; ar
11.7.4 Releases, Discharges, or contamination to the extent caused by gross
neg�igence or willful miscnnduct by the City, its agents or employees ar any other party under the
City's direction or cantrol.
11.8 Waiver.
Any waiver of any provision of this Article, or any delay by the City in the enforcement of
a�y right here�nder, shall neither be construed as a continuing waiver, nor create an expeciation
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of non-enforcement of that or any other provision or righi. In order to be effective, any waiver of
any right, benefit, or power hereunder must be in writing and signed by an authorized
representative of the City, it being intended ihat no waiver shall be implied by the Ciiy's conduct
or failure to act. Any specific written waiver shall be applicabfe only to the particular facts and
circumstances thereby addressed and shall not be of any effect with respect to future events, even
ifany of said future events involve substantially similar circumstances. Any remedies provided for
in this Article shall be cumulative anci in addition to, and not in Eieu of, any other remedies available
to City at 1aw, in equity, or otherwise.
11.9 5urvival of Environrnental Pravisions.
Unless specificalty stated elsewhere herein, the provisians of this Article, including the
representations, warranties, covenants and indemnities of Airline, are intended to and shall survive
termination of this Agreemeni.
11.10 Resource Conservation and Recycling.
The City reserves the right to institute such policies, programs and rr�easures as may be
necessary or desirable, in the City's reasonable discretion, for ihe conservation or preservation of
energy, energy related services, water, and other natural resources or as may be reyuired to comply
with any applicable codes, rules and regulations, whether mandatary or voluntary. Airline shall
comply wfth a�l federal, state, and local laws, rules, regulations, and ordinances ar�d rules and
regulations pertaining to recycling and energy conservation and managernent. Airline and the City
shall use good faith efforts to abide by and fuliy cooperate with each other in a11 aspects of such
policies and programs, and nothing in this Section will adverseIy af%ct Airiine's or the City's
rights under this Agreement.
Article 1� ASSIGNMENT
Airline shalt not, directly or indirectIy, assign, sell, hypothecate or otherwise transfer this
Agreement, without the prior written consent of the City, such consent not to be unreasonably
withheld. The foregoing shal� not prevent the assignment of this Agreement or any portion thereoi
to any corporation with which Airline rnay merge or consolidate; provided �owever, such
successor corporatinn within a reasonable period of titne shall provide written acknowledgernent
by a duly authorized corporate afficer to the City that it has assumed all abligations ofAirline and
will fully honor all terms and conditions set forth in this Agreement.
Article 13 MISCELLANEOUS PROVISIONS
] 3.1 Nature of Agrcement.
This Agreement shali not be construed to be a lease oi any Airpo�t properly nor create a
landlord-tenant relationship between the City and Airline.
13.2 Governing Law and Venue.
This Agreement has been entered into and shall be governed by, construed and intetpreted
in accordance with the laws of the State of Texas. Venue of any action brought under this
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Agreement shall be vested in the state courfs of Texas in the County of Ta�-rant �r if federal
jurisdiction is appropriate, in the United States District Court in #he Northern District of Texas.
13.3 Entire Understanding.
This Agreement contains the entire and only understanding and agreement of the City and
Airline, which by accepting this Agreement, acknowledge that there is no other written or oral
understanding or agreement between them with respect to the subject nnatter of ihis Agreeinent
and that this Agreement supersedes all prior negotiations, discussions, obligations and rights of
the City and AirIine. No waiver, modification, amendment or alteration of this Agreement shall
he valid unless it is expressed in writing and signed by authorized represenfiatives of Airline and
the City. Airline and the City acknowledge that no other party, nor any agent or attorney of any
other party, has rr�ade any pro�nise, representation, waiver or wa�-ranty whatsoevee, expressed or
implied, which is not expressly contained in writing in tnis Agreement and further acknowledge
that this Agreement was not executed in re�iance upon any collateral promise, representation,
waiver or warranty, or in reliance upon any belief as to any fact not expressly recited in this
Agreement_
13.4 Amend�nen#s.
Except as otherwise expressly provided herein, the provisions of this AgreemenE may be
amended nnly by a written agreement signed by the City and Airline.
13.5 Cnrnulative Rights.
Each right of the City and Airline is cumulative and is in addition to every other legal right
that the party may have in the event of any default by the other.
13.6 Construction to S�ve Agreement.
If any term, covenant, condition, or provision of this Agreement is held by a court of
competent jurisdiction to be invalid, void, or unenforceable, tne remainder ofthe provisions hereof
shall rerriain in full force and effect and in no r�ray affected, impaired, or invalidated thereby. It is
the intention of the parties hereto that ii any provision of this Agreerr�ent is capable oi two
constructions, one of which wauld render #he provision void and the other of which would render
the provision valid, then the provision shall have the meaning which renders it valid.
13.7 No Waiver.
No waiver of default of any of the terms, covenants and conditions of this Agreement to be
performed, kept and observed by the other party shall be construed or operate as a waiver of any
subsequent default of any ofthe terms, covenants or conditions of this Agreernent to be perfortned,
kept and observed by the other parEy. No failure on the part of eiiher party to require or exact full
and complete compliance by the other party with any of the cavenants, condiiians, or agreements
of this Agreement be construed in any manner as a change in or to the terms oithis Agreernent or
prevent the enforcernent in full of any provisions.
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13.8 Relationship of Partics.
Nothing in this Agreement shall be deemed or construed by the City or Airline, or by any
third party, as creating the relationship ofprincipal and agent, partners, jnint venturers, or any other
similar such relationship between the City and Airline.
13.9 No Third-Party Beneficiaries.
There are no third-party beneficiaries to this Agreement other than as specifically and
e�pressly provided in this Agreernent.
13.10 Succeasors and Assigns.
All of the terms, provisions, covenants, stipulations, conditions and considerations in t�is
Agreement shall extend to and bind the legal representatives, successors, and assigns ofeach party
to this Agreement.
13.11 Labor Disputes.
Airline agrees to use commercially reasonable efforts to avoid disruption to the City, its
tenants or rnembers of the public arising from labor disputes involving Airline, and in the event of
a strike, picketing, dernonstration or other labor difficulty involving Airline, ta use its good offices,
including the utilization of available legal remedies, to rrtinimize or eliminate any disruption to the
City, its tenants or members of the public, arising from such strike, picketing, demonstration or
other Iabor difficulty.
13.12 Force Majeure.
If either party is delayed or hindered in or prevented from the performance of atay act
required under this Agreement by reason of strikes, lockouts, labor disputes, inability io procure
labor or materials, faiiure of power, riots, insurrection, terrorism, r�var, fire or other casualty, or
other reason of a similar nature beyond the reasonable control of the party delayec� in performing
woek or doing acts required under this Agreement, performance of such act shall be excused �or
the period af the actual delay attributable to such causes, and the period for the performance of
any such act sha11 be extended for a period equivalent to the period of such delay (any such delay
is herein referred to as an "Unavoidable D�lay"). This Section shall no# be applicable to Airline's
obligations to procUre insurance or to pay Landing Fees and other fees and charges d�ae under this
Agreernent. If any provision of this Agreement negates or limits the period of any force majeure
or Unavoidable Delay extension, such provision shall averride this Section 13.12. Airline sha11
give the City notice of any Unavoidable Delay within a reasonable time (not to exceed one (l)
year) following the occurrence of the delaying event.
13.13 No Personal Liability.
No director, of�cer, agent, employee, or elected official of either party shail be charg�d
personalIy or coniractuatly 1iable by or to the other party under any term or provision of this
Agreement, or because of ar�y breach ofthis Agreement, or because oftheir execution or attempted
execution of this Agreement.
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l 3.14 Acceptance of Payments.
The subsequent acceptance of payments hereunder by the City from Airiine shall not be
deemed to be a waiver of any preceding breach by Airline of any term, covenant, or condition of
this Agreerrlent, other than the fai(ure of Airline to pay the particular fees or rent so accepted,
regardless of the City's knowledge of such preceding breach at the time of acceptance of such
landing fees and/or ren#.
13.15 Attorneys' Fees.
13.15.1 If the Ciry shall, without any fault, be made a party to any litigation
commenced by or against Airline arising out of Airline's use or enjoyment of Airport or the
Prerr►ises and as a result of which Airiine is finally adjudicated to be liable, then Air(ine shall pay
all costs and reasonable attot-rieys' fees incu�-red by or imposed upon the Ciry in connection with
such litigation.
13.15.2 In any action by the City or Airline against the other for recovery of any
sum due under this Agreement, or to enfvrce any of the tertns, covena.nts or conditions contained
herein, the prevailing party shall be entitled to reasonable attarneys' fees in addition to costs and
necessary disbursements incurreci in such action. Each parry shalI give prompt notice to the other
of any claim or suit instituted against it that may affect the other party.
13.16 Taxes.
13.16. I This Agreement may result in or create a taxable possessory interest ar�d
be subject ko the paynnent of property taxes. Notwithstanding the foregoing, as of the date of
execution of this Agreement, no such taxes, as provided in this Section 13.16, are applicable.
13.16.2 If applicable, Airline shall be liable for, and shall pay throughout the
Term, all property t�es payahle for, or an account of {a) the activities conducted by Airline on
the Airpart; and (b} all taxes, if any, on the personai property of Airline on or at the Airport.
13.16.3 If applicable, Airline shall reimburse the Ciry for all such t�es paid ar
payabie by the City, identified in section 13.1 G.1 anc� l 3. l6_2 above. All tax amounts for which
the City is or will be entitled to reimbursement, as provided for in this Section 13.16, from Airline
shall be payable by Airline to the City at least fifteen (15) days prior to the due dates of the
respective tax amounts invalved; provided that Airline shall be entitled to a minimum often (10)
days' written notice of the amounts payable by Airline.
13. l 6.4 Airline may contest, in its own name or the name oFthe City, the validity
oe amount of any tax it shall be required to pay, und�r this Section 13.16, to a taxing entity;
provided, however, that Airline shall defend, indemnify and hnld ihe City harmless from all
liability and expense arising from such contest, which obligations shall survi�e expiration or earlier
termination of this Agreement and shall provide security satisfactory to the City for its
performance of such indeznnification obligation.
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13.17 Memorandum oiLease.
In the event that the City so requests, Airline shaIl execute, attest, acknovvledge, and deliver
for recording a short fortn. Memorandum of Lease of this Agreement.
13.1$ Approval or Consent.
Whenev�r consent or approval is required herein by either party to the otl�er, suc� consetat
or approval shall not be unreasonably withheld, conditioned, or delayed.
13.19 Time of tl�e Essence.
Time is of the essence oF this Agreement and of each and aIl of its terms, canditions,
covenants and provisions.
13.20 Notices.
All notices and payments under this Agreement may be delivered or mailed. If deli�vered
by messenger oc courier (including overnight air courier), they shall be deemed delivered when
received at the Street Addresses listed in Section 1.1. if mailed or sent via overnight courier, they
shall be sent to the Overnight Delivery and Street Address provided in Article 1 or to s�ach other
respective addresses as eitHer party may from time to time designate io the other parry in writing.
All notices and payments mailed by regular mail (including first class} shall be deemed to have
been given on the fifth business day following the date of mailing, if properly rna�led and
addressed. Notices and payments sent by certifted or registered mail shall be deemed to have been
given on the third business day following the date o#' mailing, if properly mailed and addressed.
F'or all types of znail, the postmark affixed by the United States Postal Service sha11 be conclusive
evidence of the date of mailing. Noiices delivered via courier or overt�ight courier shall be deemed
to have been given upon arrival. Notices under this Agreement are sufficient if made via email
provided such etnail notice has been sent to an employee of the recipient Patty faaving knowledge
of the rr�atter contained in ihe notice and is conspicuousIy identified as a natice under this
Agreement, and sha11 be deemed to have been given on the day the e►xzail is sent.
13.21 Counterparts.
This Agreement may be executed simultaneously in counterparts, each af which shalI be
deemed to be an original copy of this Agreement and, when taken together, shall be deemed to be
one and the same Agreement.
13.22 Capacity to Execute.
Airline snall submit a copy of any carporate resolution, if reques#ed by City, whiclz
authorizes any director or officer to act on behalf of Airline or which authorizes A�rline to enter
into this Agreement.
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13.23 Incorporafion of Exhibits.
All exhibits and atiachments referred to in this Agre�ment are intended to be and are hereby
specificalIy made a part of this Agreement.
13.24 Titles.
Paragraph titles are ��serted only as a matter of convenience and for reference, and in no
way define, limit or describe tlze scope or extent of any provision of this Agreement.
13.25 Other Agreements.
Other than as set forth herein, nothing contained in this Agreement shall be deemed or
construed to nullify, restrict or modify in any manner the provisions of any otner lease or contract
between City and Airline authorizing the use of the Airport, its facilities and appurtenances.
13.26 Agreement Not to Grant More Favorable Terrr�s.
During the Term, the City agrees not to enter into any Iease, contract or other agreement
with any other air carrier conducting operations at t�e Airport that contains rates, charges ar t�rms
mare favorable ta such air carrier than the rates, charges or terms Airline has agreed to under this
Agreement, unless the Authority alsa makes those more favorable rates, charges or terms available
to Airline. The provisions of this Section l 3.26 shall in no way limit, impair or interfer� with the
City's ability to charge or establish such rates and charges as the City rnay deem applicable when
entering into any lease, contract or other agreement with any party that is not an air carrier.
13.27 Agent for Service.
It is expressly understood and agreed that if Airline is not a resident oithe State nf Texas,
or is an association or partnership without a member or partner resident of said state, or is a foreign
corporation not licensed to do business in Texas, then in any such event, Airline shall appoint an
agent for the purpose of service of process in any court action beiween it and City arising out of
or based upon this Agreetnent. Airline shall immediately notify City, in writing, of t�e name and
address of said agent. Such service shali be made as provided by the laws of the State of Texas
for service upon a non-resident engaging in business in the State. It is fttrther expressty agreed,
covenanted and stipulated that, if �or any reason, such service of pracess is not possible, as an
alternative cnethod of service of process; Airl ine may be persana�ly served out of the Sta.te of Texas
by tl�c registered mailing of such service at the address set forth in Section 1.1.
