HomeMy WebLinkAboutbocc.con.253.20 - BOCC Contract No. 253.2020
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ASPEN/PITKINICOUNTY AIRPORT
OWNED AND OPER.ATLD Ss: P TKiN `-,GUNT'f
GROUND HANDLING SERVICES LEASE AND OPERATING PERMIT
Aspen/Pitkin County Airport
December 18, 2020
Permittor: BOARD OF COUNTY COMMISSIONERS
OF PITKIN COUNTY, COLORADO
530 East Main Street, Third Floor
Aspen,Colorado 81611
(970) 920-5190 (Phone)
(970)920-5198 (Fax)
Permitter: SkyWest Airlines Inc.
444 S.River Rd.
St. George,UT 84790
435-634-3000 (Phone)
435-632-0444 (Fax)
TABLE OF CONTENTS
RECITALS 1
1. INTENT AND INCORPORATION 3
1.1 Intent 3
1.2 Definitions 3
1.3 Exhibits 3
2. USE OF AIRPORT FACILITIES 3
2.1 Demise of Premises 3
2.2 Acceptance of Premises 4
2.3 Additional Premises and/or Uses 4
2.4 Additional Airport Fixtures and Equipment 4
2.5 County's Reserved Rights 5
2.6 Permitted Uses 6
2.7 Exclusions and Reservations 7
2.8 Reservation of Rights 7
3. TERM 8
3.1 Term 8
3.2 Termination 8
4. FINANCIAL OBLIGATIONS OF PERMITTEE 8
4.1 Rent, Fees and Charges 8
4.2 Terms and Conditions of Payments 8
4.3 Payment of Taxes 8
4.4 Financial Security for all Permittee Operations 8
5. OTHER OBLIGATIONS OF PERMITTEE 10
5.1 Operations 10
5.2 Physical Security for Premises 10
5.3 Environmental Quality Improvement Plan(EQIP) 10
5.4 Cleaning, Maintenance and Repair and Replacement 11
5.5 Utilities 11
5.6 Snow Removal 11
5.7 Trademarks,Trade Names 1 1
5.8 Signs 11
5.9 Installations/Additions/Alterations/Improvements 12
5.10 Waste 12
5.11 Liens/Claims 12
5.12 County Pro-Competition Policy 12
5.13 Assignment and Operations for Other Permittees 12
6. INDEMNITY AND INSURANCE 13
6.1 Permittee Indemnity 13
6.2 Permittee Insurance 13
6.3 County Insurance 13
7. OBLIGATIONS OF COUNTY 14
7.1 Operation of Airport 14
7.2 Utilities 14
7.3 Snow Removal 14
7.4 Maintenance, Cleaning, and Repair 14
7.5 Quiet Enjoyment 15
8. OTHER AGREEMENTS 15
8.1 Coordination with Others 15
8.2 Subjections, Exceptions and Reservations 15
8.3 Airport Master Planning and Land Use Planning 1 5
8.4 Compliance with Applicable Laws and Regulations 16
9. DEFAULT/TERMINATION/SURRENDER 16
9.1 Events of Default 16
9.2 Notice of Default 17
9.3 Right to Cure 17
9.4 Notice of Termination/Right to Re-Enter 17
9.5 Remedy not Exclusive 18
9.6 Surrender 18
10. GENERAL PROVISIONS 18
10.1 Notices 18
10.2 Entire Agreement 18
10.3 Severability 18
10.4 Modification 18
10.5 Non-Waiver 19
10.6 No Presumption 19
10.7 Relationship of Parties 19
10.8 Attorney Fees 19
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10.9 Governing Law and Venue 19
10.10 Effect of Permit 19
10.11 Headings 19
10.12 Limitation of Benefit 19
10.13 Capacity to Execute 19
10.14 Time is of the Essence 20
LIST OF EXHIBITS
EXHIBIT 1 Airport Definitions
EXHIBIT 2 Current Premises
EXHIBIT 3 Current Rates and Charges
EXHIBIT 3A Permittee Leased Area
EXHIBIT 4 Environmental Quality Improvement Plan("EQIP")
EXHIBIT 5 Cleaning, Maintenance and Repair of Premises, and Maintenance. Repair and
Replacement of Fixtures and Equipment
EXHIBIT 6 Minimum Insurance Requirements
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GROUND HANDLING SERVICES LEASE AND OPERATING PERMIT
Aspen/Pitkin County Airport
THIS GROUND HANDLING SERVICES LEASE AND OPERATING PERMIT, (hereinafter
the"Permit")made effective as of December 18,2020,is by and between the BOARD OF COUNTY
COMMISSIONERS OF PITKIN COUNTY, COLORADO (hereinafter the "County"), a Colorado
home-rule County, as Permittor, and SkyWest Airlines, Inc., (hereinafter the "Permittee").
RECITALS
1. The County is the owner, operator and sponsor of the Aspen/Pitkin County Airport (Sardy
Field) ("ASE") 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 including 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(subject 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 permit and regulate
commercial and certain aeronautical uses and activities at the Airport and to lease,license or permit
the occupancy and use of land areas, buildings, improvements and facilities thereon, pursuant to,
inter alia, C.R.S. Sections 30-11-107, 30-15-401, 30-35-201/202, 41-4-101 et seq., as amended,
Title X of the Pitkin County Code, as amended, and Section 8.7 of the Pitkin County Home Rule
Charter, as amended; and
4. United Airlines, Inc. and County have entered into a Lease and Use Agreement which
allows United Airlines, Inc. to contract from suppliers, contractors, Affiliates, or other Signatory
Airlines, ticketing,passenger, and Ground Handling Services at the Airport and to purchase such
services and goods as are reasonably needed to conduct its air transportation business at the Airport;
and
5. Permittee is in the business of providing ticketing, passenger, and Ground Handling
Services to air transportation companies; and wishes to provide ticketing, passenger, and Ground
Handling Services at Airport; and
6. United Airlines, Inc. desires to hire and retain Permittee to perform Ground Handling
Services for flights of its affiliated airlines at the Airport; and
7. Permittee desires to provide such ticketing,passenger, and Ground Handling Services and
to occupy 798 square feet of space (319 square feet interior and 479 square feet exterior) depicted
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on Exhibit 3A, attached hereto, and made a part of the Permit, for the purposes of providing
Permittee interior office space as well as Permittee owned modular office and storage space for
certain equipment used by Permittee employees; and
8. County has determined that it is in the County's best interest to lease said space to Permittee;
and
9. The County is willing to grant Permittee certain rights and privileges for the use of the
Airport and its facilities upon the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions contained
herein,the County and Permittee do mutually undertake and agree as follows:
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1. INTENT AND INCORPORATION
1.1 Intent It is the intent of the parties hereto that this Permit is to establish, define and
control the relationship of the parties in the occupancy and use of the Airline
Terminal and related Airport land areas and facilities in the provision of Ground
Handling Services at the Airport.
1.2 Definitions Words and terms used herein are to be defined and interpreted according
to the following priority:
1.2.1 As set forth in this Permit or in the annexed Exhibit I.
1.2.2 As defined by the Federal Aviation Administration (hereinafter the
"FAA"), through its enabling legislation and Title 14 of the Code of Federal Regulations, as well
as defined by the Transportation Security Administration (hereinafter the "TSA"), through its
enabling legislation and Title 49 of the Code of Federal Regulations.
1.2.3 As defined by Colorado real estate statutes, case law, and rules and
regulations(including,without limitation,those adopted by the Colorado Real Estate Commission).
1.2.4 As defined by common usage in the aviation industry, from the point-of-
view of a public airport.
1.3 Exhibits All exhibits attached hereto and/or referred herein are incorporated herein
in their entirety by those references or this reference.
1.3.1 Lettered Exhibits (e.g., "3A") are maps (either sketch or scale) of the
Premises leased by Permittee. The County and Permittee acknowledge that such Lettered Exhibits
may not be drawn to scale and shall be replaced, upon the mutual agreement of the parties, at such
time as scale drawings based on actual survey data become available.
1.3.2 Numbered Exhibits (e.g. "1") contain text to be incorporated by reference
and are identified as follows:
1. Airport Definitions
2. Current Premises
3. Current Rates and Charges
4. Environmental Quality Improvement Plan("EQIP")
5. Cleaning, Maintenance and Repair of Premises, and Maintenance, Repair
and Replacement of Fixtures and Equipment
6. Minimum Insurance Requirements
2. USE OF AIRPORT FACILITIES
2.1 Demise of Premises County hereby grants to Permittee, and Permittee hereby
accepts,the right to occupy and use certain Airport land area described herein below
(the 'Premises"), and depicted on Exhibit 3A (Permittee Leased Area), subject to
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the terms and conditions of this Permit, as follows:
2.1.1 Public Airfield Facilities. As defined in Exhibit 1.
2.1.2 Airline Terminal. As provided in Exhibits 1 and 2. The Premises,Fixtures
and Equipment described in Exhibit 2 may be modified from time to time during the term of this
Permit, by an amended Exhibit 2 agreed to by the County and Permittee, and duly executed by
authorized representatives of the County and Permittee.
2.1.4 Airline Terminal SIDA. As provided in Exhibits 1 and 2. The Premises,
Fixtures and Equipment described in Exhibit 2 may be modified from time to time during the term
of this Permit, by an amended Exhibit 2 agreed to by the County and Permittee, and duly executed
by authorized representatives of the County and Permittee.
2.1.5 Licenses and Easements.
2.1.5.1 Permittee is granted the non-exclusive licenses 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.
2.1.5.2 Permittee,its employees,and guests,is further granted the right to
use in common with others authorized to do so, the Terminal Aircraft Apron; the Premises; and in
common with other Airport users, including, where applicable, the general public, and the Public
Areas. The right to use such areas of the Airport includes and is limited to the rights reasonably
necessary for the proper operation of Permittee's passenger, ticketing, and Ground Handling
Services business.Nothing in this Permit shall be construed as authorizing Permittee to conduct any
business separate and apart from the conduct of its Ground Handling Services business.
