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1985-003-RES WHEREAS, the City of Paris has received a request for permit and lease from Roger Sadler, d/b/a Saber RESOLUTION NO. 85-003 WHEREAS, the City of Paris has received a request for permit and lease from Roger Sadler, d/b/a Saber Aviation, to provide the services of a fixed base operator at Cox Field, Paris, Texasl and, WHEREAS, the City Council of the City of Paris deems it to be in the best interest of the citizens of Paris and the flying public to permit a fixed base operator to exercise this function in lieu of government exercising this func- tionl and, WHEREAS, the contract attached hereto as Exhibit A is in all things approvedl NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, That the Mayor of the City of Paris, Joe Graham, be, and is hereby authorized and directed to execute on behalf of the City of Paris the contract with Roger Sadler, d/b/a Saber Aviation, for fixed base operator services and lease of space in the form of Exhibit A attached hereto. BE IT FURTHER RESOLVED, That upon the completion of applications for aeronautical activities enumerated in the aforesaid contract, that the City Manager of the City of Paris shall issue aeronautical activity permits so requested. Passed and adopted this 14th day of January, 1985. ~&V)h~lil~) J e Graham, Mayor ATTEST: JR ~~- H. C. 'oreene, City Clerk APPROVED AS TO FORM: es, City Attorney THE STATE OF TEXAS ~ ~ SS COUNTY OF LAMAR ~ EXHIBIT "A" This contract and lease agreement is made by and between the City of Paris, a municipal corporation located in Lamar County, Texas, acting by and through its Mayor Joe Graham, duly authorized, hereinafter called "lessor" and Roger Sadler dlbl a Saber Aviation, hereinafter called "lessee." Witnesseth" Whereas, lessor owns and operates Cox Field, herein- after called "airport", located in the County of Lamar, State of Texas, and Whereas, lessor deems it advantageous to itself and to its operation of the airport to lease unto lessee certain privileges, rights, uses and interests therein, as herein- after set out; and ..'hereas, lessee proposes to lease on a generally net basis from lessor certain ground space, and to avail itself of certain privileges, uses and rights pertaining thereto; and Whereas, lessee has indicated a willingness and ability to properly keep and maintain said premises in accordance with standards established by lessor; and Now, therefore, know all men by these presents: ARTICLE I That for and in consideration of the terms, conditions and covenants of this lease to be performed by lessee, all of which lessee accepts, If'ssor hereby leases to If'ssee and lessee hereby hires from lessor certain property, together vlith any improvements thereon, hereinafter called "demised premises" , and certain attendant privileges, uses and rights, as hereinafter specifically set out. A. Description of Premises Demised. The demised premises are as described in the field notes marked Exhibit "A" and outlined in red on the plat marked Exhibit "B" and the personal property described on Exhibit "e," all Exhibits being attached hereto and incorporated herein for all purposes. B. Description of General Pri.vileges, Uses and Rights. Lessor hereby grants to lessee the following general privileges, uses and rights, in common with others, all of which shall be subj ect to the terms, condi tions and covenants hereinafter set forth and all of which shall be nonexclusive on the airport: (1) The use in common with the public generally of all public airport facilities and improvements which are now or may hereafter be connected with or appurtenant to said airport, except as hereinafter approach areas, runways, taxi-ways, public aprons, public automobile parking areas, public roadways, public sidewalks, navigational and avigational aids, lighting faciliti-es, public terminal facil- ities or other public facilities appurtenant to said airport. (2) The right of ingress to and egress from the demised premises over and across public roadways serving the airport for lessee, its agents, employees, servants, patrons, invitees, suppliers of service and furnishers of material. (3) The right to maintain and rent daily, weekly or monthly be> s is, located in the areas outlined in B. to others on a tie down spaces blue on Exhibit (4) Said rights above shall be subject to such ordinances, rules and regulations as now or may hereafter have application at the airport. C. Description of Specific Privileges, Uses and Rights. In addition to the general pri-vileges, uses and rights hereinabove described and without limiting the generality thereof, lessor hereby grants to lessee the right to engage in cor.:rrnercial aviation activities, as defined in paragraph d below, subject to the conditions and covenants hereinafter set out. D. Definition of Commercial Aviation Activities and Fixed Base Operation. "Commercial