AIRLINE OPERATING AGREEMENT AND TERMINAL BUILDING LEASE
MINNEAPOLIS-ST. XXXX INTERNATIONAL AIRPORT
BETWEEN
METROPOLITAN AIRPORTS COMMISSION
AND
AIRLINE NAME
------------
EFFECTIVE JANUARY 1, 1999
TABLE OF CONTENTS
Page
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I. DEFINITIONS 1
A. DEFINITIONS 1
B. HEADINGS AND CROSS REFERENCES 11
II. TERM 12
III. USE OF THE AIRPORT 13
A. AIRLINE RIGHTS 13
B. EXCLUSIONS, RESERVATIONS, AND CONDITIONS 16
C. USE OF THE INTERNATIONAL ARRIVALS FACILITY 19
IV. PREMISES 20
A. LEASED PREMISES 21
B. EXCLUSIVE/PREFERENTIAL LEASED AREAS 21
C. COMMON BAG CLAIM AREAS 25
D. MEASUREMENT OF SPACE 26
E. ACCOMMODATION OF OTHER AIRLINES 26
F. WIDE BODY AND BOEING 757 ACCESS 29
G. ACCESS 29
H. SHORT TERM GATES 30
I. REGIONAL RAMP 31
J. RELINQUISHMENT OF PREMISES 32
K. MID-TERM RELINQUISHMENT OF PREMISES 32
L. SURRENDER OF PREMISES 33
V. RENTS, FEES, AND CHARGES 35
A. GENERAL 35
B. RENTS, FEES, AND CHARGES 35
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C. MONTHLY ACTIVITY REPORT 37
D. SECURITY DEPOSITS 38
E. PAYMENT PROVISIONS 39
F. NET AGREEMENT 40
G. NO OTHER FEES AND CHARGES 40
H. PASSENGER FACILITY CHARGES 40
I. NON-WAIVER 41
J. NONSIGNATORY LANDING FEES 41
K. AFFILIATED AIRLINE 41
VI. CALCULATION OF RENTS, FEES, AND CHARGES 42
A. GENERAL 42
B. CALCULATION/COORDINATION PROCEDURES 42
C. LANDING FEES 43
D. ENVIRONMENTAL SURCHARGE 46
E. TERMINAL APRON FEES 46
F. REGIONAL RAMP FEES 47
G. TERMINAL BUILDING RENTS 48
H. CARROUSEL AND CONVEYOR CHARGE 49
I. IAF USE FEES 50
J. YEAR-END ADJUSTMENTS OF RENTS, FEES, AND CHARGES 51
VII. CAPITAL EXPENDITURES 52
A. GENERAL 52
B. CAPITAL PROJECTS SUBJECT TO MII REVIEW 53
C. CAPITAL PROJECTS NOT SUBJECT TO MII REVIEW 54
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D. 2010 PLAN AIRFIELD PROGRAMS 55
VIII. INSTALLATION, MAINTENANCE AND UTILITIES 57
A. OBLIGATIONS OF MAC 57
B. OBLIGATIONS OF AIRLINE 59
IX. DAMAGE OR DESTRUCTION OF PREMISES 61
A. DAMAGE OR DESTRUCTION 61
B. FORCE MAJEURE 62
X. INDEMNITY AND LIABILITY INSURANCE 63
A. INDEMNIFICATION 63
B. LIABILITY INSURANCE 64
C. OTHER INSURANCE 66
D. ENVIRONMENTAL LIABILITY 66
XI. ASSIGNMENT, SUBLETTING, AND GROUND HANDLING 69
A. ADVANCE APPROVAL 69
B. ASSIGNMENT 70
C. SUBLEASE AGREEMENT 70
D. GROUND HANDLING AGREEMENT 71
E. BANKRUPTCY 71
XII. ARBITRATION 73
XIII. SUPPLEMENTAL AGREEMENTS 74
A. GOLD CONCOURSE 74
B. TEMPORARY REGIONAL TERMINAL 77
C. FIS BAG BELT ENCLOSURE 80
D. TERMINAL BUILDING 81
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E. MONTH TO MONTH PREMISES 81
XIV. EVENTS OF DEFAULT; REMEDIES 82
A. EVENTS OF DEFAULT 82
B. REMEDIES 83
XV. TERMINATION 85
A. TERMINATION BY MAC 85
B. TERMINATION BY AIRLINE 85
C. TERMINATION BY GOVERNMENT TAKING 86
XVI. GENERAL PROVISIONS 87
A. INTERPRETATION 87
B. COMPLIANCE WITH LAW 87
C. CIVIL/HUMAN RIGHTS LAWS 90
D. ECONOMIC NONDISCRIMNATION 91
E. GRANTING OF MORE FAVORABLE TERMS 91
F. CONSENTS, APPROVALS, AND NOTICES 92
G. WAIVER 92
H. APPLICABLE LAW AND FORUM SELECTION 93
I. SUCCESSORS 93
J. INSPECTION 93
K. QUIET ENJOYMENT 94
L. NON-LIABILITY OF AGENTS AND EMPLOYEES 94
M. NO PARTNERSHIP OR AGENCY 94
N. SECURITY 94
O. SUBORDINATION TO AGREEMENTS WITH THE U.S. GOVERNMENT 96
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P. NO EXCLUSIVE RIGHT 96
Q. CONCERNING DEPRECIATION AND INVESTMENT CREDIT 96
R. ATTORNEY'S FEES 97
S. SAVINGS 97
T. MASTER TRUST INDENTURE 97
U. TERMINATION OF PRIOR AGREEMENTS 98
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EXHIBITS
A - Airport Layout Plan
B - Airfield
C - Terminal Building
D - Terminal Apron/Terminal Ramp
E - Gold Concourse
F - Landside Area
G - Other Areas
H - International Regularly Schedule Airline Service Criteria
I - 2010 Plan
J - Premises
K - Guidelines for Administering Validated Airport Parking
L - Regional Aircraft Parking Plan
M - Indirect Cost Center Allocations
N - Illustration of Calculation of Rents, Fees, and Charges
O - Initial Rentable Square Footage
P - Maintenance Responsibility Matrix
Q - Regional Terminal Square Footage
R - FIS Bag Belt Enclosure
S - Terminal Building Self-Liquidating Projects
T - Month to Month Premises
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AIRLINE OPERATING AGREEMENT AND TERMINAL BUILDING LEASE
MINNEAPOLIS-ST. XXXX INTERNATIONAL AIRPORT
THIS AGREEMENT (hereinafter referred to as "Agreement" or "Airline
Operating Agreement and Terminal Building Lease"), effective as of January 1,
1999, by and between the Metropolitan Airports Commission, a public corporation
under the laws of the State of Minnesota (hereinafter referred to as "MAC" or
"Commission"), and AIRLINE NAME a corporation organized and existing under the
laws of the State of STATE OF INCORPORATION and authorized to do business in the
State of Minnesota (hereinafter referred to as "AIRLINE").
WHEREAS, MAC owns and operates the Airport (as hereinafter defined) and
has the power to grant rights and privileges thereto; and
WHEREAS, AIRLINE operates an Air Transportation Business (as
hereinafter defined) and desires to use or lease from MAC certain premises and
facilities and to acquire from MAC certain rights and privileges in connection
with its use of the Airport;
NOW, THEREFORE, in consideration of the premises and of the mutual
covenants and agreements herein contained, MAC and AIRLINE agree as follows:
I. DEFINITIONS
A. DEFINITIONS
1. "Affiliated Airline" means an Airline other than
AIRLINE that (a) operates aircraft of 72 passenger
seats or less at the Airport and is party to a code
share agreement with AIRLINE applicable to such
Airline's flights to and from the Airport, (b) has
signed an Airline Operating Agreement and Terminal
Building Lease similar to the form of this Agreement,
and (c) has been designated in writing by AIRLINE as
an "affiliate" of AIRLINE.