�Re�nainder of Page Intentionaldy Left Blank]
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IN WITNESS WHEREOF, the Parties hereto have caused thcse presents tn be executed an
th� day and year first abo�e written.
CITY OF FQRT WaRTH:
�Y: .; :��.,�.r...�., {�
Name: Fernando Cosia
Tz���= AssisYa�t Citv Manager....
STATE OF TEXAS
COUIVTY OF
BEFORE ME, the undersz�ed authority, a Nofary Public in and %r the State of Tea�as, on
this day personally appeared �ernando Costa , lcnown to me to be the persan vsrhose name is
subscribed ta the faregoing instru�nent, and ackt�awledged to me that the same was t�e act of the
City uf Fort Worth and that �e exea�ked the same as the act of the Ci#y oi Fort Watih for the
pur�oses ana consideration therein expressed and in the capacity therein stated.
_ ,,,.,,, _ �,,_ _ „�_ ._r_�,,.,�.
_ _ _�
oqf-- � 04 >>vta��a n����v c ���+i+�.��1
r�� t�atary PubilcState of Texas
NoYary ID #84208a�
Co�tm�asian �. FEB. �S, 2Q22
f------ _
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Executio�a Copy
ABX A�R, INC.
By:
Name; David Soaper
Title: President
STATE OF OHIO §
§
COUNTY OF CLINTON §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
, on this day personally appeared ', known to rne to be
the person whose name is subscribed to the faregoing instrument, and acknowledged to me that
the same was the act of ABX Air, Inc. and that she/he e�ecuted tl�e same as the act of ASX Air,
Inc. for the purposes and consideration th�rein expressed and in ihe capacity therein stated.
GIVEN LTNDER MY HAND AND SEAL OF OFFICE this day of
20
— � , __ � �
: �,' � � -, 1 } ,� ,,� I • � i � i }
BETH MUl.l�l�lX LAWSON
�fotary Public, State of Ohio
My �ommission Expires
May 3, 2021
a�
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��� �.�ti ;���.���
��o �����#�g ��g
—40— —
Contract Campliance Manager:
By signing f acknowledge that I am the person responsi6le for the monitoring and
administration of this contract, including ensuring all perfarmance and reporting requirements.
�-�- _ � �
-� -
Barbar Goadwin
Real Property Manager
APPROVED AS TO FORM
AND LEGALITY:
By. ?�.���'-
!�►+�.� � - '�►�r
Assistant Ciiy Attorrney
M&C: .l�2-01 SO
Date: March 9,_2021
ATTEST:
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By: �:G.d.-/ + 7y' --
d.
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Exhihit A
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Exhibit B
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AL,1.IA�tC�; � MEACI-�AM � SPIIVIG,
City of Fort Worih Aviation Department
201 American Concourse, St� 330
Fort Worth TX,76106
�r►�at�� n� i r� � r� u�n ���r��la� r��
Cii� af �o�t l�Vorth A�i�tio� ��p����nt
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AVif!'I'IOr
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'i. ���Ii�IYIONS AfV� ACFtOWYli11S :..................................................................................�9
2. IIViFt��UCiION ............................................................................................................. 4
�. �urpose ..............................•----..................----................._..._.............---...........-------�
�. �egulations ........................................................................................................... �
C. L��ec#rve �ate .......................................................................................................�
�. Self Sere�ice ............................................................................................................�
� Applicability ......................•-----...................---......................................................_. �
� Variance .................................................................................................................�
3. G�i��R�L ��QU112�1RlY�F�iS .........................................................................................i
A. Iniroduc�ion .......................................................................................................... i
�. L,eased Premfses .................................................................................................. �
C. �acili�y fl�ainienance ............................................................................................ �
�. Producfs, �ervices, and �acilifies ...................................................................... �
�. �icenses, �ermifs, �ertificaiions, and �atings ................................................. �
� E'mployees ............................................................................................................�
G. �quipment and F�ehicles ...................................................................................... 8
f� 1-�ours af�ctivitY ..................................................................................................9
1. Securi�y ................•-------......................................---......................................---.......9
.I. Insurance ..............•-•----...................................................------.............------............. 9
K. Indemnification and I�old i�armless ..................................•----......................,... 99
�_ �nforcement ....................................................................................................... �9
19�. �eased Premises fVNultiple Acfivities ................................................................1�
4. �IX�� BA�� OP�R�oi�� (�BO) ................................................................................13
A. Introduc�ion ........................................................................................................ 93
B. Scope o�'Acfidiiy ................................................................................................ 93
�. �eased �remises ................................................................................................ �4
�. �uel �iorage and �quipment ............................................................................ �4
�. �'uelrng �epor�fs .................................................................................................. 95
F. �round Support and Senrice �quipment ......................................................... �S
G. aours of Actre�i�y ................................................................................................ � fi
1�. �mployees ..........................................................................................................96
1. Aircra�f �emo�al ................................................................................................1�
�. r41RCRA�T 1161AIi���IVAiV�� OP�R�T'OR (SA�B) ......................................................17
�. lniroduction ...................................................................................................•---. 9i
�. Leased �remrses .............•-----......----�--......................,........._......................-----.... 9�
G. �mployees ..........................................•----.......................---......-----......................9i
6. �o�I�R�iCS OR IR�S�RUf��RlT {RlYAIP�T��lAfiiC� ��CRAiOR {5�,50) ........................'i�
�. Mtroduction .........................•---............................................................,...,..........9�
�. Leased �remises ................................................................................................ 98
C. �rcenses and Certifications ............................................................................... 9�
�. Employees .......................................................................................................... ��
�. �quipment ...........................................................................................................98
IAviation ii�inimum Standards
City of Fori Worth Ar+iation Department (2097)
�'nRr�oR�H
AViATI�I�: ��1��� �� C�����V��
7. AiRCRA�� R�NiA� OR �LIGbi T�IIVIIV(3 O���TOi� (�A�O} ...........................1�
A.
�.
�.
�.
�
F.
Infroduction...................................•--------.....,---•--.........._.........................,..._....... 99
�eased Premrses ................................................................................................ 99
�mployees .......................................................................................................... 99
�quipmeni ........................................................................................................... 20
I�ours of �ctr"r�ifY ................................................................................................ 20
Insurance �isclosure �equiremeni ..............................•---•--.........._..................20
8. AIRCRAFi CKdRT�� O� �.fR�RA�� �r4R�r4G�NI�Pli OP�F�A��� (SA��) ..........2'f
�.
�.
G.
U.
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Introduction..........................................................................•------...................---- 29
Leased�remrses ................................................................................................ 29
�icenses and Cer�i�icafions ...............................................................................29
�mployrees .......................•--......................................-----..................................... �9
�quipment ............................................................................................•---•--........ �9
Hoursof �ctidity ................................................................................................ 29
�. �eIRC�►i�i S.�L�S O��RA�BFY (��►SO) ....................................................................2�
A. Iniroduction ........................................................................................................ 22
�. Leased �remises ................................................................................................ ��
C. �ealership ...........................................................................................•--------.......22
�. �icenses and Cer�i�ications ....................................................•---....................... 22
�. bours of�4cfivity.. ..............................................................................................22
�0. ,�lR�R�o�i �T'ORr4�� OPI�R�YOR (SASO) ..............................................................�3
�. Introduction ........................................................................................................ 23
B. �eased �remises .............................................................•--...-•---------.................. 23
�. f�ours of �4ctrvity ................................................................................................ 23
��. A1/IAY'IBR� S�€t1lIC� SO�� �RO�RI��BFt .................................................................�4
A.
�.
�.
�.
�
F
InfroaFucfion........................................................................................................ 2�
�.eased �remises ................................................................................................ 2�
�mployees .......................................................................................................... �4
�quipment .......................................................................................................... �4
Hoursof �c�idii}� ................................................................................................ 2�
Insurance[�fsclosure ......................................................................................... 2�
��. O�H�12 GOf�Il9tY��GI�,L ,��RON�oU�IG�e� �ACiIVIiI�S {S�,�Oj ................................ 2�
.�. lnfroduciion ....................................................................................•-•---.............. �6
�. �eased Premises ................................................................................................ 2�
C. �mployees .......................................................................................................... �6
D. �quiprnenf ........................................................................................................... �6
� Hours o�'�c�ivi�Y ................................................................................................26
�3, 5��� �U�LIR�G ............................................................................................................2i
A. Iniroduction ........................................................................................................ 2i
�. PermitlApproval ..............................•---.........-------..........................,.....,...,.......... ��
C. �ueling �epor�s .................................................................................................. ��
Aviation 19�inimum Standards
City of Fort Worth Aviation Department (201 i}
�oRr'�oR�
.��
AVIA'1 FOIN
'���L� O� CBNi�f�i5
�. �uel Storage and �quipmenf ...........................................•--•--.........---................2i
�. Compllance �rrih �nvironmental Laws .............................................................29
F Remedia�ion and Insurance Requirements ...................................................... �9
G. �ersonneL ...........................................................................................................29
1�. �ermrt Revocaiion ...............•--.............----.......................................----................ 29
Aviation Rflinimum Standa�ds
City of Fort Worth Aviatio� Department (2097)
�
FORT �ORTH
ar�►�o�v
����N���o�s
D��IP+.I' IT°IOi�IS ,�fi�� �o�RBrVI(11A�:
For purposes of the Aviation Minimum Standards, the following words, phrases and
acronyms shall have the meanings respectively ascribed to them in this section:
�«C — Advisory Circular
Aefonaufiical �c�idi�y — Any acti�ity or service that invol�es, makes possibie,
facilitates, is related to, assists in, or is required for the operation of Aircraft; any
acti�ity that contrib�ates ta, or is required for the safety of such aperations; any activity
that has a direct relationship to the operation of Aircraft or the operation of the airpart.
AF�!l�ll — Fort Worth Alliance Airport
�4g�eemenfi - A writt�r► contract enforceable by law, executed by both parties,
between the City and an Enfity transferring rights or interest in land and/or
lmprovements andlor otherwise authorizing fhe conduct of certain activities.
Aircr�ff - Any weight-carrying s#ructure for na�iga#ion ir� the air and that obtains
support by the dynamic r�action of the air to any obstruction connected with the
structure. Gliders or Ultralights, either powered or unpowered, helicopters, hot air
bafloons, and airships will be considered Aircraft.
Aircraffi Charter� �perator� — A Commercial Qperator engaged in on-demand
common carriage for persons or property, as defined in 14 CFR Par� 135, or operates
in private carriage, as defined in �4 CFR Part 125, on the Airport.
Aircra�t f�aintenance Ope�ator - An Operator engaged in providing Aircraft
maintenance, par�s, accessories, and related components, as defined in 14 CFR Part
43, for Aircraft other than those owned, leased, andlor operated by the Operator on
#he airport.
dircraf� Management �perator - An Ope�ator engaged in the business of pro�iding
Aircraft ma�agement inciuding, but not limited to, flight dispatch, pilof services, flight
attendant services, or Aircraft maintenance coordination to th� public on the airport.
pircraf� Ren�al �pera�or -- An Operator engaged in the rental of Aircratt to the
pu�lic at the airport.
�aeir�c�aft Sales Operator — An Operator engaged in the sale of Aircraft on the airport.
This excludes individuals selling personally owned Aircraft, unless the indi�iclual
purchas�s Aircraft for the primary purpose of resafe.
Aircraff Sfor��ge Operator �- An �perator that owns or leases an Aircraft storage
facility andLor associated office or shop space on the airpart and sells or subleases
such space to entities engaging in commercial or non-commercial aeronautical
activities.
l�'rr�porr� Roadv�ray - Those
temporariiy or permanently
ground leased by others.
portions of the airports designated and made availa�le
by the Director for vehicular traffic and not located on
�►�ionics or fnstrument i4�aintenance Operator — A Commercial Operator engaged
in the business of maintenance ar alteration of one or more of the items described in
�4 CFR Part 43, Appendix A(i.e., Aircraft radios, electricaf systems, or instruments)
for Aircraft ather than those owned, leased, andlor operated by the Operafor on the
airport.
Aviation �inimum Standards
City of Fort Worth A�iation pepartment {2017J
���T ��RTH
`���
A'1ri:R'1`10I�
���iNiilvn�s
Cammefcial Bperaior �- An En#ity that offers any product or service for w�ich
compensatior� is received.
Cooperafiive �rgani�a�ion (Co�op) — Multiple entities coming together far the
purpose of joint ownership in facilities, equipment, andlor fuel in order to conduct
Aeronauticaf Activities at the Airport.
Direc�or - The Director of the A�iation Department is responsible for the
administration, operations, and maintenance for all city-owned and operated airports.
�H� - Depar�me�t of Homeland Security
�n�ity - An individual, partnership, limited liability company, corporation or other
business organization doing business or desiring to do business on ane or more city-
owned general a�iation airports.
�'M - Federa� Aviafion Administration
�'ligh� �r�ainir�g Ope�afror - Cammercial Operator engaged in providing flight
instruction #o the public at the airport.
Fixed �ase �perator (��4j - A Commercial Operator er�gaged in the sale of
products, services and the renting or subleasing of facili�i�s.
�V9rS — Fort Worth Spinl�s Airpor#
�'YId�J — Fort Worth Meacham international Airport
Improvemenfs - All buildings, structures, additions, and facilities including pa�ement,
fencing, and landscaping canstructed, insta[led, or placed on, under, or abor►e any
fand on the airpor�.
Infr�s�ruciur�e - Runways, Taxiways, taxi lanes, aprons, helipads, landing pads,
par�tir�g pads, na�aids, Airport Roadways, utilifies, etc.
Leased Pr�emises - The lar�c� andlor Improvements used exclusi�ely under
Agreement by an Operator, lessee, or sublessee.
Limited �iecrat� �er�+�ices and Suppor� - Limi#ed Aircraft, engine, or accessory
suppori such as cleaning, washing, waxing, painting, upholstery, propelfer r�pair, etc.
or other related Aircraft s�rvices and s��port activities.
ANiscellaneous Gommercial Ser�ices �nd Supporfi - Ground instruction, simulator
training, scheduling and dispatching, or any other refated commercial services and
support activities.
MPnimum Sfiandards - Those qualifications, standards, and criteria set forth as #he
minimum requirements to be met as a condition for the right to �ngage in acti�ities at
city owr�ed general a�iation airports.
