HomeMy WebLinkAboutbocc.con.072.1996 __._ .�..�
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ASPEN/PITRIN COUNTY AIRPOItT
CONSTRUCTION LICENSE (AIRLINE TERMINAL} i� �,,
MOUNTAIN AIR EXPRESS �"
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THIS CON6TRUCTION LICENSE, made as of the date last below
signed, is by and between the BOARD OF COUNTY COMMISSIONERS OF
PITKIN COUNTY, COLORADO ("County"), a Colorado home-rule Caunty, as
Licensor, and MOUNTAIN AIR EXPRESS��"Airline"), a(n} �in�<<�* �
corporation, as Licensee. "�- .
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RECITALS
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1. The County is the owner, operator and FAA sponsor of the As-
pen/Pitkin County Airport (Sardy Field), located in Pitkin County
in the vicinity of Aspen, Colorado (hereinafter the "Airport") , at
which it has made available certain land areas and facilities for _
and in support of commercial aeronautical activity incZuding public •
airfield facilities, an airline terminal and related airline �
facilities, and a general aviation terminal and related general
aviation and fixed-base operator facilities; and .�,
2. These certain land areas and facilities are further designated �,•
as areas and facilities for public use (subject to rules and
regulations for each classification of user), areas and facilities
� for exclusive, preferential or non-exclusive commercial use (sub- •i
ject to written agreements with the County), and certain areas
"reserved" by the County for future designation; and
3. The County has the authority to operate and manage the Airport,
to permiz and regulate commercial and certain aeronautiaal uses and
activities at the Airport and to lease, license or permit the occu-
� pancy and use of land areas, buildings, improvements and facilities
thereon, pursuant to, inter alia, C.R.S. Sections 30-i1-107, 30-15-
401, 30-35-201/202, 41-4-Idl et se ., as amended, Title IV of the �d
Pitkin County Code, as amended, and section 8-7 of the Pitkin
County Home Rule Charter, as amended; and
� 4. The Airline is in the process of requesting authorization from
the FAA to provide scheduled Airline service to and from the
Airport and permission from the County for occupancy and use of �
Airport land areas, buildings and facilities for such purpose; and
5. In anticipation and support of the provision of such Airline �
service, the parties desire t� enter into a Construction License
for the temporary, limited occupancy and use of the Airport by the � •
Airline to prepare to provide such service.
AGREEMENT �
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NOW, TF[SREFORE, in consicieration of the mutual covenants, terms �
and conditions contained herein, the County and Airline do mutually ' _.
undertake and agree as tollows: �
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1. EXHIBZTS: All exhibits attached hereto and/or referred-to ,
herein are incorporated herein in their entirety by those refer- :,;,
ences or this reference. "
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2. LICENSE OF PREMISES: The County hereby grants to Airline, and , '.
Airline hereby accepts, the limited right to occupy and use certain
Airport land areas, buildings and facilities described hereinbelow
(the "Premises"), and depicted on Exhibit "A-1" (Termihal Facility
Plan) , subject to the terms and conditions of this Construction
License, as follows: `:.Y''
a_ Airline Terminal (see Exhibit A-i) : � .
1) Departure/Ticketing Area (465 s.E.): '
a) Tiaketing Counter, Administration, Passenger Ser- •
vice and Signage Areas: Position(s) 5 (115 s.f.) .
b} Administration and Operations Area(s): D1 (190 s.f.)
c) Administration Office: A (160 s.f.) �
d) Baggage Makeup Area(s): To Be Determined ("TBD"1
e) Passenger Ticketing Queuing Area(s}: L
2j Central Passenger Services Area: R
a) Secured Passenger Iioldroom/Boarding Area:
(1) Boarding qate door(s): D5
(2) Passenger service podium(s): x •
3j Arrivals/Baggage Claim Area:
a) Baggaqe Cart Unloading Area: lA
b) Arrival Baggage Carousel and Area: ,�.
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4) Security Tdentification Display Area ("SZDA"j: ;
a) Aircraft Staging Space{s): 8, and
appurtenant ramp/apron areas
b) Baggage/Freight and Equipment Staging Area(s) : TB
c} Ground Service Equipment Staging Area(s): TBD
b. Common Areas: non-exclusive areas designated as "common
areas" in and around the Terminal consisting of:
1) Motor vehicle access roads;
2) Motor vehicle parking lots (public and employee);
3) Curb (for passenger/baggage loading/unloading);
4) Paved sidewalk/passenger loading/unloading areas;
5) Pedestrian accessways, doors and vestibules;
6j Corridors/ramps; ,
7) Lobbies/passenger waiting areas; � .
8) Public restrooms;
9) Exterior landscaped/seating areas.
c. Easements.
1} Airline is granted certain non-exclusive easements, to be
designated by County, to install flight information display ,. __
system (FIDs) cabinets in designated Common Areas. �
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2) Airline is granted such non-exclusive easements for access �'
to and from the Premises, as designated by the County and as �
are reasonably necessary, in the discretion of the County, ;�
for the safe and efficient use of the Premises. .