2. "Air Operations Area" and "AOA" shall be
interchangeable terms and both terms shall mean any
area of the Airport used or intended to be used for
landing, taking off, or surface maneuvering of
aircraft, including the tug drive and all other areas
shown on Exhibit A or as amended by the Executive
Director, within that portion of the Airport which is
enclosed by fencing, walls, or other barriers and to
which access is controlled through designated entry
points, but excluding all exclusive leasehold areas.
3. "Air Transportation Business" means the carriage by
aircraft of persons or property as a common carrier
for compensation or hire, or the carriage of mail by
aircraft in commerce, and activities directly related
thereto.
4. "AIRLINE" means the entity that has executed this
Agreement.
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5. "Airline" means an entity (including AIRLINE) that
operates an Air Transportation Business at the
Airport.
6. "Airport" means Minneapolis-St. Xxxx International
Airport located in Hennepin County, Minnesota,
including but not limited to those contiguous and
non-contiguous areas shown on Exhibit A attached
hereto and incorporated herein, together with any
additions thereto, or improvements or enlargements
thereof, hereafter made, whether contiguous or not.
7. "Airport Cost Centers" means areas of the Airport and
the Airport System to be used in accounting for
airport revenues and expenses and for calculating and
adjusting certain rents, fees, and charges described
herein, as shown in Exhibits B, C, D, E, F and G as
such areas now exist or may hereafter be modified or
extended, and as more particularly described below.
Such Exhibits B, C, D, E, F and G shall be updated
periodically to reflect changes to Airport Cost
Centers.
a. "Airfield" means the runways, taxiways,
approach and clear zones, safety areas,
infield areas, landing and navigational
aids, and other facilities and land areas
which are not leased to any entity and are
required by or related to aircraft
operations (landings, takeoffs, and taxiing)
at the Airport and other facilities as
generally shown on Exhibit B including, but
not limited to, the control tower, roads,
tunnels, and collection and processing
facilities for deicing agents and shall
include on-Airport noise costs and
Off-Airport Aircraft Noise Costs, but
excluding any areas under lease at any time.
b. "Terminal Building" means the passenger
terminal buildings known as the Lindbergh
Terminal, the Regional Terminal, the
Southwest Addition, Red Concourse, Blue
Concourse, and Green Concourse as shown on
Exhibit C, including the Temporary Regional
Terminal and related facilities at the
Airport including, but not limited to,
underground parking beneath the Lindbergh
Terminal, a portion of the auto
rental/parking/terminal people mover, the
Ground Transportation Center (the "GTC"),
skyways, and the Energy Management Center,
together with additions and/or changes
thereto (but excluding the Gold Concourse,
but including the IAF).
c. "Terminal Apron" and "Terminal Ramp" shall
be interchangeable terms and both terms
shall mean the aircraft parking apron
serving both the Terminal Complex and the
commuter airlines, which latter area is
known as the Regional Ramp, as shown on
Exhibit D, together with any additions
and/or changes thereto.
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d. "Gold Concourse" means the original Loading
Pier A which consists of gates 1-9, the
Loading Pier A Extension which consists of
the balance of the gates (gates 10 through
the end of the concourse), and the Gold
World Club, all as more specifically
depicted on Exhibit E.
e. "Xxxxxxxx Terminal" means the Xxxxxx X.
Xxxxxxxx Terminal building located on 34th
Avenue South at the Airport or any
replacement facility.
f. "International Arrivals Facility" or "IAF"
shall be interchangeable terms and both
terms shall mean the space in the Terminal
Complex utilized for the arrival and
departure of international flights, all as
more specifically depicted on Exhibit C.
g. "Reliever Airports" means the general
aviation airports owned and operated by
Commission, including but not limited to St.
Xxxx Downtown Airport, Flying Cloud Airport,
Crystal Airport, Anoka County-Xxxxxx
Airport, Lake Elmo Airport, and Airlake
Airport.
h. "Landside Area" means the upper and lower
level terminal roadways, the inbound and
outbound terminal roads, the commercial
lane, rental car service and storage areas,
a portion of the auto
rental/parking/terminal people mover, rental
car ready/return areas, skyways, and the
automobile parking areas (except the
underground parking beneath the Lindbergh
Terminal) at the Airport as shown on
Exhibit F.
i. "Equipment Buildings" means the building and
ground areas at the Airport provided for the
storage of equipment owned and/or
rented/leased by MAC including, but not
limited to, shops, storage facilities, and
vehicle parking areas.
j. "ARFF" means the building and ground areas
at the Airport provided for aircraft rescue
and fire fighting functions.
k. "Police" means the building and ground areas
at the Airport provided for police
functions.
l. "Administration" means the building and
ground areas at the Airport provided for MAC
administration activities including, but not
limited to, the general office building and
the Terminal Building.
m. "Other Areas" means all other direct cost
building and ground areas at the Airport
provided for general aviation, cargo,
aircraft maintenance, and other aviation-
and nonaviation-related activities as shown
on Exhibit G.
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8. "Airport Bonds" means general airport revenue bonds,
general obligation bonds, commercial paper, and other
forms of indebtedness incurred or assumed by the
Commission in connection with the ownership or
operation of the Airport System and payable from MAC
revenues.
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9. "Airport Grants" means those moneys contributed to
the Commission by the United States or any agency
thereof, or by the State of Minnesota, or any
political subdivision or agency thereof, to pay for
all or a portion of the cost of a Capital Project.
10. "Airport System" means the Airport and the Reliever
Airports.
11. "Capital Cost" (or a phrase of similar import) means
the sum of (a) project costs, which includes any
expenditures to acquire, construct, or equip a
Capital Project, together with related costs such as
planning fees, architectural and engineering fees,
program management fees, construction management
fees, fees for environmental studies, testing fees,
inspection fees, impact fees, other direct and
allocable fees, and interest during construction, and
(b) financing costs, if any, such as capitalized
interest, costs of issuance, and funding of mandatory
reserves with bond proceeds. In the case of
estimates, Capital Costs also include an allowance
for contingencies.
12. "Capital Project" means (a) the acquisition of land
or easements; (b) the purchase of machinery,
equipment, or rolling stock; (c) the planning,
engineering, design, and construction of new
facilities; (d) the remediation of environmental
contamination, including noise mitigation, or
expenditures to prevent or protect against such
contamination; or (e) the performance of any
extraordinary, non-recurring major maintenance of
existing facilities that may be acquired, purchased,
or constructed by Commission to improve, maintain, or
develop the Airport; provided, however, that any
single item of the foregoing has a Capital Cost of
$100,000 or more and a useful life in excess of three
years.
13. "Capital Outlay" means any item that fails to meet
the cost threshold and useful life criterion
necessary to qualify as a Capital Project.
14. "Commission" and "MAC" shall be interchangeable terms
and both terms shall mean the Metropolitan Airports
Commission, a public corporation organized and
operating pursuant to Chapter 500, Laws of Minnesota
1943 and amendments thereto.
15. "Common Use Formula" means a formula that prorates
the cost of a service or space, excluding the
Regional Ramp, among those Airlines actually using
the service or space as follows: 20 percent of the
cost equally among each such Airline and 80 percent
of the cost on the basis of that proportion which the
number of each such Airline's Enplaned Passengers at
the Airport bears to the total number of Enplaned
Passengers of all such Airlines at the Airport;
provided, however, that Airlines that only operated
aircraft with 40 seats or less during the relevant
period will be excluded from the proration of the 20
percent of costs, but included in the proration of
80% of costs.
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16. "Current Cost Estimate" means as of the date of the
estimate, the total project costs in then current
dollars, for one or more or all of the 2010 Plan
Airfield Programs, as the context shall determine, as
estimated by MAC. The Current Cost Estimate shall
reflect actual costs for completed projects, bid
amounts when available, and change orders accepted by
MAC (including contingencies).