Non�Commercial Hlangar Lessee - An Entity that owns or leases an Aircraft storage
facility on the airport for the purpose of storing Aircraft owned, leased, andlor
operated by the Entity for non-commercial purposes or�ly.
Non�Commercia[ Lessee - An Entity that owns or leases an Aircraft and operates
the Aircraft for a private purpose. In the case of a business, the operation of Aircraft
musf be an ancillary activity to support the business's purpose by providing pri�ate
transportation for tF�e excfusi�e use of its employees, agen#s, andlor cus#omers. In all
cases, the Non-Corr�mercial Lessee neither offers nor engages in commercial
aeronautical activities.
Aviation i�inimum StandaPds
City of For� Worth Aviation Department (2017)
2
�'�K'�`'�UR�'�
A'UTAT'!ON
���in��ri���
Non-�ro�if 8�gani�ation - An organization that is legally formed as a not-for-profit
organization, as registered with the Int�rnal Revenue Service under 501{c)(3) or the
State of Texas Nan-Profit Organization provisions. As a Not-For-profit �rganizaiion,
should an organization pror►ide cammercial aeronautical activities, the organization
shall be viewed as a Commercial Qperator.
Operafior - An Entity t�at has entered infa an Agreement with the City of Fort Worth
Aviation Department to engage in commercial aeronautical acti�ifies at the airport.
Per�mi�iee - An Entity that has written permission from the A�iation Department to
conduct an act�vity at the airpor� according to the parameters established by a permit.
Runr�ay - An area of the airport developed and improved for the purpose of
accommodating the landing and takeoff af Aircraft.
Specialixed Ae+iafiion Serdice Oper�a�or� (�ASOj - A sing[e service provider offering
a specialized aeronaut�cal service such as Aircraft sales, f�ight training, Aircraft
maintenanc�, or avionics services. SAS�s shall not self fuel.
iaxi�+ay - A defined path, usually paved, over which Aircraft can taxi from ane part of
an airport to another excluding �akeoff and land�ng.
TS� - Transportation Safety Aclministration
TSR — Transportation Security Regulations
Avia#ion lV�inimum Standards 3
City of Fort Wort� Aviation Department (209 7)
�4RT �URT�
ar��o�
Ii�iROC�UC�IOIV
A. Purpose
1f�i�ODU��ION
The purpose of these Aviation Minimum Sfandards (Minimum Standards) is ta
encourage, promote, and ensure:
1. The consistent provision of high quality aviation prod�acts, serWices, and
facilities at Fort Worth Alliance Airport, Fort WortE� Meacham Internatianak
Airport, and Fo�t Worth Spinks Airport ("Air�aorts" when referred to
collecti�ely or "Airport" when referred to individually);
2. The development of high q�aiity a�iation fmprovements and amenities at
the Airports;
3. Aviation safety and security at the Airports;
4. The economic health of a�iation Commercial Operators at the Airports; and
5. The orderly development of Airport prop�rty for aviation purposes.
Aeronautical activities may be propased that do nat fall within the categories
designated herein. In s�ch a case, appropriate Minimum Standards shall be
established by the City of Fort Wo�h (City} Aviatian Department (Department} on a
case-by-case basis for such activities and incorporated into lessee's Ag��ement or
operator's Agreement with a sublessee.
�. Regulations
These Minimum Standards are subject to, bu# not limited to:
1. Federal Aviation Regulations, Title 14 - Code of Federal Regulatians;
2. Texas Transportatio� Code, Cl�apter 22 - County and Municipal Airports;
3. Fort Wor�h Aviation Departrnent Leasing Policy; and
4. Fort Worth Code of Ordinances, Chapter 3- Airports and Aircraft.
5. Fort Worth AWiatian Schedule ofi Rates and Charges
If the FAA determines fhat any provisian of t�ese Minimum Standards, any provision
of any Agreement, or any practice constitutes a grant of a prohibited exclusive righ�,
such provision shall be deemed nul� and �oid and such practice shall be discontinued
immediately.
C. �ffective �ate
These Minimum Standards shall be in effect upon adoption by the For� Worth City
Council, unless repealed by the City. The Minimum Standards, adopted June 16,
1992 {the "9992 Standards, "} and the Minimum S�andards adopted May 4, 2014
(the 2014 Standardsj will continue to app�y to existing Improvernents constructed
prior to the adoption of these Minimum Standards, unless the current Improvements
are in �iolation of the 1992 Standards at the time these MinEmum Standards are
adopted. Unless expressly stated otherwise, these Minimum Standards shail apply
ta all existing businesses and activities at the Airpor� as of the sixth month after the
adoptian of these Minimum Standards.
Aviation �fiinimum Standa�ds 4
City of Fort Worth Aviation Department (209 7)
�o�r �oRm�
����
�v�►�ron
D. Se1f �ervice
i���o�uc��o�
An Aircraft owner or the Aircraft owner's employees may perform services that may
include fueling, maintenanc�, or repair on the Aircraft owner's Aircraft utilizing the
Aircraft owner's vehicles, equipment, and resources {self-serr�ice}. An Aircraft
owner who engages in self-service acti�ities may not perform services for
compensation or hir�. The right to engage in self-service activities is conditioned
upon compliance with applicable regulatory measures. See Section 17, Self Fueling
for additional r�quirements.
A� Aircraft Maintenance Operator may defuel Aircra�t, if necessary, for Aircraft
maintenance purposes only. Additionally, an Aircraft Maintenance Operator may
refuel the def�eled Aircra#t follnwing provision of required Aircra#t maintenance.
Defueling and refueling shall not be construed to permit an Aircraft Maintenance
Operator to engage in the sale of aviation fuels as this activity f5 specifically
reserved for an FBO (Sect�on 4).
An Aircraft Maintenance Operator conducting defueling and refue�ing of defueled
Aircraft shall ha�e adequate and praper fuel storage, provide the Department with a
Spill Prevention, Control, and Countermeasures Plan for defueiing, refuelir�g, and
fuel storage, and conform with Section 4.D.
Co-op fueling is prohibited at the Airports.
E: �pplicability
These Minimum Standar�s specify the standards and/or requirements that must be
met by any Entity engaging in aviation aeronautical acti�ities at the Airports.
Throughout these Minimum Standards, the words "standards" or "requirements"
shall be understood to be modified by the word "rrtinimum" except where expl�cifly
stated otherwise. Ar�y required determinations, interpretations, or judgments
regarding what consfitutes an acceptable minimum standard or re�uirement, or
regarding compliance with such minimum standard or requirement, shall be made
by the Department. All entities may exceed the applicable Minimum Standards or
requirements. No Entity shall be ailowed to engage in a�iation aeronautical
acti�ities at the Airpo�ts under conditions that do not, in the Department's soie
discretion, fully comply with these Minimum Standards, �nless an exemptio� or
variance has been approved in writing by the Director.
These Minimum Standards shall apply to any use of Airport land or Impror►�ments
for the purpose of en�aging in aviation aeronaut�cal acti�ities.
� Variance
The Departm�nt may, but �s nof obligated #o, approve variances to these Minimum
Standards when speciaf canditions or unusual circumstances exist.
Requ�sts for a variance must:
1. State the specific provision(s) for which �he variance is being sought;
2, Describe the proposed �ariance;
3. State #he reason for the proposed variance;
Aviation 19qinimum Standards �
City of Fort Worih A�iation Department (2097)
FoR�r �o�T�r
���
AVi?►TION
���r�oaucYio�
4. Identify the anticipated impact on the Airport (and other entities includ�ng
Operators, lessees, sublessees, users of the Airport, and the public); and
5. Identify the duration of the proposed �ariance.
Prior to the appro�al or denial of a variance, the Department shall conduct a re�iew
of all relevant information including the request for variar�ce as well as any other
information that may be requested or required by the Department.
In taking actior� on a request for variance, the Department may gran# the request
only when it is determined that:
1. Enforcement of specific provisions in these Minimum Standards wifl create
ar� unnecessary hardship or practical difficulty in the intended �ase of the
affected �roperty;
2. The variance wilE not injure the existing or permitted use of adjacent
confo�ming properky in accordance with the Airpart Master Plan; and
3. The granting of a variance is consistent with the purpase and intent of
these Minimum Standards.
Approval or denial of a variance shall be det�rrnined by the Department of Aviation.
If appro�ed, the variance shall anly appEy to the particular case for which the
variance is granted.
An appro�al by the Department of a �ariance shal� not serve to amend, modify, or
alter these Minimum Standards or any existing Agreement.
A�iation f�llinimum Standards 6
City of Fort Worth Aviation �epartment (2017}
�'ORT �ORTH
AV[�►TIOIY
��IV��L R�@UIR�I�I�[�TS
�9. Introducfion
��i��F�4� R�Qu�R���f�T'S
All entities engaging in aeronautical act��ities at the Airports shall fully comply with
ar exceed the requ�rements of this sectian as well as the Minimum Standards
applicable to Er�tity's activities, as set forth �n subsequenf sections.
�. L.eased Premises
An Entity shall lease or sublease sufficient land andlor lease, sublease, or construct
sufficient Improvements for the activity as required in these Minimum 5tandards.
Improvements shall fully comply wit� applicable regulatory measu�es including, but
not limited to, zoning, building and fire codes, setbacks, access, ingresslegress,
drainage, and vehicie parking.
Construction of any lmproWements must be approved in ad�ance by the
Deparkment, in accordance with the Department's requirements and any agency
ha�ing jurisdiction.
Leased premis�s requir[ng public acc�ss shall have direct landside access. Should
landside access not �xist, pedestrians or vehicles needing access to the airfield
shall receive non-movement area training or be escorted by an individuai wha has a
non-movement area permit.
Aprons should be:
1. Contiguous and se�arated by no more than a taxiiane #F�at allows Entity to
taxi or tow Aircraft without crossing a Taxiway or public roadway;
2. Of adequate size and weight bearing capacity to accommodate tne
mo�ement, staging, and pari�ing of the largest type, size and weight of
Aircraft the hangar was buiEt to accommodate without interfering with the
movement of Aircraft:
a. Ir� and aut of other facilities; andlor
b. Operating to, from, or on taxilanes or Taxiways.
C. �acilify ANain�enance
Operators, at their sole cost and expense, shall:
1. Maintain the Leased Premises, including all related and associated
appurtenances, [andscaping, pa�ed areas, install�d equipment and uiility
services, oillwater separators, and security Improvements, in a clean, neat,
orderly, and fulfy operational conditian consistent with best practices and
equal or better in appearance and character to o#her similar Improvements
at the Airpart, normal wear and t�ar excepted;
2. Pravide all necessary cleaning services for the Leased Premises, including
custodial services, trash remo�al services, remo�al of foreign
objectsldebris, removal of sp�nt ails or other fluids, cleaning of oillwat�r
separators, ar�d any reiated sen+ices necessary to rr�aintain the
Avia#ion iV�inimum Standards �
City of Fort Worth Aviation Department (2097)
�oRT�ouTr�
a�r��or�
C�IV�RA� R�C,�UIR���NiS
Improvements in good, clean, neat, orderfy, and fully operational condition
consistent with best practices, normai wear and tear excepted; and
3. Replace and/or reimburse the Department for, any property damaged by
lessee, its acti�ities, sublessees, customers, employees, visitors, vendors,
sup�liers, or contractors.
9. �roducfs, Services, and �acilities
Products, services, and facilities should �e provided an a reasanable basis #o all
Airport users.
Operator shall charge reasonable prices for each product, service, ar facility.
�. Licenses, Permits, Cer�ifications, and 14aiings
Operator shall obtain and require empEoyees ta obfain, at Opera#or's or employee's
sole cost, all necessary licenses, permits, certifications, or ratings requirecf for the
conduct of Operator's acti�ities as requir�d by any agency ha�ing jurisdic#ion prior
to engaging in any acti�i#y at the Airport. Upon request, Operator or i�s employees
shall pra�ide copies of such licenses, permits, certifications, or ratings to the
Department within 10 business days of date of request.
Operators, fessees, or sublessees engaged ir� any activity at the Airports, whether
using or occupyir�g Airpork land andlor Improvements or otherwise, shall adhere to
the practices recommended by #he FAA and #he directives issued by the
Department.
�. �mployees
Opera#or shail employ a qualifie�, experience�, and professional on-site manager
who shall be fully responsible far ti�e day-fo-day management ofi Operator's
activities.
Operator shall pra�ide a supervisor on the Leased Premises to manage Operator's
activities and such person shall be authorized to represent and act an behalf of
Operator during ali �ours of act�vities with respec# to the method, manner, and
conduct of Operator and Operator's activities. When such person is not on the
Leased Premises, such person shali b� availab�e by telephone 24 hours a day, 7
days a week.
Operator shall have on duty, and immediately a�ailable during hours of acti�ity,
properly trained, and qualified employees in such �umbers as are re�uired to fully
comply with tYtese Minimum Standards and to meet the reasonable demands of
customers for each activi�y being conducted by Operator.
�. �quipmenf and i/ehicles
All required equipment and vehicles must be fully operational and available at all
times and capable of pro�iding all required products and services in a manner
cor�sistent with intended use. Equipment and �ehicles may be unavailable, from
time to time, on a temporary basis due ta routine or emergency maintenance as
long as fhe equipment or vehicles are returned to service as soon as possible.
Aviation i4,�inimum Standards $
City of For# Worth A�iation Department (2097)
�� 0 � O�tTH
�
,�v��o�v
�,+. �lours of Actieity
������� �t��u������Y�
Unless otherwise stipulated in these Minimum Standards, Operator's services shall
be affered and available to meet reasonable demand of custom�rs far the activity
eight ho�rs per day between the hours of 6:00 a.m. to 10:00 p.m. Manday through
�riday excluding halidays.
If not a 2417 operatian, Commercial Operator hours of activity and contact
infarmation for afterhours service shall be clearly posted in public �iew using
appropriate and professional signage.
Operator or Non-Commerc�al Lessee shall designate a responsible person for ihe
coordination of all procedures a�d communications and provide point-of-contact
information to the Departmenf including the name ar�d telephone number of the
primary and secondary contacts. �ne of the contacts shall be a�ailable by
telephone 24 hours a day 7 days a week.
