HomeMy WebLinkAbout6601RESOLUTION NO. 6 (Z
A RESOLTUION APPROVING AN AIRPORT AGREEMENT BETWEEN
PUEBLO, A MUNICIPAL CORPORATION, AND AMERICA WEST AIRLINES,
INC., A CALIFORNIA CORPORATION, AND AUTHORIZING THE PRESIDENT
OF THE CITY COUNCIL TO EXECUTE SAME
BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, COLORADO, THAT:
QW- PTnT�,T l .
A certain Airport Aareement Lease, dated November 1, 1989, a
copy of which is attached hereto and made a part hereof by reference,
after having been approved as to form by the City Attorney, by and between
Pueblo, a Municipal Corporation, and America West Airlines, Inc. relating to
the use of the Pueblo Memorial Airport, be and the same is hereby approved,
subject to the conditions as set forth in said Airport Agreement Lease.
SECTION 2:
The President of the City Council is herebv authorized to execute
said Airport Agreement Lease on behalf of Pueblo, a Municipal Corporation
and the Citv Clerk shall affix the Seal of the Citv thereto and attest the
same.
QVrTTnTT 'I .
All net proceeds derived from said Airport Agreement Lease shall
be used for the operation, maintenance and improvement of the Airport.
INTRODUCED August 13, 1
BY FAY KASTFLIC
Councilperson
ATTEST:
�.
C iv Clerk
APPROVED:
Pre ` ent of the ity Council
PTTFBLO MFMORTAT, ATRPORT
ATRPORT ACRFFMRNT
THTS INT)FNTURF of Tease, made and entered into this FIRST
PAY OF Nn�7F. TBFR, 1g8 by and between THE CITY OF PITFBLO, A
MTTNTCTPAL CORPORATION, hereinafter called ° T,essor" and AMERICA WEST
ATRL,TNFS, Inc., hereinafter called "L.essee ",
WTTNESSFTH
WHEREAS, Lessor now owns certain real property in the
County of Pueblo, State of Colorado, known as the Pueblo Memorial
Ai rport , herei naf ter cal 1 ed "Al rnort" and Lessee i s engaged I n the
business of transporting persons, property, cargo and mail by air;
and Lessor desires to lease and grant, and T.essee desires to lease
and use, certain premises and facilities on the Airport, together
with certain rights, licenses, and privileges thereon.
NOW, TBERFFORF, Lessor does hereby demise and let unto
Lessee, for the nurpose of conducting its air transportation service
business, and Lessee does hereby lease and take from Lessor, for such
purpose, certain premises and facilities, rights, licenses, services,
and prI vi 1 eges In connection with and on the Airport as follows,
to —wi t .
1. RTC;TTTS
A. U SE OF AIRPORT
The use in common with others of the Airnort and its
appurtenances including, If available and functioning; but not
limited to: landing field, runways, aprons, taxiways, roadways,
sewer and water facilties, flood lights, landing lights, control
tower, signals, radio aids, and all conveniences for flying, landing
and take —offs of aircraft of Lessee, which use shall include the
operation of a transportation system by its aircraft for the carriage
of persons, property, cargo, and mail; including without limitation:
loading and unloading of its aircraft; the right to load and unload
persons, property, cargo and mail at the Airport by such motor cars,
buses, trucks or other means of conveyances as Lessee may require in
the conduction of its business; and the right to install, maintain,
use and operate such radio, communications, meterological and aerial
navigation equipment and facilities in, on, or about the Airport as
may be deemed necessary by Lessee for its operations provided same
shall not interefere with l'essor's existing or expanded equipment and
facilities as well as the right, subiect to Lessor's approval, to
install advertising signs, and the conduction of any other operation
or activity reasonably necessary to the conduct by Lessee of its air
transportation service business or training of its personnel,
provided such other operations or activities will not interfere with
the use of the Airport by Lessor or its employees, agents or their
tenants.
R. OFFICE, BAGGAGE, FREIGHT HANT)LING, AND PiTRLIC SPACE IN
TERMINAL RPTLDTNG
Lease space shall consist of the exclusive use of 361
square feet of ticket counter /office space and 275 square feet of
private office space and the one —third joint use of 1354 (or 451)
square feet of baggage and freight handling space, all located in the
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Terminal
Building.