17. "Coverage Account" means the Coverage Account
established and maintained pursuant to the terms of
the Trust Indenture.
18. "Date of Beneficial Occupancy" or "DBO" means the
earlier of (a) the date on which the Commission
certifies that Premises or Capital Project are
available for beneficial use or (b) the date on which
beneficial use is first made of Premises or Capital
Project; provided, however, that with respect to land
and other non-depreciable assets, the date on which
beneficial occupancy occurs is the date of closing.
19. "Deplaned Passenger" means all terminating passengers
and online or interline transfer passengers deplaned
at the Airport, but excluding Through Passengers and
Non-Revenue Passengers.
20. "Executive Director" means Commission's Executive
Director or such other person designated by the
Executive Director to exercise functions with respect
to the rights and obligations of Commission under
this Agreement.
21. "Enplaned Passengers" means all Originating
Passengers and connecting passengers boarded at the
Airport, including passengers traveling on frequent
flyer coupons, but excluding Through Passengers and
Non-Revenue Passengers.
22. "Environmentally Regulated Substances" means any
elements, compounds, pollutants, contaminants, or
toxic or Hazardous Substances, material or wastes, or
any mixture thereof, regulated pursuant to any
Environmental Law, including but not limited to
products that might otherwise be considered of
commercial value, such as asbestos, polychlorinated
biphenyls, petroleum products and byproducts, glycol
and other materials used in de-icing operations.
23. "Environmental Law (or Laws)" means any case law,
statute, rule, regulation, law, ordinance or code,
whether local, state or federal, that regulates,
creates standards for or imposes liability or
standards of conduct concerning any element,
compound, pollutant, contaminant, or toxic or
Hazardous Substance, material or waste, or any
mixture thereof, including but not limited to
products that might otherwise be considered of
commercial value, such as asbestos, polychlorinated
biphenyls and petroleum products and byproducts. Such
laws shall include, but not be limited to, the
National Environmental Policy Act ("NEPA") 42 U.S.C.
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Section 4321 et seq., the Comprehensive Environmental
Response, Compensation and Liability Act ("CERCLA"),
42 U.S.C. Section 9601 et seq., the Resource
Conservation and Recovery Act ("RCRA"), 42 U.S.C.
Section 6901 et seq., the Federal Water Pollution
Control Act ("FWPCA"), 33 U.S.C. Section 1251 et seq.
the Federal Clean Air Act ("FCAA"), 42 U.S.C. Section
7401 et seq., the Toxic Substances Control Act
("TSCA"), 15 U.S.C. Section 2601 et seq., the Federal
Insecticide, Fungicide and Rodenticide Act ("FIFRA"),
7 U.S.C. Section 136 et seq., and any amendments
thereto, as are now or at any time hereafter may be
in effect, as well as their state and local
counterparts, including but not limited to the
Minnesota Environmental Response and Liability Act
("XXXXX"), Minn. Stat. Section 115B, the Minnesota
Petroleum Tank Release Clean Up Act ("MPTRCA"), Minn.
Stat. Section 115C, and the Minnesota Environmental
Rights Act ("MERA"), Minn. Stat. Section 116B.
24. "FAA" means the Federal Aviation Administration of
the U.S. Government or any federal agencies
succeeding to its jurisdiction.
25. "Fiscal Year" refers to Commission's fiscal year and
means the twelve-month period commencing on January 1
and ending December 31.
26. "Facilities Construction Credit" and "Facilities
Construction Credits" shall mean the amounts
resulting from an arrangement embodied in a written
agreement of the MAC and an Airline pursuant to which
the MAC permits such Airline to make a payment or
payments to the MAC which is reduced by the amount
owed by the MAC to such Airline as a result of such
Airline upfronting and paying for the cost of
construction of MAC improvements under such
agreement, resulting in a net payment to the MAC by
such Airline. The "Facilities Construction Credit"
shall be deemed to be the amount owed by the MAC
under such agreement which is "netted" against the
payment of such Airline to the MAC.
27. "Ground Handling" means providing airside services to
an aircraft, including, but not limited to, wing
walkers, marshalling, lavatory services, aircraft
cleaning and maintenance, luggage transfer and
providing catering supplies, but not including
fueling or any services provided directly to
passengers in the Terminal Complex other than baggage
handling.
28. "Hazardous Substances" shall be interpreted in the
broadest sense to include any and all substances,
materials, wastes, pollutants, oils or governmental
regulated substances or contaminants as defined or
designated as hazardous, toxic, radioactive,
dangerous, or any other similar term in or under any
of the Environmental Laws, including but not limited
to asbestos and asbestos containing materials,
petroleum products including crude oil or any
fraction thereof, gasoline, aviation fuel, jet fuel,
diesel fuel, lubricating oils and solvents, urea
formaldehyde,
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flammable explosives, PCBs, radioactive materials or
waste, or any other substance that, because of its
quantity, concentration, physical, chemical, or
infectious characteristics may cause or threaten a
present or potential hazard to human health or the
environment when improperly generated, used, stored,
handled, treated, discharged, distributed, disposed,
or released. Hazardous Substances shall also mean any
hazardous materials, hazardous wastes, toxic
substances, or regulated substances under any
Environmental Laws.
29. "International Regularly Scheduled Airline Service"
means a status of international service as determined
by MAC according to Exhibit H.
30. "Maximum Certificated Gross Landing Weight" means the
maximum gross landing weight in thousand-pound units
based on the current FAA Type Certificate Data Sheet
applicable to the particular type, design, and model
of aircraft.
31. "Majority-In-Interest" ("MII") means the Signatory
Airlines who (a) represent no less than 50 percent in
number of the Signatory Airlines operating at the
time of the voting action and (b) paid no less than
40 percent of landing fees incurred by Signatory
Airlines during the preceding Fiscal Year. No Airline
shall be deemed a Signatory Airline for the purpose
of determining a Majority-In-Interest so long as the
Commission has given written notice of an event of
default to such Airline and the event of default is
continuing at the time of the voting action.
32. "Non-Revenue Passengers" means passengers from whom
the AIRLINE receives no remuneration or only token
remuneration, including employees of an airline and
others, but excluding passengers traveling on
frequent flyer coupons.
33. "Off-Airport Aircraft Noise Costs" means the capital
and operating costs (including legal and
administrative costs), net of any amounts for
off-airport aircraft noise costs received from
nonsignatory airlines and/or federal and state
grants, connected to the acquiring of land or
interests in land within the 2005 DNL 60 contours of
the Airport, soundproofing of existing public and
private schools and day care facilities, public
hospitals, nursing homes, private single- and
multi-family residences, and other categories of land
use, and implementing other programs to prevent,
reduce or mitigate non-compatible land uses within
the 2005 DNL 60 contours of the Airport resulting
from aircraft noise emissions from turbojet aircraft.
Such costs shall also include but not be limited to
liabilities or responsibilities imposed upon MAC for
noise in connection with the operation or use of the
Airport, or from flights to or from the Airport, or
from aircraft thereon, or from takings or any other
causes of action related to aircraft noise or for
settlement of claims based on such causes of action.
