HomeMy WebLinkAboutContract 17721 MANAGEMENT AGREEMENT
FOR
FORT WORTH ALLIANCE AIRPORT j' Y 5�E(;K t'f AR Y
CONTRACT
The City of Fort Worth, Texas ("City") , and Pinnacle Air Servir s, Inc. ("Man-
ager") , a Texas corporation, agree as follows, effective the .f� day of March,
1990:
I . SERVICES TO BE PROVIDED
1.1 Manager will advise and make recommendations to the City with respect to the
design and construction of any improvements ("Improvements") at Fort Worth
Alliance Airport ("Airport") desired by the City.
1.2 Subject to the direction of the City, Manager will supervise and manage the
design and construction of all such Improvements.
1.3 Subject to the direction of the City, Manager will supervise and manage the
maintenance, repair and operations of the airport and all public improvements,
property, and equipment associated therewith, including but not limited to run-
ways, ramps, taxiways; related lights, markings, and strippings; Airport ground;
all public buildings and structures; all vehicles, equipment, machinery, tools
owned by the City and used at the Airport; and all navigation aids not maintained
by the FAA.
1.4 Manager will advise and make recommendations to the City with respect to an
Annual Operating Budget, an Airport Operations Plan, and an Annual Capital Bud-
get, all of which shall be subject to final approvals by the City.
1.5 Manager will advise and make recommendations to the City with respect to the
marketing and further development of the Airport, including the adoption (and re-
vision from time to time) of a Marketing Plan, and may provide, at no cost to
City, services to implement the Marketing Plan adopted by the City.
1.6 Manager will advise and make recommendations to the City with respect to
proposed 'leases and proposed contracts between the City and any vendor or other
provider of goods and services relating to the airport ("Vendor Contracts") . Such
advice and recommendations may include recommendations as to goods and services
to be leased or procured, drafting of. proposed specifications (and, where neces-
sary, public bidding documents) , negotiation, assistance and recommendations for
award of such leases or Vendor Contracts.
The City shall make final decisions with respect to all of such matters. Manager
will , upon request by the City and at no cost to City, further supervise, admin-
ister and monitor leases and Vendor Contracts to determine compliance by the ven-
dor, but assumes no responsibility to the City for losses caused by any vendor or
any non-compliance with leases or Vendor Contracts.
1.7 Manager will provide the following to the City upon its reasonable request:
(a) an Airport Emergency Contingency Plan setting forth procedures
to be followed at the Airport in the event of aircraft crashes
and other emergencies;
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(b) reports and statistical data relating to the Airport; and' .:
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(c) advice and assistance in dea':ing with the FAA and all federal ,
state, and local agencies in matters relating to the Airport.
1.8 Neither Manager nor City shall be obligated to expend funds in performance
of this Agreement (other than as set forth in Section 2.1) , unless such expendi-
ture is agreed upon in advance by the party making the expenditure.
II. COMPENSATION OF 66(k96Vk Ypdh°
2.1 The Manager shall receive a management fee of one dollar per year from City
hereunder.
III. TERM AND TERMINATION
3.1 The term of the Agreement shall be five years from the effective date
hereof, unless earlier terminated.
3.2 The Manager may terminate this Agreement with or without cause upon at least
thirty days' written notice to the City.
3.3 The City may terminate this Agreement upon at least thirty days' written no-
tice to the Manager if and only if Manager has materially breached its obliga-
tions hereunder and has failed, within thirty days after receipt of written no-
tice of such material breach from the City, to cure such default or to commence
and diligently continue efforts to cure such default.
IV. OBLIGATIONS OF CITY
4.1 The City will promptly provide to Manager a copy of all financial and ac-
counting reports and statements prepared by or for the City relating to Airport
revenues, expenses, capital expenditures, or operations.
V. GENERAL PROVISIONS
5.1 This Agreement may not be assigned by either the City or Manager without
written consent of the other party, except that Manager may assign this agreement
to any affiliated corporation, a majority of whose shares are directly or indi-
rectly owned by or under common ownership with Manager.
5.2 If any provision of this Agreement is found to be unenforceable or to in-
volve a violation of law for any reason, such provision shall be severed and the
remainder of this Agreement shall remain unaffected subject to approval by the
City, which approval shall not be unreasonably withheld. Manager shall have the
right to subcontract any services to be provided hereunder.
5.3 The City and Manager each will be responsible for its own actions hereun-
der. Manager is not and shall not be deemed an agent, partner, or joint venturer
of or with the City, and only an independent contractor relationship is created
by this Agreement.
5.4 The City and the Manager have made no representations or warranties to each
other as set forth herein. This Agreement sets forth the entire agreement be-
tween the parties and supercedes all prior negotiations, discussions and under-
standings between the parties regarding management of the Airport.
5.5 This Agreement is subject and subordinate to existing and future FAA Grant
Agreements pertaining to the Airport (the "Grant Agreement") .
5.6 Nothing contained herein will be construed as authorizing the Manager to be-
come a Fixed Base Operator.
CITY OF FORT WORTH, TEXAS
BY: 1 LAk BY:
ity Secretary City Manager
a p r .1 e �, a s Am
BY: - �
City Attorney a► xaaa AutbVization'''
LD I t
THE STATE OF TEXAS ) ':
COUNTY OF TARRANT )
This instrument was acknowledged before me on this ZYN day of March, 1990, by
David A. Ivory, City Manager of the City of Fort Worth, Texas, on behalf of the
City of Fort Worth, Texas.
NOTARY PU IC/STATE OF TEXAS
My t nmmission expires: 2°6
2 NOTARY'S PR NTED/STAMPED NAME
PINNACLE AIR SERVI ES, INC.
BY: A LMA— &�411
Presiden
THE STATE OF TEXAS )
COUNTY OF TARRANT )
This instrument was acknowledged before me on this 1& day of March, 1990, by
H. R. Perot, Jr: , President of Pinnacle Air Services, Inc. , on behalf of Pinnacle
Air Services, Inc.
i
NOTARY PUBL /STATE OF TEXAS
NOTARY'S PRINT D/STAMPED NAME
My Co�irnission Expires: 5"Z.gZ
City of Fort Warth, Texas
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>T=
Mayor and Council Communication
DATE NUMBER REFERENCE SUBJECT: MANAGEMENT AGREEMENT WITH PAGE
3-73-90 C-72225 PINNACLE AIR SERVICES, INC. Iof 1
RECOMMENDATION
It is recommended that the City Council authorize the City Manager to execute the
attached Management Agreement with Pinnacle Air Services, Inc.
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SUBMITTED FOR THE DISPOSITION BY COUNCIL: PROCESSED BY
CITY OFFICE BY GER'S David Ivory ❑ APPROVED
ORIGINATING ❑ OTHER (DESCRIBE)
DEPARTMENT HEAD: David Ivory CITY SECRETARY
FOR ADDITIONAL INFORMATION
CONTACT: David Ivory X61161 DATE