Aviation Activities and Fixed Base Operation" are hereby defined as those activities which involve the sale of aviation services for profit to the general public. Said aviation services shall include: (1) The loading and unloading of aircraft in any lawful activity as incidental to the conduct of any services or operations outlined in this paragraph. (2) The maintenance, repair and storage of aircraft, which shall include overhauling, rebuilding, repairing, inspection and licensing of same, and the purchase and sale of parts, equipment and accessories therefor. (3) The operation of a business of buying and selling aircraft and parts and accessories therefor, and aviation equipment of all descriptions either at retail, wholesale or as dealer. (4) The training on the airport of personnel in the employ of lessee and/or lessee's tenants and sublessees and the training on the airport of members of the general public as students, or otherwise in any art, science, craft or skill pertaining directly or indirectly to aircraft. (5) The location, construction, erection, maintenance , (7) The operation and sa Ie of aerial survey, photo- graphy and mapping services. (8) The operation of nonscheduled air taxi and charter transportation of passengers. (9) The operation of schools for the instruction of flying, navigation, mechanics, aerial survey, photography, aircraft design, theory and con- struction. (10) The renting and leasing of space in hangars or tie down areas existing or to be constructed hereunder for the private storage of aircraft on a d2ily, weekly, monthly or annual basis. (11) Subject to the prior written 2pproval of lessor, the undertaking of any phase of avia tion activity in any way contributing to air transportation or aerial navigation. E. Conditions of Granting Lea se. The granting of this lease is conditioned upon the following covenants: (1) That lessee "Iill abide by and comply Hith all rules, regulations, ordinances and laws pertaining to the use of the airport located at Cox Field, including but not limited to the City of Paris Airport Manual and Federal Aviation Administration rules and regulations pertaining to Cox Field, and in addition thereto will abide by and comply with all ordinances of the City of Paris and all laws of the State of Texas governing citizens and property within the City of Paris. (2) That the lease is subject to all the terms, provisions and conditions of the deed of con- veyance of such premises from the United States of America to the City' of Paris, recorded in Book 308, Page 287 Deed Records of Lamar County, Texas, to which reference is made for all purposes. (3) That lessee, his successors or ass igns, agrees that in the event facilities are constructed, maintained, or otherwise operated on the said property described in this lease for a purpose for I'lhich a Department of Transportation program or activity is extended or for another purpose involving the provision of similar services or benefits, the lesseE' shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally- assisted programs of the Department of Trans- portation-Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended. ", shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, (3) that the lessee shall use the prenises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations, DepartMent of Transportation, Subtitle A, Officc of the Spcrctary, Part 21, Nondiscrimination in Federally-assisted programs of the Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended. (5) That lessee shall comply with all conditions an requirements established in Department of Trans- portation, Federal Aviation Administration, Grant Agreements No. 8-48-0169-02 and No. 6-48-0169-03. (6) That lessee will use such premises for aero- nautical activities for which he holds a permit issued by the City of Paris in accordance with Article II of Chapter 6 of the Code of Ordinances of the City of Paris. ARTICLE II Obligations of Lessor A. Clear Title. Lessor covenants and agrees that at and until the granting of this lease it is well seized of the leased premises and has good title thereto, free and clear of all liens and encumbrances having priority over this lease; and that lessor has full right and authority to lease the same as herein set forth. Lessor further covenants that all things have happened and been done to make its granting of said lease effective and lessor warrants to lessee peaceful possession and quiet enjoyment of the leased premises during the term hereof, upon performance of lessee's covenants herein. B. Operation as a Public Airport. Lessor covenants and agrees that during the term of this lease it will operate and maintain the airport and its public airport facilities, as defined hereinabove. as a public airport cons is tent with and pursuant to the sponsor's as sur 8nces given by lessor to the United States Government through