1. Securriy
Operator and Nor�-Comm�rcia! �essee shall fully comply witF� the Department's
security requirements as applicable to the Airports, Leased Premises, and
activities(e.g., Fort Worth Code of Ordinances-Cf�apter 3, 14 CFR Part 139, as
amended, Transportation Security Regulations.
Operator or Non-Commercial Lessee must fully comply with applicable reporting
requir�ments as establis�ed by the Department, FAA, DHS, TSA, and any other
agencies.
J. Msurance
Operafor or Non-Commercial Lessee shall procure, maintain, and pay all premiums
throughaut the term of its Agreement for the applicable insurance co�erage and
amounts r�quired by regulatory measures a�d set farth in Attachment A, Minimum
Insurance Requirements, as amended from time to time, of these Minimum
Standards for each activity canducted. The insurance company or companies
underwriting the required policies shall be au#horized to write such insurance in the
State of Texas, with an A.M. Best's rating of A- ar above.
When coverage andlor the amounts set forth in Exhibit D Minimum Insurance
Requirements, are not a�ailable on a commercially reasonabla basis, appropriate
replacem�nt coverage andlor amounts must be appro�ed by the Department.
The Department reserves the right to require additional or different fypes of
insurance co�erage based on an Entiiy's individual risl�s andlor exposures.
When an Entity engages in more than one acti�ity, it shall procure and maintai�
insurance for the combined tatal of the minimum requirements of each actiWity. An
Entity shali procure and rr�aintain insurance for all exposures in amo�ants at leas#
�qual to the greatest of the required minimum or as stipulat�d by the Department.
All ins�rance that Operator or Non-Commercial Lessee is required to carry and
keep in full forc� and e#fect, shall name the City, and its representatives, officers,
afficials, em�loyees, agents, and volunteers as addifional insured. All insurance
A�iation i�inimum Standaeds
City of Fart Worth Aviation Department (2017}
�ORT �ORTH
.�v�a�v�
G����,� �t��u����w���S
policies, including any Workers' Comp, shall include a Waiver of Subrogation (Right
of Reco�ery} in favor af the City of Fort Worth.
Liability policies shail contain, or be endorsed to contain, the following provisions:
1. "The City individualiy anci coliecti�ely, and its representati�es, officers,
officials, em�loyees, agents, and volunteers are to be ca�ered as
additional insured with respect to: liabiliiy arising out of acti�ities performed
by or on behalf of Entity; premises owned, leased, occupied, or used by
Entity; andlor vehicles, equipment, ar Aircraft owned, leased, hired,
borrawed, or operated by Enti#y. Such insurance s�all provide primary
co�erage and shall not seek any contribution frorn any insurance or self-
insurance carried by the City";
2. "Such insurance, as to the interest of the City only, shall not be invalidated
by any act or neglect or breach of con�ract af EntE#y. Any failure to fully
compfy with reparting or other pro�isions of the poiicies shall not affect
coverage provided fo the City individually a�d collecti�ely, and their
�epresentati�es, officers, officials, emp�oyees, agents, and Wolunteers.
Entity's insurance shall apply separately to each insured against whorn
c�aim is made or suit is brought, except with respect to the aggregate limits
of the insurer`s liabFlity"; and
3. "Coverage shall nflt be suspended, void�d, or cancelled by either party or
reduced in coverage or in limits excepi after 30 calsndar days prior written
notice or 10 days prior wr�tten notice for cancellation far non-payment of
premium, by certif�ed mail, return r�ceipt requested, has been gi�en to
De�artmer�t."
Certificates of insurance sha[I be deli�ered to the Department upon execution of any
Agreement, or when appro�al is given by the Department to co�duct any acti�ity at
the Airport. Thereafter, Operator or Nor�-Commercial Lessee shall provide
certificates of insurar�ce to the Department every 12 months. In additior�, Operator
or Non-Commercial Lessee shall furnish a certi#icate of insurance if any change, for
example, changing underwriters, coverage, ar amounts occurs.
The co��rage and amounts stipulated herein for each activity represent the
minimum coverage and amounts that shall be maintained by Operator or non-
commercial lessee, at all times, to engage in acti�ities at fhe Airport. Operator or
Non-Commercial �essee is encouraged to secure higher amour�fs.
Operato� or Non-Commercial Lessee shall, at its sole cost and expense, cause all
Improvements on the Leased Premises to be kept i�sured to the ful] insurable
replacement cosf with no depreciation, or as required by the lease for tl�e
improvements, against the perils of fire, lighfning, wind, hail, tornado, extended
co�erage, andlor vandalism. The proceeds of any such insurance paid on account
for any af the aforementioned perils shali be used to defray the cost of repairing,
restoring, or reconstructing Im�rovements to the condifion and location existing prior
to the casualty causing the damage or des#ruction, unfess a change in design or
location is approved, in writing, in advance, by the De�artment.
Aviatior� i�inimum Standards 10
City of Fort Warth Aviation Deparkment (2097}
�`ORT �U�TH
av��erort
C���RAL R�Q4�IR�1l�I�NTS
Operator or Non-Commercial Lessee with known en�ironmenta� contamination
exposures shall be required to secure appropriafe environmental liability insurance
with coverage amounts appropriat� for the type and level of enr►ironmental
contamination exposure ris�c, as determined by the Department.
K Indemnification and Hold I�armless
Each Entity shall defend, fndemnify, save, protect, and hold harmless the City and
its representatives, officers, ofFiciais, employees, agents, and volur�teers from and
against any and alE actual or alleged claims, demands, damages, expe�ses, costs,
fees, including, but not limited fo, attorney, accountant, paralegal, expert, and
escrow fees, fines, e�vironmental costs, andlor penal#ies that may be imposed
upon, claimed against or ir�curred or suffered by the City in whole or in pa►t, directly
or indirectly, arise from or are in any way connected with any of the follawing,
except to the extent resulting from the City's negligence or willfu! misconduct:
1. Any act, omission, or negligence of Entity or Entity's partners, nfficers,
Directors, agents, employees, invitees, or contractors;
2. Any use, accupafion, management or control of the Leased Premises by
Entity, whether or not due to Entity's own act or omission;
3. Any condition creafed in or about the Leased Premises af#er the effective
date; and
4. Any breach, violation, or nonperFormance of the Entity or the Entity's
obligations under any Agreement.
a. In the event a party indemnified hereunder is respansible, in part, for
the loss, the indemnitor shall not be relieved of the obligation to
indem�ify; hawever, in such a case, fiability shall be assessed in
accordance with State of Texas principles of comparative fault.
b. In fhe event of an en�ironmental con�aminating accident, to include
ail leaks, spills, or other damage that may res�alt throug� the
handling, storage, andlor dispensing o� fuel, or an incident caused
by Operator or non-commercial lessee, its employees, ifs vendors,
its suppliers, its contractors, or any oiher Eniity associated wifh any
Operator or Non-Commercial Lessee or any Entity violates any
environmental law, Opera#or, non-commercial lessee, or Entity shall
accept totaf responsibility and defend, indemnify, sa�e, protect, ar�d
hold harmless the City and ifs re�resentati�es, ofFic�rs, officials,
emplayees, agents and volunteers.
Nothing herein shall consfitute a wai�er of any pratection avaiEable to the City and
their represer�tati�es, officers, officials, employees, agents, and volunteers under
the State of Texas governmental immunity act or similar statutory provision.
�. �nforcemen�
In the event an Entity fails fa comp�y with the Minimum Standards, the Department
sE�all send a writt�n statement of violation to such Entity at its iast l�nown address.
The Entity shall ha�e 30 calendar days from date of notice within which to pro�ide a
response to the Department explaining why the �iolation occurred and to advise the
Department that the violation has been corrected. If the En�ity fails to cure the
A,viation IV�iinimum Standa�ds � �
City of Fort Worth Aviaiion Department {2097)
�ORT�Q�tTH
�v[n�o�
�LN�F3AL P�QUIR�NI�NiS
violation within such tim� perioci, the Department shall have the righf to susper�d or
revoke the Entity's privileges at the Airport, as th� Depar�ment deems necessary in
order to obtain a correction of the violation. In the eWent such �iolation is not
susceptible to cure within 30 calendar days, Entity shall have such additional time to
effect a cure, as determined by the Department. in addition, the Entity's record of
any such �iolation shall be considered any time the Entity submits an application,
seel�s permission, or requests approval from the Department.
1� Nlultiple Acfie+ities
The Minimum Standards or requirements for combined activities shall not be:
1. Less than the highest standard or requirement for each eiement withirt the
combined actir�ities; or
2. Greater than the cumulati�e standa�-ds or requirements for all of the
combir�ed acfi�ities.
A�iation Niinimum 5tandards 12
City of Fort Worth A�iation Department (209 7)
�°akT �oRrx
AV1ATi01'i
�iiC�� �Q.S� ��r�R/ao�oF� (��O)
�. Introduc�ion
����� �,�s� o����,�o� ���o�
These Minimum Standards shall not affect any existing Improvements constructed
prior to date of promulgation of these Minimum Standards.
An FBO can meet the requirements of Aircraft maint�nance by arrangement with an
authvrized Operator who meets the Minimum Standards for Aircraft Maintenance
Operator and operates at the Airport.
�. Scope of Aciivity
An FBO shafl develop and maintain Standard Op�rating Procedures (SOP's) for
Aircraft f�eling and ground handling to ensure compliance with standards set forth in
AC 00-34A current �ersion, "Aircraft Ground Handling and Serrricing". FBO's 50P's
shall include a training plan, fuel quality assurance procedures and associated
record keeping, and emergency response procedures to f�aef spills and fires.
An FBO's SOP's shall be available to the Department upon request.
An FBO should include the follawing activities, products and services:
o Aviation fuels ar�d lubricants
Ground services, support and
amenities
o Aircraft maintenance
� Aircraft storage or parking
(a�ronitiedawns andlor
hangars)
� Aircraft marshalling (direcf �o
park�ng)
• Aircraft towing
• Oxygen services
g Nitrogen services
• Compressed air services
o Lavafory services
� Potable water service
� Aircraft ground power (direct
current}
� Baggage handling & related
services
� Concierge services
� Courtesy transportation
� Ground transportation
arrangements
• Accommodation arrangements
• Aircraft catering arrangements
o Aircraft cleaninglwashing
service
Any Entity proposing to establish an FBO shalf be required to meet the ini#iaf
minim�am investment, as identified in the following table:
�s��hClsh sn �C�O -- - _W^ � J4FYIr � FTW � FWS
Min3mum Investrnent
$15,000,000 � $15,000,000 � $3,000,�00
•$15M initiaf in�estment or $10M minimum initial investment with an additional $5M within 5 years
affer the initial lmprovements.
o The amount paid for existing Improvemenks may be considered as a part of the initial minimum
investment requirement.
o Market value appraisaf may be cvnsiriered to determine the initial minimum investment.
o Improvements to existing Infrastructure may be considered as a part of the initial minimu�n
investment requirements.
�lviation AI➢inimum Standards
City of Fort Worth A�iation Department (2017J
13
Fo��r �a�TH
,���rronr
C. �eased Premises
�ix�� ���� o����o� (�'�o}
FBO shall have adequate fand and Improvem�nts to accommodate all activities of
the FBO and all approved sublessees, including but �ot limited to:
Le�se� Premt�es (aq�,aea fe�l�
FBO Main Terminal Apron
Weight bearing capacity
Terminal buiiding (total)
Customedcommon area
Hangar {transient Aircra�t parking)
Daor heightlwidth
�. �uel Storage and �quipmenf
AFW
75,000
Graup III
5,D00
2,000
2Q,000
28'l120'
�rw
75, OOD
Group IEI
5, 000
2,000
20,OOfl
28'1120'
F hNS
60, 000
Group EI
5,ODD
2,000
20,000
28'1120'
An FBO shall develop, own, and/or lease a fuel storage facifity and equipment at #he
Airport in a location approved by the Departmenf and consistent with the Master
Plan, Airport Layout Plan, andlor Land Use Plan. In no e�ent shall the fotal storage
capacity be less than:
Fc��� s�ora�e and �qa�pmarsr
Jet fuel
5torage - minimum total capacity {gallons}
Equipment — minimum capacity of a refueling vehicie
(gaflons}
Avgas (Opiional)
►��w
20, D00
5,OD0
FTw � �ws
2QOOQ 12,OOD
5,000 3,OD0
Storage - minimum total capacity (gallons) 3000 30D0 3000
Equipment — minimum capacity of a refueling �ehicle 750 750 750
(gallons)
. FBO shall have adequate arod proper storage for waste fuel or test samples or the capabilify
to recycle same.
• Fuel sforage facility must meet City fire code requirements.
o For each fype fuel, a fixed self-senrice fueling system is optional.
An FBO must refain ownership and responsibiiity af all fuels delivered to the FBO's
storage facility under lease by the FBO and is responsible for tf�e payrnent of afl fuel
filowage fees owed with respect ta the fiuel delivered to its storage facilities.
An FBO shall have satisfac#ory arrangements made with a reputable aviation
petroleum supplier for t�e delivery of a�iation fue�s.
An FBO shall provide the Depar�ment with a written Spill Prevention, Cantrol, and
Countermeasures (SPCC) Pfan thaf ineets regulatory measures for FB�'s fuel
starage faciiities and activities. Any time the SPCC is modified, the updated
documentation reflecting the changes shall be provided to the Department within
three business days of #he change.
A�iation 14�linimum Standards 14
City of Fort Worth A�iation Department (2097)
�oRr �oRrK
A�,��,��
��x�� �,�s� �����v� ���o�
Fuel delir�ered, stored, or dispensed by FBO shall fully com�ly with the quaGty
specifications outlined in ASTM D 1655 (jet #u�l} andlor ASTM D 1910 (avgas), as
applicable. Ensuring the quality of the fuel is the sale responsibility of FBO.
Each fuel storage facility, each refueling vehicle and all fueling equipmer�t shall be
equipped and mainfa�ned to fully comply with applicable regulatory measures
including, but not limited to those prescribed by:
1. Nationa! Fire Protection Association (NFPA} codes;
2. U.S. En�ironmental Protection Act (EPA);
3. State of T�xas;
4. Counties of Tarran#, Denton, and Johnson as applica�le;
5. City;
6. 14 CFR Part 139, Airport Certification, Section 139.321 current version,
"HandlinglStoring of Hazardous Substances and Materials"; and
7. Applicable current version ACs including AC 00-34 "Aircraft Ground
Handl�ng and Servicing", AC 150/521 Q-5 "Painting, Marking and L.ighting of
Vehicles Used on an Airport", and AC 15015230-4A "Aircraft Fuel Storage,
Handling, and Dispensing on Airports". .