3) county reserves such non-exclusive easements in, on and �" ��
throuqh the Premises for use by County or other Airport
Lessees, Licensees or Permittees ("LLPS"), as designated by
the County and as are reasonably necessary, in the discretion
of the County, for safe and efficient Airport operation.
Pursuant hereto, the County hereby reserves, for use by all '
Airlines, easements to use the south door behind the ticket-
ing counter and to cross all Operations Areas and Bagrooms
(for the purpose of transporting oversize baggage items that ' - -
will not sa£eIy travel on the ticketing/departure baggage .
conveyor to the conveyor belt between Bagrooms E and F).
d. Employee Parking Lot. The non-exclusive right to use the �
employee parking lot, in common with other LLPs of its classifi-
cation, subject to fees, requirements and regulations as are or
may be established for LLPs and/or classifications of LLPS by
the Airport parking operator.
e. Acceptance of Premises. Airline acknowledges that Airline
has inspected (or has had the opportunity to inspect) the
' Premises and agrees that the Premises are accepted and will be
occupied and used hereunder on an "as is" basis.
f. Additional Premises and/or Uses. If, during the term of this
License, additional Premises are made available for occupancy �
and use by Airline, or additional uses of the Premises are per- `'�`
mitted, Airline and County shall, prior to such occupancy and
use, negotiate in good faith and agree on the fees and charges
to be paid by Airline Por such additional occupancy and/or use.
3. FIXTURES AND EQUIPMENT: The County hereby qrants to Airline,
and Airline hereby accepts, the right to use certain Airport-owned
trade fixtures and equipment, subject to the terms and conditions
of this Construction License, identified as foll.ows:
a. Airline Terminal (see Exhibit A-1):
ij DepaTture/Ticketing Area:
a) Ticketing counter area(s): Position(s) 5
{1) Counter shell(s) �
(2) counter insert(s)
(3) Electronic luggage scale
(4) Baggaqe conveyor belt �
b) Baggage Makeup Area: F
(1) Baggage conveyor belt and access doors
2} Central Passenger Services Area:
a) Secured Passenger Holdroom/BOarding Area
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(1) Passenger service podium: H I �
(a) Podium shell , �•
(b) Podium insert
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3) Arrivals/Baggage Claim Area
a) Baggage conveyor: 1 , and access doors
b) Ski/oversize baggage slide, and access doors
c) Three-tier baggage rack -
4) Airline Terminal SIDA (See Exhibit A-1): ;"r
a) Aircraft engine fire extinguisher (Ansul) ` �
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b) Wheelchair lift -
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b. Common Areas: Existing vacant FIDs cabinets. - '
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c. Additional Fixtures and Equipment. If, during the term of
this License, additional fixtures and/or equipment are made t'
available for use by Airline, Airline and County shall, prior to
such use, negotiate in good faith and agree on the fees and ! .
charges to be paid by Airline for the use of such additional
fixtures and/or equipment. '�
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4. USES PERMITTED: This License is being granted at the request of 'y
and as an accommodation to Airline to minimize the time between �
Airline's receipt of the various required governmental approvals '�
- and commencement of scheduled Airline service. Airline shall use
and occupy the Premises solely for the purpose of preparing the '
Premises to provide such service. Any use of the Premises or
activity conducted or allowed thereon or therefrom by Airline not
expressly permitted herein shall be and hereby is prohibited,
except as by separate, prior written permission from the County.
5. ACKNOWLEDGMENTS OF AIRLINE: With respect to this License,
Airline expressly acknowledges:
a. That it has not yet received full authorization to provide
scheduled Airline service by all applicable governmental 4
agencies including, without limitation, the Federal Aviation
Administration, the U.S. Department of Transportation and
County.
b. That authorization by County for the full occupancy and use
of the Airport Airline Terminal (and other Airport land areas, +
buildings and facilities) to provide Airline service is subject i.
to: the substantive and procedural requirements of County's �, .
Airline Terminal Access and Space Allocation Policy; and the ''
approval and execution by County and Airline of a superseding
Lease and Use Agreement. ����.
c. That the receipt of any or all said governmental approvals is �.:
not a certainty and that all sums expended by Airline hereunder '
are at its sole risk. Further, in the event that another Air-
line qualifies fully under that Policy prior to this Airline, or e�i �
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that this Airline faiZs to acquire all such approvals or other-
wise fails to commence service to the Airport, this Airline �`' �
agrees to remove, promptly and at no expense to County, any or �
all installations, additions, alterations and modifications made ;�
hereunder, upon the demand therefor by County. .
6. 12ESTRICTIONS ON AIRLINE: In consideration of the mutual terms, . �
conditions and covenants herein, Airline shall, for the term of
this License, unless released in a writing approved by the County,
comply with the following restrictions:
a. Installations/Additions/Alterations/Modifications. Airline
shall not undertake or permit any installations, additions, =r
alterations or modifications to the Premises without the prior, `
express written permission from the County, which permission, if • �
given, shall include the £ollowinq elements: .