The Lessor shall designate
the specific areas to
be used
by Lessee.
Lessee's designated space
is shown on Fxhihit "A"
attached
hereto.
Indoor storage of gasoline powered equipment and indoor
operation of such equipment is prohibited in the baggage and freight
handling area.
Lessor further grants Lessee the option of taking use for
Its operation of an air transportation system of sufficient space in
any new passenger terminal building which Lessor may construct during
the term hereof, said space and rental therefor to be mutally agreed
upon between Lessor and Lessee. Such use shall include, without
limitation, the sale of tickets, cargo, and the operation of a
traffic operations and communication office. Lessee, it's employees,
passengers, guests, patrons and invitees shall also have the use, in
common with others, of any public space now available in the Terminal
Building, or which may hereafter he made available, including, but
not limited to, waiting rooms, rest rooms, and auto parking space
adiacen,t to the Terminal Building.
C. MISCF.LLANEOITS RIGHTS OF LF.SSFF. INCLITDTNG. BTTT NOT BY
WAY OF LTYTTATInY
Lessee shall have (a) the right of ingress and egress,
without charge, to and from the premises outlined in Paragraphs (A)
and (B) above, as shall its employees, passengers, guests, patrons,
Invitees, supppliers of materials and furnishers or service; (b) the
right to purchase or otherwise obtain property, facilities or
services deemed by Lessee to be required by, or incident to its
—3—
operations from any persons or organizations it may choose, prov °tied
that such suppliers of materials and furnishers of service have
complied with the requirements of Section 3 -1 -2 (c) of the 1971 Code
of Ordinances, as amended, of the City of Pueblo to the extent:
a PT) licahIe; and further provided, that in consideration of T.essee's
agreement to pav landing fees for its flights that land at the
Airport, persons or organizations furnishing charter aircraft
services to Lessee in suhst.i tut" on of Lessee's sebeduIed flights
shall he exempt from the requirements of said Section 3 -1 -2 (c);
(c) except as herein otherwise specifically provided, the right to
use the Airport and appurtenances free of any other charges, fees, or
tolls by Lessor of any nature, direct or indirect or any
discriminatory restrictions by Lessor against Lessee or its supn]iers
or contractors of property, facilities or services, for the privilege
of using the Airport and anpurtenances, including, withotit
limitation, the privilege of purchasing, its- nt =, st.oring, v7ithdraw ng,
handling, consuming, loadinv7 unloading or delivering of any such
property or of transporting the same to, from, or on the Airport,
provided such activities are reasonably necessary to the conduct by
Lessee of its air transportation service business.
2. TFPP
This Agreement shall remain in effect for a primary term of
three years commencing Novembe 1, 1989 and ending October 3],
199 The Lessee shall have the option to renew this Agreement for a
three (3) year term, by notice given. in writing 60 days prior to the
end of the initial term, upon the same terms and conditions, except
that the rental rates and landing fees shall he adiusted based on
—4—
Lessor's actual operating and maintenance costs experienced during
the initial term. This Lease shall terminate at the end of the full
primary term and Lessee shall have no further right or interest in
the leased premises, except that upon termination of this Lease for
any reason, Lessee shall have the right for a period of ten (10) days
after the date of termination, to remove any or all of its property
from the Airport, provided however, that Lessee shall not be in
default in its nayments to the Lessor hereunder and Lessee repair all
damage to the Airport caused by such removal.
3. RENTALS AND FEES
Lessee agrees to pay to Lessor for the use of the premises,
facilities, rights, licenses, services and privileges granted
hereunder, rentals, fees and charges (there being no other rentals,
fees or charges, and no tolls payable to Lessee during the term
hereof) according to terms specified in Exhibit "B" attached hereto
and made a part hereof.