Refueling �ehicfes shalf he equipped with metering devices that meet applicable
regulatory measures. One refueling vehicle dispensing jet fuel shall have o�er-the-
wing and single point Aircraft servicing capability. All refueling �ehicles shall be
botfom faaded.
For a fixed seff-service fueling system, the location and capacity of the system shail
�e approved by #he Department. ln additinn, the system shal�:
1. Be available and maintained by FBO for public commercial use;
2. Have adequate lighti�g and signage; and
3. Ha�e detailed and read+ly accessible instructions for the proper and safe
operation of the system, emergency shut-off, properly rated fire
extinguisher, and fuel spill kit.
�. �ueling �eports
On or before the 15th calendar day of the subsequent manth, each FBO shall:
1. Provide a summary report to the Department identifying the number af
gallons of aviation fuel deiiver�d to the FBO's fuel storage faciiity by fuei
�Yp�;
2. Provide bill of ladings, as recei�ed from the fuel supplier for fuel deli�ered,
in support of the summary report; and
3. Pay the appropriate fees due to the Department as stipufated in the
Department's Schedule of Rates and Charges.
Upon request, records and meters shall be made available for review by the
Department or its designated representati�e.
F. Cround Support and Se�r+�rce �quipment
The follow€ng list of ground support and service equipment shalE be provided by an
FBO or authorized Operator at the Airpor�:
Aviation F�iinimu�n 5tandards � �
City of ForE Worth A�iation Department (20i7)
FORT �ORT'H
AYL1T[O1�E
FIX�� �A�� �PEi�iOR (��O)
Oxygen car� Nitrogen cart
Compressed a�r unif Lavatory service cart
Potable water unit Air stair unit
Ramp marshalling vehicle Ramp trar�sportation vehicle
Courtesy vehicle Aircraft towing vehicfes
Tow barslheads Aircraft ground power (DC)
Aircraft wash rack Spill kit
Equipment for securing Aircraft on the apron
Spil! kits shall includ� the necessary equipment and materials to contain a fuel spill
and restrict fuel or other hazardous materials from flowing into drains an� other
areas in compliance with the Operator's SPCC plan.
�. bours of �4ctidi�y
In addition to the general requirements (Section 3.I), the FBO shall mal�e a�aifable
Aircraft fueling, parking, ground services, support, and amenities to meef
reasonable demands of customers during weekends, hoiidays and after hours.
b �mployees
An Operator shall empfoy �he following minimum number of employees who shall be
available during required hours of activity. A Line S�rvice Technician may fulfill the
responsibilifiies of the Customer Service Representative unless the Line Service
Technician is performir�g duties off the Leased Premises. An FBO sha�l have at
least one supervisory Line Serrrice Technician trained in an FAA appraved fire
safety program, as defined in 14 CFR Part 139.321 current version.
Emyloye�s
I�ine Service iechnician
During hours of activity
After hours on-call response time
Custamer Service Representafi�e
During hours of activity
1. Arrcraft Removal
a�w
1 hour
�w � �ws
1 1
1 hour 1 hour
Recognizing that Aircraft �emoval is the responsibility of the Aircraft ownerlQperator,
an FBO should be prepared fo le�d assistance when a request �s made by the
Department or the Aircraft ownerlOperator in order to maintain the operational
readiness of the Airport.
Aviation i�inimum Stanclards 16
Cify of Fort Workh Aviation Department (20? 7)
�`ORT �ORTH
AVLATfUM
�iRc�a�T n��i�u���v�►�c� o���,�,ro� �sAsvy
�I��R�4Fi �:NAiRli�i��NC� O��RAiOR (SASO}
�. Infroduction
These Minimum Standards shall nat affect any existing Improvements constructed
prior to dat� of promulgation o� these Minimum Standards.
�. �eased Premises
An Operator engaging in this acti�ity shall have adequate Leased Premises, as
approved by the Deparfiment, ta accommodate all acfiWities of Operator. In addition,
all Improvements shall meet all applicable building and fire codes related to the
activities
C. �mployees
An Operator shall employ the following minimum number of employees who shall �e
avaiEable during the required hours of acti�ity as follows:
�mp�oyee� n�w FTw �IA�S
A& P Mechanic � '� _ � �
Customer Service Representati�e 'i 1 1
• A second A 8� P Mechar�ic may fulfill the responsibilities ot the customer service representati�e.
Aviation Filllinimum Standards ��
City of Fort Worth Aviation Department (July 22 2014)
F�0[�T �ORTH
nv��rorr
AI/IONI(�S OFt INST�EJIfEI�N�
f1fl�olfV��f�lARlC� OF��RA��Ft (SASO}
�VlOIVIC� OR IR.�SiRUfW�IV� f�i�4lNi�ll�dR,�C� O��RAYBR (S�'►50)
�. Introduction
These Minimum Standards shall not affect any existing Impro�emenfs constructed
prior fo da#e af promulgation of th�se Minimum Standards.
�. �eased Premises
An Operator engaging in this acti�ity shall have adequate Leased Premises, as
approved by the Department, ta accommodate all aciir►ities of Operatar. !n addition,
all Improvements shail meet all applicable buifding and fire codes related to the
activities
C. Lrcenses and Cerfi�cations
An Operator shafl be properly certificated by the FAA as a Repair Station, as
defined by 14 CFR Part 145 current version.
9. �mployees
Operator shal� employ #he fallowing minimum number of empioyees wha shall be
available during required hours of activity as foilows:
Employsea
Technician
Custorner 5ervice Representative
��w
1
1
FT�II I ��1�
1
1
. A second Technician may fulfill the responsibilities of the Customer Service Represenfative.
�. �quipmen�
An Operatar shall provide sufficient shop space, equipment, suppli�s, and
availability of paris as required for cer�ification by the FAA as a Repair 5tation, as
stipufated in �perator's 14 CFR Park 145 current version Repair Statio� Manual.
Aviation �liinimum Standards �$
City of Fort Worth Aviation Deparfiner�t (July 22, 201g}
F'ouT�ox�_�,x
���
AVIATiOI�
AII�CF3�►i�T ��fV�A� O�
�l�ICHi TF�AAIRI[NG O���iOR. (S�S�}
�►IRC�,��� R�IVTA� O€� �'LIGHi iRr41F�IFdf; 0���4iOR (SASO)
.4. lntroduction
These Minimum Standards shal� not affect any existing lmprovements constructed
prior to date of promuigation of t�ese Minimum 5tandards.
A person holding a current FAA certified fligh# ir�structor certificate, who provides
occasional flight training and does no# ma�ce flight training availabfe to the public,
shall not be deemed a commercial acti�ity.
An Aircraft owner seel�ing initial or recurrent trair�ing in their own Aircraft may
compensate a flight instructor for instruction to the awner in their own Aircraft.
�. Lea�ed �remises
An Operator engaging in this acti�ity shal� ha�e adequate Leased Premises, as
approved by the Department, to accommodate all activities of Operator. In addition,
alf lmpro�ements shall meet ail applicable building an� fice codes re�ated to the
ac#i�ities
C. �mployees
An �pera#or shall em�loy the following minimurr� num�er of employees who shall be
available during required hours of acti�ify:
�mp��y��
Flighf Trainir�g Opera#or
Flight Instructor
Certificated Ground School Instructor
Cusfomer 5ervice Represen#ative
Aircraft Rental Operator
Flight Instructor(s)
Certificated Ground 5chool Instructor
AFW � FY111! Fy11�S
1 1 1
1 1 1
1 1 1
'[ 1 1
1 1 1
m A Ffight Instr�ctor vr Ce�tificafed Grounci 5chaol Instructor may fulfil[ fhe responsibilities of the
Cusfomer 5ervice Re�resentati�e uRless the employee is not availabfe.
Aviation IVlinimum Standards
City of Fort Worth Aviation Department {July 22, 2014)
19
�UaT'�ORTH
Av�n�o�
�I��Ri4�T ��I���L OR
FL[CaFi� �RAIRlIPlC� O���iOR (SASO)
�. �quipmenf
An Operator shall have the following number of properly certifi�d and airwor�hy
Aircraft available #ar rental or use in flight training, as applicable. All Aircraft shall be
owned, leased, andlor operated by the Operator.
Equlpr�s�n#
Aircraft Rental Operator Aircraft
Fixed wing: single-engine
a��w �n�+r
2 2
�ws
2
�light Training Operator Aircraft
Fixed wing: single-engine 2 2 1
Helicopter 1 1 1
o One Aircraft must be IFR capable unless Flight Training Operatar is only providing spork pilot
training.
o If orovidina helicopter fliqht training, it is required to own, lease andlor operate a helicopter.
Flight Training Operatars shall pro�ide, at a minimum, adequate training aids
necessary to provide proper and effective ground school instruction, in accordance
with the Code af Federal Regulations Parf 61 and or Part 141.
�. Ffours of Acti�+i�y
Opera#or shall be open and serrrices sha[� be a�ailable to meet fhe reasonable
demands af customers for ihis activity as follows:
Maurs of Ac#j�+{#y
Hours
Days per week
Holidays
After hours
� Insuranc� �isclosure Requiremen#
��w I Frw I �ws
S hours per 8 hours per 8 hours per
day day day
5 5
iVo No
5
No
Prior Prior Prior
arrangement arrangement arrangement
Any Operatar conducting Aircraft rental or flight training shall post a nofice and
i�corporate within its rental ar�d insiructian Agreements, as well as providing a copy
of such notice to the Department, that:
1. fdentifies the insurance coverages {�rovided to t�e renter or s#udent foy
Operator;
2. Discusses when and how the insurance co�erages apply;
3. Indicates where additional information can be obtained; and
4. Ad�ises the renter or student that additional insurance coverage is
available.
Aviation i�'rnimum Standards Z�
City of Fort Worth Aviation Department {July 22, 2094)
�URT �ORTH
��
A�naT�orr
ai�.c��i caa���� �r�
�ir�c��►�r ��,����n���� o������ {s�,so�
AIRC�4F7 CHRRi�R OR �IRC��T IViY�IVe4C��14dY�R,�T O��RATO� (S�SO)
A. Introduc�ion
These Minimum Standards shall not affect any extsting Improvements constructed
prior to date of promulgation of these Mi�imum Siandards.
�3. �eased �remrses
An Operator engaging in this activity shall have adequate Leased Premises, as
approved by the Departm�nt, #o accammodate all activifies of Operator. In addi#ion,
all Improverr�ents shall meet all applicabl� building and fire codes related to the
acti�ities
C. �.icenses and Ger�ifications
An Operafor shall have all appropriate certifications, licenses, permits, insurance
and approvals.
�. �'mployees
An Operator shall emp�oy the following minimum number of employees who shall be
a�ailable during required hours of acfivity:
Em�s�oyeea
Commercia! Pilot
��w � �Tw � ��rs
Customer Service Representative � '� �
= A Pi1ot may fulfill the responsibi�ities of the Customer Senrice Representative unless the Pilot is
not available.
An Operator shall employ ane Customer Service Representative as an employee
who shall be available during hours of activity. If an Aircraft Management Operator
is providing pilot services, t�e Aircraft Management Operator shall employ at least
one Commercial Pilot as an employee who s�all be available as needed.
�. �'quipment
An Operator shall provide at least one certified and continuously airworthy Aircraft,
either owned, leased, or operated by the Operator, for #he type of Aircraft charter
service being provided that shalf be equipped for ancf fulfy capable af f�ig�t under
instrument canditions.
F. bours of �cti►rity
An Operator shall be open and services shaf� be a�ailable to meet �he reasonab[e
demands of customers for this activity.
An Operator's [nitiaf response to a prospecti�e customer's inquiry shail not exceed
one hour.
Aviation �inimum Standards 2�
City of Fori Worth A�iation Department {July 22, 2014)
�ORT �U�
�
RVEATI()N
r41RCR�Fi �AL�S OP�I�eT�R (S,�SO)
A. Introduction
AIRCR���' S�o��S OP��d�OR (��,�0)
These Minimum Standards shall not affect any existing Improvements constructed
prior to date of promulgation of these Minimum Star�dards.
�. �eased �remises
An Operator engaging in this activity shall have adequate
approved by the Department, to accommodate all acti�itie
add€tion, all Impro�ements shall meet all applicable building
t� fhe activities
C. �ealershrp
Leased Premises, as
s of the Operator. In
and fire codes related
An Operator, who is an authorized #actory sales franchise, dealer, or distributor
either on a retail or wholesale bas�s, shall have available or shalE make available
with reasonable ad�ance notice at least one current model demonstrator of Aircraft
in each of its currently authorized product lines.
�. Licenses and Cer�iifications
Employees shall be properly certificated by the FAA, current, and hold the
appropriate ratings and medical certification for pro�iding flight demonstration in all
Aircraft offered for sale.
� bours of �ctivity
An Operator shall be open and services shall be avaiEable to meet reasonable
demands of customers for this activity. The Operator shall ha�e a Customer Service
Representative (CSR) available or utilize ano�her or�-site Entity's CSR.
Aviation iiAinimum Standar�ds 22
City of Fort Worth A�iation Department (July 22, 2014)
Fo�T �oRr�
.4VIATI�N
�������� ������� ������� ���3��
�4. Iniroduc�ion
AII�Gi�AF� S�BFtAG� OP�R�oT�R (S,�SO)
These Min�mum Standards shall not affect any existing Irnprovements constructed
p�-ior to date of promulgation of these Minimum Standards.
�. L.eased Prremises
An Operator engaging in this activity shall ha�e adequate
approved by the Department, to accommadate all activities
addition, all Improvements shall meet ail applicable building
to the activities.
C. I�ours of Aciivi%
Leased Premises, as
of the Operator. In
and fire codes related
An �perator shali ensure the facilities are readily accessible for use 24 hours a day,
7 days a week incl�ding holidays.