1) Identification of the scope and responsibi2ity for any '
land-use or building permits required for the proposad
installations/additions/alterations/modifications;
2) Approval by County of proposed drawings and specifications
inc].uding, without limitation, requirements for professional
certification stamps for any architectural/engineering
portions of the additions/alterations/modifications;
3) Reasonable approval by County of proposed contractors;
4) Proposed construction schedule and plan for the main-
tenance of operations and required security procedures during
any construction period; including, without limitation, the
responsibility £or administration and costs of such plan, and f
the effect of such construction on the operation of the Air-
port in qeneral and other Airlines and Airport LLPs.
5) Provision for the amortization and future ownership of the
installations/additions/al.terations/modifications;
6) Provision for return of the Premises to original condition
at end of the term hereof including any adjustments to the
Seourity Deposit hereunder.
b. Liens/Claims. In connection with its occupancy and use of
the Premises, Airline shall not cause or permit any liens or
claims against Airport property to be filed, recorded, main-
tained, foreclosed upon or otherwise enforced and does hereby
expressly indemnify the County against any liabilities, costs ar
fees, including reasonable attorneys fees, relating thereto. �
c. Signs. Airline sha11 not place any signs upon the Premises,
except of such size, type, design and structure as shall have
received the prior, written approval of County.
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d. Assignment. Airline shall not assign or in any manner grant, � '
convey, transfer or encumber this License, any estate or
interest therein, or any right or obligation of Airline here-
under, or sublicense the Premises or any part thereof, without 1.
the prior written consent of County. �
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7. REQUIREMENTS OF AIRLINE: Zn consideration af the mutual terms, �
conditions and covenants herein, Airline sha1Z, for the term of
this License, unless released in a writing approved by the County,
comply with the following requirements:
a. Physical Security Requirements for the Premises. In the ':r�'
event that an FAA enforcement action is commenced against the , .
Airport concerning the acts or omissions of Airline, including .
its officers, employees, representatives, contractors and invi-
tees, Airline will be notified of such proceedings and provided . '
an opportunity to participate in such proceedings. In the event �
that the Airport is assessed a fine or penalty by the FAA for
breach of security regulations as a result of the acts or omis- '
sions of Lessee or any of its assigns, officers, agents, repre-
sentatives, contractors, or invitees, Lessee shall reimburse
County promptly the full amount of any such fine or penalty.
b. Cleaning, Maintenance and Repair of Premises, and Mainten-
� ance, Repair and Replacement of Fixtures and Equipment. Air-
line, at its expense and at all times hereunder, shall clean
and/or keep attd maintain all Airport areas, buiZdings and
facilities occupied or used by Airline hereunder and all
fixtures and equipment thereon in gaod order and condition.
Airline also shall not cause or allow any unkept or disorderly ��
condition upon or damage to other areas of the Airport �erminal '
interior, exterior, SI AOA or groundside.
c. Utilities. Airline�� 1, at its sole expense, contract for
the provision of all-keet, �reter•, gas�, e�ectric:i.ty', telephone
service, �='_�-��-T-�-- and all other utilities used on or about
its Premises. Airline shall not permit any lien for unpaid
utility use or services to be filed or maintained.
d. Taxes. Airline shall timely and fully pay all business
personal property taxes and other taxes lawfully assessed
against Airline by reason of its use and occupancy of Premises.
e. Trademarks/Trade Names. Airline represents that it is (and
will be for the entire term hereof) the owner of or fully
authorized to use an}r and all trademarks, tradenames, logos, .
names, slogans, copyrighted material, patents, services,
processes, machines, or articles to be used by its in its
operations under or in any way connected with this Agreement.
8. INITIAL TERM/RENEWAL/HOLDOVER/TERMINATION: The term of this •
Construction License shall be ten (101 weeks, commencing at 5:00
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a.m., local time, September 26 1996, and expiring, without further ,
notice fYOm or act by the County, at 11:00 p.m., local time, Decem- -
ber 3. 1996, unless earlier renewed, superseded or terminated. i_ �,,
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a. If, by the expiration date of the initial term or any written ,� .: �
renewals thereof, the parties have not agreed on the terms and . '.
conditions of a renewal, and the County consents to continued
occupancy and use of the Premises by Airline, such occupancy and
use shall be deemed to be week-to-week, upon the terms and
conditions herein, as amended, or upon such other terms and
conditions as the parties may aqree or the County, upon three
(3) days notice, may require. "':r'
b. This Construction License may be terminated for cause, upon � _
the default of either Party, as provided below.
9. RENT, FEES AND CHARGES: In rent, fees and charges for the
described occupancy and use of the Premises, Airline shall pay,
fully and timely and without deduction or set-off, as follows:
a. The sum of �1,320.00, in advance, for the first four (4) ,
weeks of the initial term hereof and 330, in advance, tor each i.
of the six (6) weeks thereafter (based on the use of 465 s.f. of �?