4. MAINTENANCE OF AIRPORT BY LESSOR
Lessor shall provide all janitorial and maintenance
services required to keep in good repair the Airport Terminal
Building, and all appurtenances, facilities, and services now or
thereafter connected with the foregoing, and shall operate the
Airport in all respects in a manner at least equal to the standards
or ratings of Airports of similar size and character issued by the
Federal Aviation Administration. Without limiting the generality of
the foregoing, the maintenance provided for herein shall include the
keeping of runways, aprons, strips and ramps free of snow and other
—5—
obstructions insofar as reasonably possible. Lessor shall maintain
the premises leased hereunder for Lessee's use in a clean and
attractive condition and shall Provide all janitorial and maintenance
service necessary to accomplish that end. Notwithstanding the
foregoing, Lessee shall be responsible to repair any damage to Pueblo
Memorial Airport or its facilities caused by it or its agents,
employees, or invitees other than due to normal wear and tear or
fire. If Lessor fails to make such repairs or if Lessor shall
default in the performance of any provision of this Airport Agreement
on its part to be performed, such failures or default shall not give
rise to any action or claim by Lessee or its agents, employees or
invitees against Lessor; Lessee's only remedy for such failure or
breach is to terminate this Airport Agreement.
5. PUTI,DTNG BY LF.SSFF
Lessee, at its own expense, may construct, install, alter,
modify, repair and maintain in or on any space which is or may be
leased by Lessee hereunder and described in Paragraph 1 (R), any
improvements that it shall determine to be necessary for use in
connection with its business. No restrictions shall he placed upon
Lessee as to the architects, contractors or materialmen who may he
employed by it in connection therewith, who shall have free ingress
to and egress from the said Premises. Notwithstanding the foregoing,
no improvement to or modification of the leased premises shall he
made by Lessee until plans and specifications therefor have been
first approved by Lessor, which approval shall not he unreasonably
withheld, and provided the construction and installation of such
improvement to or modifications of the leased premises shall he in
compliance with all applicable laws and codes and shall not
—6—
unreasonably interfere with Lessor's operation of the Pueblo Memorial
Airport or Terminal Building.
h. LIABILITY
Lessee agrees to defend, save and keep Lessor harmless
from any and all loss, expense or liability, resulting from
negligence of Lessee or any of its employees, agents, or invitees in
their use and occupancy of the ]eased premises and Airport, except
that Lessee shall not be Liable for loss or damage to Lessor's
property caused by fire or other hazards insurable under an extended
coverage endorsement, including vandalism or malicious mischief.
Lessee agrees to obtain and keep in force throughout the term of this
Lease Comprehensive Public Liability Insurance with limits not less
than $1,000,000.00 bodily injury and 5500,000.00 property damage per
occurrence. Lessor and Lessee and all parties claiming under them
hereby mutually release and discharge each other from any claims,
liability, or damage, caused by or arising from any hazard covered by
insurance on the leased premises and improvements thereon or covered
by insurance in connection with any property on the leased premises,
regardless of the cause of the damage or losss.
In the event the premises covered by this Lease are wholly
or partially destroyed or damaged so as to render the whole or a
substantial part thereof unfit for occupancy, and the same cannot he
repaired with reasonable diligence within one hundred twenty (120)
days after the happening of such destruction or damage, or if Lessor,
in its sole judgement determines that it is not economically possible
to repair same, then this Lease, at the option of the Lessee or
Lessor, shall cease and terminate as of the date of such damage
or destruction. Upon such termination, Lessor shall repay to Lessee
—7—
any rents theretofore paid by Lessee with respect to any period
subseauent to the date of such termination. Lessee shall surrender
possession of the premises to the Lessor upon such termination. Tf,
in the sole opinion of lessor, such destruction or damage can he
repaired within one hundred twenty (120) days, Lessor shall forthwith
repair the same with all reasonable diligence, and at its own
expense, and this Lease shall continue in force and effect. During
the period of such repair, the rent shall he abated in the same ratio
as that portion of the premises which is rendered unfit for occupancy
hears to the whole.
7. CAmr FLLATTON By LFSSOR
Lessor may cancel this Agreement by giving Lessee thirty
(10) days advance notice, upon or after the happening of any one of
the following events:
(A) The filing; by Lessee of a voluntary petition in
bankruptcy.
(B) The adjudication of Lessee as a bankrupt pursuant to
such proceedings.
(C) The appointment of a receiver of Lessee's assets; the
divesture of Lessee's estate herein by other operations of law.