the Federal Airport Act. C. Condition and Maintenance of Premises. Upon execution of this agreement, lessor shall assume no further responsibility or liability as to the condition of the premises and personality demised hereunder and shall not assume responsibility or liability for maintenance, upkeep, or repair necessary to keep said premises in a safe and serviceable condition, except that lcssor shall maintain the extension and the public access areas of the airport terminal buildings, crash truck and the runway and taxiways, painting and lettering, furnishing of light bulbs, toilet paper, towels, wax, buffer, window panes, paint and buckets, ARTICLE III Obligations of Lessee A. Net Lease. Except as herein specifically pro- vided, the use and occupancy of the demised premises by lessee shall be without cost or expense to lessor. It shall be the sole responsibility of lessee to keep, maintain, repair and operate the entirety of all the premises leased hereunder and all improvements and facilities thereon at lessee's sole cost and expense. B. Minimum Hours of Operation. Lessee shall maintain FBO and fuel sales operation from 8:00 A.M. to 5:00 P.M. from October 1 through March 31 and from 8: 00 A.M. to dark from April 1 through September 30. C. Purchase of Equipment. Lessee shall purchase the equipment shown on Exhibit at the prices shown thereon. Any items shovm on said exhibit without a price is being delivered to Lessee for his use during the term of this lease at no cost to lessee, to be returned to lessor at the expiration or termination of this lease. D. Conditions of Premises. Lessee accepts all the premises demised hereunder in their present condition, and, without expense to lessor, will repair and maintain any installation thereon, and remove or cause to be removed any debris to the extent required to keep said premises in a neat and presentable condition at all times. E. Obligation to Construct. Lessee, at his sole cost and expense, shall provide for the location, construction, erection and maintenance of improvements upon the demised premises for the purpose of carrying out the activities provided for herein. Said improvements shall include: upgrading the terminal waiting area, installation of 24-hour weather information, necessary antenna's, restaurant (future), tie down areas (future), hangars (future), office (future) and other construction as necessary to serve the flying public and citizens of Paris, Texas. Lessee's plan for FBO office in terminal waiting room as depicted on Exhibi t is approved; however, the requirements of paragraph E hereunder must be met. All plans and specifications for the construction of buildings and improvements and other facilities contem- plated hereunder shall be prepared by lessee as hereinafter set out and shall require the written approval of lessor before any construction or installation may be undertaken. F. Recovery of Capital Expenditure. As a part of the consideration hereof, lessor agrees lessee shall have the right to recover his capital expenditure for newly con- structed buildings by use thereof during the depreciated life of the same as mutually agreed to by lessor and lessee. G. Minimum Improvement Standard. As part of the consideration hereof, lessee further covenants and agrees that all improvements hereunder shall be constructed in ~ state and federal codes, laws, ordinances and regulations now in force or hereafter prescribed by authority of law. Lessee shall at its sole cost and expense obtain all necessary licenses and permits. 1. Construction Schedule. Lessee shall proceed in a reasonably diligent manner to complete construction. Upon completion of construction, title to all permanent improvements shall vest in lessor. All other improvements of a nonpermanent nature, and all trade fixtures, machinery and furnishings made or installed by lessee may be removed from the leased premises at any time by lessee except as otherwise provided in this lease. J. Maintenance. Lessee shall, at its sole cost and expense, maintain all the premises demised hereunder, and the improvements and appurtenances thereto, in a presentable condition consistent with good business practice in a safe, neat, sightly and good physical condition. Lessee shall repair all damages to said premises caused by its employees, patrons, or its operation thereon; shall maintain and repair all equipment thereon, except as herein otherwise speci- fically provided, including any buildings and improvements; and shall repaint its own buildings and facilities as necessary. Lessee agrees that in the event it shall become necessary to make changes within the area covered by this lease, of plumbing, any wiring or similar installations, lessee will promptly make such changes and installations at its sole expense, subject to the approval by lessor and in accordance with all applicable federal, state and municipal laws