Terminal space, with appurtenanaes, at the rate of 33.96 s.f.) .
. b. Separate fees and charges for occupancy/use of airfield �
facilities shall be as established by County Resolutions. �
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c. The periodic installments of fees and charges as provided for �
herein shall be paid by Airline without deduction, set-off or �
q escrow of any kind whatsoever. Rent shall be due and payable in j ,>
advance on the first business day o£ each applicable period
during the term hereof. All payments shall be considered delin-
quent if not received by the close of business on the date due
in the office of the Treasurer, 506 East Main Street, Aspen,
Colorado, 81611. A11 delinquent payments shall each bear default
interest on any unpaid and delinquent balance for any month or f
portion of a month so delinquent at the rate of twenty-four ,
percent (24�) per annum on the unpaid balance, compounded month-
� ly; default interest shall be due and payable without demand r
with the next regular payment.
10. FINANCIAL SBCURITY FOR AIRLINE OBLIGATIONS: Security for all
Airline obligations hereunder including, without limitation, the
reguired payments of rant, fees and charges, shall be as follows:
a. Security Deposit. Airline shall deposit with the County the .
sum of 1 500 to secure Airline's obligations hereunder includ-
ing, without limitation, its obligation to return the Premises �
in a condition acceptable to County. Within 60 days after
expiration or termination of this License and surrender of the
Premises by the Airline, said amount, without interest, will be
returned to Airlitte either: in full, if Rirline has fully
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performed all of its obligations hereunder; or as reduced by ;'�
such amounts as ate necessary, in the reasonable discretion of !`'" •�
the County, to reimburse or compensate the County for any ' �`'�
deficiencies by Airline in the full performance of its obliga- ;� r�' .,•
tions hereunder. Prior to the application of funds to that •
purpose, County wi11 provide notice to Airline and an oppor- " `
tunity to cure its performance of any unfulfilled obligations �
hereunder; and, after such appZication of funds, the County will
provide an accounting thereof.
b. Lien on FFEI. In the event of any delinquent rent, fees and � �
charges hereunder, and to the extent thereof, including late �-'•
charges and interest, the Airport shall be entitled to a lien `-C: . •
for such amounts on Airline's trade fixtures, furniture, equip- "'' .
ment and inventory in use at or located at the Airport.
11. RESERVATIONS OF COUNTY: The reserved rights of Pitkin County �'�:
with respect to Airline's occupancy and use of the Premises are set '
forth in Exhibit ��1." �'
12. INDEMDIITY AND INSURANCE: Airline, for the term of this �
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Agreement and for matters taking place within the term of this
Agreement, hereby does and shall release, discharge, indemnify and �� �
hold harmless the County from and against any liability for any � ti�
loss as a resuZt of any claim arising out of or in connection with �
" any act, error or omission by Airline; provided, however, that such �
indemnity sha11 not be construed as an indemnity for loss arising
from the negligence or wilfully wrongful acts of County.
For purposes of this section: "Airline" shall mean the licen- '�'
see/permittee hereunder and any parent companies, subsidiaries,
shareholders, directors, officers, employees, agents, representa-
� tives and contractors; and "County" shall mean the licensor/permit-
tor hereunder and any officials, employees, agents, representatives
and contractors.
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For purposes of this section: "claim" shall mean any legal claim,
notice of claim, demand, lien, lawsuit or other legal proceeding to
cause or establish liability; and '�loss" shall mean any damages,
penalty, judgment, expenses, costs (including costs of investiga- �
tion and defense), fees (including reasonable attorney and expert
witness fees) or compensation in any form or kind whatsoever,
direct or consequential, in connection with any claim for personal
injury, including property damage, bodily injury or death. �'
Further, Airline further shall investiqate, process, respond to, r �," "
adjust, provide defense for and defend, pay or settle all claims,
demands, or lawsuits related to its acts, errors and omissions :;
hereunder at its sole expense and shall bear all other costs and �'�
expenses related thereto, even if the claim, demand or lawsuit is ��
groundless, false or fraudulent. �_';1
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To fund this indemnity, in whole or in part, Airline shall secure ��:' �
and maintain for the term of this Lease such insurance policies, ':{9" '�
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from companies licensed to sell such policies in the State of � • -
Colorado, as will protect itself, the County (with the County named :%" ' .-;;
as additional insured) , and others as specified, from claims for �.
bodily injuries, death, personal injury or property damage, which �:'<,.
may arise out of or result from Airline acts, errors or omissions.