(p) The abandonment by Lessee of its conduct of air
transportation service at the Airport.
(F) The default by Lessee in the performance of anv
covenant or agreement herein renuired to he performer! by Lessee and
the failure of Lessee to remedv such default for a period of thirty
('i0) days after receipt from Lessor of written notice to remedy the
same; provided however, that no notice of cancellation, as above
—8—
provided, shall be of any force or effect if Lessee shall have
remedied the default prior to receipt of Lessor's notice of
cancellation.
(F) Recapture of the Airport by the Federal Government
and assumption of full control over aviation activities at the
Airport by the Federal Covernment for a period of more than thirty
(30) days.
(G) Issuance by any Court of Competent Jurisdiction of any
injunction in any way preventing or restraining the use of the
Airport or any part thereof for airport purposes, and the remaining
in force of such injunction for a period of at least thirty (30)
days.
(TT) No waiver of default by Lessor of any of the terms or
conditions hereof to be performed, kept and observed by Lessee, shall
be construed to be or act as a waiver of any subsequent default of
any of the terms and conditions herein contained to be performed,
kept and observed by Lessee and acceptance of rent or part thereof by
Lessor shall not constitute a waiver or any breach by Lessee then
existing,.
P. CAr4rF,LI.ATTON Ry LF.SSEF.
Lessee, in addition to any other rights of cancellation
given herein or by Law, may cancel this Agreement in whole or in
part, and terminate all or any of its obligations hereunder at any
time that Lessee is not in default in its payments to Lessor,
hereunder, by giving Lessor thirty (30) days advance written notice,
upon or after the happening of any one of the following events:
(A) The order or the action of the Department of
Transportation or other governmental authority terminating,
—9—
suspending* or relieving Tessee's right. or obligation to operate into
and from the Airport.
(Ti) Tssuance by any Court of Competent Jurisdiction of any
injunction in any way nreventing or restraining the use of the
Airport or any part thereof for airport purposes, and the remaining
in force of such injunction for a period of at least thirty (3O 1
days.
(C) Any action by the Federal Government or its agencies
refusing* to permit Lessee to operate into, from, or through the
Airport such aircraft as Lessee may reasonably desire to operate
thereon, as long as services provided are not less than essential air
service to Pueblo.
(T)) The breach by Lessor of anv of the covenants or
agreements herein contained and the failure of Lessor to remedv such
breach for a period of thirty (3n) days after receipt of a written
notice of the existence of such breach; provided however, that no
notice of cancellation, as above nrovided, shall be of any force or
effect if lessor shall have remedied the default prior to receipt of
T.essee's notice of cancellation.
(F) The inability of Lessee to use said premises and
facilities continuing for a longer period of thirty (30) days due to
anv defi ci encv of the Airport or unsafe condition for operating at
the Airport of the type of aircraft then heing flown by Lessee or anv
law, order, rule or regulation of any appropriate Governmental
Authori tv having jurisdiction over the operations of Lessee or due
to war, or other casualty.
(F) The assumption by the United States Government or any
_lo_
authorized agency thereof of control of said Airport and facilities
or anv substantial part or parts thereof.
(G) The erection of any obstacle on or in the vicinty of
the Airport which would occasion a modification of Lessee's air
carrier operating certificate or similar authorization establishing
minimum safety standards for the operation of Lessee.
(H) No waiver of default by Lessee of any of the terms,
covenants, or conditions hereof to be performed, kept and observed by
Lessor shall be construed to be or act as a waiver by Lessee of any
subsequent default of any of the terms, covenants and conditions
herein contained to be performed, kept and observed by Lessor.
9. CONFORMITY OF AGREEMENT
In the event Lessor shall enter into any Lease, or
Agreement with any other scheduled certificated air transport oper—
ator with respect to the Airport, containing more favorable terms
than this Agreement, or shall grant to any other scheduled certifi—
cated transport operator rights or privileges with respect thereto
xhlch are not accorded to Lessee hereunder, then the same rights,
privileges and more favorable terms shall be concurrently and
automatically made available to Lessee.