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34. "Operation and Maintenance Expenses" (or a phrase of
similar import) means, for any Fiscal Year, the costs
incurred by the Commission to operate, maintain, and
administer the Airport System, including but not
limited to items a through j listed below, but
excluding operation and maintenance reserves and an
optional Coverage Account associated with the planned
bond issues after January 1, 1999 in connection with
the financing of the 2010 Plan as shown on Exhibit I.
a. Personnel costs, including salaries and
wages of Commission employees and temporary
workers (including overtime pay), together
with payments or costs incurred for
associated payroll expenses such as life,
health, accident, and unemployment insurance
premiums; contributions to pension funds,
retirement funds, union funds, and
unemployment compensation funds; vacation
and holiday pay; post-retirement benefits;
and other fringe benefits;
b. Costs of materials, supplies, machinery and
equipment, and other similar expenses, which
are not capitalized under generally accepted
accounting principles as evidenced by a
written opinion of MAC's independent
auditors;
c. Costs of maintenance, landscaping,
decorating, repairs, renewals, and
alterations, which are not reimbursed by
insurance and which are not capitalized
under generally accepted accounting
principles as evidenced by a written opinion
of MAC's independent auditors;
d. Costs of water, electricity, natural gas,
fuel oil, telephone service, and all other
utilities and services whether furnished by
the Commission or furnished by independent
contractors and purchased by the Commission;
e. Cost of operating services, including
services for stormwater, airport shuttle
bus, service agreements, and other cost of
operating services;
f. Costs of premiums for insurance covering the
Airport System and its operations maintained
by MAC pursuant to this Agreement;
g. Costs incurred in collecting and attempting
to collect any sums for the Commission in
connection with the operation of the Airport
System and the write-off of bad debts;
h. Except to the extent capitalized the
compensation paid or credited to persons or
firms engaged by the Commission to render
advice and perform architectural,
engineering, program management,
construction management, financial, legal,
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accounting, testing, or other professional
services in connection with the operation of
the Airport System;
i. Except to the extent capitalized, the fees
of trustees and paying agents, and all other
fees and expenses incurred in order to
comply with the provisions of a master or
supplemental trust indenture; and
j. All other expenses, which arise out of the
operation of the Airport System and which
are properly regarded as operating expenses
under generally accepted accounting
principles, provided, however, that
Operation and Maintenance Expenses shall not
include any allowance for depreciation,
payments in lieu of taxes, the costs of
improvements, extensions, enlargements or
betterments, or any charges for the
accumulation of reserves for capital
replacements.
35. "Original Cost Estimate" means for one or more or all
of the 2010 Plan Airfield Programs, as the context
shall determine, that were approved by a
Majority-In-Interest of the Signatory Airlines, the
amount of estimated project costs as specified in
Exhibit I. The Original Cost Estimate includes
contingencies, but excludes financing costs, interest
on bonds or on any interim financing obtained by MAC
to finance the 2010 Plan, and other deposits and
reserves.
36. "Originating Passengers" means Airline passengers for
whom the Airport is the point of origin in their air
travel itinerary.
37. "Passenger Facility Charges" or "PFCs" means those
charges on AIRLINE's passengers using the Airport
authorized under Section 111 3(e) of the Federal
Aviation Act of 1958, as amended by Section 9110 of
the Omnibus Budget Reconciliation Act of 1990 (Pub.
L. 101-508, 49 U.S.C. App. Section 1513), or any
successor program authorized by federal law, and the
rules and regulations promulgated thereunder (14
C.F.R. Part 158, hereafter the "PFC Regulations").
38. "Premises" means the areas at the Airport leased by
AIRLINE pursuant to this Agreement, as set forth in
Exhibit J.
39. "Rentable Space" means the space in the Terminal
Building available for lease to Airlines,
concessionaires, and other rent-paying tenants and
for public automobile parking. Rentable Airline space
is separated into the following categories:
a. "Exclusive Use Space" means space leased by
an Airline for its exclusive use and
occupancy.
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b. "Preferential Use Space" means space leased
by an Airline on a preferential basis.
c. "Common Use Space" means space used by an
Airline in common with all other Airlines
using the space.
40. "Rules and Regulations and Ordinances" means rules,
regulations, and ordinances adopted by the Commission
pursuant to Minn. Stat. 473.608 et seq. and rules
pursuant to such rules, regulations, and ordinances.
41. "Security Area" means the Security Identification
Display Area, the Air Operations Area, and any other
area defined by the FAA or MAC as an area of
restricted access requiring display of appropriate
MAC-issued or MAC-approved security identification
for unescorted access rights.
42. "Security Identification Display Area" or "SIDA" (or
a phrase of similar import) means that area defined
as such in the Master Security Program adopted by
MAC, approved by the FAA, and amended from time to
time.
43. "Signatory Airlines" means Airlines that have
executed agreements with the Commission substantially
the same as this Agreement.
44. "Stage 2 Operation" means a landing-and-takeoff cycle
conducted using a Stage 2 aircraft. A Stage 2
aircraft is determined in accordance with Section
36.1(f), Title 14, Code of Federal Regulations, and
Federal Aviation Administration Advisory Circular
36-3G, ESTIMATED AIRPLANE NOISE LEVELS IN A-WEIGHTED
DECIBELS, or successor documents.
45. "Stage 3 Operation" means a landing-and-takeoff cycle
conducted using a Stage 3 aircraft. A Stage 3
aircraft is determined in accordance with Section
36.1(f), Title 14, Code of Federal Regulations, and
Federal Aviation Administration Advisory Circular
36-3G, ESTIMATED AIRPLANE NOISE LEVELS IN A-WEIGHTED
DECIBELS, or successor documents.
46. "Terminal Complex" means the passenger terminal
facilities consisting of the Terminal Building, the
Gold Concourse, and the International Arrivals
Facility.
47. "Through Passengers" means Airline passengers for
whom the Airport is an intermediate stop in their
itinerary between their point of origin and their
point of destination, which intermediate stop does
not involve a change of plane.
48. "Total Landed Weight" means the sum of the Maximum
Certificated Gross Landing Weight for all aircraft
arrivals over a stated period of time. Said sum shall
be rounded to the nearest thousand pounds for all
landing fees.
-11-
49. "Trust Indenture" means the Master Trust Indenture
between the Commission and Norwest Bank, Minnesota,
N.A., as Trustee, dated as of June 1, 1998 (for
purposes of this Agreement, without giving effect to
any amendments thereto).
50. "2010 Plan" means the construction, acquisitions, and
improvements to the Airport System, as described in
Exhibit I, as such may be revised from time to time.
51. "2010 Plan Airfield Programs" means the programs in
the 2010 Plan that are subject to and have been
approved by a Majority-In-Interest of the Signatory
Airlines, as described in Exhibit I.
52. "VIP Club" means an area or areas designated by the
Commission which AIRLINE has made available primarily
for seating of a select group of members and their
guests, as well as members (and their guests) of VIP
Clubs of other Airlines under reciprocal agreements
with such other Airlines, for which there is a daily
or annual membership fee paid by the users in an
amount consistent with industry standards.
B. HEADINGS AND CROSS REFERENCES
References in the text of this Agreement to articles,
sections, or exhibits of this Agreement, unless otherwise
specified, are for convenience in reference and are not
intended to define or limit the scope of any provisions of
this Agreement.
-12-
II. TERM
The term of this Agreement shall begin as of the effective date of this
Agreement and end December 31, 2010, except as expressly provided
herein (hereinafter referred to as the "Term"), and the rents, fees,
and charges established in this Agreement shall apply to said Term.
-13-
III. USE OF THE AIRPORT
A. AIRLINE RIGHTS
AIRLINE shall have the following rights to use the Airfield
and the Premises for the conduct of AIRLINE's Air
Transportation Business at the Airport. These rights are
subject to the terms of this Agreement and to MAC Rules and
Regulations and Ordinances.
These rights are as follows:
1. To land upon, takeoff from, and fly over the Airport
using aircraft operated by AIRLINE in areas
designated for such purposes by MAC; provided,
however, that effective January 1, 2000, AIRLINE
agrees not to conduct any Stage 2 Operation at the
Airport.