or regulations. Lessor, in its reasonable discretion, shall be the sole judge of the quality of maintenance. Upon written notice by lessor to lessee, lessee shall be required to perform whatever maintenance .lessor deems necessnry. If such maintenance is not undertaken by lessee within ten (10) days after receipt of written notice, lessor shall have the right to enter upon the demised premises and perform such maintenance, the cost of vlhich shall be borne by lessee. K. Grounds t-1aintenance. Lessee shall maintain the grounds on Exhibit "D" as follows: (1) Those areas in green at a vegetation level not to exceed 7~ inches. (2) Those areas depicted in red shall be maintained at a vegetation level not to exceed 4% inches. (3) Keep the vegetation light to a maximum of least Vii feet. around runway and taxiway 3 inches for distance of at (4) Keep hedges trimmed in keeping with the landscape design. nondiscriminatory prices for each unit of sale or service will be charged. M. Utilities. Lessee shall assume and pay for all costs or charges for utility services furnished to lessee during the term thereof, except that lessee shall not pay for water, electricity or gas being furnished to the terminal and incidentally to lessee. Lessee shall have the right to connect to any" and all storm and sanitary sewers and all water and public utilities at its own cost and expense, and lessee shall pay for any and all service charges incurred therefor. N. Trash, Fire Extinguishers, etc. Lessee shall provide a complete and proper arrangement for the adequate sanitary handling and disposal away from the airport of all trash, garbage, and other refuse caused as a result of the operation of its business. Lessee shall provide and use sui tab le covered metal receptacles for all such garbage, trash and other refuse. Piling of boxes, cartons, barrels or other similar items in an unsightly or unsafe manner on or about the del'lised premises shall not be permitted. Lessee shall also provide and maintain in proper condition readily accessible fire extinguishers in a number and of a type approved by fire underwriters for the par- ticular hazard involved. O. Air Crash And Rescue Services. Lessee shall provide air crash and air rescue services utilizing the crash truck provided by lessor with lessee performing routine maintenance thereon and with lessor performing heavy maintenance and repair. Lessee will provide crash and rescue training for one person at a tuition cost not to exceed $200.00, with lessor furnishing fire training through City of Paris Fire Department. P. Signs. Lessee shall not maintain upon the outside of any improvements or elsewhere"on the demised premises any billboards or advertising signs without the prior written consent of the airport manager. Flashing lighted signs shall be prohibited. Q. Field Use Charges. Nothing herein shall be deemed to relieve lessee and its tenants, sublessees, patrons, invitees, and others from such field use charges, including fuel flowage fees, as are levied generally by lessor directly or indirectly at the airport. R. Landlord's Lien. Lessee hereby gives, grants and pledges unto lessor a contractual landlord' s lien upon all property, tangible or intangible, and property rights belonging to lessee now or at any time hereafter placed in or upon the demised premises to secure the prompt payment of all rentals and fees and the performance of any or all covenants and obligations to be kept and performed by lessee hereunder. ARTICLE IV of five (5) years beginning January 1, 1990 and ending December 31, 1994, and in the event this option is exercised and Lessee exercises and performs all of its duties and obligations hereunder during the first optional term hereof, then upon applying in writing not less than six (6) months nor !'lore than nine (9) months before the end of the said first optional term lessee shall have the right of a second optional term of five (5) years beginning January 1, 1995 and ending December 31, 1999, and then if lessee exercises and performs all of its duties and obligations hereunder during the second option term hereof, then upon applying in writing not less than six (6) months nor more than nine (9) months before the end of the sai d second optional ten"!, lessee shall have the right to exercise an option for a third optional five (5) year term beginning January 1, 2000, and ending December 31, 2004. Such first, second and third optional terms to be on the same terms and conditions and rental rates as established for primary term. If lessee exercises and performs all of its duties and obligations hereunder during the primary term, the first optional term, the second optional ter!'l and the third optional term, then upon applying in writing not less than six (6) months nor more than nine (9) months before the end of the said third optional term, lessee shall have the fi.rst right of refusal to