2.1.6 Employee Parking Lot. The non-exclusive right to use the employee
parking lot, the location of which may be determined by the County from time-to-time, in common
with other similarly classified entities, and subject to fees, requirements and regulations as are or
may be established by the County or Airport parking operator.
2.2 Acceptance of Premises Permittee acknowledges that Permittee has inspected (or
has had the opportunity to inspect)the Airport, Airline Terminal, and Premises and
agrees that they are fit for Permittees' use and enjoyment,and are accepted and will
be occupied hereunder on an "as is" basis.
2.3 Additional Premises and/or Uses if, during the term of this Permit, additional
Premises are made available for occupancy and use by Permittee, or additional uses
of the Premises are permitted, Permittee and County shall,prior to such occupancy
and use, negotiate in good faith and agree on the additional fees and charges to be
paid by Permittee for such occupancy and/or use.
2.4 Additional Airport Fixtures and Equipment If, during the term of this Permit,
additional fixtures and/or equipment are made available for use by Permittee,
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Permittee and County shall, prior to such use, negotiate in good faith and agree on
the additional fees and charges to be paid by Permittee for the use of such fixtures
and/or equipment.
2.5 County's Reserved Rights Notwithstanding anything herein to the contrary,
County reserves the following rights with respect to the Airport and the leased or
licensed occupancy and permitted uses, operations, and activities to be conducted
thereon by Permittee:
2.5.1 The right to unimpeded access over and across the land areas of the
Premises; provided, that County shall not, in the exercise of this reserved right, unreasonably
interfere with or impair Permittee's rights hereunder or its use or operation of such areas. County
also reserves the right to enter into the Premises, at times and in a manner reasonable to the
circumstances of each entry, for the purpose of inspecting the Premises, enforcing any of County's
rights hereunder,preventing waste or loss, or responding to emergencies.
2.5.2 For the use and benefit of the public, the right of flight for the passage of
aircraft in the air space above the surface of the Premises,together with the right to cause in said air
space such noise as may be inherent in the operation of aircraft utilizing the Airport.
2.5.3 The right to protect the aerial approaches of the Airport against obstruction,
including the right to prohibit Permittee from erecting, or permitting to be erected, any building or
other structure on the Premises,which has been determined by the Federal Aviation Administration
pursuant to 14 C.F.R.Part 77 to constitute a hazard to air navigation.
2.5.4 The right, during the time-of war, national or local emergency or terrorist
attack, to lease the Airport or any part thereof, including the Premises or any part thereof, to the
United States for military purposes, and, in the event of such lease to the United States for military
purposes, the provisions of this Permit shall be suspended insofar as such provisions may be
inconsistent with the provisions of the lease to the United States.
2.5.5 The right to direct all activities of Permittee at the Airport in the event of an
emergency.
2.5.6 The right to subordinate the provisions of this Permit to the provisions of
any future agreement between the County and the United States relative to the operation,
maintenance or development of the Airport which agreement is required as a condition precedent to
the expenditure of federal funds for the development, maintenance or operation of the Airport; if
such an agreement is entered into between the County and the United States, the parties agree to
execute an amendment to this Permit so as to remove any material inconsistencies between this
document and any agreement with the United States.
2.5.7 Furthermore, in the event that by reason of any such agreement with the
United States as aforesaid, it becomes necessary to modify, relocate or remove any improvements
or other structures situated on the Premises,Permittee agrees to modify,relocate or remove any such
improvements or structures as directed by County and County shall compensate and reimburse
Permittee for reasonable damages,costs and expenses(including modification,removal or relocation
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costs) suffered or incurred by Permittee in consequence thereof.
2.5.8 The right to grant other leases, licenses, permits or rights to occupancy or
use of the Airport so long as such other grants do not unreasonably interfere with or impair
Permittee's rights hereunder or its occupancy or use of the Premises, and also reserves the right to
direct changes in the way Permittee conducts its Airport operations in the event that County
determines, in the exercise of its reasonable judgment, that one or more aspects of Permittee's
method of operation is unreasonably interfering with the lawful and proper occupancy or use by
others of the Airport. Provided, that this reserved right is not intended to allow County to deny
Permittee the basic right to use the Premises for any of the uses permitted hereunder.
2.5.9 The right to further develop and/or improve the Airport, including the
Premises,as County deems appropriate and/or as is required to satisfy obligations imposed by FAA
or TSA,without interference or hindrance by Permittee,and County shall have no liability hereunder
to Permittee by reason of any interruption to Permittee's operations on the Premises occasioned by
such development and/or improvement of the Airport; provided, that any such development that
temporarily or permanently modifies access to Permittee's premises is permitted as long as
reasonable alternative access is provided. Additionally, if Permittee shall be unable to conduct
reasonably normal business operations on the Premises by reason of any such development and/or
improvement of the Airport,then rent and other fees payable by Permittee hereunder shall be subject
to Equitable Adjustment during the period of such interruption.
2.5.10 The right from time to time to amend Title X (Airport Regulations) of the
Pitkin County Code, in accordance with authorized Code amendment procedures, and Permittee
shall be subject thereto, provided that no such amendments shall unreasonably interfere with or
impair Permittee's rights hereunder or Permittee's use or operation of the Premises as herein
described,or be contrary to Federal or State law.
2.5.11 The right to temporarily close the Airport, or any part of the Airport, in
response to hazardous conditions, or for other purposes as may be approved by the FAA, without
interference or hindrance by Permittee,and County shall have no liability hereunder to Permittee by
reason of any temporary interruption to Permittee's operations on the Premises occasioned by such
temporary closure.
2.6 Permitted Uses Notwithstanding anything herein to the contrary, County grants
Permittee the following operating rights and privileges at the Airport:
2.6.1 The right to perform ticketing, passenger, and Ground Handling Services
on behalf of United Airlines, Inc., and its Affiliate Airlines, in accordance with a certain Ground
Handling Agreement by and between Permittee and United Airlines, Inc. with a July 1, 2015
Effective Date for the Airport. Permittee shall notify the County of any changes regarding such
services within 90 days prior to the effective date of such proposed change.
2.6.2 The right to telephone and data service or other system of communication
at the Premises herein leased from companies providing the same and right to install cables, wires,
and other similar devices in order to provide such. The method and location of making such
installations shall be subject to the prior written approval of the County.
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2.6.3 The right to park and store (i.e., when not in use), its ground support
equipment (e.g., baggage carts, power units, tugs, etc.) in areas designated by County for that
purpose. The operation, use, and maintenance of ground support equipment shall comply with all
applicable Airport Rules and Regulations.
2.6.4 The right to maintain and repair its ground support equipment (e.g.,
baggage carts, power units,tugs, etc.)in areas designated by County for that purpose.
2.7 Exclusions and Reservations The rights established in this Section shall not be
exercised so as to interfere with County's operation of the Airport for the benefit of
all aeronautical users, and shall be subject at all time to the restrictions herein and
reservation of rights by County.
2.7.1 Permittee shall not knowingly do or permit its agents, directors, or
employees to do anything at the Airport that would: (1)be in conflict or violate the requirements of
14 C.F.R. Part 139, as amended from time to time, or any successor regulation, order, or directive;
(2)jeopardize the Airport's operating certificate obtained pursuant to such federal regulations;or(3)
violate the provisions of any existing or future agreement between County and the United States
Government or governmental authority relating to the operation or maintenance of the Airport.
2.7.2 Permittee shall not do or permit anything, either by its act or failure to act,
that shall cause a hazardous condition so as to increase the risks normally attendant upon operations
permitted by this Permit, create or contribute to a nuisance, or in any way obstruct or interfere with
rights of others using the Airport.
2.7.3 Permittee shall not interfere or permit interference with the use, operation,
or maintenance of the Airport, including but not limited to, the effectiveness or accessibility of the
drainage,sewage,water,communications,fire protection,utility,electrical or other systems installed
or located from time to time at the Airport.
2.7.4 Permittee shall not do or permit to be done anything that shall cause the
cancellation or violation of the provisions, or any part thereof, of any policy of insurance for the
Airport,or that shall cause a hazardous condition so as to increase the risks normally attendant upon
operations permitted by this Permit. If Permittee shall do or permit to be done any act not permitted
under this Permit, or fails to do any act required under this Permit, regardless of whether such act
shall constitute a breach of this Permit, which act or failure, in and of itself, causes an increase in
County's insurance premiums,Permittee shall promptly remedy such actions and/or pay the increase
in premiums,upon notice from County to do so.
2.7.5 County reserves the right to designate the locations within which all of the
activities conducted at the Airport,including the activities authorized herein,shall be conducted,and
to reasonably change such designations from time to time.
2.8 Reservation of Rights Any and all rights and privileges not specifically granted to
Permittee for its use of and operations at the Airport pursuant to this Permit are
hereby reserved for and to County.
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3. TERM
3.1 Term The term of this Permit shall commence as of December 18, 2020 and shall
expire on December 17, 2021 or unless sooner terminated as provided herein.
3.2 Termination This Permit may be sooner terminated for cause, upon the default of
either Party, as provided below. Notwithstanding anything contained herein to the
contrary,this Permit may be terminated by either party upon 30 days' prior written
notice.
4. FINANCIAL OBLIGATIONS OF PERMITTEE
4.1 Rent. Fees and Charges Permittee shall pay such reasonable and not unjustly
discriminatory rent, fees and charges as the County uniformly shall impose upon
Permittee and similarly situated Airport users pursuant to the then-current County
Rate Resolution. Exhibit 3 presents the current applicable rent, fees and charges for
the described occupancy and use of the Premises as of the Effective Date of this
Permit.
4.2 Terms and Conditions of Payments
4.2.1 The monthly installments of fees and charges as provided for herein shall
be paid by Permittee without deduction, set-off or escrow of any kind whatsoever. Premises Rent
shall be due and payable on the 20th of each calendar month for rent due in the same month, or part
thereof.
4.2.2 All payments shall be made in good U.S. funds; made payable to the
"Aspen/Pitkin County Airport;" and delivered to the office of Airport Administration, 0233 E.
Airport Rd., Ste. A, Aspen, Colorado 81611.