A�iation lV�inimum Standards 23
City of For� Worth Aviation Departrnent (July 22, 2094)
�`ORT V�URTH
A'V1IR'!`ION
��i�Yio� s�i�vic� so�� ��o��i��or�
.4. In�roducfion
i4l�IATI��! S�R�IG� SOLF P�O�RI�iOR
These Mir�imum Standards shall not affect any existing Improvements constructed
prior to dafe of pramulgation of these Minimum Standards.
In recognitior� of the nature in which certain services are currently bein� provided to
gen�ral aviation customers at the Airports, the Ciiy has established a special
O�eratar category through which certain services can be pro�ided to the
owners/Operators of piston powered Aircraft.
An Aviation Service Sole Proprieior is a Comrnercial Operator �ngaging in one of
the fallowing services:
2.
3
Aircraft MaintenancelAvionics Maintenance -- p�-o�iding Aircraft
maintenance, parts, accessories, and related components, as defined in 14
CFR Part 43; providing maintenance or alteration of Aircraft radios,
electrical systems or instruments as d�#ined in 14 CFR Part 43, Appendix
A for piston powered Aircraft other than those owned, leased andlor
operated by the Operator on the Airport;
Flight TraininglAircraft Rental — pravidfng flight instrucfion andlor Aircraft
rental to the public at the Airport; or
A�e�son holding a current FAA certified flight instructor certificate, who
provides accasional flight training and does not make flight training
a�ailable to #he public, shall not be deemed a commercial activity.
An Aircraft owner seeking initial or recurrent training in their own Aircraft may
compensate a flight instructor for instruction to the owner in their awn Aircraft.
�. �eased Prernises
An Operator engaging in this activity shal� ha�e adequate Leased Premises, as
approved by the Department, to accommodate alf acti�ities of the Operator. In
addition, all Improvements shall meet all applicable building and fire codes related to
the activities.
C. �mployees
An Operator may not em�loy any other persons other than himselflherself on a full-
time basis. The Operator shall be properly trained, cer�i#ied, and current for the work
being perFvrmed in accordance with requirements of the FAA and/ar other regulatory
bodies. Temporary par�-time help or Temparary Specialized A�iation Service
Operators shall r�ot be cansidered as full-time employees.
If, a# any time, the Operator employs or pro�ides compensation on a fiufl fime basis to
any other person, ofher than the sole proprietor, fhe Operator wilE be required to meet
the Minimum Standards for the services being pro�ided.
�. �quipmen�
Aircraft Maint�nance/Avionics Maintenance — the �perator shall have all reasonably
necessary equipment for the proper perFarmance of services being provided in
accordance with the manufaciurer's specificatians and applicable FAA regulations.
Aviation hflinimum Standaeds 24
City of Fort Worfh A�iation Depar�ment (July 22, 2074)
FU�T �VORTH
�v��r�ax
�1/f�eil0�! �FcRVIC� SO�� P�OPRI���R
Flight TraininglAircraft Rentaf — the Operator shall have at leasi one praperly
certified and airworthy Aircraft availabfe fior the services offer�d. All Aircraft shall be
own�d, leased, andlor operated by the Operator.
Flight Training — Operators shalf pro�ide, at a minimum, adequate training aids
necessary to pro�ide proper and eff�cti�e ground school instruction.
�. Maurs of,4ciie+�ty
An Operator shall be open and services shall be a�ailable ta meet the reasonable
demands of customers for this activity.
�: Insurance �isclosure
An Operator conducting Aircraft flight training or Aircraft rental shall post a no�ice
and incorporate within its rental and instruction Agreements, and provide a copy of
such notice ta the Departmen#, that:
i. Identifies the insurance coverages pro�ided to #he renter or student by the
Operatar;
2. Discusses when and how the insurance coverages apply;
3. Indicates where additional information can be obtained; and
4. Advises the renter or student that additional insurance co�erage is
ava�lable.
Aviation f�inimum Standarcis �5
City of Fort Worth Aviation Department (July 22, 2094}
�oRr'�o��r�r
nv�a�o�
OTbE� CO��fl�FtCl�►L �.���No�UTICAL AC�IVI�I�� {SAS�)
��'H�R CONII�dI�R.�I,�L A�I��R�,�►UiIC�L A��IVIiI�S (SdS�)
A. Infroductron
This sectivn pertains to other commercial SASOs engaging in Limited Aircraft
Services and Sup�ort actiWities, Miscellar�eous Commercial Services and Support
activities, or air transpo�tatior� ser�ices for hire activities, as follows:
1. Limited Aircraft Services and Support;
2. Miscellaneous Commercial SerWices and Support;
3. Other Air Transportation Services for Hire; and
4. Non-Profit Organizations.
These Minimum 5tandards shall not affect any existing Impro�ements constructed
prior to date o� promulgation of these Minimum Standards.
�. L,eased �remises
An Operator engaging in #his activity shall ha�e adequate Leased Premises, as
approved by the Department, to accommodate all acti�ities of the Operator. In
additian, all Improverrtents shall meet all applicable building and fire codes related to
the activities
C. �mployees
An Operator shall provide a sufficient number of err�ployees to carry out acti�ity in a
sa#e, secure, efficient, prompt, courteous, and professional manner while also
meeting the reasonable demands of custorners for the activity.
9. �quipmenf
An Operator shall have, �asecf a� the Airport, sufficient vehicles, equipment, and, if
appropriate, one certified and contin�aously airworthy Aircraft eiti�er owned, leased, or
operated by the �pera#or.
An Operatar shall ha�e sufficient materia�s andlflr supplies a�ailable to support fhe
activity.
�. f�ours of Acfivity
An Operator shalf be open and services sha�l be available during the hours
maintained by qualified and experienced enti#ies providir�g comparable services
and/or engaging in similar activities at comparable airports in like markets.
An Operator's services shall be a�ailable to meet the reasonable demands of
customers for the activity.
Aviation i1llinimum Standarcls �6
City of Fort Warth A�iation Department (July 22, 2014J
��L� FU�L�l�IG
�4. Iniroduciion
Non-commercial entities engaging in sel#-fueling shall alsa be required to fully comply with
applicabie regulatory measures and submit an application for a Self-Fueling Permit.
�. �ermif/�ppro�ral
No �ntity shall engage in self-fueling uniess a valid A�iation Self-Fuefing Permit authorizing sucl�
activity has been obtained from the Department. Such Entities shall herein be r�ferred ta as self�
fueling Permittees.
Th� A�iation 5elf-Fueling Permit shafl not reduce or limit seff-fueling Permittee's obfigations with
respect to these sel#-f�eling standards.
Prior to issuance, a seif-fueiing Permittee shall pro�ide evidence of ownership any Aircraft being
fueled by self-fueling Permittee.
C. �ueling �eports
On or before the 95th calendar day of the subsequent month, a self-fueling Permittee shall:
1. Pro�ide a summary report to the Department identifying the number of gallons of aviation
fuel delivered fo fuel storage facility by f�ael type;
2. Provide bill of ladings, as received from the fuel supplier for fuel delivered, in support of the
summary report; and
3. Pay the appropriate fees due to the Department as stipulated in the De�artment's Schedule
of Rates and Charges.
Upon request, records and meters shafl be made available for review by the �epartment, or ifs
designated represen#ati�e. In the case of a discrepancy between the arnount of fuel reported to be
deiivered to the sef#-fueling Permittee and the amour�t of fuel reported by the self-#ueling Permittee,
the greater amount shall prevail and the self-fueling Permittee shall promptly pay al� add�tional fees
du� the Department. The Department has the right to terminate the self-fueling permit if any
�iolatior�s in reparting are found.
�. �'uel Sforage and �quipment
A self-fuel�ng Permittee shali demonstrate that satisfactory arrangements have been made for the
storage of fuel throug� self-fue�ing Permittee's fuel storage facility andlor equipment located in a
designated fuel storage area specified a�d approved by the Department and agencies having
jurisdiction. Fuel storage tanks shalf be for t#�e exclusi�e use of the seif-fuelir�g Permittee only.
Entities aufihorized by the
Department shail lease land and construct or instalf ar� abo�e ground fuef storage tank in the
designated fuel storage area. In no event shall the #otal storage capacity be less than the folfowing,
#or the fuel type utiiized, as specifie� on the self-fueling permit:
��41 Si�r&�]e 8nQ �q�li�man!
Jef fuel
Storage - minimum total capacity (gallons)
�� �,-,� j ���
10,00a iQ000 1D,000
Equiprnent—minimum capacity of a refu�ling vehicle
(galEons)
Avgas
Storage or Equipment - minimum capacity (gallons)
z,000 2,aoo
750 750
2,p00
750
Refueling vehicfes shall be for the exclusive use of t�e self-fueling Permittee only.
Refueling vehicfes are not permitted to leave the Airport for the purpose of o6taining fuel.
Fvr each type fuel utilized, a fixed self-service fueling s stem is o tional.
Documentation shall be a�ailable at the fue! storage facilities that identify the FAA N-number{s) of
the Aircraft permitted to be self-fueled under the A�iation Self-Fueling Permit.
A self-fueling Permiftee shall be liable and shall defend, indemnify, sa�e, protect, and hold harmless
the Department for all lea4�s, spills, ar other damage that may result through the handling, storage,
and dispensing of fuel.
Fuel deliveredldispensed by a self-fueling Permittee shall fully comply wi#h quality specificatians
outlir�ed in ASTM D1655 (Jet fuel) andlor ASTM D 1910 (A�gas), as applicable. Er�suring the quality
of the fuel is th� sole responsibility of the self-fueling Perrr�ittee.
Lettering, no less fihan six inches in height, shall be on the side af the refueling vehicle that identifies
the FAA N-number{s) of the A'trcraft permitt�d #o be self-fueled under the A�iation S�If-Fueling
Permit.
Refueling vehicles and all fueling equipment shaEl be equipped and maintai�ed #o �Fully comply with
applicable regulatory measures but not limited #o those prescrib�d in Section 4.F. of these Minimum
Sfandards.
A self-fuelfng Permittee shall have safisfactory arrangements made wi#h a reputable aviation
petroleum supplier for the delivery of aviation fuels.
Prinr to engaging in sel#-fueling, that includes transporting fuel onto the Airport, a self-fueling
Permittee shall pro�ide the Department with a writ#en SPCC plan that meets applicable regulatory
measures for fuel storage facifities and the self-fueling Permittee's activities. An updated copy of the
SPCC plan shali be filed with the Department at least 30 calendar days pr�or fa any planned change
in operations.
A self-fu�ling Permittee shall de�elop and maintain SOP's for fueling and shall ensure compliance
with standards set forth in AC 00-34A, "Aircraft Groun� Handling and Servicing". A self-fueling
Permittee's SOP's shall include a training plan, fuel quality assurance procedures and associated
record keeping, and emergency response procedures to fuel spills and #ires.
�. Compliance +�ri�h �nvrronmental Laws
Fuel storage and/or the fixed fueling station and all fueling equipment shall comply with all applicable
federaf, state and local environmental laws, rules and regulations. A self-fueling Permittee shall
notify the Deparkment immediately upon the occurrence of any vialation of the environmental laws ar
any e�ent that may affect the en�ironmental condition of the fuel storage facility andlor the #ueling
station and all fueling equipment.
F. Remediation and Insurance Requirements
A self-fueling Permi#tee shall be fu�ly responsible for the violation af any environmenta[ laws caused,
in whole or in par�, by self fuefing Permittee, its officers, agents, sen+ar�ts, employees, contractors,
subcontractors, or invit�es, w�ether such �iolation occurs during the current permit period, or during
a previous period in which the self-fueling Permittee operated the fuel storage facility andlor the
fueling station ar�d all fueling equipment.
As assurance to the Departmenf that the self-fueling Permittee is reasana�ly able to comply with the
requirements of this Section 17, the self-fueling Permittee shall procure and maintai� an
Environrnental impairmenf Liability Insu�ance Policy that provides co�erage, per occ�rrence, for any
incidents invol�ing the fuel storage facility andlor the fueling statian and all fueling equipment, in
accordance with the Department's Minimum Insurance Requirements.
�. Personnel
With regard to safety pracedures, self-fueling Permittee's fuel dispensing employees shall be
properly trained in an FAA appro�ed fire safety program, as defined in 14 CFR Part 139.321 c�arrent
version.
H. Permit Re�ocation
A self-fueling Permittee shall not sell andlor dispense fuels to based Aircraft or transient Aircraft that
are not owned or leased, and operated by the self-#ueling Permittee. Any such selling or dispensing
shal! be grounds for immediate revocation of t�e self-fueling permit by the Department.
V4
E�hibit �
A�Vl� A�rg�rt I��les �r�d Re�ul�ti�r�s
February 24, 2021
For this addendum, the term "Operator" means a"Commercia�
Operator", as described in the City of Fort Worth A�iat3on Minimum
Standards.
�►.� bi�h Povver �n�ir�� �uns
The varied range of aircraft operating at Forfi Worth Alliance Airport
(AFW) include many powered by high-air��ow �urbojet and turbofan
engines. Maintenance necessary �or the p�opulsion systems on these
aircraft require that the engines be run at power-le�er-angle �PLA)
settings simulating the in5talled opera�ional flight profile. This high-
power run up stre5ses the engine and it must pass this test to be cleared
for flight.
The high-power engine rur�s take a considerable leng�h of time, and the
high-velocity, high temperature (�'1500 °F), expansi�e noise con�ours
(dBA>100) characteristic of these run ups prohibit conducting them on
the operator's ramp, or elsewhere on the airfield without special
provisions. Alliance Air Services �AAS) can accommodate this tesfiing by
utilizing i ,± ,�� i f=;�— �-. : j�,�- ,��� the blast
walls ���� � =���` - ,«� ��,� �4� �:�,�.�'' located
�x . �`�� � �.� ,.��; _�{ �' north
o n t h e ;,��,� _ � ,. . � ;�
.,
ramp -� ��:.. -z - � adjacent
,,.-� � ~• �` ��.�� ,,= han ar as
to the GDC �- � �_ -_ '"r ��. g
shown in ' ''��. �'�-��� �� ' _ Figure �..
1
V4
To utilize this facility the aircraft must be taxied or towed into position
and secured by the operator. Operator personnel or their qualified
subcontractors will be required to initiate and mon�tor the engine runs.