10. ASSIGNMENT
Lessee may not assign or sublease the premises leased
hereunder without the consent of Lessor which shall not he
unreasonably withheld, except an assignment to a successor
corporation which has merged with, or acquired substantially all the
assets of the Lessee, if such successor corporation should
—ll —
specifically agree in writing to perform this Airport. Agreement.
11. APPLICATTON OF PITERLO CITY COPE
All terms and conditions of this Lease are hereby made
subject to the nrovisions of Title TTT, Chapter I of the 1971 Code of
Ordinances of the City of Pueh]o, and as same may he subsequently
amended, and in event of conflict between said Code of ordinances and
any provision herein, said Code shall control.
1.2. OITIFT ENJOYMENT
Lessor represents that it has the right to lease the
Airport, together with the facilities, rights, licenses, and
privileges herein granted, and has full power and authority to enter
Into this Agreement in respect thereof., subject to the right of
Recapture reserved by the United States of America. Lessor agrees
that, on payment of the rent and performance of the covenants and
agreements hereunder by Lessee; Lessee shall peaceably have and enjoy
the leased premises and all rights and privileges of the Airport, its
appurtenances and facilities.
1,3 . REC ITT, ATTONT
Lessee agrees to observe and obey all reasonable
regulations imposed by Lessor during the term hereof, provided the
same are consistent with safety and do not conflict with the
regulations and procedures prescribed by the Federal Aviation
Administration for operation of Lessee's aircraft at the Airport.
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1 4 . NOTI US
Notices to Lessor provided for herein shall he sufficient
if sent by registered mail addressed to Director of Aviation, 31475
Bryan Circle, Pueblo Memorial Airport, pueblo, Colorado Plnnl, and
Notices to Lessee, if sent by registered mail, addressed to Vice
President Properties /Facilities, America Uest Airlines, Inc. 400n
F. 44v Parbor Plvd., phoenix, Arizona P9014, or to such other respec—
tive addresses as the Parties may des; ynate to each other in writing
from time to time.
15. INVALID PPOVTSlnia
It is further expressly understood and agreed by anc
between the parties hereto that in event of any covenant, condi ti on ,
or provision herein contained is held to he invalid by any Court of
Competent Jurisdiction, the invalidity of any such covenant,
condition or provisions shall in no wav affect anv other covenant,
condition or provision herein contained; provided however, that the
invalidity of any such covenant, condition or provision does not
materially prejudice either the Lessor or the Lessee in their
respective rights and obligations contained in the valid covenants,
conditions, or provi si ors i n this Arreement.
16. YTgSFP agrees to operate the Premises leased for the
use and benefit of the public.
(A) To furnish good, prompt and efficient services
adequate to meet all the demands for its services at the Airport.
(P) To charge fair, reasonn4le, and nondiscriminatory
prices for each unit of sale or service, provided that the lessee may
—13—
be allowed to make reasonable and nondiscriminatory discounts,
rebates or other similar types of price reductions to volume
purchasers.
17. The Lessee in the operations to be conducted pursuant
to the provisions of this Lease and otherwise in the use of the
Airport, will not discriminate or permit discrimination against any
persons or class of persons by reason of race, color, religion, sex,
or national origin in any manner prohibited by Part 21 of the
Pegulations of the Office of the Secretary of Transportation, or any
amendments thereto. The Lessor reserves the right to take such
action as the United States Government may direct to enforce this
covenant.
18. The Lessee assures that it will undertake an
Affirmative Action Program as required by 14 CFR Part 152, Subpart E,
to insure that no person shall on the grounds of race, creed, color,
sex, or national origin be excluded from participating in any
enT)loyment activities covered in 14 CFR Part 152 Subpart F. The
Lessee assures that no person shall be excluded on these grounds
from participating in or receiving the services or benefits of any
program or activity covered by this Subpart. The Lessee assures that
it will require that its covered SuhorganizatIons provide Assurances
to the Lessor that they similarly will undertake Affirmative Action
Programs and that they will require Assurances from the
Suborganizations as required by 14 CFR Part 152, Subpart E to the
same effect.
—14—
19. Tt is clearly understood by the Lessee that no right
or privilege has been granted which would Prevent anv person, firm,
or corporation operating aircraft on the Airport from Performing any
services on its own aircraft with its own regular employees
(Including,, but not limited to maintenance and repair) that it may
choose to perform.