4.2.3 All payments shall be considered delinquent if not received by the last day
of the month in which due. All delinquent payments shall each bear default interest on any unpaid
and delinquent balance for any month so delinquent at the rate of two percent (2%) per month on
the unpaid balance, compounded monthly; default interest shall be due and payable without notice
or demand with the next regular payment due.
4.3 Payment of Taxes Permittee shall timely and fully pay all business, personal
property taxes and all other taxes lawfully assessed against Permittee by reason of
its use and occupancy of the Premises; provided, however, that Permittee reserves
the right to dispute or appeal the imposition or amount of any such tax, so long as
such action is in good faith and under the procedures established in the relevant
taxing statute or ordinance.
4.4 Financial Security for all Permittee Operations Obligations hereunder including,
without limitation, the full and timely payments of all required rent, fees, and
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charges, shall be as follows:
4.4.1 Application Fee. If Permittee has not already done so under a predecessor
agreement with the County, upon execution of this Permit,Permittee shall deposit with the County
the sum of$1,500 as a non-refundable application fee to cover County' s estimated administrative
costs.
4.4.2 Surety or Letter of Credit. Permittee shall obtain and maintain in force an
Irrevocable Letter of Credit(or a cash security deposit or other security instrument acceptable to the
County)(the"Security"hereinafter)from a surety licensed to do business in Colorado,in such forms
and amounts as are acceptable to the County, in its sole discretion, in the amount estimated by the
County to be not less than 90 days' obligations hereunder,to secure performance of all of Permittee's
obligations hereunder including,without limitation, its obligation to pay all rent,fees and charges.
These requirements for Security may be waived or reduced in writing by the County, in its sole
discretion, for a Permittee with a satisfactory payment or performance history for at least three (3)
years. This requirement has been waived for Permittee. Execution of this Permit will not itself re-
impose this obligation for such Permittee, provided, however, that if the County issues a Notice of
Non-Compliance or Notice of Default involving one or more failures to timely pay any rent or
charges hereunder, it may, as part of that Notice, and as a material element of this Permit, require
such a Security to be delivered promptly as part of any cure of such Notice.
4.4.3 Nature of Security. It is expressly agreed that instruments or amounts
received under Paragraph 4.4.2 above (the "Security") are not an advance payment of rental or a
measure of County's damages in case of default by Permittee. County shall have the right to
commingle any cash amounts received hereunder with its other funds.
4.4.4 County Use of Required Security.
4.4.4.1 If any of the rent,fees,and charges hereunder shall be overdue and
unpaid, then County may, at its option, and simultaneously upon Notice to Permittee, appropriate
and apply any portion of the Security to the payment of any such overdue amount. In the event of
the failure of Permittee to keep and perform any of the terms, covenants, and conditions of this
Permit, then County may, at its option and upon Notice to Permittee (and its surety, if applicable),
appropriate and apply the Security or so much thereof as may be necessary, to compensate County
for advances, expenses, loss, or damage sustained or suffered by County,due to such breach on the
part of Permittee.
4.4.4.2 Should the Security or any portion thereof be appropriated and
applied by County for the payment of overdue rental or other sums due and payable by Permittee
hereunder, or for a breach on the part of Permittee, the Permittee shall, within five days after the
written demand of County,forthwith remit to County a reinstatement of the Surety or Letter of Credit
the Security to the original sum deposited or required.
4.4.5 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 County shall be entitled
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to a lien for such amounts on Permittee's trade Fixtures,Furniture,Equipment, and Inventory in use
at or located on the Airport.
5. OTIIER OBLIGATIONS OF PERMITTEE
5.1 Operations In addition to requirements imposed on Permittee by FAA rules and
regulations, Permittee agrees to cooperate with the County and other users of the
Airport to meet at the request of the County and discuss in good faith Airport
operational issues and to offer and/or consider solutions or mitigation techniques.
5.2 Physical Security for Premises
5.2.1 Permittee agrees that it will faithfully perform its obligations under all
federal laws, regulations, or mandatory directives of the TSA or any other agency having
jurisdiction,relating to anti-hijacking and terrorism,and to the security of passengers,baggage, and
aircraft(collectively"Federal Security Regulations").Permittee acknowledges that Federal Security
Regulations are rapidly changing, and are likely to impose burdens upon Permittee that are not
effective on the date of this Permit. Permittee nonetheless agrees to comply with all such amended
or newly effective Federal Security Regulations fully and promptly, and to immediately notify the
County in writing if Permittee's compliance with any Federal Security Regulations will be delayed
beyond applicable effective dates.
5.2.2 In the event that an FAA or TSA enforcement action is commenced against
the County concerning the acts or omissions of Permittee, including its officers, employees,
representatives,contractors and invitees,Permittee will be notified of such proceedings and provided
an opportunity to participate therein.In the event that the County is assessed a fine or penalty by the
FAA or TSA for breach of security regulations as a result of the acts or omissions of Permittee or
any of its assigns, officers,agents,representatives, contractors or invitees, Permittee shall promptly
reimburse County the full amount of any such fine or penalty.
5.3 Environmental Oualitv Improvement Plan (EOIPI
5.3.1 It is the policy of the County that all Airport tenants shall strictly comply
with all applicable environmental statutes, rules and regulations and that preferences should be
given, in all County procurement actions, administration of agreements and determinations on
renewals, to tenants that consistently demonstrate awareness of environmental issues that arise
during the term of any Permit and a proactive stance in dealing with such issues.
5.3.2 Promptly after the execution of this Permit,Permittee agrees to produce,for
review and approval by the County,which approval will not be unnecessarily withheld, a proposed
EQIP for its occupancy of the Premises and operations therefrom and then, upon approval by the
County,to implement the same,which EQIP will include,without limitation,planning,management
and operational policies and practices involving Permittee itself and its employees, and contractors,
to reduce or eliminate environmental degradation in the areas of air pollution,water pollution,noise
pollution, solid waste management and fuel and energy conservation.The preliminary EQIP for this
Permit is set forth in Exhibit 4.
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5.4 Cleaning. Maintenance and Repair and Replacement Permittee, at its expense
and at all times hereunder, shall clean and/or keep and maintain its Premises and
portions of the Airline Terminal that it may use from time to time in conjunction
with the provision of ticketing,passenger,and Ground Handling Services including
all fixtures and equipment thereon in good order, condition, and repair, all as set
forth in Exhibit 5. Permittee shall not cause or permit, by act or omission, any
unkempt or disorderly condition upon or damage to other areas of the Airport
Terminal interior, exterior, AOA,or groundside.
5.5 Utilities
5.5.1 Permittee shall, at its sole expense and in its own name, contract for the
provision of all telecommunication service, and any other utilities not provided in common by the
County and used by Permittee on or about its Exclusive Use Outdoor Area ofthe Premises.Permittee
shall not permit any lien for unpaid utility use or services to be filed or maintained against the
Premises.
5.5.2 Permittee shall not operate or install any equipment that will exceed or
overload the capacity of any existing utility facility; if any equipment so operated or installed by
Permittee shall require additional utility facilities, the same shall be installed and maintained at
Permittee's expense in accordance with plans and specifications which have received prior written
approval by County.
5.5.3 If the County is required to increase its water, sewer, gas or electric service
and such increase requires a capital contribution from the County, Permittee, if it consumes the
increased utility, agrees to pay a pro-rated, reasonably- amortized portion of said increase, which
amount will be set by agreement or binding arbitration.
5.6 Snow Removal Permittee shall attend, by authorized representatives, any snow
removal meeting called and conducted by the County prior to, during or after the
winter season.Permittee shall move or relocate aircraft and vehicles,at the direction
of the County,to assist County's snow removal obligations set forth below.Permittee
shall further, at Permittee expense, be responsible for the removal of snow from its
Exclusive Use Outdoor Area of the Premises that cannot readily be serviced by the
County's snowplowing equipment in accordance with Section 7.3.
5.7 Trademarks. Trade Names Permittee represents that it is the owner of or fully
authorized to use any and all trademarks, trade names, 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 Permit.
5.8 &gal Permittee shall not place any signs upon the Premises, except of such size,
type, design, and structure as shall be approved by County, provided, that County's
approval shall not be unreasonably withheld.Any sign permitted by County shall at
all times comply with all applicable ordinances, rules,and regulations.
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5.9 Installations/Additions/Alterations/Improvements Permittee shall not undertake
or permit any installations, additions, alterations, or improvements to the Premises
without the prior,express written permission from the County,which permission, if
given, shall include the following elements:
5.9.1 Identification of the scope and responsibility for any land-use or building
permits required for the proposed installations, additions, alterations, improvements;
5.9.2 Approval by County of proposed drawings and specifications including,
without limitation, requirements for professional certification stamps for any
architectural/engineering portions of the installations/additions/alterations/improvements;
5.9.3 Reasonable approval by County of proposed contractors;
5.9.4 A plan, and responsibility for administration and costs of such plan, for
changes in operational and security procedures during any construction period;
5.9.5 Provision for any adjustment of terms and conditions of this Permit;
5.9.6 Provision for the amortization and future ownership of the
installations/additions/alterations/improvements; and
5.9.7 Provision for return of the Premises to original condition at the end of the
Term hereof, including any adjustments to the Security hereunder, ordinary wear and tear excepted.
5.10 Waste Permittee shall not commit or allow any waste upon or in connection with
the Premises.
5.11 Liens/Claims In connection with its occupancy and use of the Premises and Airline
Terminal, Permittee shall not cause or permit any liens or claims against Airport
property to be filed, recorded, maintained, foreclosed upon, or otherwise enforced
and does hereby expressly indemnify the County against any liabilities, costs, or
fees, including reasonable attorney's fees, relating thereto.
5.12 County Pro-Competition Policy Permittee will not engage or agree to engage in
any unlawful restraint of trade or unlawful anti-competitive practices.
5.13 Assignment and Operations for Other Permittees
5.13.1 Permittee shall not assign or in any manner grant, convey, transfer, or
encumber this Permit,any estate or interest therein,or any right or obligation of Permittee hereunder,
or sublease the Premises or any part thereof, without the prior written consent of County, which
consent shall not be unreasonably withheld. Provided that the foregoing shall not prevent the
assignment of the agreement to any corporation with which Permittee may merge or consolidate, or
sale substantially all of Permittee's assets.