Also, to mitigate the overall risk of this test ali persons authorized to
super�ise or directly participate in engine ground running f�om the flight
deck who are not pilots or flight engineers must have received both
initial and recurrent qualification for engine ground running duties.
r4.2 Air�o� B�u� lary �e��ri��
US Code 14 CFR 139.335, "Public Prvtection", and the City of Fort Worth
Ord. 16931, § 1, adopted f'�ay 9, 2006, as amended "Fort Worth Alliance
Airport AccesS" both reqtaire that the airpor� be secure from entry by
non-authorized personnel, wildlife, or vehicles. As documented in the
Airport Certification Manual �ACM}, the principle means of achieving this
requirement is joint participation by all operators on #he airport to
develop or revise the security section of the ACM plan. Key elements of
the plan are (1) personnel access control, and (2) perimeter control - a
physical barrier (fence) around the airport boundary and associated
technology.
A2.1 Perst�r�n�l Sec�rit�r
Authorization for access to an operator's facilities is the responsibility of
that operator. Identification of personnel assigned to work on the
operator's ramp is necessary �o maintain control of the movement and
non-movement areas. Self badging of all personnel is strongly
encouraged. Training in the requirements of Part 139.3�9/3D3 for all
personnel working on any public ramp is also required. A!I subcont�actor
personnel or other non-cleared personnel wil� be escorted by approved
operator or AAS personnel at all times. The operator must also inform
and train his personnel to remain on their ramp and to stay clear of
�
V4
taxiwa�s leading to adjacent operator ramps unless specifically cleared
for this access by �he AFW Airport Operations 1lllanager.
A�.� ��rir�e�se� In���rit�+
Perimeter security poses a significant challenge for the AFW. Layers of
security that include fences, cameras and pat'rols are necessary to meet
the cha�lenge o� securing this large and complex airport.
The right of access to the airpor� grounds to conduct flight opera�ions is
granted to each operator by § 3-284 "Access Permit" of the City Code.
However, § 3-283 "Off-Airport Parcel Uses; Access Area; Access
Taxiways; Prohibited Uses." provides that "the [operator's] access area
shall be separated from the remainder of the off-airport parcel by a wall,
fence or other physical barrier. The city or the authority responsible for
operation and sa�ety of �he airpor� [AA5] shal� have the right to enter the
access area to inspect or perform other regulatory requirements. All
safety and operational rules and regula�ions appli�able to the airport
shall be app�icable to [operator's] access areas. IVo rules or regulations
of the city sha�i affect �he access right, other than this article and �he
regulations."
Accord�ngly, the perime�er fence and entry gates surrounding the airport
are inspected daily by AA5 to ensure they remain intact. Howe�er,
fencing and/or gates secur�ng the ope�ator facilities connect to the AAS
fence to form the complete airport barrier. A breach of this part of the
fencing thus constitutes a breach of the overa�l airport and requires
immediate notification of AAS and correcti�e activn by the operator.
Failure to respond with the necessary actions in a timely manner may
result in revocation of the operator's access permit as stipulated in § 3-
�84 and/or shal� consti�ute a misdemeanor and be punishable as
pro�ided in § 1-6 of the City Code. It is thus required #ha� the operator
�eri#y the integrity of his portion of the airport perimeter fence daily.
Physical inspection is the preferred means for doing this, however, a
3
V4
combination of inethods using CCTV cameras, movemenfi sensors,
and/or FAA-approved drone fly-o�ers are also acceptabEe.
�'�������� j
__ �
. ,
�
�������v �
.,
ill�v �
�. �
- - ��� ' � ��
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, '� .����� .��t.a+� � t : i � "'_ .
_ . � + —�;r� _l.�r`F `�"+i ��'—�„r�r� � � - � _s � .J
�
Adopted by the Fo� Worth City Councii � ����� ' "
Septembee 15, 2020 � �" � ' ' �� ''
f�l$C 20-063�
Rn�*�n{� �l+7 �xrnrli�g nt �rxrr Wt+c�rt'+� �4��ac+,❑�,r
JNtr?rt��f�qr�a�t A1F�JQft
TA�L� O� CO�iE�YS
AVIATION DIRECTOR A�JTHORITY— DE�ARTMEN7 �F AVIATION (DOA) ........................................... 4
ANNUAL ADJUSTMENT OF RAT�S AND CHARGES ............................................................................... 4
LANDING F�ES FOR ALLIANCE AIRPORT ...................................................................................�--......... 4
CommercialLanding Fee .......................................................................................................................... 4
fVon-Commercial Training or Maintenance Landing Fee .......................................................................... 4
Military Operations Landing Fees ............................................................................................................. 4
OFFIC� SPACE ........................................................................................................................................... 5
MeachamAdministration Building ............................................................................................................. 5
Meacham Administration Building — 3'" Floor Conference Center ............................................................ 5
ENTRANCE SfGEV — Meacham and Spinks airport .................................................................................. 5
HANGARSPACE ......................................................................................................................................... 6
T-Hangar 5pace - MEACHAM .......--� .....................................................................................................�-- 6
T-Hangar Space - SPINKS ....................................................................................................................... 6
BOXHangar Space - 5P1NKS .................................................................................................................. 6
CommunityHangar Space - Spinks .......................................................................................................... 6
5torageRoams - SPI�IF�S ......................................................................................................................... 6
Aircraft Parking — Monthly (city managed ramp space anly) .................................................................... 7
AircraftParking — Daily .............................................................................................................................. 7
LANDLEASE ................................................................................................................................................ 7
LandPer Square Foot — Annually ............................................................................................................. 7
AIRPORT ACCESS FEES (THROUGH THE FEMCE) ................................................................................ 7
Alliance Airport — Access Ordinance 16931-05-2006 ............................................................................... 7
U.S. CUSTOMS F�ES ................................................................................................................................. 7
MEACHAM INTERNATIONAL AIRP�R7 ................................................................................................. 7
Meacham fnternational and Spinks Airports ............................................................................................. 8
AIRPORTFUEL ............................................................................................................................................ 8
Fuelfarm USAGE fee ............................................................................................................................... 8
FuelFlowage �ees .................................................................................................................................... 8
MISCELLAN�OUS F�ES ............................................................................................................................. 8
LateFees .................................................................................................................................................. 8
Fees related to �e�elopment on an Airport (Including but not limited to Survey, Easernents) ................ 8
LeaseAssignment Fee ............................................................................................................................. 8
Month-to-Month Leases ............................................................................................................................ 8
CONTRACTAMENDMENT FEE .............................................................................................................. 8
Developmentlnew lease(s) fee ................................................................................................................. 8
KeyCopy Fees .......................................................................................................................................... 9
LEASEVIO�ATlON FE�S ..................................................................................................�--................... 9
PAG� 2 OF 90
ADDITIONALPROVI510NS ............................................................................�--........................................ 10
De�efopment Application ....-�--� ............................................................................................................... 10
L.ease Expiration Pena�ty ........................................................................................................................ 1 D
pisclaimer..........................................................................................�--.................................................. 10
PAGE 3 OF 10
AVIATIOId DIRECTOR AU'iHORITY — DC�PARiiYiEld'C OF AVI,�TION (�OA}
The Director is authorized to assess or wai�e fees t�at are not specifically addressed in the Rates and Charges
such as the use of office equipment, carports, and rniscellaneous construc#ion by Department resources, fees
associated with pri�ate development and other aviation related fees and charges that may occur on an
infrequent basis.
Lessee may not undertake or allow any parky to uncfertake any Kind of alterations, erection, impro�ement or
other construction work on or to the premises �nless it first requests and recei�es approval from the Directar
or hislher authorized representative.
These rates and charges pertain to aff Fort Worth Airports unless otherwise noted per section.
AidMUAL ADJUSi�iiENT OF RA�ES AND C:H�11iGES
Existing Lessee's which are subj�ct to an annual Consumer Price Index (CPI) adjustment shall be adjusted by
one point eight percent (1.8%} as of �ctober 1, 2020, per their current lease agreement. Month-to-month
leases will reflect current rates and charges as described below. ihe CPI adjustment is based on the
Consumer Price Index, Dallas-Fort Worth for all Urban Consumers for All items for November 2019.
�AfdDtNf� �'��S FOR ALLI,4IVC� �►I�t�'OR�
PEOPI-SIGNATORY COiWMERCkAL LANDING FE�
A Commercial Aircraft Operation (Non-
Signatory) is one that does not have a Use
Agreement with the City of Fort Worth; and
canducts operations at Fart Worth Alliance
Airport under FAR Parts 92'[, 125, 129, 135 with
a Maximum Certified Gross Landing Weight
(MCGLW) over �40,000 paunds. No landing fee
is assessed at Meac�am or Spinks Airports.
Landing Fee per 1,000 pounds � ��$fl
Minimum Landing Fee $ 'I00.4D
SlGNATORY COf4�ifIflERCIAI. LA[dD1NC FEE
A Commercial Aircraft Operation ha�ing a Cargo Operating Agreement for Fort Worth Afliance Airport approved
by City Council qualify as a signatory operator.
MILITARY OPERATIONS LANDING FE�S
Military operations are exempt from landing fees if the aircraft is acting on the behaEf of the military under the
jurisdictianal control of the armed forces of the United States or the Natior�af Guard. Foreign rnilitary aircraft
are subject to rates listed abo�e.
PAGE40F 10
O� �iC� SP�oG�
M�ACiiAM A�flAINISTRATION BUILDII�G
Lower Level $ 14.5DIsq.ft.
First Floor $ 16.501sq.ft.
Second Floor $ 17.50/sq.ft.
Third Floor $ 18.501sq.fi.
FBO 5pace $ 22.501sq ft
Entrance Sign $ 900.00/month
III�FcACHANi ADMIMSTRATIOI�! BUILDifdC —
�
. � � �
_ �r,il�ll! �I
� ' ��+�'.��,d�it" ��
. _ �+�. �'� -
�
FLOOR CQR�FERENCE CEP��ER
If the room is needed for longer than 4 hours, an additiona� hourly rate will be deterrr�ined based on the e�ent.
Cootact the Aviation Administrati�e Offices at 817-392-5400 to obtain info�mation on the rental of the
Conference Center.
EIdTRAI�C� S1GN — MEACHAM AND SPINKS AIRPOKT
Entrance Sign $ 100.DOImonth
PAG��OF10
bANGA� S�AC�
T-HAfdGAR SPACE - IiAEACHAAI�
'F-HAP�GAR SPAC� - SPIN�CS
858 square feet $ 325.00lmonth
1,008 square feet $ 350.00lmonth
1,110 square feet $ 400.ODImonth
1,386 square feet $ 475.ODImonth
1,65D square feet $ SQO.ODImonth
1,698 square feet $ 525.ODImonth
BOX HAidGAR SPACE - SF�IMKS
COIIi�iI�IUNITY NAI�GAR SRACE - SPIPlKS
Single-engine pis#on
iwin-engine piston
� ' -- �
$ 225.00lmanth
$ 32Q.QOImonth
� •}� k���
��- '�'i
STORAC� ROOiVIS - SPINKS
5mall Open
Large Open
Closed
i�
��� .
$ 36.00Imanth
$ 72.ODImonth
$ 52.00lmonth
PAGE�OF10
AIRCRAF7 PARFCING — MON7HLY (CITY 1U�ANAGED RAM� SPACE ON�If�
AIRCRAFT PARKIhG — DAILY
The daily rate will be applied for any parking on public aprons up to 24 hours. All weight calculations are
based on Maximum Certified Gross Landi�g Weight.
LdPd� L��A��
LAND P�R SQEIARE FOO� — ARlWUALLIf
Ground Lease Alliance
Ground Lease 19�eacham
Ground Lease Spinks
$ 0.491sq.ft.
$ D.471sq.ft.
$ 0.311sq.ft.
AI�POR�' AGC�S� ���5 {ib��UGH �'1� ��#�G�)
ALL.IANC� AII�PORT — ACCESS ORDIPlANCE 16931-OS-2006
il.s. GUs�oIV�S ����
fiAEACHAf�1 INT�RI�AT'OP1AL A�RPORT
PAGE 7 OF 10
M�ACbAM INTERI�ATIONAL AAlD SPINKS AlRPORYS
Fee is the land per square foot rate for the airport multiplied by the square foa#age of the hangar adjacent ta
the airfield.
AI��BFti FU�L
�U�� FARAft USAGE FEIE
A monthly fee is assessed #o any tenant that self-fue[s. This applies to FBO �eased facilities or non-FBO
leased facilities.
Monthly Rate
All Airports $ 400_OQ
FUE� FLOWAGE F�ES
The following fuel flowage fees are established on all fuel deli�ered to the airports. Rates are rounded to the
nearest penny.
Fixed Based Operators (Galions)
$ 0.181gallon
Self-Fueling (non-FBOIExclusi�e Use 7enant) (Gallons) I $ 0291gallon
o Operators which pay a landing fee at Fort Worth Alliance Airport are �xempt from the fuel flowage fes.
o Guidelines for fuel fiowage are outlined in the Minimum Standards adopied as of August 15, 2017.
MISC���ARl�OIJS ���S
LATE FE�S
Rent is due on the 15t af each month without dernand. Monthiy rentals and fees are subject ta a late charge at
the rate of 10% of the monthly rental rate far each month, or portian of the month, that any monthly installment
is past due. A separate computation and payment of such late charge shall be made on the outstanding
bafance that is past due. Therefore, if two monthly insta�lments are past due, the fate charges sha[I accrue o�
the total outstanding balance.
F�ES R�LATED TO DEV�LOPiUiENi ON AN AIRPURT (Inc�uding but not limited to Survey Easements)
The City of Fort Worth Aviation Department wilE obtain surveys on any property approved and negotiated to
rrto�e fvrward with de�elo�ment. 7he survey fee to be collected up front is non-refundable and is based on
Sur�eyor's cost estimate. Need to change to include any fees related to development....sur�eys, inspections
or easements....but not limited to.
LEASE ASSIGNMENT �EE
Meacham and Spinks Airport: Upon appro�al, if a tenant assigns their right, #itle, and int�rest of their property
to another indi�idual, a$1,006.D0 lease ass3gnment fee will apply.
F1iiONTH TO MONTH �EA5ES
Month-to-month leases are subject to a 1 d% premium above �he standard rate.