The required Airline insurance coverages, at or above the limits
indicated and including such endorsements as are indicated by an ,
"X", are listed on Exhibit "2." � `�
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13. COORDINATION WITH OTHER AIRPORT LESSEES, LICENSEES AND PER- •'�. - '
MITTEES (LLPs) . Airline acknowledge that the County has rights and .
obligations arising from various direct and third-party agreements
concerning other Airport users. Airline agrees to cooperate with ��'
County to effectuate these other agreements, so long as such agree- `'f1'
ments are not illegal, impossible or do not unreasonably interfere ,:�'
with or impair Airport operations. f
14. COMPLIANCE WITH APPLICABLE REGULATIONS: As provided in �� _
Exhibit "3.°
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15. DEFAULT/TERMINATION: The standards and procedures for dec- !i�
laration of default and termination of rights hereunder shall be: > �
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a. The following are Sncidents of Default hereunder:
1) Failure to make full and timely payment of rent, fees or
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charges due and payable hereunder; or
2} The creation, maintenance, failure to correct or suffer-
ance of a dangerous or hazardous condition on or emanating
from the Premises; or
3) Failure to provide and maintain current all required types
and amounts of insurance and proof thereof; or +' �
4) Making or becoming subject to a voluntary or involuntary
petition for receivership or bankruptcy, declaration of _x
insolvency or assignment for the benefit of creditors; or
5) Failure to comply with any other obligation hereunder.
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b. Notice of Default/Right to Cure. The aggrieved party shall
declare a default hereunder by delivering a written Notice of �' �
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Default to the other party, which Notice shall specify the
Incident(sj of Default asserted and a specific cure(s) therefor. ��
After the effective date of such Notice, the maximum time ?"�'
periods for such cure(s) shall be: . �:
1) Within three (3) business days if the default is failure
to pay rent, fees and charges when due, maintenance of a �;j
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hazardous condition, or failure to maintain and/or prove �� .,.
required insurance coverage(s) ; or s= �„
2) Within ten (10) calendar days if the default is in the Y � .�,
performance of any other obligation to be perEormed or condi- �.
tion under the provisions of this License, j:`.
c. Notice of Termination/Right to Re-enter. If such noticed _
default{s) shall remain uncured after the cure period specified,
the aggrieved party may thereafter terminate this License by ,:,r.��
delivery of written Notice of Termination to the defaulting
party, which Notice shall be e£fective on the date delivered to ;� '
the defaulting party. Upon termination of this Lease, County 7`- -
may re-enter the Premises and remove all persons and property ! -
therefrom, using all necessary force to do so. �
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d. Remedy Not Exclusive. The parties shall have such other r •
rights and remedies as may be provided for by law or in equity, ��'
- including damages. n
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16. SURRENDER: Upon the expiration or termination of the initial � ��
term or any renewal term hereo£, Airline agrees: to peaceably �;'
surrender, deliver to County and leave the Premises; that it hereby
waives any rights to statutory process concerning notice and •�
eviction; to remove all trade fixtures, personal property, equip- •
ment or improvements (removable by prior written agreement with the �
County) from the Premises, subject to the County�s Iien for delin-
quent fees and charges and Airline's obligation to repair; and to
return the Premises to County in a condition at least equal to that
in which Premises were received at the commencement of this License
(i.e., undamaged or repaired, trash-free and broom-clean) .
� Any trade fixtures, equipment, personal property or improvements of
Airline, or any person claiming through Airline, that shall remain �
in or on the Premises at the expiration or termination hereof,
shall be deemed by the County to have been abandoned and may, in
the County's sole option and discretion, be taken into the posses- :
sion of County and either: converted to County property; or
disposed of, with expense of disposal to be charged to Airline.
17. NOTICES: . Except as expressly provided above, all Notices
required or autharized to be given hereunder shall be in writing
and shall be served upon the party addressed thereto either by �
certified mail, return receipt requested, to such party at the �
address appearing below (or at such other address as either party ��. ,
gives Notice to the other party in writing) . Any such Notice shall ;r
be deemed to have been delivered/received two (2) business days
after the same has been properly deposited in the United States ��
mail, with postage thereon fully prepaid. `�'�
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18. GENERAL PROVISIONS:
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a. This License contains the entire agreement of the parties and ,�
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there have been no promises, representations or agreements, `
either express or implied, except as expressly set forth herein. '`;
Any and all prior agreements or understandings between the par- �
• ties are expressly agreed to have merged herein. .
b. This License may be modified, amended or supplemented only by ;'.
an instrument in writing sighed by the parties hereto and ap-
proved by the Board of County Commissioners at a duly-noticed
public meeting.