5.13.2 In the event that Permittee is undergoing or proposing to undergo a
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substantial change in operations, ownership or management not covered above, Permittee shall file
with County any data that was filed with the U.S.Department of Transportation,pursuant to 14 CFR
204.1, 204.2 and 204.5, as the same may be amended, promptly after a request by County therefor,
such requests by County to be made upon reasonable grounds(e.g., late payments,Permit renewals).
6. INDEMNITY AND INSURANCE
6.1 Permittee Indemnity
6.1.1 Permittee hereby agrees to,and further agrees to cause the Permittee Parties
to release,discharge, indemnify and hold harmless the County from and against any and all liability
for any and all losses resulting from any and all claims arising out of or in connection with any act,
error or omission by Permittee or the Permittee Parties, including, without limitation, claims or
losses resulting from, arising out of, or in connection with any release, spill, discharge, leak,
disturbance,or disposal of Hazardous Materials in, at, under, or migrating from the premises due to
Permittee's use or occupation of or activities on the Premises; provided, however, that such
indemnity or release shall not be construed as an indemnity or release for
loss arising from the negligence or willfully wrongful acts of County.
6.1.2 For purposes of this section"Permittee"shall mean the Permittee hereunder
and"Permittee Parties" shall mean any parent companies, subsidiaries,joint ventures, shareholders,
directors,officers,employees,agents,representatives,and contractors;and"County" shall mean the
Permittor hereunder and any officials, employees, agents, representatives, and contractors.
6.1.3 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 legal or financial liability;
and "loss" shall mean any damages, penalty, judgment, expenses, costs (including costs of
investigation and defense), fees (including reasonable attorney and expert witness fees) or
compensation in any form or kind whatsoever, in connection with any claim for economic loss or
personal injury, including without limitation property damage, bodily injury or death or injunctive
relieve.
6.1.4 Further, Permittee further shall investigate, process, respond to, 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.
6.2 Permittee Insurance Permittee shall secure and maintain for the entire Term of this
Permit such insurance policies, 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 Permittee
acts, errors, or omissions. The required Permittee insurance coverages, at or above
the limits indicated and including such endorsements as are indicated by an"X",are
listed on Exhibit 6.
6.3 County Insurance County shall procure fire, extended coverage and boiler
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insurance covering the existing buildings,improvements,and facilities of the Airline
Terminal for the full replacement value thereof. County also shall procure general
liability and motor vehicle liability insurance policies covering its operations on the
Airport. County shall maintain such insurance (or self-insurance, if permitted by
law) during the Term of this Permit, and shall furnish Permittee, upon request, a
copy of a Certificate evidencing such coverage.
7. OBLIGATIONS OF COUNTY
7.1 Operation of Airport For the term of this Permit, the County shall plan, operate,
finance, and manage the Airport (including the Airline Terminal and the Public
Airfield Facilities) in a prudent manner,consistent with the County's adopted plans
and policies and customary professional Airport management practices, and shall,
unless released in a writing signed by the Permittee, undertake the following
obligations:
7.2 Utilities County shall, at its sole expense and in its own name, contract for the
provision of all heat, water, gas, electricity,telephone service,trash removal and all
other utilities provided in common or used in the Common Use Areas of the Airline
Terminal. County shall further provide at its sole expense and in its own name,
contract for the provision of all heat, water, gas, electricity, trash removal and all
other utilities provided to the Exclusive Use Indoor Area of the Premises.
7.3 Snow Removal County shall annually call and conduct a snow removal meeting for
all Airport tenants prior to the winter season.County shall,at County's own expense,
but subject and secondary to County's obligation to maintain clear aircraft runways
and taxiways and motor vehicle access roads on the Airport, remove the snow from
those areas of the Airport which are open to public use and which are utilized for the
passage, parking, and storage of aircraft and the passage and parking of motor
vehicles in the same manner and extent as County performs snow removal on
portions of the Airport in general, provided, that County shall not be required to
move or relocate parked aircraft and vehicles to accomplish such snow removal.
Further, County shall keep the public-access sidewalks and other pedestrian
accessways on,to or from the Premises reasonably passable at all times, as weather
conditions will permit.
7.4 Maintenance, Cleaning, and Repair
7.4.1 Subject to Permittee's primary obligation with respect to its Premises and
Permittee's indemnities herein, the County, at its expense and at all times hereunder, shall clean,
keep, and maintain, in good order and condition and repair, the structural and service elements of
the Airline Terminal and the common use and non-exclusive use areas of the Airport, all as set out
in Exhibit 5.
7.4.2 All requests by Permittee for performance by County hereunder, or
notification to County of any dangerous or hazardous conditions to the Premises or to other Airline
Terminal facilities or areas, shall be in writing and shall be made immediately after Permittee has
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knowledge or has received notice thereof.
7.5 Ouiet Enjoyment County covenants that upon Permittee's timely and full payment
of the rent and other fees and charges hereunder and Permittee's compliance with
and performance of all of the terms, conditions, and obligations of Permittee
hereunder,Permittee may peacefully and quietly have,hold,and enjoy the Premises
for the Term of this Permit.
8. OTHER AGREEMENTS
8.1 Coordination with Others County and Permittee acknowledge that each has (or
may undertake) rights and obligations arising from various third-party agreements
with other Airport users. County and Permittee agree to cooperate with each other
to effectuate these third- party agreements, so long as such agreements are not
illegal, impossible or do not unreasonably interfere with or impair either Airport
operations or Permittee's use or occupancy of the Premises.If either party shall make
a request for co-operation of the other party under this provision,the requesting party
shall,simultaneously with the request,provide copies of any agreements that are the
subject of this request to cooperate.
8.2 Subjections. Exceptions and Reservations This Permit is subject to any present
County agreements with the United States (which are typically through the Federal
Aviation Administration (FAA)) and to any past, present or future statutes or
regulations of the United States respecting the funding and/or operation of a public
airport and to any terms, conditions or covenants of airport financing instruments
existing on the effective date of this Permit.
8.3 Airport Master Planning and Land Use Planning
8.3.1 Permittee hereby acknowledges that the County has adopted, and the
Permittee is subject to the following Airport Land Use and Transportation Planning documents and
processes:Any Airport Master Plan adopted pursuant to Planning and Zoning Resolution 89-39 and
Board of County Commissioners Resolution 89-19;an FAA-approved Airport Layout Plan("ALP");
a Land Use Identification Plan; any Land-Use Master Plan, adopted pursuant to the Pitkin County
Land- Use Code (Public Zone District, Master Plan Option); Pitkin County planning documents,
including the Aspen Area Comprehensive Plan and Aspen-2 Snowmass Transportation Plan,and the
Highway 82 EIS; and certain projects specific land-use approvals, which contain certain executory
conditions that constitute development regulations for and may affect the Premises; as any of the
foregoing now exist or may hereafter be adopted or amended.
8.3.2 The documents and processes provide for potential changes to the Airport
and the Premises during the term hereof. Permittee agrees to cooperate in the implementation of
such plans, documents, and processes, and will make no claim against the County with respect to
such implementation for other than any unforeseeable and/or unreasonable interference with
Permittee business activities caused by such implementation.
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8.3.3 Permittee further acknowledges that the County will, from time to time,
amend and update such plans, documents, and processes, and agrees to cooperate with the County
and/or its consultants, in providing such input and/or materials as may reasonably be necessary to
complete any amendment or update project.
8.4 Compliance with Applicable Laws and Regulations In connection with its
occupancy and use of the Premises and the conduct of operations thereon and
therefrom,the Permittee shall:
8.4.1 Fully comply with all applicable laws, rules, and regulations, as such now
exist or hereafter may be amended or promulgated, of the United States (including especially, the
State of Colorado, and the County of Pitkin, and all departments and agencies thereof. The present
adopted County Codes, plans, rules, and regulations, are the Pitkin County Code, including
especially Title II(Land use Code),and Title X(Airport Regulations); Airport Security, Operations
and Emergency Plans; and Airport Snow and Ice Control Plan.
8.4.2 Not discriminate against any person or class of persons by reason of race,
color, creed, religion or national origin in providing any services or in the use of any facilities
provided for the public in any manner prohibited by Part 21 of the Regulations of the Office of 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 regulations respecting
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.
8.4.3 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") and the Air Carrier Access Act (ACAA), and implementing regulations. The Permittee
shall be responsible for structural compliance standards of improvements made by Permittee as
defined under ADA Title III within its Premises only. Furthermore, the Permittee shall be
responsible for providing passenger boarding assistance to individuals with disabilities as required
by 14 C.F.R. Part 382 and 49 C.F.R.Part 27.
9. DEFAULT/TERMINATION/SURRENDER
9.1 Events of Default The following events are to be considered Incidents of Default
hereunder:
9.1.1 Termination of Permittee's agreement with United Airlines, Inc.;or
9.1.2 Failure to make full and timely payment of rent, fees, or charges due and
payable hereunder; or
9.1.3 The creation, maintenance, failure to correct or sufferance of a dangerous
or hazardous condition on or emanating from the Premises; or
9.1.4 Failure to provide and maintain current all required types and amounts of
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insurance and proof thereof; or
9.1.5 Making or becoming subject to a voluntary or involuntary petition or
receivership or bankruptcy, declaration of insolvency or assignment the benefit of creditors;or
9.1.6 Abandonment of the Premises or failure to operate at or from the Premises
as described hereof;or
9.1.7 Failure to comply with any other term, covenant, or obligation under this
Permit.
9.2 Notice of Default The aggrieved party shall declare a default hereunder by
delivering a written Notice of Default to the other party, which Notice shall specify
the Incident(s) of Default asserted and a cure therefor acceptable to the aggrieved
party,including the accrued and projected costs to the aggrieved party as a result of
the default.