CQNTRACT AM�NAM�NT FEE
For tenant initiated contract amendme�ts, a$ 400.00 fee will apply.
DEVELOPMENTI�VEV41 LEASE(S) FE�
For new de�elopment application or a new lease, a$ 100.00 fee will appfy.
PAGESOF10
KEY COPY �EES
Replacement of lost keys or extra keys pravided for rental spaces are $ 10.00 each.
Keying fee, per door, is $ 50.00
(�AYE ACC�SS
�acF� Card - $ 20.00
Access Renewal - $ 20.00
Toll Tag - $20.OD
Replacement Cards - $ 25.00
LEASE V10LATIOFd FEES
In an effor# to reduce tY�e frequency of common lease �iolations, and maintain consisfency, the DDA has
established a lease violation policy. To continue as a to� fier airport it is important that MeacFtam International
Airpor� maintain compliance in all areas nf airport operations. Lease violat�ons include, but not limited to, the
following violation types:
Exarnples of genera[ violations reqUirinq specified iime for corrective action
o Overgrown weedsl�egetation
� DebrislTrash
� Racreational �ehicles
� Failure to obta�n required DOA appro�als
� Lefto�er construction materials andlor equipment
Exam les of Lease Adherence Viofations:
o Failure to submit roof of insurance andlor insurance renewals
� Re etifive ast due noti�cations
� Failure to meet contractual deadlines
Exam les of safet and securit violations re uirin immediate corrective action
� Unautharized parking of any kind
� Unauthorized gate access
o Other safety violations
e Other security �iolations
Lease violation fees will be imposed as foflows, for occurrences of the same �iolation type
General. Safetv. and Securitv Violation Fees:
'15t occu�renc� - verbal warning
2°d occur��ence - written warning
3rd occurrence - $ 100.d0
4t'' occurrence - $ 5D0.40
�th occup�ence - $ 500.00, including, and up to Lease termination.
Laase A reement Adherence Violation Fees:
1 st Letter - $ 35.00
2"� Letter - $ 70.00
3�' Letter - $ 105.00
At the discretion of the DOA, Safety and Security violations may be subject to an immediate maximum fee
without �erbal or written warning.
After the fifth occurrence af the same �iolation, Lessee shall maintain no violations for twelve (12) calendar
months to avoid further actian, including Lease termination_
PAGE 9 �F 10
�,�����o��,� ��a�isio�s
DEVELOPPVIERI7 APPLICATION
For any de�eloper who wishes to enter into a ground lease with associated mandatory impro�ements, a For�
Worth A�iation Department Application must be completecE and submitted, alang with the new de�elopment
fee. The information submitted must include afl additional materialsldocumentatian requested on �he
application. Once staff is in receipt of the compfete packet, staff wil] begin the review prdcess to determine if
the proposal is in the best interest of the Airport. The initial review process will not comrnence until all requested
ma#erials are subr�itted.
LEASE �XPIRATi01� PEPIAL.�Y
Any lease agreement that expires prior to the execution of a renewa[ lease where the tenant had at least 30
days to execute a new lease prior fo the expiration of the existing ]ease sF�all be subject to a Lease Expiration
Penalty.
Such agraement shall automatically re�ert to a month-to-mont� occupancy status and the tenant may be
required fo pay a premiurrt equal to 10% of the Aviation Department established fair market rental rate in
addition to the standard base rental rate, until s�ch time as either a permanent ]ease is executed or the tenant
vacates the premises.
DISCLAIRI�ER
Any additional Rates and Chargas will be at Markei Value
PAGE 1D OF 10
Exhibit C
Aircraft Landing Repork and Cargo Pounds Reporting
Airport: AFW
Company Name:
For the month ofi
AlRCRAFT
Fleet We� Landinas Total Weiaht
TOTAL-AFW
Date:
LANDING FE@
TVpe Lareding Rate Tatal
Weight $ 1.65 $ -
Weight $ 1.65 $ -
Weight S 1.65 $ -
Weight $ 1.65 $ -
Weight $ 1.65 $ -
Weight $ 1.65 $ -
Weight $ 1.65 $ -
Weight $ 1.65 $ -
Weight $ 1.65 $ -
Weight $ 1.65 $ -
$ -
T��A� L�h1[�IG+lG FE€S Lill� �O AFW ; -
0
Cargo Pounds Report Month of:
Air a Pounds
AFW
AFW
AFW
AFW
Tvne
�amestic
Internativnal
Dnmestic
Internationa!
Carao
Enplaned
Enplaned
Deplaned
Deplaned
*"*REPORT TO BE SUBMITTED TO AFW BY THE THIRE7 6USINE55 DAY OF
THE MONTH FOELpWENG REPORTED ACTIVITY.
Approved
Name
Company Name
Title
Natice: 7he information contaihed in this report has 6een attested far aecuracy
6y �=� +v�- �; and may 6e used for FAA cargo entillement (und application.
Exhibit D
Exhibit D —Affiliate OperatingAgreement
FORT WORTH ALLIANCE AIRPORT
FORM OF AFFIL�ATE OPERATING AGREEMENT
ARTiCLE 1- SCOPE OF AGREEMENT
This Agreeznent between the City of Fort Worth (the "City") and (the
"Affiliate") grants to the Affiliate c�rtain rights to use facilities to conduct its air transportation
business as an Affiliate of [SIGNATORY AIRLINE] (the "Signatory Airline") at Fort Worth
Alliance Airport (the "Airpart"). The Cargo Carrier Operating Agre�rnent between the City and
the �ignatory Airline, eifecNve as of April 1, 2021 (the "Cargo Agreement"), gives the Signatory
Airline the opportunity to designate an Affiliate if certain conditions are met. The intent of this
Agreement is to adopt by reference various specified provisions of the Cargo Agreement, and
make thetn applicable to the Affiliate. In consideration of these benefits, the Affiliate agrees to
abide by all of the terms and conditior�s of this Agreerxient.
ARTICLE 2 - DEFINITIONS
Al( capitalized terms used in t�is Agreement, if not defined within this Agreement, shall
have the meanings specified in Article l of the Cargo Agreement.
ART�CLE 3- TERM OF AGREEMENT
3.01 Eifective Date. This Agreement shall take effect as of the date specified in
Section 5.1.1 of the Cargo Agreement as the effectfve date of the Signato�y Airline's designation
of the Affiliate, which desigttation and effective date shall be provided to the City in the %rm
attached as Exhibit 1 and rmade a part hereof.
3.02 Termination Date. This Agreement shall terminate as of the earliest of (a) the
expiration ar earlier termination date oFthe Cargo Agreement; (b} the termination date af this
Exhi6it D —A�liate OperatingAgreement
Agreement as pravided ita Article 11 below; or (c) the effective date of the Signatory Airline's
terminatian of the Affiliate's status as an Afiiliate of the Signatary Airline in accardance with
Sectian 5.3 of the Cargo Agreernenfi which terminatian and effective date shall be provided to the
City in the form attached as Exhibit 2 and made a part hereof.
ARTiCLE 4- USE OF THE AIRPORT
For the operation ofthe Affiliate's Air Transportation Business as an Af�liate ofthe
Signatory Airline, the Affiliate shall have the same rights as ihe Signatory Airline under Articles
2 and 3 of the Carga Agreement and shall be subject ta the sanne exclusions and conditions
app�icable to the Signatory Airline thereunder.
ARTICLE 5- FEES AND CHARGES
The Landing Fees and other fees charges due to the City for the Affiliate's use of the
Airport facilities as an Affiliate of the Signatory Airline shall be calculated and paid in
accordance with Article 4 of the Cargo Agreement. Airline is subject to the sarne terms as the
Signatory Airline regarding Section 4.5 of the Cargo Agreement. The 5ecurity Deposit
requirennents of Section 4.6 shall not apply to the Affiliate_
ARTICLE 6�- AFFILIATE REPORTING AND PAYMENT OBLIGATIONS
The AfFi�iate shall comply with and remain subject to Article 5 of the Cargo Agreement,
and to remain, with the Signatory Aitline, jointly and severally liable to tl�e City for paymen# of
all Airline Rents, Fees and Charges and for submission of all activity reports that are due to the
City for the Affiliate's use of any Airpart facilities as an Affiliate of the Signatory Air�ine.
If the Affiliate executes and delivers to the City a cargo carrier agreement in substantially
the same form as the Cargo Agreement, and thus itself becomes a"Signatory Airline," the
Affiliate shall immediateIy terminate its status as an Affiliate of the Signatory Airline in writing
�
Exhabit D —Affiliate Opet�atingAgreement
to the City; provided, however, that unless ntherwise agreed to in writing by the Signatory
Airline and the City, the Affiliate shall remain responsihle to the Signatory Airline and the City
for all payzx�ent and other obligaiions that survive termination of this Agreemerit.
ARTICLE 7— INI3EMNIFICATION AND INSURANCE
7.1 Indemnification Obligations. The Affiliate shall be subject to and bound by the
same obligatic�n to indetnnify each indemni�ed Parry as provided in Section 6.1 of the Cargo
Agreement.
7.2 Insurance Obli�ations. The Affiliate shall be subject to and bound by the
insurance obligations set forth in Sectian 6.2 of the Cargo Agreement.
ARTICLE 8— COMPLIANCE WITH LAWS
The Affilia�e shall be subj ect to and bound by Article 7 of the Cargo Agreement.
ARTICLE 9— CIVIL RIGHTS AND AFFIRMATIVE ACTION
The Affliate shall be subject to and baund by Article 8 of the Cargo Agreement.
ARTICLE l 0— NO LEASE
This Agreement does not consiitute a lease between the Affiliate and the City with
respect to any premises, facilities, services, equipment, or otherwise at the Airpart.
ARTICLE 11-- DEFAULT AND TERMINATION
21.0 l Default. The occurrence of any event described in Section 9.l of the Cargo
Agreement involving the Signatory A�rline or the Affliate sYta11 be considered an event of
default by the Affiliate_
21.02 Remedies. If the Affiliate shal( be in default under this Agreement, the City shall
have th� right to ternninate this Agreement under Section 9.2.1(a) af the Cargo Agreement.
ARTICLE 12 - ENVIRONMENTAL
3
Exhi6it D —Affttiate Operati�tgAgreement
12.1 Environmental Compliance. The Affiliate shall be subject to and bound by
Sections 11.1 through 11.6 and Sections 11.8 through 11. ll of tl�e Carga Agreement.
J 2.2 Environmental Indemnity. The Affiliate shall be subject to and bound by the
same obtigation to indemnify the City as provided in Section 11."1 of the Carga Agreement.
ARTICLE 13 — ASSIGNMENT
Airline shall not, directly or indirectiy, assign, selt, hypoth�cate or otherwise transfee this
Agreement.
ARTICLE 14 - MiSCELLANEOLiS PROVISIONS
The AffiIiate shall be subject to and bound by the provisions of Article 13 of the Cargo
Agreement.
ARTICLE 15 - NOTICES
Except as specifically provided elsewhere in this Agreement, any notice given under this
Agreernent s�all be in writing and shall be delivered personally or sent by certified or registered
mail, postage prepaid:
Ta City:
To Affliate:
ar to such other respective addresses as the parties may designate to each other in writing from
tirne to time. Notice by certified or registered mail shall be deemed given three (3) days after the
date that such notice is deposited in a United States Post Office.
[The remainder of this page is intentionally left blank.]
4
Exhibit D-- Affiliate Operating Agreement
TN WITNESS WHEREOF, the parties intending to be legally baund hav� executed this
A�reement this day of 20
CITY OF FORT WORTH [AFFILIATE]
By:
Name: By: �
Title: Name:
Title:
5
Exhibit A to Affiliate Operatin�A�reement
DESIGIlTATIOl�T OF AFFILIATE
[AIRLINE] (the "Airline"), a Signatory Airline under the Cargo Agree�nent (the "Carga
Agreement") wiih the City of Fori Wortk� (the "City"), effective as of , hereby
designates [AFFTLIATE] (the "Affiliate"} as its Affiliate at Fori Wor�h Alliance Airport (the
"Airpori") in accordance with and subject to Article 5 of the Cargo Agreement.
l. This designation is effective as of , 20_.
2. (a) Airiine hereby represents to the City that th� Af#iliate [check at least ane]_
o a parent or subsidiary of Airline or under the same parental control as Airline, or
❑ otherwise operates under essentially the same trade name as Airline at the Airport
and uses essen�ially the same livety as Airline, or
❑ operates cargo feeder flights at the Airport under the direction ar�d control of
Airline.
3. The Affiliate has executed and delivered to the City an Affliate Operating Agreerrtent as
required by Sectian 5.1.1 of the Cargo Agreement.
4. The Airline k�ereby confirms and agrees that the Airline will pay to the City all Airline
Rents, Fees and Charges and otlaer charges due to the City for the Affiliate's �se of the Airport
#'acilities as an Affiliate of the Airline, and will submit to the City the activity reports required by
Section 4.�4 of the Cargo Agreement and due ta the CiEy for the Aff lia#e's use of the Airport
facilities as an Aff liate of the Airline.
5. The AirIine confirinns and agrees that it shall remain, with the Af�iliate, jointly and
severally liable to the City for the payrr�ent of all Landing Fees and other fees chacges and the
submission of aIl activity reports due to the City for the Aifiliate's use of any Airport facilities as
an Af�liate of the Airline.
[AIRLINE]
By:
Name
Title:
Date:
AirIine's authorized representative
b
Exhi6it D— Affiliate Operating Agreement
E�ibit B to Affiliate Operating A�reement
NOTICE �F TERMII�ATION OF AFFILIATE ,STATUS
[AIRLINE] {the "Airline"), a Signatory AirIine under the Cargo Agreement (ihe "Cargo
Agreement"} with the Ciry of Fo�-t WortI� {the "City"), effective as of , hereby
nati�es the City that the Airlin� is terminating its designation of [AFFILIATE] {the "Affliate")
as its AffiIiate at Fort Worth Alliance Airport in accordance with and subject to Section 5.3 of
the Cargo Agreement.
This termination of the AffiIiate's status as an Affiliate of tkze Airline is effective as of
[DATE, NOT LESS THAN 30 DAYS FROM THE DATE OF THIS NOTICE].
[AIRLINE]
By:
Name
Title:
Date:
Airline's autnorized representative
7