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c. If either party hereto shall incur legal fees, expenses or
costs and/or shall commence legal action or institute legal , -
proceedings to interpret, protect or enforce any of the rights,
remedies or responsibilities set £orth hereunder, then the party � �
prevailing in such legal action or proceedings shall be entitled
to recover all of its expenses, costs and fees in connection ,..
therewith, including its reasonable attorneys fees.
d. This License shall be governed by and construed in accordance
with the laws of the State of Colorado and venue is agreed to be i�,
exclusively in the courts of Pitkin County, Colorado. �
IN WITNESS WHEREOF, the parties have executed this License as ;1
indicated below. �
. %
PITKIN COUNTY. COLORADO: MOUNTAIN AIR EXPRESS: a subsidiary
of Western Pacific Airlines
THE BOARD OF COUNTY COMMISSIONERS
OF PITKIN COUNTY, COLURADO
By:_ �.�.,-._ �.��,^�-.° �'%'�� By: �-2t ��C�c�,1z�
� e�iair (Date) its President (Date)
-t+'r'rE T: ATTEST: �`
���� � ` ta✓ ���"�'�G
Pitk'n County; lerk (Date) Corporate Secretary (Date) (SEAL)
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MAILING ADDRESS (for Notices): MAILING ADDRESS (for Notices): E�
Director of Aviation Western Pacific Airlines �I
0233 E. Airport Road 2864 S. Circle Dr. Suite 1100 '
Aspen, Colorado 81611 Colorado Springs, CO 80906 �I
cc: County Manager y�:
Pitkin County Courthouse Annex '
530 East Main St., Third F1oor �i}
Aspen, Colorado 81611 ,
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there have been no promises, representations or agreements, -
either express or implied, except as expressly set forth herein. c
Any and all prior agreements or understandings between the par- i,
ties are expressly agreed to have merged herein. '
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b. This License may be modified, amended or supplemented only by �
an instruraent in writing signed by the parties hereto and ap-
proved by the Board of County Commissioners at a duly-noticed
public meetinq. !:.
c, If either party hereto shall incur legal fees, expenses or Y.�'
costs and/or shall commence legal action or institute legal , .
proceedinqs to interpret, protect or enforce any of the rights, , ,
remedies or responsibilities set forth hereunder, then the party '
prevailing in such legal action or proceedings shall be entitled '
to recover all of its expenses, costs and fees in connection
therewith, including its reasonable attorneys fees.
d. This Liaense shall be governed by and coastrued in accordance
with the laws of the State of Colorado and venue is agreed to be
exclusively in the courts of Pitkin County, Colorado.
TN WITNSSS WHEREOB, the parties have executed this License as
indicated below.
- �-�Nc,
PITKIN COUNTY�,COIARADO: MOUNTAIN AIR EXPRESSh 'a�iy
.-°f..—°.7�0 - -- - a. �.
THE BOARD OF COUNTY COt�44ISSIONERS
OF PITKIN COUNTY, COLORADO
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BY� �i� By: ��+ .V�'�.c � Z g'N
Chair ( ate) its Pre 'dent , (Date)
ATTEST: ATTEST:
�]Re.... �'C
Pitkin Co nty Clerk Date) Corporate Secretary (Date) (SEAL}
MAILING ADDRESS (for Notices): MAILING ADDRESS (for Notices):
r�� /�'�c�.rti..l� /�vk��t�l
Director oF Aviation Western Pacific Airlines
0233 E. Airport Road 2864 S. Circle Dr., Suite 1100
Aspen, Colorado 81611 colorado Springs, CO 80906-41�4 ,
cc: County Manager ��
Pitkin County Courthouse Annex
530 East Main 5t.� Third Floor �,. �o�, /�'i<<��ui�
Aspen, CoZorBdo 81611 ��,„��.N /j-,,. Gx�d��+' •
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County Attorney
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530 East Main St., Third Floor .'�
Aspen, Colorado 81611 ':.;'
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MANAGER�S APPROVAL:
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Su an Koncha
Count anager - '
RECOMMENDED FdR APPROVAL:
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Scott Smith A A.E. • �
Director of Aviation �
APPROVSD AS TO FORM:
��=��di��'--- ��//� �
�� John Ely, Esq. �`�
County Attorney
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Ga y ry, E ._. .
Ai o Cial Counsel
APPROVED AS TO BUDGET:
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Tom Oken
Administrative Services Director �
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(issue8 4/1/95} �' �, '!•
EXHIBIT "2YI'�.0 v 'y ' : ':~
Aspea/Pitkin County Airport Y'�
Lease/License/Permit
COUNTY LICENSE/PERMIT MINIMUM INSURANCE REQUIREMENTS:
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1. Forms, limits, deductibles and endorsements. �.? i
a. Statutory Worker's Compensation: �'
1) Colorado statutozy minimums � ` �
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b. Commercial General Lzability: �.
1} Bodily injury/Property Damage, ?�
Combined 3ingla Limit: $1,000,000 j
2� Maximum Deductible: $10,000 ;,J,
• 3j Endorsements: �'.-.
x Comprehensive Form (All risks) A
x Premises/Operations "��
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x Products/Completed Operations s
x Broad Form Blank Contractual (Hold Harmless E
Coverage) ;
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x Broad Form Property Damage
x Personal Injury, with Employment Exclusion
Deleted
on a ' on a � +
c. Fire and Casualty Insuxance °
1} Building Contents '
� a) Replacement Value
2) Business Interruption Insurance
d. Comprehenszve Motor Vehicle Liability Insurance
1) Bodily Injury/Property Damage, .