2 (). It is understood and agreed nothing herein contained
shall he construed to grant or authorize the granting of an
exclusive right.
21. Lessor reserves the right to further develop or
improve the landing area of the Airport as it sees fit, regardless of
the desires or views of the Lessee, and without interference or
hindrance.
22. T,essor reserves the right., but shall not he ohligated
to Lessee, except as provided In Paragraph 5 herein, to maintain and
keep in repair the landing area of the Airport and all puhllcly owned
facilities of the Airport together with the right to direct and
control all activities of T,essee In this regard.
23. Turing the time of war or national emergency, T,essor
shall have the right to lease the landing area or any part thereof to
the United States Government for military or naval use, and If such
lease is executed, the provisions of this instrument insofar as thev
are Inconsistent with the provisions of the lease to the government,
shall he suspended.
—19—
24. Lessor reserves the right to take any action it
considers necessary to protect the aerial approaches of the Airport
against obstruction, together with the right to prevent Lessee from
erecting, or permitting to be erected, any building or other struc—
ture on or adjacent to the Airport, which in the opinion of the
Lessor, would limit the usefulness of the Airport, or constitute a
hazard to aircraft.
25. This Lease shall be subordinate to the provisions of
any existing or future Agreement between Lessor and the United
States, relative to the operation or maintenance of the Airport, the
execution of which has been, or may be, required as a condition
Precedent to the expenditure of Federal Funds for the development of
the Airport.
26. Regardless of the date of execution, the effective
date of this Agreement is November 1, 1989.
:.
TV •TTTNJF T-THERFnF , the part". es have caused thl s Agreement
to he executed as of this day and vear.
DATED THIS 13 th day of August 1 9 C) 0
THE CTTY OF PHFRL0
A MUNICIPAL CO RPORATION
BY ( t, , /.\
PRFST'Prf,NT OF CTTV COUNCTT
ATTFST
"( Cj,F, - V
ATTEST:
APPROVED AS TO FORM:
CTTY AtTP'RNFY
A FRTC 14EST AT LTVFS, INC.
BY
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EXHIBIT "A"
EXHTI?TT "B"
RENTALS AND FEES
ATRPORT ACRFFMENT
BFWTFEN
THE CITv OF PITF.BLO, COLORADO
AND
AMERT.CA WEST ATPLTNF,S, INC.
I r -T A T n
For the period November 1, 19RQ through October 31, 1992 the
f.ollowinsT Rental rates shall apply:
451 snuare feet of Baggage and Freight Area at SQ.07 ner
snuare foot ner Annum.
361 snuare feet of Ticket Counter and Office Space and 775
snuare feet of Private: Office Space at S 1 1.()7 per snuare
foot per Annum.
Rentals shall be paid in 12 equal Monthly Tnstallments in advance
without_ Notice and without setoff or deduction on the First day of
each Calendar Month commencing November 1, 1989.
EMPI.,OYEE PAPKINC, SPACF,
The City of Pueblo at Ptiehlo Memorial Airport is willing to rent R
Ai,tto Parki nv Snaces to America I•Test Airlines to he i.ised by their
Employees, at a location to he determined by the nirector of
Aviation.
The Rental rate for reserved Auto Parking Spaces at Pueblo Memorial
Airport is S1 Per month for each space, pavahle monthly in
advance.
FX1?TRTT B -1
LA NDING FFFS
lessee agrees to pav landing fees at the Pueblo
"Memorial Airport for all revenue— prod"cing flights of the Lessee that
land at the Airport at the rate of thirty five cents (5.35) per
thousand pounds of maximum allowable gross landing weight of such
aircraft, to include any flight that is diverted to the Airport by
the Lessee. The Lessee also agrees to pav landing fees for all
nonrevenue (training) flights at the rate of twenty three cents
(5.23) per thousand Pounds of maximum allowable gross landing weight
of such aircraft per actual landing; provided, however, that no
landing fees shall be due and payable in the event an aircraft
departs from the Airport to return and land at the Airport because of
meterological conditions, mechanical or operating causes or for any
similar emergency or precautionary reason.