2. To taxi, tow, and park aircraft operated by AIRLINE
in areas designated for such purposes by MAC. Subject
to reasonable Rules and Regulations and Ordinances,
AIRLINE may operate regional jets on the Terminal
Apron, but pursuant to Commission policy AIRLINE may
not operate turbo prop aircraft on any portion of the
Terminal Apron other than the Regional Ramp.
3. To provide the following services for itself and any
Affiliated Airlines and, either directly or through
an Airline consortium or an approved handling
agreement, for other Airlines, either by itself or in
conjunction with other Signatory Airlines:
a. Passenger handling services, including
enplaning and deplaning passengers, handling
reservations, ticketing, billing,
manifesting, baggage check-in, interline and
lost baggage services, and other services
necessary to process passengers and baggage
for air travel.
b. Ground Handling.
c. Aircraft and equipment services, including
services to repair, maintain, test, park,
and store aircraft and ground support
equipment.
d. Operational services, including de-icing
aircraft and ramp services, dispatching and
communication services, and meteorological
and navigational services.
x. Xxxxxx services.
f. Security screening services; provided that
the level and quality of such services shall
meet or exceed the level and quality of such
services at comparable airports.
g. Mail, freight, and express package services.
-14-
4. To train personnel in the employ, or working under
the direction, of AIRLINE or of any other Airline;
but only to the extent that such training is
incidental to the conduct of AIRLINE's Air
Transportation Business at the Airport.
5. To sell, lease, transfer, dispose, or exchange
AIRLINE's aircraft, aircraft engines, aircraft
accessories, other equipment, and supplies to any
other party, but only to the extent that such
activities are incidental to the conduct of AIRLINE's
Air Transportation Business at the Airport.
6. To acquire by purchase or otherwise any goods or
services required by AIRLINE in the conduct of its
Air Transportation Business at the Airport from any
supplier, contractor, or Signatory Airline subject to
the conditions of this Agreement.
7. To install and maintain in AIRLINE's Exclusive and
Preferential Use Premises at AIRLINE's sole cost and
expense, signs, posters, displays, banners,
pamphlets, and other materials that identify and
promote AIRLINE's Air Transportation Business or that
identify and promote AIRLINE's Air Transportation
Business and one or more of AIRLINE's partners in a
joint marketing program. Such signs shall be
constructed, installed and maintained consistent with
professional, first class standards. AIRLINE shall
not place such signs, posters, displays, banners,
pamphlets and other materials outside of AIRLINE's
Exclusive and Preferential Use Premises without MAC's
prior written consent. Any signs in violation of this
Section may be removed by MAC.
8. To install, maintain and operate at no cost to MAC,
alone or in conjunction with any other Signatory
Airline, radio communication, computer,
meteorological and aerial navigation equipment and
facilities on AIRLINE's Premises; provided, however,
that any such future installations shall be subject
to the prior written approval of MAC (not to be
unreasonably withheld).
9. To maintain and operate directly or through a
subcontractor a kitchen or other plant without cost
to MAC within areas leased to it at the Airport
outside of the Terminal Complex for the purpose of
preparing and dispensing in-flight food and beverages
(for consumption by passengers and crews on board
aircraft of AIRLINE or any Affiliated Airline),
including alcoholic beverages subject to procuring
licenses and insurance therefor.
a. To maintain combination lunch and locker
rooms in AIRLINE's Exclusive Use Premises
for use by AIRLINE's employees.
10. To install, maintain, and operate customer relations,
security and holdroom facilities and equipment,
administrative offices, crew facilities, ready rooms,
operations offices, training facilities, and related
facilities, and to install personal property,
including furniture, furnishings, supplies, machinery
and equipment, in AIRLINE's Exclusive Use Premises.
-15-
11. To have ingress to and egress from the Airport and
AIRLINE's Premises for AIRLINE's officers, employees,
agents, contractors, passengers, and invitees,
including furnishers of goods and services.
12. To use, for the benefit of AIRLINE's employees who
perform substantially all of their work at the
Airport, vehicular parking areas not leased by
AIRLINE designated by MAC, subject to the right of
MAC to relocate the same from time to time and to
levy reasonable charges for the use thereof.
13. To obtain Garage Parking Cards pursuant to MAC's
Guidelines for Administering Validated Airport
Parking, which are incorporated herein as Exhibit K.
14. To install soft drink vending machines and snack
vending machines in that section of AIRLINE's
Premises which are not intended to be open to the
general public for the sole use of AIRLINE's
officers, employees and agents. Vending machines
shall not be within the view of the general public
and locations of all vending machines installed after
the date of this Agreement are subject to the prior
written approval of MAC.
15. To operate a VIP Club or Clubs in areas authorized by
this Agreement subject to the following restrictions:
(a) AIRLINE may provide food, beverage, newspapers
and magazines to Club users provided that it is
without charge; provided that alcoholic beverages may
be sold if provided by MAC or MAC's concessionaires
or, subject to any restrictions contained in the
existing agreement between MAC and Host
International, Inc. (which rights will not be
extended past December 31, 2003 or granted to another
party) if a concessions fee is paid to MAC in an
amount equal to twelve percent (12%) of gross sales;
(b) AIRLINE may provide Club users access to
telephones, facsimile machines, copy machines and
including computer access and access to the internet
via data ports; (c) AIRLINE may rent conference
rooms, which are no larger than 300 square feet each
and a maximum of 1,000 square feet per Club, to VIP
Club users only. AIRLINE may not install cash
machines or vending machines, sell merchandise or
conduct any other retail business within a VIP Club.
No other services may be provided unless prior
written approval is obtained from the Executive
Director.
16. To install telephones, facsimile machines, and other
telecommunications devices and conduit in AIRLINE's
Premises that are not accessible to the public.
17. To install one or more of the following: flight
information display systems ("FIDS"), baggage
information display systems ("BIDS"), or ramp
information display systems ("RIDS") in the Premises
and other areas approved by the Executive Director at
no cost to MAC, provided, however, that MAC may, in
connection with its installation of a multiple
-16-
user flight information display system ("MUFIDS") in
the Terminal Complex, purchase the FIDS system
currently being developed by Northwest Airlines at a
mutually agreed upon price. Northwest agrees that:
(a) this system will interface with other Airlines
serving the Airport, (b) this system will utilize a
technical approach which provides flight data across
a local area network ("LAN") that meets MAC and
Northwest requirements, (c) architectural details of
the installation of this system must be approved by
MAC, and (d) MAC may participate in the supplier
selection process for this system.
18. To install self-service ticketing devices ("SSDs") in
areas approved by the Executive Director and added to
the Premises.
19. To maintain and operate without cost to MAC a
reasonable amount of air conditioning equipment,
including without limiting the generality thereof the
operation of air conditioning truck equipment for the
air conditioning of aircraft, either alone or in
conjunction with other Signatory Airlines.
B. EXCLUSIONS, RESERVATIONS, AND CONDITIONS
Except as authorized by this Agreement, AIRLINE may conduct no
business on the Airport without the prior written consent of
MAC.
1. Wherever under this Article III, AIRLINE or AIRLINE
in conjunction with other Airlines carries on
permitted operations through the agency of third
persons or corporations not employees or subsidiaries
of AIRLINE or of such other Airlines such third
persons or corporations shall first be approved by
the Executive Director in writing, which approval
will not be unreasonably withheld.
2. MAC reserves the right to contract for the sale to
the public of food, beverages (including alcoholic
beverages), tobacco, merchandise, personal services,
and business services within the Terminal Complex,
and to charge for the privilege so to do.