9.3 Right to Cure A defaulting party shall have the right to cure an Incident of Default,
unless such party has abandoned the Premises, in which case it shall be deemed to
have waived any right to cure. As a condition precedent to this right to cure, the
defaulting party must provide Notice,promptly after the effective date of the Notice
of Default, to the aggrieved party of the defaulting parry's intention to cure and
whether it agrees with the proposed cure or has a counterproposal.The time periods
for cure, after the effective date of any Notice of Default, shall be:
9.3.1 Within three (3) business days if the default is maintenance of a hazardous
condition or failure to maintain and/or prove required insurance coverages;or
9.3.2 Within ten(10)calendar days if the default is failure to make full and timely
payments hereunder; or
9.3.3 Within twenty(20)calendar days if the default is in the performance of any
other obligation or conditions to be performed under the provisions of this Permit.
If a cure acceptable to the aggrieved party is promptly undertaken and diligently pursued and the
cure required cannot reasonably be completed within the foregoing time periods,the aggrieved party
may, upon timely request and proof of such mitigating circumstances by the defaulting party, extend
the period to cure by a reasonable time. In the event of multiple Incidents of Default,the cure periods
above shall be concurrent,not consecutive.
9.4 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 Permit by delivery of written Notice of Termination to the defaulting party,
which Notice shall be effective on the date delivered to the defaulting party. Upon
termination of this Permit,County may re-enter the Premises and remove all persons
and property therefrom,as provided by law.
17
9.5 Remedy not Exclusive The parties shall have such other rights and remedies as may
be provided for by law or in equity, including damages.
9.6 Surrender
9.6.1 Upon the expiration or termination of this Permit, Permittee agrees to
peaceably surrender,deliver to County and leave the Premises;hereby waives any rights to statutory
process concerning notice and eviction, agrees to remove all trade fixtures, personal property,
equipment or improvements (removable by prior written agreement with the County) from the
Premises, subject to the County's lien for delinquent fees and charges and Permittee's obligation to
repair the Premises; and agrees to leave the Premises in an undamaged, trash-free, broom-clean
condition.
9.6.2 Any property of Permittee or of anyone claiming under, by, or through
Permittee, which is left on the Airport more than fifteen (15) days after expiration of this Permit or
Termination of possessory rights shall, after notice of removal thereof by County, be conclusively
deemed abandoned, and County may keep, use, remove, store, sell, destroy, discard, or otherwise
deal with it in County's absolute discretion without liability of any sort to Permittee or anyone
claiming under, by or through Permittee.
10. GENERAL PROVISIONS
10.1 Notices Except as expressly provided above, all Notices required or authorized 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), or by personal service as provided for service of process in Rule
4,Colorado Rules of Civil Procedure,as amended.Any such Notice shall be deemed
to have been delivered/received either:two(2)business days after the same has been
properly deposited in the United States mail, with postage thereon fully prepaid, as
aforesaid; or, on the date of personal service.
10.2 Entire Agreement This Permit contains the entire agreement of the parties and 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 parties are expressly agreed to have merged herein.
10.3 Severability The provisions of this Permit shall be severable and the invalidity of
any provision hereof shall not affect the validity of any other provision.
10.4 Modification This Permit may be modified, amended, or supplemented only by an
instrument in writing signed by the parties hereto and approved by the Board of
County Commissioners at a duly noticed public meeting.While the County staff has
the power to make operational and administrative decisions respecting the Airport,
the County will not be bound to any modification, amendment or supplement to this
Permit not approved and documented as provided herein.
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10.5 Non-Waiver The failure of either party hereto to exercise any right or remedy
hereunder shall not be deemed a waiver thereof or a waiver of the right to exercise
the same at any future time, or the waiver of any other right or remedy hereunder.
No waiver by either party of any right or remedy hereunder shall be effective unless
in writing signed by the party.
10.6 No Presumption This Permit has been negotiated and agreed upon through the
mutual efforts of the parties hereto and these parties have been represented by legal
counsel (or have had the opportunity to obtain such representation); therefore, the
parties agree that no legal presumption arising from the identity of the party drafting
and producing this document is to be asserted or applied to the interpretation of any
of the terms of this document, or any exhibit attached hereto.
10.7 Relationship of Parties The parties hereto acknowledge and agree that the legal
relationship between them is that of County and Permittee and that this relationship
and the resultant occupancy and use of the Airport is not to be asserted to be or
construed to constitute any other type of legal relationship or entity,including a joint
venture or a legal partnership.
10.8 Attorney Fees 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 forth hereunder, 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 attorney's
fees.
10.9 Governing Law and Venue This Permit shall be governed by, and construed in
accordance with,the laws of the State of Colorado.Any action to enforce or interpret
this Permit shall be brought in the United States District Court for the District of
Colorado or in the Pitkin County District Court.
10.10 Effect of Permit This Permit shall be binding upon and shall inure to the benefit of
the parties hereto and their respective lawfully appointed successors and assigns.
10.11 Headings The section headings contained herein are for convenience in reference
and are not intended to define or limit the scope of this Permit.
10.12 Limitation of Benefit This Permit does not create in or bestow upon any other
person or entity not a party hereto any rights or benefits.This Permit does not in any
way represent, nor should it be deemed to imply any standard of conduct to which
the parties expect to conform their operations in relation to any person or entity not
a party.
10.13 Capacity to Execute The County and Permittee each warrant and represent to one
another that this Permit constitutes the legal, valid, and binding obligation of that
party.
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10.14 Time is of the Essence Any approval required by either party to this Permit shall
not be unreasonably withheld or delayed.
20
IN WITENSS WHEREOF,the parties have executed this License and Permit on the dates indicated
in Aspen, Pitkin County, Colorado.
PITKIN COUNTY:
THE BOARD OF COUNTY COMMISSIONERS
PITKIN COUNTY, COLORADO.
ridt, S,&a----' ' Dec-21-2020
BY:
Rich Englehart Date
Interim Aviation Director
Aspen/Pitkin County Airport
BY: IA., Eli Dec-28-2020
John Ely Date
Pitkin County Attorney
PERMITTEE:
SKYWEST AIRLINES, INC.
BY: OWL Sf ikt Dec-28-2020
Wade Steel Date
Chief Commercial Officer
SkyWest Airlines, Inc.
=- ATTEST: (SEAL)
•
Date
Corp rate Se etary
?l
MAILING ADDRESS (for Notices):
Director of Aviation Wade Steel
0233 E.Airport Road, Suite A SkyWest Airlines, Inc.
Aspen, Colorado 81611 444 S. River Rd.
St. George, UT 84790
With copies to:
Pitkin County Manager
530 E. Main St.
Aspen, CO 81611
22
EXHIBIT 1
Aspen/Pitkin County Airport
GROUND HANDLING SERVICES LEASE AND OPERATING PERMIT
DEFINITIONS FOR USE IN AIRPORT LEASES,LICENSES AND PERMITS:
INTRODUCTION: So far as the County is able to determine, there is no single set of
standardized aviation terms available that define, for all relevant purposes, the various classes of
commercial aeronautical operators,the various types of commercial aeronautical services and the
various classification of land areas and building interiors that are used in providing air service.
For example,various distinctions are made between the size of aircraft, frequency and regularity
of flights and federal certificates required(e.g., scheduled Airline,commuter Airline, air taxi, air
charter). Some distinctions are even within the control of the operators(e.g.,whether the operator
chooses to qualify as a Part 121 or as a Part 135).
For this reason,the definitions herein relate to the Aspen/Pitkin County Airport and are intended
to control only the legal relationships established in written agreements between the County,(the
Airport owner, operator, and FAA sponsor) and the commercial aeronautical operators at the
Airport.
To the extent that these definitions conflict with other definitions or distinctions,these definitions
shall control these legal relationships. To the extent that other state or federal definitions or
distinctions are not in conflict with these defmitions, they may be used to supplement these
definitions.
1. Aeronautical Activity or Aeronautical Operation or Aeronautical Service. Any
activity, operation or service that involves,make possible, or is required for the flight of aircraft,
or that contributes to or is required for the safety thereof.
Activities, operations or services commonly conducted on airports that are deemed to be
Aeronautical Activities within this definition include, without limitation the following: the
provision of scheduled Airline service to the public; aircraft charter operations; aircraft rental;
aircraft management;pilot training;aerial sightseeing;aerial photography; aerial spraying; aerial
surveying; aircraft sales and service; sale of aviation fuel and oil whether or not conducted in
conjunction with other included activities; repair and maintenance of aircraft; sale of aircraft
parts; and any other activities, services or operations which, in the sole judgment of Pitkin
County, can, because of their direct relationship to the operation of aircraft, appropriately be
regarded as an aeronautical activity, operation or service.
Aeronautical activities are further defined as either:
a. Commercial Aeronautical Activities,which are aeronautical activities offered or
provided by a person or business entity to the public or to other aircraft owners,
23
pilots or operators with an intent to obtain compensation for the aeronautical activity
offered or provided; or
b. Non-Commercial Aeronautical Activities, which are aeronautical activities
conducted by aircraft owners,pilots,or operators by and for themselves without the intent
to obtain compensation for the aeronautical activity or operation conducted or service
provided; Non-Commercial Aeronautical Activities may be part of or in support of a
commercial venture, so long as the nature of the commerce is not a commercial
aeronautical activity.
2. Airport Agreement. A written document creating mutual rights and obligations
involving occupancy and use of the Airport that is signed by all parties, and approved by the
County(through its Board of County Commissioners)pursuant to state law and the Pitkin County
Home Rule Charter at a duly constituted public meeting.
Typically, Airport Agreements come in one of three forms:
a. A Lease is the Airport Agreement for the occupancy of Airport facilities of the
highest legal gravity. Typically, a lease is offered by the County to tenants that have
unique operational practices and requirements and is often characterized by long-term
(in excess of one year) exclusive use and/or involves financing of major capital
improvements.
b. A License is an Airport Agreement for the occupancy and use of Airport
facilities of lesser legal gravity than a lease. Typically, a license is the relationship
offered by the County for the occupancy of Airport facilities characterized by a short-
term (of up to one year)exclusive, shared, or non-exclusive use.
c. An Operating Permit is an Airport Agreement for the use of Airport facilities
and is often issued in connection with a lease or a license.