Within five. (5) days following: the end of each calendar
month, the Lessee shall transmit to the Director of Aviation, a true
and accurate report, giving data necessary to calculate the amount of
the landing fees. Data for training flights at Pueblo is to he
included. Lessee agrees to pay landing fees monthly within thirty
(30) days of receipt of statements therefor from Lessor.
FXHTRTT R -2
- � D D L�
RAYMOND H. MONROE
Director of Aviation
City of Pueblo
Mr. David A. Montano
Vice President
Properties /Facilities
America West Airlines
4000 E. Sky Harbor Blvd.
Phoenix, Arizona 85034
Dear Mr. Montano:
31475 Bryan Circle
Pueblo, Colorado 81001
719 - 948 -3355
719 - 948 -3361
September 25, 1991
As requested, we have prepared the Consent Agreement
pertaining to facilities at Pueblo Memorial Airport under
use by Amnerica West Airlines, and enclose the letter which
has been executed by the Pueblo City Manager.
SEPTEMBER 26,1991
RH TO: CITY CLERK
enc AS SUGGESTED BY MR. JAGGER, PLEASE ATTACH THE
cc: 660
ATTACHED PAPERS TO RESOLUTION NO•
TED AUGUST 13 , 1990 (AIRPORT AGREEMENT DA
BETWEEN AMERICA VrEST AIRLINES AND THE CITY OF
PUEBLO) THANKS, ALMA
n
ED
RAYMOND H. MONROE
Director of Aviation
City of Pueblo
31475 Bryan Circle
Pueblo, Colorado 81001
719 -948 -3355
719 - 948 -3361
BT Commercial Corp.
280 Park Avenue
New York, New York 10017
Re: America West Airlines
$55,000,000 DIP Financing
Ladies and Gentlemen:
September 25, 1991
The undersigned, City of Pueblo, a Municipal Corporation is the
present Lessor under an Airport Agreement dated November 1, 1989
with America West Airlines, Inc., a Delaware Corporation "Borrower "),
as Lessee, pursuant to which Lessor leases and /or grants to Lessee the
right to use and occupy, either exclusively or in common with other air
carriers, certain airline gates, baggage areas, holdroom, terminal space
and other property and entitlements at PUEBLO MEMORIAL AIRPORT_ as
more particularly describe in the Agreement "Leased Property"
We understand that BT Commercial Corp. is acting as collateral
agent ( "The Agent ") for the benefit of (i) a consortium of lenders
( "Lenders ") who intend to make loans ( "Loans ") to Borrower in an amount
not exceeding Fifty Five Million Dollars ($55,000,000.00), and (ii)
Northwest Airlines, Inc. "(Northwest ") in its capacity as party to certain
agreements (the "Secured Northwest Agreements ") with Borrower providing
for the purchase of certain International route authorities and other assets
of Borrower (collectively, the Agent, the Lenders and Northwest are hereir.
called the "Secured Creditors "), and that, among other things, Borrower's
obligations in respect of such Loans and Secured Northwest Agreements are
to be secured by, among other things, an assignment to the Agent of the
Agreement ( "Assignment "). As a condition to the making of the Loans and the
execution and performance of the secured Northwest Agreements, and as
required pursuant to the Lease, the Secured Creditors have required Borrower
to obtain Lessor's consent to the Assignment and Lessor's agreement to
recognize Agent, or a transferee of Agent, as "Lessee" under the Lease in
the event Borrower defaults under the Credit Agreement governing the Loans
and Agent elects to either assume or transfer the Lease.
Therefore, Lessor hereby makes the following statements and covenants
in favor of Agent and its successors and assigns, with knowledge that the
Secured Creditors will rely upon such statements and covenants in making
the Loans to Borrower and entering into the Secured Northwest Agreements:
Consent Agreement
Page Two
September 25, 1991
1. Lessor hereby consents to the execution and delivery of the
Assignment, to the creation of the security interest created therby
and, if required by Agent to give effect to the purpose and intent of
the Assignment, to the recording of the Assignment in the appropriate
County Recorder's Office.