execute a new lease of the demised premises for two addi- tional consecutive five-year periods, . with each lease for such additional period to be on such terms and conditions as lessor may prescribe and with the rentals provided for therein to be based on rental rates of comparable Fixed Base Operation lease in Northeast Texas at the time of the execution of each additional lease agreement. The addi- tional leases shall be upon the same terms and conditions herein other than as to rental rates. ARTICLE V Hangar Rental Option A. Option. In the event lessee exercises and performs all of its duties and obligations hereunder lessee is given and granted the right of first refusal to lease the City of Paris Main Hangar depicted on Exhibit "D" hereto attached. This option is available at the termination of the current lease to James M. Wrenn, Jr. ARTICLE VI A. Flowage Fee in Lieu of Rental for Ground and Equipment. As annual ground and equipment rental for real and personalty shown on Exhibit "A" and "B" attached hereto Lessee shall pay to Lessor a fuel flowage fee as follows: From To Gallons Fee per Gallon o 135,000 135,000 200,000 $ .01 .02 , ground rental payable hereunder to conform to rentals then prevailing at the airport for comparable ground space. C. Time of Payment. All fuel flowage fees shall be paid on or before the tenth day of the month following the month in which the sale was made. ARTICLE VII Insurance and Indemnification A. Fire Insurance. During the full term of this lease, lessee shall, at its sole cost and expense, cause all improvements constructed on the demised premises to be kept insured to the full insurable value thereof against the perils of explosion, fire and like perils. Said insurance shall be procured from a company authorized to do business in the State of Texas and satis- factory to lessor, and lessee shall provide evidence satis- factory to lessor that such coverage has been procured and is being maintained. The proceeds of any such insurance paid on account of any of the perils aforesaid shall be used to defray the cost of repairing, restoring or reconstructing said improve- ments, as necessary, in the opinion of lessor. Property insurance policies required by this paragraph shall contain waiver of subrogation endorsements and shall contain a provision that no change, cancellation or renewal of such insurance shall take effect until 8t least thirty (30) days after notice thercof in writing has been delivered to lessor. B. Indemnification. Lessor shall stand indemnified by lessee as herein provided. Lessee is and shall be deemed to be an independent contractorBnd operator responsible to all parties for its respective acts or omissions, and lessor shall in no way be responsible therefor. Lessee covenants and agrees to indemnify, hold harl'1less and defend, at its expense, lessor, its officers, agents, servants or employees from and against any and all claims or suits for damages or injury, including death, to any and all persons or property, of whatsoever kind or character, arising out of or incident to the leasing, use, occupancy, or maintenance of the premises by lessee, its officers, agents, employees, patrons, contractors, subcontractors, licensees or invitees; and lessee does hereby assume all liability and responsi- bility of lessor, its officers, agents, servants, and employees for any and all claims or suits for damages or injuries, including death, to any and all persons or property, of whatsoever kind or character, whether real or asserted, occurring during the term of this lease in connection with the use, occupancy or maintenance of the premises by lessee, its officers, agents, employees, patrons, contractors, subcontractors, licensees or invitees; and lessee hereby indemnifies and holds harmless lessor for any and all damage or destruction to lessor's property .. imposed upon the premises demised hereunder arising as a result of lessee's conduct or inactivity. C. Public Liability Insurance. Lessee shall promptly, after the execution of this lease, provide public liability insurance for personal injury or death and property damage in a minimum sum of Two Million and No/lOa dollars ($2,000,000.00) arising out of anyone accident or other cause. D. maintain Insurance Workers' Compensation Insurance. in force a policy of Workers' in accordance with State laws. Lessee shall Compensation Lessee shall maintain said insurance with insurance underwriters authorized to do business in the State of Texas and approved by lessor. Lessee shall furnish lessor with a certificate from the insurance carrier showing such insurance to be in full force and effect during the entire term of this lease, or shall deposit with the lessor copies of said policies. provision material delivered effective Said policies or certificates shall contain a that written notice of cancellation or of any change in said policy by the