3. Airport. The Aspen/Pitkin County Airport(Sardy Field),Aspen, CO(ASE).
4. Airport Area Occupancy Designations.
a. Public Airfield Area.A term referring to the Airport Runway(15/33);Public
Airfield Facilities Taxiways and Taxilanes; and Public Airfield Facilities Ramp areas
(other than the ramp or apron areas to or for which the County has previously, or by
this Agreement, or may from time to time lease, assign or grant Exclusive or
Preferential Use); and any extensions additions to the above and any other space or
facilities produced by the County at the Airport and expressly so identified for public
and common use by aircraft operators in connection with the landing and taking off
of aircraft,or in connection with operations hereinafter authorized to be performed by
aircraft operators upon the aforesaid Runways,Taxiways,Taxilanes and Ramp areas;
but only as and to the extent that the same facilities are funded by grants from the
Federal Aviation Administration (FAA) and are from time to time expressly
designated by the County at the Airport for public and common use by the aircraft
24
operators.
b. Airline Area or Airline End. A term referring to the southern half of the
Airport (approximately); that part of the Airport occupied and used primarily by
facilities for and operations of Scheduled Airlines (Parts 121 and 135) holding
Certificates of Public Necessity; the Airline Area is separated from the General
Aviation Area or General Aviation End of the Airport by a double yellow line at
approximately A-5 on the Taxiway.
c. General Aviation Area, GA Area or GA End. A term referring to the
northern half of the Airport (approximately); that part of the Airport occupied and
used primarily by facilities for and operations of general aviation, especially FBOs
and S-FBOs and their customers; the General Aviation Area is separated from the
Airline Area of the Airport by a double yellow line at approximately A-5 on the
Taxiway.
5. Airport Area Use Designations.All land areas,buildings,facilities,and improvements
on the Airport are designated as one of the following types of areas, with rights and obligations
as defined herein:
a. Common Areas. Those areas designated for use in common by certain
classifications of Airport lessees, licensees, and permittees; for example, the non-
secure waiting and circulation areas in the Airline Terminal.
b. Exclusive Areas. Those areas designed for exclusive use,to the exclusion of
others, by lessees or licensees. Exclusive areas may be shared by LLPs (Shared
Exclusive Areas), pursuant to written agreement between the parties subject to the
prior approval of the County.
If so provided in its Agreement with the County, an LLP may occupy and/or use land
areas,buildings, improvements, and facilities solely and to the exclusion of others for
the term of such Agreement, as long as the LLP is not in default thereunder, subject
only to the terms and conditions set forth therein and the provisions of controlling law.
The grant by an Airport of an exclusive right to occupy or use real estate, which is
permitted by federal regulation under certain conditions, is distinguished from the
grant by an Airport of an exclusive right to conduct an aeronautical activity,which is
forbidden by federal regulation.
Exclusive Area also may mean that part of an Airport for which an Airline has agreed
in writing with the Airport to exercise exclusive security responsibility under an
airport security program.
c. Expansion Areas. Those areas designated by the County for future use for
expansion of aeronautical activities.The County reserves the right,in its sole discretion
(consistent with good Airport operational and management practices and the Airport
Master Plan) and without advance notice or compensation to any party, to limit or
25
regulate use or to lease as an exclusive area to third parties.
d. Government Areas. Those areas designated for use by the County or the FAA
for its operations; for example, the County Airport Operations Center (AOC), the FAA
Air Traffic Control Tower,and the runway light system.
e. Preferential Areas.Those areas designated by the County for use by LLPs on
a preferential basis; that is, use on a first-priority basis subject to certain conditions
including minimum use requirements and/or the County's right to withdraw the use or
to require shared use,pursuant to the County's obligation to provide reasonable access
to Airfield facilities to federally qualified operators. Preferential areas may also be
shared by parties with existing rights therein, pursuant to written agreement between
the parties and the County.
If so provided in its written Agreement with the County, an LLP may occupy and/or
use land area, buildings improvements and facilities solely and to the exclusion of
others for the term of this Permit,as long as the LLP is not in default thereunder,subject
only to the terms and conditions set forth therein, controlling law, and the right of the
County to withdraw from such Permit all or part of such land area, buildings,
improvements or facilities thereon,upon notice to the LLP,as provided in such Permit.
f. Public Airfield Areas (a/k/a Public Airfield Facilities). Those areas
designated for use by LLPs in common with other operators of aircraft for the following
purposes:Runways,for the purpose of landing and taking off of aircraft;Taxiways and
Taxilanes, for the purpose of ground movement of aircraft; and Ramp areas, for the
purpose of unloading and loading passengers, baggage, freight, mail, supplies and
cargo to and from the aircraft,together with the right to use designated portions of the
ramps for delivery and pickup of freight, cargo, and mail by ground vehicles or other
means and the right to reasonable use for it or its contracted vehicles servicing aircraft,
and for the purpose of performing self-fueling and other ramp services.
LLPs shall be entitled to use the Public Airfield.Areas in common with other public or
permitted users, subject to compliance with the reasonable and non-discriminatory
terms and conditions (including the payment of rates, fees and charges) upon which
they are made available for such use and compliance with the reasonable rules and
regulations prescribed by, or which may be prescribed by, the County with respect to
the uses thereof including,but not by way of limitation,rules,regulations and directives
relating to safety and security of the Public Airfield Areas.
g. Public Areas.Technically,the entire Airport is public because it is owned and
operated by a government entity and was acquired, developed, and is operated largely
with public funds.However,public access to and use of this Public Airport is variously
limited, as described in these definitions, by the operation of federal, state, and local
statutes, case law,rules,regulations, and Agreements.
h. Reserved Areas. All those areas not otherwise expressly designated by the
County as defined hereinabove.
26
i. Shared Exclusive Areas. Those areas designated for exclusive use by two or
more LLPS.
6. Airport Facilities Designations. Facilities is a catchall word, including buildings,
pavement and other improvements, equipment and any personal property not included in the
definitions of Buildings,Improvements and Equipment,describing materials to provide services,
or to support the provision of services,to aeronautical and airport-related uses.
a. Air Operations Area (AOA). The portion of the Airport within the security
perimeter fence designated for aeronautical activities only, especially the storage
(covered and uncovered; transient, short-term, and long-term) movement, servicing,
taking off and landing of aircraft.
b. Aircraft Parking Areas. The paved portions of the AOA identified and used
exclusively for the uncovered, non-temporary parking of aircraft and incidental
movement of Aircraft thereto and therefrom.
c. Aircraft Staging Areas. The paved portion of the AOA and the Airline and
General Aviation Areas identified and used for temporary parking of aircraft for the
purposes of loading, unloading, line service and incidental movement to or from
Aircraft Parking Areas.
d. Apron. The paved portion of the AOA around the outside perimeter of a
building or facility to a width of 15 feet.
e. ARFF. An acronym meaning Airport Rescue and Fire Fighting.
f. Building. A roofed, enclosed, heated, insulated non-temporary structure with
a foundation and utilities.
g. Equipment. Business or personal property used by a Commercial
Aeronautical Operator in the provision of Commercial Aeronautical Services or
Activities.
h. FFEI. An acronym that stands for furniture, trade fixtures, equipment, and
inventory, but includes all business and personal property that is not real estate that is
used by a Commercial Aeronautical Operator in revenue-producing activities
(excluding aircraft).
i. Fixtures.As distinguished from trade fixtures,fixtures are property used by a
Commercial Aeronautical Operator that are attached to real estate and are not intended
to be removed upon the end of a tenancy unless otherwise agreed by the parties.
j. GA Facilities. Public-use facilities on the Airport primarily to serve General
Aviation aircraft and passengers and S-FBOs, e.g.Aviation Fuel Farm,T-hangars, S-
FBO facility.
27
k. Groundside Area (Groundside). The portion of the Airport outside the
security perimeter fence designated for non-aeronautical activities in support of the
Airport's aeronautical activities including,without limitation,passenger ticketing and
waiting, baggage, loading and pickup, motor vehicle circulation and parking, ground
transportation (rental cars, taxis, limousines, buses, and hotel/lodge/condo vans) and
non-aeronautical passenger services (food/beverage, gifts,telephones).
I. Hangar. An enclosed structure designed and used for the storage of Aircraft
and items necessarily incident to aeronautical operations.
m. Improvements.The products of the expenditure of funds relating to real estate
that are not Buildings or Facilities including, without limitation, pavement, utilities,
and drainage structures.
n. Public Airfield Facilities. The paved portion of the AOA excepted from the
areas leased to the Airlines and the FBO(s) consisting of the runways, taxiways and
designated taxilanes.
o. Ramp. The paved portion of the AOA identified and used exclusively for the
staging,storage and incidental movement of aircraft including Aircraft Parking Areas
and Aircraft Circulation and Staging Areas.
p. Runways. The paved portions of the AOA and the Public Airfield Facilities
identified and used exclusively by aircraft for taking off and landing and taxiing
immediately before and immediately after takeoffs and landings.
q. Security Identification Display Area, (SIDA) . That part of the AOA that is
reserved exclusively for use by Airlines and requires a security clearance for
unescorted access by persons and vehicles.
r. Taxilanes. The paved portion of the AOA identified and used exclusively for
the movement of aircraft to and from the Public Airfield Facility Taxiways from the
Airline and General Aviation Areas and for internal circulation of aircraft within those
areas.
s. Taxiways. The paved portion of the AOA and Public Airfield Facilities
identified and used exclusively for the movement of aircraft to and from the Runways
from the Airline and GA Areas.
t. Terminals. Buildings identified on the Airport Master Plan, as amended, for
use in Airline and General Aviation commercial operations as the connecting point
between the Groundside and the AOA between aircraft and passengers; includes all
vertical walls and openings.
u. Trade Fixtures. Business or personal property used by a Commercial
Aeronautical Operator that is attached to real estate but is intended to be removed upon
the end of a tenancy unless otherwise agreed by the parties.
28
v. Turnoffs. The paved portions of the AOA and the Public Airfield Facilities
identified and used exclusively by aircraft for transition between the runways and the
taxiways.
7. Airport Rescue and Firefighting. See ARFF, above.
8. Airport Revenue Bonds. Financial lending instruments that are the product of a process
to fmance redevelopment, development, and capital improvements on the Airport by the
issuance of municipal bonds(usually tax-free)that are repaid from and secured by Airport
revenues.As part of a Bond issue,the Airport makes certain representations with respect
to the management, operation, and financing of the Airport (official Statement) and
undertakes certain responsibilities (Bond Covenants).