2. So long as the Lien Termination Date (as defined in such Credit
Agreement) shall not have occurred, Agent shall have the right, without
the obligation, to do any act or thing which may be necessary or proper
to be done in the performance and observance of the Agreements, covenants
and conditions under the Lease to prevent the occurrence of an event of
default thereunder. Any of the foregoing done by Agent shall be effective
to prevent an event of default as if the same had been done by Borrower.
3. So long as the Lien Termination Date ( as defined in such Credit
Agreement) shall not have occurred, Lessor agrees, upon serving 5arrower
with any notice of default under the Lease, to serve simultaneously a copy
of the notice upon Agent.
4. If an event of default shall occur which, pursuant to the Lease,
entitles Lessor to terminate the Lease, Lessor agrees to refrain from
exercising any of its rights and remedies, if Agent, within 30 days after
the expiration of any period within which Borrower was permitted to cure
the default, or if no such period is available under the Lease, within
30 days after the event of default, shall cure the default or cause Borrower
to cure the default.
5. If an event of default shall occur under the terms of the Assignment,
Lessor shall recognize Agent's right, provided Lessor has been paid all sums
due under the Lease, to succeed to the interest of Borrower as lessee under
the Lease and to occupy and use the Leased Property or transfer the same to a
transferee to the extent permitted under the terms of the Lease. Agent shall
notify Lessor in writing prior to taking any of the above - mentioned actions.
6. Agent hereby indemnifies and holds harmless Lessor from and against
any and all claims (and lossess and expenses incident thereto) which may be
asserted against Lessor by Borrower in connection with an assumption or transfer
of the Lease by Agent.
Lessor hereby executes this instrument for the benefit of Agent and its
successors and assigns as of the date first written above.
PUEBLO, A MUNICIPAL CORPORATION
BY 0
Lewis Quigley
CITY MANAGER
RAYMOND H. MONROE
Director of Aviation
City of Pueblo
31475 Bryan Circle
Pueblo, Colorado 81001
719-948-3355
719-948-3361
SEPTEMBER 17, 1991
MEMORANDUM TO:
SUBJECT:
T. E. JAGGER
CITY ATTORNEY
AMERICA WEST AIRLINES
ENCLOSED FOR YOUR REVIEW IS A LETTER
AND AGREEMENT RECEIVED FROM AMERICA WEST.
ANY ASSISTANCE.
PLEASE LET ME KNOW IF WE CAN BE OF
RHVja
ENCL
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RAYMOND H. MONROE
DIRECTOR OF AVI"ATION
__1 ijmj1 11 ltl.l_..
D U D
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City of Pueblo
OFFICE OF THE CITY ATTORNEY
127 Thatcher Building
PUEBLO, COLORADO 81003
October 28, 1991
Ms. Marian Mead
City Clerk
1 City Hall Place
Pueblo, CO 81003
Re: America West Airlines
Dear Marian:
Enclosed please find the original Lease Termination Agreement regarding
the above. This Agreement should be retained in the City's file with
the resolution dated November 1, 1989 approving the agreement between
the City and America West Airlines, Inc.
If you have any questions, please contact me.
Very truly yours,
Thomas E. Jagger
sm
enc.
cc: Ray Monroe
Director of Aviation
LEASE TERMINATION AGREEMENT
In Consideration of the mutual covenants contained herein,
City of Pueblo, a Municipal Corporation and America West Airlines,
Inc. do hereby terminate effective October 31, 1991 the Pueblo
Memorial Airport, Airport Agreement between the parties hereto
dated November 1, 1989 relating to the use of Pueblo Memorial
Airport and lease of space in the Pueblo Memorial Airport terminal
building (the "Airport Agreement ").
Subject to America West Airlines, Inc. vacating the Pueblo
Memorial Airport and surrendering possession of the leased space
in the Pueblo Memorial Airport terminal building to the City of
Pueblo on or before October 31, 1991, the parties hereto do hereby
mutually release and forever discharge each other from any and all
obligations arising out of or occurring with respect to the
Airport Agreement after October 31, 1991.
Executed this c7 3 day of October, 1991.
AMERICA WEST AIRLINES, INC. PUEBLO, A MUNICIPAL CORPORATION
B Y { �l� By
C
Vice Presi e nt E ee C - t r of - Aviation
Properties /Facilities