3. MAC reserves the right to assess the following fees
and charges to suppliers of goods and services:
a. MAC may charge suppliers, including
Airlines, of in-flight food and beverages
and vending that are supplied to any third
party other than an Affiliated Airline but
not to any such third party to whom such
food and beverage was supplied without
charge by MAC as of April, 1998.
b. MAC shall have the right to charge suppliers
to AIRLINE of goods and services, fees and
rentals for exclusive use of MAC property or
improvements thereon or, as to suppliers not
under contract with
-17-
AIRLINE, when their use is such as to
constitute the performance of a commercial
business at the Airport.
c. MAC shall have the right to charge ground
transportation companies, including AIRLINE,
or ground transportation companies under
agreement with AIRLINE, if regularly engaged
in ground transportation business, for
ground transportation of passengers or
others to or from the Airport.
4. AIRLINE shall take all reasonable steps within its
control so as not to interfere with the effectiveness
or accessibility of the drainage and sewage system,
electrical system, air conditioning system, fire
protection system, sprinkler system, alarm system,
fire hydrants and hoses, if any, installed or located
on or within the Premises or the Airport.
5. AIRLINE shall not do or permit to be done any act
upon the Airport that will invalidate or conflict
with any fire or other casualty insurance policies of
MAC covering the Airport or any part thereof.
6. AIRLINE shall not dispose of or permit any other
person to dispose of any waste material taken from or
products used (whether liquid or solid) with respect
to its aircraft into the sanitary or storm sewers at
the Airport unless such waste material or products
first be properly treated by equipment installed for
that purpose or otherwise disposed of pursuant to
law. All such disposal shall comply with regulations
of the United States Department of Agriculture and
shall be in compliance with this Agreement.
7. AIRLINE shall not keep or store, during any 24-hour
period, flammable liquids within the enclosed portion
of the Premises in excess of AIRLINE's working
requirements during said 24-hour period, except in
storage facilities and containers especially
constructed for such purposes in accordance with
standards established by the National Board of Fire
Underwriters and approved by a governmental agency
with authority to inspect such facilities for safety
compliance. Any such liquids having a flash point of
less than 100DEG.F shall be kept and stored in safety
containers of a type approved by the Underwriters
Laboratories.
8. AIRLINE shall promptly remove and dispose of any
disabled aircraft that obstruct any part of the
Airport, including any parts thereof, subject,
however, to any requirements or direction by the
National Transportation Safety Board, the FAA, or the
Executive Director that such removal or disposal be
delayed pending an investigation of an accident.
AIRLINE consents that the Executive Director may take
any and all necessary actions to effect the prompt
removal or disposal of any disabled aircraft that
obstructs any part of the Airport; that any costs
incurred by or on behalf of the Airport for any such
removal or disposal of any aircraft shall be paid by
AIRLINE to MAC; that any claim for compensation
against MAC, and any of its officers, agents, or
employees, for any and all loss
-18-
or damage sustained to any such disabled aircraft,
or any part thereof, by reason of any such removal
or disposal is waived; and that AIRLINE shall
indemnify, hold harmless, and defend MAC, and all of
its officers, agents, and employees against any and
all liability for injury to or the death of any
person, or for any injury to any property arising out
of such removal or disposal of said aircraft.
9. Unless otherwise authorized by this Agreement,
AIRLINE shall not maintain or operate on the Airport
a cafeteria, restaurant, bar, or cocktail lounge,
stand, or any other facility for the purpose of
providing (and AIRLINE shall not otherwise provide)
food, beverages, tobacco, or merchandise for sale to
the public.
10. MAC has provided for underground aircraft fueling
facilities under agreements with Airlines and other
users which agreements control as to installation,
maintenance, and operation of the fueling facilities
on the Terminal Apron and the Airport.
11. MAC may prohibit the use of the Airfield or Terminal
Apron by any aircraft operated or controlled by
AIRLINE which exceeds the design strength of the
paving of the Airfield or Terminal Apron facilities,
so long as such prohibition also extends to similar
aircraft operated by other Airlines.
12. Except as otherwise authorized by this Agreement,
AIRLINE shall not install, maintain or operate in the
Terminal Complex, or permit the installation,
maintenance, or operation in the Terminal Complex, of
any vending machine or device designed to dispense or
sell food, beverages, tobacco, or merchandise of any
kind.
13. Access to or egress from the Airport and the
AIRLINE's Premises shall not be used, enjoyed, or
extended to any person engaging in any activity or
performing any act or furnishing any service for or
on behalf of AIRLINE that is not authorized under the
provisions of this Agreement unless expressly
authorized by MAC.
14. Subject to AIRLINE's consent, MAC retains the right
to install all public telephones, facsimile machines,
and other telecommunications devices and conduit in
the Premises leased to AIRLINE, and to collect the
proceeds therefrom.
15. MAC may designate points at which all-cargo flights
may load and unload.
16. Except as otherwise authorized by this Agreement,
AIRLINE shall not sell, take orders for, or deliver
duty free merchandise and international travel
merchandise on any outbound flight from the Airport
under a program in which AIRLINE solicits or accepts
order for purchase by passengers of duty
-19-
free merchandise at any time prior to the departure
of AIRLINE's aircraft on the outbound flight from the
Airport.
17. AIRLINE shall not contract to provide Ground Handling
services and shall not permit the use of its Premises
through a Ground Handling agreement without the
advance written approval of MAC.
-20-
C. USE OF THE INTERNATIONAL ARRIVALS FACILITY
MAC will control prioritization and utilization of the IAF and
associated gates for international arrivals by Airlines
providing International Regularly Scheduled Airline Service
and may develop prioritization procedures not inconsistent
with the terms of this Agreement. The provisions in this
Section C. shall continue through December 31, 2015.
1. In order to use the International Arrivals Facility,
AIRLINE must maintain its status as International
Regularly Scheduled Airline Service. AIRLINE shall
provide MAC a detailed written certification for each
numbered element on Exhibit H, upon MAC's request.
MAC retains the right to verify the status of AIRLINE
and determine whether AIRLINE qualifies as
International Regularly Scheduled Airline Service.
2. Gates 1 through 9 and associated passenger loading
bridges, ramp access and lobby and baggage facilities
on the Gold Concourse currently leased by Northwest
Airlines, Inc. (hereinafter referred to as
"Northwest" or "Northwest Airlines") shall be made
available for access to the International Arrivals
Facility based on the following priority of use:
a. International Regularly Scheduled Airline
Service as defined in Exhibit H.
b. Northwest or a Northwest Affiliated Airline
domestic arrivals and departures.
c. Non-scheduled irregular or delayed
international charter arrivals when the
expected delay for the flight to use the
Xxxxxxxx Terminal facility will exceed 90
minutes and the use of an IAF gate will not
interfere with the scheduled use of that
gate. Such interference shall be defined as
the overlap of the non-scheduled use with
the scheduled use such that the scheduled
flight will have to be relocated to another
concourse for its operation or will have to
wait for a gate due to the unavailability of
any gate. Use of an IAF gate by a
non-scheduled flight is subject to
Northwest's approval; such approval is not
to be unreasonably withheld or delayed.
Northwest shall designate an individual on
site to give necessary approvals.
3. Northwest shall provide all Ground Handling at the
IAF gates subject to air carrier self-handling rights
contained in AIP grant assurances, at rates that do
not exceed those specified in the Mutual Assistance
Ground Service Agreement, and Northwest shall also
provide reasonable access for air carriers to data
and communications systems at gates 1-9. Northwest
shall be responsible for the operation and
maintenance of security checkpoints, provided that
invoices for third party maintenance of security
equipment shall be submitted directly to MAC for
payment.
-21-
4. No Airline aircraft will remain on gates 1-9 over two
hours if a narrow-body or three hours if a wide-body.
Northwest will coordinate any moving of aircraft with
MAC's operations department, FAA and appropriate
federal inspections agencies. No Airline aircraft
will remain on gates 1-9 beyond the times specified
above if a gate is needed by another air carrier
pursuant to the priority schedule set forth above.
5. AIRLINE, if it self-handles, or Northwest, if it
provides Ground Handling to AIRLINE, on gates 1-9,
shall handle and dispose of all international waste
on AIRLINE's aircraft in accordance with the
requirements of the United States Department of
Agriculture.