9. Airline.A Commercial Aeronautical Operator holding an operating certificate issued by
the Federal Aviation Administration (FAA) of the U.S. Department of Transportation,
pursuant to Federal Air Regulation (FAR) Part 121 or Part 135, and operating under a
published or non-published schedule,pursuant to a Certificate of Public Necessity.
10. Airline Designations.
a. Non-Signatory Airline.An Airline that does not qualify(or has not yet qualified)
as a Signatory Airline, but that occupies and uses the Airport Airline Terminal and
associate land areas and facilities pursuant to a written Agreement with the County.
b. Requesting Airline.An Airline that is qualified to request occupancy and use of
the Airport Airline Terminal and associated land areas and facilities by having filed a
complete application under the Airport's then-current Airline Terminal Access and Space
Allocation Policy.
c. Signatory Airline.An Airline that meets the following minimum requirements:
i. Has entered into a written Lease and Use Permit with the County,with
a term of at least one year, for the occupancy and use of the Airport
Airline Terminal and associated land areas and facilities; and
ii. Undertakes to provide and does provide scheduled Airline service of
at least one flight daily on a year-around basis, and/or on a multi-
seasonal basis; and
iii. Agrees to pay Airport rents,fees,and charges on a compensatory basis;
and
iv. Has, in the sole discretion of the County, operated satisfactorily (e.g.,
with no defaults or notices of non-compliance) under a County Lease
for at least one full Operations Year (January - December), or has
provided extraordinary performance security in support of the
obligations of a Signatory Airline.
29
11. Airport Master Plan. The planning document that is commonly referred-to as the
Airport Master Plan is in fact two separate Master Plans, as follows:
a. Airport FAA Master Plan. The Airport Master Plan adopted by the County
pursuant to federal regulations and procedures as a pre-requisite to federal funding of
Airport improvements.
12. Airport LLPs or ALLPs. An acronym meaning Airport Lessees, Licensees and
Permittees. Those persons or business entities holding current written Agreements with
the County(variously structured as leases, licenses or operating permits,or combinations
thereof)to conduct commercial operations at or from the Airport.
13. Commercial Floor Area. As further defined in the Pitkin County Land Use Code, as
amended, Commercial Floor Area is interior habitable space, used or designed for
commercial purposes, which has growth impacts (employees, traffic generation,
consumption of utilities, etc.).
14. County. Pitkin County, a home-rule County organized under the laws of the State of
Colorado, as represented by its duly elected Board of County Commissioners (BOCC).
By law,the County may only bind itself(by Motion,Resolution,or ordinance)pursuant
to a formal vote at a duly constituted public meeting.
15. County Representative. The BOCC may be represented in matters affecting the Airport
by its designee,the County Manager, or the County Manager's designee,the Director of
Aviation, or the Director of Aviation's designee, as indicated in writing.
16. Date of Beneficial Occupancy (DBO). A date specified by the County on which an
Airport LLP begins revenue-producing activities at or from the Airport. For newly
constructed facilities, the DBO occurs after Substantial Completion and may be on or
after the issuance of a Certificate of Occupancy.
17. Director of Aviation. The County Representative for purposes of operational and
administrative decisions at the Airport.
18. Emergency. A situation or set of circumstances involving the Airport that presents
existing or imminent threat of substantial harm to life or property. An emergency may be
apparent or declared by the Director of Aviation or his designees or, in his absence, by
authorized ARFF, fire, emergency response or law enforcement personnel.
19. Enterprise Fund. An accounting device and financing process whereby all Airport
revenues and expenses are considered as one fund and not commingled with other County
revenues and expenses. The Airport has adopted the Enterprise Fund concept in part to
come into compliance with FAA Grant requirements that the Airport charge sufficient
revenues to be self-sustaining and that all Airport revenues be used for Airport-related
purposes.
20. Environmental Quality Improvement Plan (EQIP). A written plan incorporated into
30
an Airport Agreement, that identifies existing and potential environmental hazards and
plans for the reduction or elimination of environmental degradation caused by operations
arising from the occupancy and use of Airport facilities pursuant to the Agreement.
21. Equitable Adjustment. A temporary or permanent adjustment in the revenue and/or the
expense structure of an Airport lease, license or permit that is negotiated by the parties
thereto in response to some future change in circumstances specified in the lease, license,
or permit. An Equitable Adjustment may provide for a net decrease in the rent, fees or
charges owed to the Airport by the LLP and/or a decrease in the obligations of the LLP.
An Equitable Adjustment is to be the minimum adjustment that is commercially
reasonable to respond to the change in circumstances.
22. Exclusive Right. A power, privilege or other right excluding or declaring another from
enjoying or exercising a like power, privilege, or right. An exclusive right may be
conferred either by express agreement, by imposition of unreasonable standards or
requirements, or by any other means. Such a right conferred on one or more parties, but
excluding others from enjoying or exercising a similar right or rights, would be an
exclusive right.
The grant by an Airport of an exclusive right to conduct an aeronautical activity, which
is forbidden by federal regulation, is distinguished from the grant by an Airport of an
exclusive right to occupy or use real estate,which is permitted by federal regulation under
certain conditions.
23. FAA. Federal Aviation Administration, Department of Transportation, United States
Government.
24. FAA Facilities. Those facilities leased, constructed, used, or occupied by the FAA,
including the FAA ATC Tower, ATCRBS Bank Building and related facilities.
25. FAA Grant Agreements. The written agreements between the County and the FAA,
issued by the FAA and accepted by the County as conditions of receipt of federal airport
redevelopment and development funding,that set forth certain contractual obligations of
the County to FAA with regard to the planning, financing, and operation of the Airport.
26. FAR. A Federal Aviation Regulation promulgated by the FAA.
27. FBO Facilities. Public-use facilities on the Airport primarily to serve the customers of a
fixed-base operator, g., GA Terminal, Main Storage Hangar, Maintenance and Repair
Shop/1Iangar.
28. Fixed Base Operator(FBO). As more fully defined in Airport's Minimum Standards, a
Commercial Aeronautical operator that maintains facilities at an airport for the purpose
of:
a. engaging in the retail sale of aviation fuels primarily to purchasers other than
(1) scheduled or supplemental Airlines,or(2)the Department of Defense; and
31
b. performing the minimum aggregation and level of the following aeronautical
activities and/or services: retail fuel sales, maintenance, servicing,parking, tie-down
and storage.
An Operator that provides at least the minimum required aggregation and level of
facilities, activities, and services, including the retail sale of aviation fuel, is classified as
a full-service Fixed Base Operator (FBO); an Operator that provides less than the
minimum required aggregation of facilities, activities and services and does not provide
the retail sale of aviation fuel, is classified as a Specialized Fixed Base operator(S-FBO).
29. Fueling Operation(s)The receipt, storage, or delivery of Fuel for Aircraft at the Airport.
30. General Aviation (GA). The classification of Airport uses involving either non-
aeronautical commercial aircraft and uses, or aeronautical commercial aircraft and uses
under FAR Part 91 and 135 that do not provide scheduled service or require an FAA
Certificate of Public Necessity.
31. Ground Handling Services. Means air conditioning, ground power, baggage handling,
communications access, towing, minor maintenance, and other services needed to
maintain and operate United Airlines, Inc.,and its affiliated airline's aircraft.
32. Handling Agreement. A written Agreement, approved in advance by the County,
between a Signatory Airline and a Requesting Airline,for the Signatory Airline to provide
certain services necessary to support the provision of scheduled commercial air service to
the Airport by the Requesting Airline.
33. Lease Year,License/Permit Year or Operations Year.A lease year or operations year
hereunder shall be as specified in an Airport Agreement or, if not specified, a calendar
year commencing on January 1.
34. Permittee. The Ground Handling Services Company named on the signature page as
executing this Permit.
35. Permit. This Ground Handling Services Operating Permit between County and
Permittee, as the same may be amended, modified,or altered from time to time pursuant
to the terms hereof.
36. Person. An individual, firm,partnership, corporation, company, association,joint-stock
association, or govermnental entity. It includes a trustee, receiver, assignee, or similar
representative of any of them.
37. Premises.Certain identified Airport land areas,buildings,and facilities,collectively,that
are occupied and used by a Signatory Commercial Aeronautical Operator pursuant to an
Agreement with the County.
38. Procurement Action. An administrative process, undertaken by the County pursuant to
its then-current Procurement Code, for the public solicitation and competitive selection
32
of a provider of goods or services to or through the County.
39. Repair and Replacement. The procedures necessary to correct damage to any fixtures,
trade fixtures or equipment caused by casualty or passage of time, in order to return such
damaged items to the same condition as when initially installed and/or constructed,
ordinary wear and tear excepted. All repairs made shall be at least equal in quality to the
original improvements constructed.
40. Retail Fuel Sales. The conduct of Fueling Operations by a Person for money or other
valuable consideration(present,past or future)including services of any kind whatsoever.
41. AS-FBO Facility. A separate building containing separate aircraft hangars, staging, and
parking areas,and supporting administrative,reception and storage areas for the operation
of S- FBOs.
42. Self-Fueling Operations. The conduct of Fueling operations by a Person for its own
Aircraft, using its own equipment and by its own employees.
43. Signatory Airport Operators. General Aviation Commercial Aeronautical Operators
holding valid,then-current written leases, licenses or permits from the County to conduct
and/or provide Aeronautical Activities or Services.
44. Specialized Fixed-Base Operator or S-FBO. As more fully defined in the Minimum
Standards, a Commercial Aeronautical Operator that is permitted by the County to
provide one or more Aeronautical Activities or Services at or from the Airport,but fewer
than the minimum aggregation of facilities,activities and services required to be qualified
as an FBO.
An Operator that provides at least the minimum required aggregation and level of
facilities, activities, and services, including the retail sale of aviation fuel, is classified as
a full-service Fixed Base Operator (FBO); an Operator that provides less than the
minimum required aggregation of facilities, activities and services and does not provide
the retail sale of aviation fuel,is classified as a Specialized Fixed Base Operator(S-FBO).