insurer shall be to lessor thirty (30) days in advance of the date thereof. ARTICLE VIII Cancellation Assignment and Transfer A. Cancellation by Lessor. This lease shall be subject to cancellation by lessor in the event lessee shall: (1) Be in arrears in the payment of the whole or any part of the amounts agreed upon hereunder for a period of fifteen (15) days after the time such payments become due. (2) Make a voluntary or involuntary assignment for the benefit of creditors. (3) File a voluntary petition in bankruptcy. (4) Abandon the demised premises. (5) Fail to replace any improvements by lessee have been destroyed by fire, explosion, within six (6) months from the date of destruction, or, which etc. , such (6) Default in the performance of any of the covenants, and conditions required herein. In any of the aforesaid events, lessor shall give lessee written notice of such breach or default, an lessee shall immediately correct same. If within thirty (30) days from the date of such notice, the breach or default com- L occurrence of said event to correct same. copy hereof, shall be sufficient warrant All rental due hereunder shall be payable termination. This lease, or a for any person. to said date of Failure of lessor to declare this lease terminated upon the default of lessee for any of the reasons set out shall not operate to bar or destroy the right of lessor to cancel this lease by reason of any subsequcnt default or violation of the terms hereof. B. Assignment and Transfer. This lease shall not be assigned in whole or in part by lesspc without the prior written consent of lessor and any attempted assignment without such prior written consent shall be void. C. Suspension of Lease. During the time of war or national emergency, lessor shall have the right to lease the landing area of any part of said airport to the United States Government for military or naval use. If any such lease is executed, any provisions of this instrument which are inconsistent with the provisions of the lease to the government shall be suspended. Nothing contained in this lease shall prevent lessee from pursuing any rights which lessee may have for reimbursement from the United States Government for the taking of any part of this leasehold or for any loss or damages caused to lessee by the United States Government. ARTICLE IX Rights Upon Termination Upon termination of this lease other than under Article VII, paragraph A hereof, lessf'c shall immediately remove all persona 1 property from the demised premises and return the premises and improve~eDts thereon to lessor in a good state of repair. Any property remaining on the premises after termination shall, at lessor's sole option, become the property of lessor or same may be removed and lor disposed of in any manner dpemed appropriate by lessor. Lessor shall not be liable in any manner for such removal andlor disposal; and the cost and expense of such removal andlor disposition shall be paid by lessee. ARTICLE X General Provisions A. Concessions and stipulated that establishment thereof Excluded. It: is specifically agreed the following concessions and the are excluded from this leRse, to-wit: (1) Ground transportation for hire. (2) News. (1;\ n........1-......._ __...:l ___, _. ~ C. Taxes. Lessee agrees to pay any taxes or assess- ments which may be lawfully levied against 1 c~osee I s occu- pancy or use of the demised premises, or uny improvemcnts or property placed thereon, as a result of lessf'c's occupancy. D. Subordination of Lease. This lease shall be subordinated to the provisions of any existing or future agree~ent between lessor and the United States relative to the operation or maintenance of the airport, the execution of which has been or may be required as a condition precedent to the expenditure of federal funds for the development of the airport. E. Paragraph Headings. The p;lrilgraph headings contained herein are for the convenience in reference and are not intended to define or limit the scope of any pro- vision of this lease. F. Notices. Notices to lessor provided for herein shall be sufficient if sent by certified mail, postage prepaid, addressed to airport manager, Cox Field, P. O. Box 1037, Paris, Texas, and notices to lessee if sent by certified mail, postage prepaid, addressed to Roger Sadler, or to such other addresses as the parties may designate to each other in writing from time to tine. G. Succes sors and Ass igns. All of the terms, covenants and agreements herein contained shall he binding upon and shall inure to the bemefit of su~ceS8ors and assigns of the respective parties hereto. H. Venue. The venue of any action brought on this contract sh2ll lie in Lamar County, Texas. Executed at Paris, Lamar County, Texas, this 14th day of January, 1985. CITY OF PARIS " By __.~___~_ Joe Gra6am, Mayor ATTEST: H. C. Greene, City Clerk APPROVED AS TO FORM: T. K. Haynes, City Attorney-