6. Northwest shall be responsible for all maintenance,
repair, and operation of MAC jet bridges provided by
MAC as part of the IAF. Northwest shall make the MAC
jet bridges available for use by all users of the IAF
without additional charge.
-22-
IV. PREMISES
A. LEASED PREMISES
For the Term of this Agreement, MAC, in consideration of the
compensation, covenants, and agreements set forth herein to be
kept and performed by AIRLINE, hereby leases to AIRLINE, upon
the conditions set forth in this Agreement, the areas in the
Terminal Complex as described and identified in Exhibit J and
the initial assignment of aircraft parking positions as
described and identified in Exhibit D. AIRLINE shall lease
these areas on an Exclusive, Preferential, or Common Use basis
as follows:
Ground Transportation Center Offices Exclusive
Ticket counter and office Exclusive
Baggage make-up area and claim office Exclusive
VIP Clubs Exclusive
Operations areas Exclusive
Enclosed storage areas Exclusive
Holdroom Preferential
Aircraft parking positions on Terminal Apron Preferential
Regional Ramp - MAC Common
Regional Ramp - Northwest Airlines Preferential
Tug drive Common
Inbound baggage area Common
Baggage claim area Common
IAF sterile circulation corridor Common
IAF Inspections Area Common
IAF baggage claim Common
IAF ticketing and baggage recheck Common
In addition, MAC leases space to Northwest Airlines, Inc. in
the Gold Concourse and the Temporary Regional Terminal as set
forth herein.
MAC and AIRLINE may, from time to time, add, subject to
availability, additional space to the various Premises of
AIRLINE by jointly executing revised Exhibits J or D as
appropriate. Space added to AIRLINE's Premises shall be
subject to all of the terms, conditions, requirements, and
limitations of this Agreement and AIRLINE shall pay to MAC all
rents, fees, and charges applicable to such additional space
in accordance with the provisions of this Agreement.
B. EXCLUSIVE/PREFERENTIAL LEASED AREAS
1. MAC will provide existing space to AIRLINE in "as is"
condition. MAC will provide the following for any
newly constructed space:
a. TERMINAL BUILDING - MAIN FLOOR (TICKETING
COUNTER AND OFFICES BEHIND TICKETING AREAS).
-23-
1) Finished flooring, finished
acoustical tile ceiling,
entrance doors and walls
enclosing gross rental
area. The floor immediately
behind ticket counter shall
be surfaced with terrazzo
flooring or an equivalent
alternative upon which
AIRLINE may install
resilient matting.
2) Conditioned air for
comfortable occupancy
(meeting normal standards
for offices).
3) Standard lighting fixtures
installed complete for
illumination not less than
an average of 30 foot
candles measured 30 inches
from the floor, and
maintenance thereof
exclusive of relamping
and/or relocation.
4) Finished ticket counter
shell or sectional unit
(front, top, ends and
turrets) of plastic
laminate, designed to
receive AIRLINE inserts.
5) Uniform lighting fixture
and airline identification
signage suspended over
ticket counter; letters to
be supplied by AIRLINE and
subject to MAC approval;
maintenance of fixtures
including relamping.
6) Display framing system and
mounting panels on wall
directly behind the ticket
counter (maintenance by
AIRLINE). Material
displayed shall be subject
to the approval of MAC.
7) Electrical service (120V -
208 AC, 3 phase, 4 wire) to
panel within lease space;
electrical service (120V)
through duplex receptacles
spaced about 6 feet apart
along walls enclosing lease
space; single level 3-duct
floor system or conduit in
offices; conduit an/or
ducts from power panel and
telephone cabinets to the
floor duct system and
ticket counter base. All
other wiring, conduits,
ducts and outlets in this
space to be installed by
AIRLINE.
b. TERMINAL BUILDING - MEZZANINE
FLOOR.
1) Finished flooring, finished
acoustical tile ceilings,
entrance doors and walls
enclosing gross rental
area.
2) Conditioned air for
comfortable occupancy
(meeting normal standards
for offices).
-24-
3) Standard lighting fixtures
installed complete for
illumination not less than
an average of 30 foot
candles measured 30 inches
above floor and maintenance
thereof exclusive of
relamping and/or
relocation.
4) Electrical service
(120V-AC) through duplex
receptacles about ten feet
apart along walls enclosing
gross rental area. All
other wiring, conduits and
fittings to be installed by
AIRLINE.
c. TERMINAL BUILDING - GROUND FLOOR
(OPERATIONS AND BAGGAGE MAKE-UP
AREAS).
1) Finished concrete floors,
exposed concrete structure
above, standard pedestrian
and manual overhead doors
in unpainted concrete block
walls enclosing gross
rental area.
2) Standard lighting fixtures
installed complete for
illumination not less than
an average of 30 foot
candles measured 30 inches
from the floor and
maintenance thereof
exclusive of relamping
and/or relocation.
3) Electrical service (120V -
208 AC, 3 phase, 4 wire) to
panel within or adjoining
leased space; 120V
electrical service through
duplex receptacles about 15
feet apart (48 inches above
floor) along walls
enclosing gross rental
area. All other wiring,
conduits and fittings to be
installed by AIRLINE.
4) Heating and ventilation
meeting requirements of the
Minnesota Occupational
Safety and Health
Administration ("OSHA") and
Uniform Building Code
("UBC").
d. CONCOURSES - OPERATIONS AREA.
1) Finished concrete floors,
exposed structure above,
exterior walls, standard
pedestrian and manual
overhead doors, and
unpainted concrete block
enclosing leased area.
2) Standard lighting fixtures
installed complete for
illumination not less than
an average 30 foot candles
measured 30 inches from the
floor, lighting fixtures
-25-
and maintenance thereof
exclusive of relamping
and/or relocation.
3) Electrical service (120V -
208 AC, 3 phase, 4 wire) to
panel within or adjoining
enclosed leased space; 120V
electrical service through
duplex receptacles about 15
feet apart (48 inches above
floor) along walls
enclosing leased space. All
other wiring, conduit,
duct, fittings and outlets
in this space to be
installed by AIRLINE.
4) Cold and hot water and
sanitary sewer service to
designated point within
gross rental area, to which
AIRLINE may connect and
install fixtures at
AIRLINE's expense.
5) Standard fin-tube
radiation, unit heaters,
VAV boxes and steam and/or
hot water for heating gross
rental area. Packaged air
conditioning units and
distribution duct work for
previously designated
areas.
e. CONCOURSES - GATE LOBBIES.
1) Finished carpeted floor,
finished acoustical tile
ceilings, and painted block
walls enclosing lobby.
2) Conditioned air for
comfortable lobby
occupancy.
3) Standard lighting fixtures
installed complete for
illumination not less than
an average of 30 foot
candles measured 30 inches
from the floor, and
maintenance thereof
including relamping.
4) Electrical service
(120V-AC) through duplex
receptacles about 10 feet
apart along walls enclosing
gross rental area. All
other wiring, conduit and
fittings to be installed by
AIRLINE.
2. AIRLINE will provide the following in both the main
terminal building and the concourses, in addition to
installation and maintenance left to the AIRLINE
under Subparagraph 1 above.
a. All partitions subject to MAC approval as to
materials, methods of attachment and
workmanship, such construction to comply
with all applicable building standards and
codes for type 1 construction (fire
resistive).
-26-
b. All utilities, including cost of all
roughing-in, and all electrical, mechanical
and plumbing fixtures for exclusive use of
AIRLINE, except as provided above.
c. All furniture, equipment and fixtures
necessary for the conduct of AIRLINE's
business, including ticket counter inserts,
jet bridges, scales and baggage handling
equipment, including housings and doors as
required, signs and flight schedules, which
shall be subject to approval of MAC.
d. All electrical energy consumed by AIRLINE,
excluding lighting in baggage make-up area,
gate lobbies, and mezzanine, to be metered
separately and paid for by AIRLINE to the
utilities company or MAC at rates not
exceeding those published for equivalent
power consumption at this location.