33
EXHIBIT 2
Aspen/Pitkin County Airport
Ground Handling Lease and Operating Permit
SkvWest Airlines,Inc.
Current Premises,Fixtures and Equipment:
2.1.2 Airline Terminal.
2.1.2.1 Exclusive Areas: (319 sq. ft.) (Maroon)
a) Ticketing counter, Ancillary Administration, Passenger Service
and Signage Areas:
b) Passenger Ticketing Queuing Areas:
c) Baggage Makeup Area: (including baggage conveyor belt and
access doors)
d) Administration and Operations Areas.
e) Baggage Service Office
f) Passenger Service Podiums.
g) Baggage Cart Unloading Area.
2.1.2.2 Preferential Use Areas: (0 sq. ft.)
a) Gate Podium, Ancillary Administration, Passenger Service and
Signage Areas(including counter shell and digital signage)
b) Parts/Utility Room
c) Curbside Baggage Belt
2.1.2.3 Shared Exclusive Use Areas: (0 sq. ft.)
a) Central Passenger Services Area
b) Passenger Security Gate and Securing Area
c) Secured Passenger Holdroom/Boarding Area
2.1.2.4 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;
6) Corridors/ramps;
34
7) Lobbies/passenger waiting areas;
8) Public restrooms;
9) Exterior landscaped/seating areas.
10) Existing vacant FID cabinets, if any.
2.1.3 Airline Terminal SIDA
2.1.3.1 Exclusive Use Outdoor Areas: (479 sq. ft.)(Maroon)
a) Outdoor Covered Space.
b) Ground Service Equipment Staging Area.
35
EXHIBIT 3
Aspen/Pitkin County Airport
Ground Handling Services Lease and Operating Permit
SkyWest Airlines,Inc.
FY 2020 RATES AND CHARGES
(July—December 2020)
3.1. Rents,Fees, and Charges
3.1.1 Occupancy and Use of Airline Terminal interior,AOA, and groundside:
(interior based on$82.86 per sq. ft., exterior based on $27.62 per sq. ft.)
3.1.2 Exclusive Use Indoor Areas: $26,432.34 annually; $2,202.69 monthly.
3.1.3 Preferential Use Areas: $0.00 monthly or$0.00 for six months
3.1.4 Exclusive Use Outdoor Areas: $13,229.98 annually; $1,102.49 monthly.
3.1.5 Shared Exclusive Use Areas: $0.00.
3.1.6 Use of Public Airfield Facilities(Landing Fees): $0.00
36
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EXHIBIT 4
Aspen/Pitkin County Airport
Ground Handling Services Lease and Operating Permit
SkyWest Airlines,Inc.
ENVIRONMENTAL QUALITY IMPROVEMENT PLAN ("EQIP").
With respect to the Permit between the County and Permittee,the EQIP for Permittee shall have
the following elements, consistent with federal law, the County's statutory and contractual
obligations to the Federal Aviation Administration, and Title X of the County Code:
1. Air Pollution. Permittee shall take the following steps to reduce particulates and
emissions(including,without limitation, CO, CO2 CFCs and PM-10):
a. None at this time.
2. Water Pollution and Conservation. Permittee shall take the following steps to reduce
actual or possible water pollution and to conserve water usage:
a. Comply with the Airport's adopted drainage and Storm Water Management
Plan
b. Identify and Comply with fuel spill procedures as required by applicable law
3. Noise Pollution.Permittee shall take the following steps to reduce the impact of noise on
the Airport and the surrounding residential and commercial communities:
a. Aircraft noise abatement procedures, as provided in Title X
b. Allowed hours of operation, as provided in Title X
4. Solid Waste Management. Permittee shall take the following steps to reduce the present
and possible future impacts of solid wastes:
a. Recycling
1) Avoidance of purchases with excessive packaging
2) Re-use of materials whenever possible
37
3) Purchase of recyclable material
4) Recycling of all recyclable materials
b. Handling, storage, and disposal of hazardous materials
5. Fuel and Energy Conservation.Permittee shall take the following steps to conserve
fuel and energy in its operations:
a. Reduction in aircraft and motor vehicle traffic congestion
b. Avoidance of excessive consumption of fuel
c. Avoidance of fuel transfer and storage loss
d. Limitation on aircraft idling, as provided in Title X
N.B.: The County acknowledges that the above-listed elements are organized as a matter of
convenience and that a number of operational practices have impacts in multiple elements, e.g.,
a decrease in motor vehicle traffic congestion could decrease air pollution, the risk of water
pollution,the risk of handling hazardous materials and the excessive use of fuel.
38
EXHIBIT 5
Aspen/Pitkin County Airport
Ground Handling Services Lease and Operating Permit
SkyWest Airlines,Inc.
CLEANING,MAINTENANCE AND REPAIR OF PREMISES AND MAINTENANCE,
REPAIR AND REPLACEMENT OF FIXTURES AND EQUIPMENT.
As used in the Permit and this Exhibit:
The structural elements of the Airline Terminal consist of the foundation, bearing walls, roof, and
exterior surfaces.
The service elements of the Airline Terminal consisting of water and sewer service, including
plumbing fixtures; electrical service, including lighting; and heat and ventilation (all to the
boundary of Permittee's Premises).
The common use and non-exclusive areas of and relating to the Airline Terminal consist of
lobbies/passenger waiting areas; public restrooms; corridors/ramps;pedestrian accessways, doors
and vestibules;motor vehicle access roads;motor vehicle parking lots(public and employee);curb
(for passenger/ baggage loading/unloading); paved sidewalk/passenger loading, unloading areas;
and exterior landscaping/seating areas.
"Cleaning" shall mean daily pickup and disposal of trash and litter and cleaning(periodically or as
indicated)of floors, furnishings, fixtures,trade fixtures, equipment, interior surfaces,and glass.
"Maintenance," with respect to Premises, shall mean procedures necessary(daily, periodically, or
as indicated)to monitor and keep the interior and exterior surfaces in an attractive condition, and
in constant good order and in the same condition as when initially constructed, ordinary wear and
tear excepted and to prevent deterioration of structural elements,roofs,and the interior and exterior
surfaces.
"Repair" with respect to Premises, shall mean the procedures necessary to correct damage to any
improvements caused by casualty, in order to return such damaged areas to the same condition as
when initially constructed. All repairs made shall be at least equal in quality to the original
improvements constructed, ordinary wear and tear accepted.
"Maintenance"with respect to Fixtures and Equipment,shall mean the procedures necessary(daily,
periodically,or as indicated)to monitor and keep the fixtures and equipment in good working order.
At the end of the Permittee's occupancy and use of the Premises hereunder, the Permittee is
responsible for returning all Airport fixtures and equipment used by it to the County in good working
order and in a condition as good as, or better than,received at the beginning of such occupancy and
use, ordinary wear and tear accepted.
39
"Repair and Replacement," with respect to Fixtures and Equipment, shall mean the procedures
necessary to correct damage to any fixtures, trade fixtures or equipment caused by casualty or
passage of time, in order to return such damaged items to the same condition as when initially
installed and/or constructed. All repairs made shall be at least equal in quality to the original
improvements constructed.
40
EXHIBIT 6
Aspen/Pitkin County Airport
Ground Handling Services Lease and Operating Permit
SkyWest Airlines,Inc.
COUNTY LICENSE/PERMIT MINIMUM INSURANCE REQUIREMENTS:
1. Forms, limits, deductibles, and endorsements.
a. Statutory Worker's Compensation with Statutory State of Colorado minimum limits.
Employers' Liability Insurance with limits of no less than$1 million per occurrence
for bodily injury or disease. A Waiver of Subrogation in favor of Pitkin County shall
apply as allowed by law.
b. Commercial General Liability insurance on an occurrence basis, including products
and completed operations, property damage, bodily injury, and personal and
advertising injury with limits of no less than$5 million per occurrence.
Pitkin County shall be named as an Additional Insured"as our interests may appear"
on the Commercial General Liability policy and coverage shall apply on a primary
and non-contributory basis. Any insurance or self-insurance maintained by Pitkin
County,is officers,employees,or volunteers shall be excess of Permittee's insurance
and shall not contribute with it.
c. Commercial Automobile Liability Insurance covering any owned, hired, or non-
owned auto with limits of no less than $5 million per accident for bodily injury and
property damage.
d. Property Insurance shall be obtained and maintained by Permittee with limits of not
less than $1 million or value of all real property being leased, including betterments
and improvements owned by Pitkin County. Pitkin County shall be named as a Loss
Payee. Permittee shall also provide fire insurance on all personal property contained
within or on the leased premises. The policy must be written on an"all risks"basis,
excluding earthquake and flood. The contract shall insure for not less than ninety
(90) percent of the actual cash value (ACV) of the personal property and Permittee
shall name Pitkin County as an Additional Insured on such policy.
Insurance shall be placed with insurers authorized to conduct business in the State of
Colorado with a current A.M. Best rating of no less than A:VII.
2. Certificates of Insurance.
41
To provide evidence of the required insurance coverages, copies of Certificates of Insurance
in a form acceptable to the County, and copies of required endorsements,shall be filed with
the County(through the Director of Aviation and Department of Risk Management)no later
than ten(10)calendar days prior to commencement of operations at,to,or from the Airport,
and within 30 days upon renewal of any policy. 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. Failure to obtain the required
documents prior to the inception of the contract shall not waive the Permittee's obligation
to provide them.
These Certificates of Insurance shall contain a provision that coverage afforded under the
policies will not be canceled or adversely materially altered unless at least thirty (30)
calendar days, except ten (10) calendar days as respects non-payment of premium, written
notice.
Permittee shall require and verify that all subcontractors/contractors engaged by Permittee
to perform work at Aspen/Pitkin County Airport shall maintain insurance meeting all
requirements stated herein, and Permittee shall ensure that Pitkin County is an Additional
Insured on insurance required by from subcontractors/contractors.
The required limits of liability may be provided by a combination of primary and excess
(umbrella) policies, but in no event shall the total limits of liability available for any one
occurrence or accident be less than the amount required.