Combined Single Limit: $1,000,000 •
2) Maximum Deductible: $1.0,000 •
3) Endorsements:
x Any Auto
x All Owned Autos
x xired Autos '
x Nbn-Owned Autos `
{ -_
**** Airline agrees to require that any contractor / subcontractor enlisted �
by airline at the Aspen / Pitkin County Airport list on its certificate
of Insurance Pitkin / County as an additional insured "as our interests
.
may appear".
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e. Special Coverages (limits, co�iditions, deducl-ibles and `
endorsements L-o be determined by separate agreements oE County . '�
and LLP) : ,.
x (a) Aircraft Liability '' ':
x (b) Hangarkeeper's Liability
x (c) Any coverage required by LLP's lenders
x (d) Performance Bond
2. Certificates of Insurance. To provide evidence of the .
reqiaired insurance coverages, copies of Certificates of Znsurance �r'
in a £orm acceptable to the County shall be filed o�ith the County •
(through the Director of Aviation) no later than ten (10? calendar � -
days prior to commencemenC of operations at, to or from the .
Airport. Failure to file or maintain acceptable Certificates of '
Insurance with the County is agreed to be a material breach of any
lease, license or permit and grounds for termination thereof. ,
These Certificates of Insurance shall contain a provision that
coverage afforded under the policies will not be cancelled or
materially altered unless at least thirty (30) calendar days prior �
written notice by certified mail, return receipt requested
(effective upon proper mailing), has been sent to the County j
(through the Director of Aviation) ._ (For purposes of this
. provision, "materially alter" shall mean a change affecting the
coverages required herein, including a change to policy limits as
set out in the then-current policy declarations page.)
Simultaneously with the Certificates, the LLP shall file and update
as necessary a certified statement as to claims pending against �
required coverages, reserves established on account of such claims,
defense costs expended and amounts remaining in policy limits.
. County reserves the right to require the minimum coverages on a net
ef£ective basis, i.e., limits not reduced by claims or encumbered
by reserves.
Certificates of Insurance provided by the LLP hereunder shall
specify that the covered premises and operations shall be °all
occupancy and use of the Aspen/Pitkin County Airport by the insured
party."
3. Notwithstanding any provisions of any policies provided by the
LLP, the following shall control; •
the policies provided by the LLP shall be deemed�.to be primary
to any policies held by or covering the County for the same ,
areas or operations; '
The insurance companies issuing the LLP`s policy or policies
shall have • no recourse against the County of Pitkin for
payment of any premiums or for assessments under any form of
policy; and all deductibles in the above-described insurance
policies shall be paid by the LLP. �
� �-
1). County shall procure fire and extended coverage �
in'surance and boiler insurance covering the existing
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. Uuildings local-ed on L-he Premises ior the tull replace- �.
ment value thereof. County shall mainl-ain such insurance ;�
in full force and eifecL- during the term of L-his Lease
shall name ABO as additional insured, as its inl-erests ' �:;
shall appear, and shall Lurnish ABO, at ABO's request, � •
with a copy of a certificate evidencing the issuance
thereof.
2} County shall name ABO as co-insured or addi- .�?; �"
tional insured under County's liability insurance
policies for all claims arising from the use and � "�
. operation of County's fire truck and fire fighting
equipment. - '
3) Except as to those insurance policies under
which ABO is named as a co-insured or additional insured,
County agrees that any insurance policies maintained by
County on the Premises, the structures and other :
improvements thereon, or in connection with the
provisions of this Lease, shall contain a waiver of
subrogation provision as against ABO and, in addition, ;�,�,
County hereby waives all right of recovery which it might � '�'.
otherwise have against ABO, its agents, employees,
invitees, or licensees for any loss or damage which is
covered by such insurance.notwi.thstanding that such'loss �
or damage may result from the neglect or fau1C of ABO, �
• its agents, employees, invitees or licensees. Except as
to those insurance policies under which County is named
as a co-insured or additional insured, ABO agrees that
any insurance policies maintained by ABO on the Premises,
or on Che buildings and other improvements thereon, or in ?
connection with the provisions of this Lease, shall
contain a waiver of subrogation provision as against
_ County and, in addition, ABO hereby waives all right of
recovery which it might otherwise have against County,
its agenta, employees, invitees, or ].icensees for any
loss or damage which is covered by such insurance #
notwithstanding that such loss or damage may result from
the neglect or fault of County, its agents, employees,
invitees or licenseea.
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(Issued 4/1/95) 2�:`'•
. EXHIBIT •�}3�'-"S�� ; '
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Aspen/Pitkin County Airport �
Lease/License/Permit �.,
COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS: In connection �. '•
with its occupancy and use of the Premises and the conduct of
operations thereon and therefrom, an LLP:
1. Shall fully comply with all applicable laws, rules and
regulations, as such now exist or hereafter may be amended or
promulgated, of the United States of America (including, ;;.�
especially, the Federal Aviation Administration), the State of ;" .
Colorado, and the County of Pitkin, and all departments and .
agencies thereof. The present adopted County Codes, plana, rules �
and regulations, are as follows: . '
a. Pitkin County Code, including especially Title II
( L a n d -
Use Code) , and Title IV (Airport Regulations) .
b. Airport Security, Operations and Emergency Plans.
c.
2. Shall not discriminate against any person or class of persona
• by reason of race, color, creed, religion or national origin in
providing any services or in the use of any facilities provided for
Che public in any manner prohibited by Part 21 of the Regulations
of the Office o£ the Secretary of Transportation, and shall comply
with the letter and spirit of the Colorado Anti-Discrimination Act `
of 1957, as amended, and any other laws and regulatians respecting i�1
discrimination in unfair employment practices, and shall comply
_ with such enforcement procedures as any governmental authority
might demand that the County take for the purpose of complying with
any such laws and regulations.
3. Shall fully comply, in the general operation of its business, •
with all applicable standards and compliance dates issued under or
stated in the Americans with Disabilities Act (�'ADA") . The LLP
shall be responsible for structural compliance standards as defined
under ADA Title III within its exclusive use areas only.
COPY OF THIS EXHIBIT RECEIVED BY LLP:
� By:� .v4< G��z�y� .
--� (Title) (Date) ,
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County Attorney �-'� �-
Pitkin County Courthouse Annex
530 East Main St., Third Floor '
Aspen, Colorado 81611 ,�;:
�:�.
MANAGER'S APPROVAL:
Su an Xoncha
Count anager
;_
RECOMMENDED FOR APPROVAL:
��,.�/„��
Scott Smith, A.A.E.
Director of Aviation
APPROVED AS TO FORM:
�Q �-I��
John El��
County Attorney '
gl,���b
Ga y ry, E
Ai o cial Counsel
APPROVED AS TO BUDGET:
��� �/'� .
Tom Oken
Administrative Services Director
airport�eirline\mex\con-lic.07
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CERTIFfCATE OF INSURANCE `:�,
, . ;.
ISSUED TO: NAMED INSURED: �.
AspeNPitkin County Airport MOUNTAIN AIR EXPRESS,INC.
0233 East AirpoK Road 5750 East Fountain Blvd.
Aspen,CO 81611 Coiorado Springs,CO 80916
Attn: Director of Aviation
:.�..
LIABILITY LIMiT: Not Less than$50,000,000 � -
COVERAGE:
Coverage evidenced hereon applies with respecl to the Lease and Use PeRnit at AspenlPftkin County Airport by
and between the Board of County Commissianers of Pitkin County,CO and Westem Pacific Airtines, Inc.d/b/a
Mountain Air Express,Inc.:
1. Board of County Commissioners of Pitkin County will be provided thirty(30)days advance written notice
of cancellation in coverage.
2. Board of Counly Commissioners of Pitkin County are named as an additional insured as their interesls
may appear.
3. These policies apply to operations of licensed and unlicensed vehicies on airport premises. With respect
to licensed vehicles on puWic roads,the insurance provided hereunder is excess of primary limits. �
This Certificate of Insurance is issued subject to the terms and conditions of the referenced policies. This
Certificate neither affirtnatively nor negatively amends, alters or extends he coverage�rd b any policy
described herein.
By
Managing Director
Marsh�McLennan Aviation
1166 Avenue of the Americas
New York,N.Y. 10036 `
21?J345-3116
�_
Certificate No:A-96-1 �
Date: December 2,1996
Page 1 of 2
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EFFECTIVE DATE:SEPTEhlBER 30,1996 EXPIRAT/ON DATE: SEPTEMBER 3U,999T
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INSURERS HULLJWAR/SPARESlLlABILfTY '?.
ASSOC�ATED AVtATION UNDERWRITERS 46SP309048
CIGNA ATA016075
UNITED STATES AIRCRAFT INSURANCE GROUP SIHL1-7612 .
SOMERSET AVIATION,INC. A1074/O7/96
ASSURANCE FRANCE AVIATION 98.D918 .
� 96/23879
LLOYDS AND LONDON COMPANIES AW702196
AMERICAN HOME ASSURANCE COMPANY HL3386553-01
BRIEF DESCRIPTION OF INSURANCE
A. WORLDWlDE COMPREHENSNE UA8IUTY COVER.4GE:
Combined Single Limit of Liability each occurrence and annual aggregate (where applicable) for Bodily Injury �
andlor Properiy Damage Liability, inGuding War Liability, Aircraft Passenger Llability, Aircraft Publlc Liability,
Aircraft Property Damage Liability, Passenger Baggage Liabiiity, Airpoit Liability, Hangarkeepers, Premises,
Produds,Contradual,Cargo and Mail Liability.
B. WORLDW/DE NULLSPARES-ALL R/SK"
Physical Loss or Damage,subject to poiicy terms,conditions,limkation,exGusions,and deductihles,for aircraft or
spa�e parts awned by or{eased under wrKten contract to Mountain Air Express.
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