Electricity for lighting in baggage make-up
area, gate lobbies, and mezzanine will be
provided by MAC.
e. All other services and supplies not provided
in Paragraph 1 of this Article IV.B. All
installations by AIRLINE shall conform with
the requirements of applicable local, state
and federal building standards, submitted
for MAC approval prior to construction, and
shall be performed by competent contractors
acceptable to MAC.
f. Subject to MAC approval as required herein
AIRLINE may make alterations or additions in
and to its leased areas and fixtures and
equipment to be installed by it within the
terminal building.
C. COMMON BAG CLAIM AREAS
1. MAC will provide in the common bag claim area, all on
the ground floor, the following:
a. Finished carpeted floors, acoustic ceiling,
finished walls, for all space excepting
xxxxxx'x toilet.
b. Standard lighting fixtures providing
illumination of not less than average of 30
foot candles measured 30 inches from the
floor, and maintenance thereof including
relamping.
c. Heating and mechanical ventilation of space.
d. Baggage claim carousels.
2. AIRLINE and other Airlines will provide the following
in the common bag claim area, and shall pay the pro
rata share of the cost thereof:
a. All furniture, equipment and fixtures
necessary from time to time.
-27-
b. All other services and supplies not provided
by MAC under Paragraph 1 above.
-28-
D. MEASUREMENT OF SPACE
In calculating the area of space to be added to or deleted
from this Agreement, all measurements to determine the area of
space leased or used in the Terminal Complex shall be made
from the primary interior surface of the exterior walls and
from the centerline to centerline of each interior wall, or,
in the absence of such interior wall, the point where such
said centerline would be located if such interior wall
existed.
E. ACCOMMODATION OF OTHER AIRLINES
1. It is recognized by AIRLINE and MAC that from time to
time during the term of this Agreement it may become
necessary for the AIRLINE to accommodate another
Airline ("Requesting Airline") within its Premises or
for MAC unilaterally to require AIRLINE to
accommodate another Airline(s) within AIRLINE's
Premises in furtherance of the public interest of
having the Airport's capacity fully and more
effectively utilized, as follows:
a. To comply with any applicable rule,
regulation, order or statute of any
governmental entity that has jurisdiction
over MAC, and to comply with federal grant
assurances applicable to MAC.
b. To implement a Capital Project at the
Airport.
c. To facilitate the providing of new or
additional air services at the Airport by a
Requesting Airline when no Airline serving
the Airport is willing to accommodate the
Requesting Airline's operational needs or
requirements for facilities at reasonable
costs or on other reasonable terms.
2. When responding to Subsection E.1.a. of this Article,
MAC will request accommodation through an expedited
procedure that will allow compliance with the rule,
regulation or order. The request for accommodation
will be made based on an evaluation of the most cost
effective and least disruptive alternative.
Within ten (10) days of a written notice of its
intent to require accommodation, AIRLINE must accept
the request or notify MAC that it wishes to meet and
show cause why the accommodation should not be made.
If MAC elects to proceed with the accommodation after
meeting with AIRLINE, MAC shall give AIRLINE not less
than thirty (30) days notice to accomplish the
accommodation.
3. In responding to a request for facilities from a
Requesting Airline under Subsection E.1.b. or
Subsection E.1.c. of this Article, MAC shall:
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a. First work with the Requesting Airline to
attempt to obtain access to existing Airport
capacity through one or more of the
following alternatives:
1) To lease vacant space, if any is
available, from MAC; or
2) To use existing Common Use Space,
if any is available; or
3) To enter into a sublease or Ground
Handling agreement with an existing
Airline other than AIRLINE at the
Airport, subject to the approval of
MAC.
b. When requested so to do by MAC and only if
the alternatives set forth in E.3.a. of this
Article are not available, AIRLINE agrees to
use reasonable efforts to accommodate the
Requesting Airline's requirements through
joint use of its facilities or through a
sublease or passenger handling or Ground
Handling agreements. AIRLINE, in offering
joint use of its facilities or offering a
sublease or Ground Handling agreement to the
Requesting Airline, is not required to
provide facilities to the Requesting Airline
that would be incompatible with AIRLINE's
(including an Affiliated Airline's) own
reasonable schedule of operations or the
operations of any other Airline(s) being
accommodated by AIRLINE at the time of the
Requesting Airline's request. AIRLINE may,
in connection with such accommodation,
require the Requesting Airline to remove any
of its aircraft or passengers from the
relevant gate or holdroom if the aircraft's
or passenger's continued presence would be
incompatible with AIRLINE's (or an
Affiliated Airline's) reasonable
requirements for use of the gate or
holdroom.
c. MAC shall have the right to authorize other
Airlines to use: (1) AIRLINE's gates,
holdroom areas, and loading bridges when
such facilities are not required for
AIRLINE's scheduled flight activities (or
those of a code share AIRLINE partner not in
default of its obligations to MAC) using
aircraft with 50 or more seats; and (2)
AIRLINE's preferential regional parking
positions or regional terminal space when
such positions or space are not required for
AIRLINE's scheduled flight activities (or
those of a code share AIRLINE partner not in
default of its obligations to MAC). Subject
to a mutually acceptable agreement between
MAC and AIRLINE covering such use, AIRLINE
shall have the right to charge reasonable
fees and to require reasonable advance
payment for such use of AIRLINE's gates,
holdroom areas, and loading bridges (and any
such fees not in excess of 115% of the rates
and charges payable by AIRLINE hereunder for
such premises shall be deemed reasonable).
Also, AIRLINE shall have the right to
require the Requesting Airline(s) to
indemnify AIRLINE against liability arising
out of such use and to provide
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evidence of insurance at least equivalent
to that required of AIRLINE hereunder and
naming AIRLINE as an additional insured.
d. Before MAC is authorized under this
Agreement unilaterally to require AIRLINE to
accommodate a Requesting Airline, MAC shall
first request that all parties holding or
requesting access to affected space discuss
accommodation with each other and MAC. Only
if the parties are unable to or do not reach
agreement within thirty (30) days from the
time MAC requests such discussions is MAC
authorized to make such a decision
unilaterally regarding accommodations.
e. If the Requesting Airline fails to reach
agreement with AIRLINE or any other Airline,
MAC shall make a determination as to whether
any Airline or Airlines have underutilized
facilities or capacity available to
accommodate the Requesting Airline after
taking into consideration the nature and
extent of those Airlines' operations at the
Airport, including any requirements for
spare gates and facilities and whether there
are any limitations on the nature, extent,
cost, duration and extension of such
accommodations.
f. In making accommodation decisions MAC shall
not be arbitrary and capricious. Such
determinations by MAC shall take into
consideration (1) the then existing
utilization of the premises (including all
existing accommodation arrangements) and any
bona fide plan of AIRLINE or any other
Airline for the increased utilization of the
premises to be implemented within twelve
(12) months thereafter; (2) the need for
compatibility among the current schedules,
flight times, operations, operating
procedures and equipment of AIRLINE or any
other Airline (and its Affiliated Airlines)
and those of the Requesting Airline, as well
as the need for labor harmony; and (3) the
effect on scheduled service carriers of
accommodating charter carriers at the
Terminal Complex. Any non-public information
provided by AIRLINE regarding planned or
proposed routes, schedules or operations
shall be treated as confidential by MAC to
the maximum extent permitted by law.
g. Before MAC accommodates a Requesting Airline
within AIRLINE's Premises, MAC must give
AIRLINE due notice of its intent. Within ten
(10) days, AIRLINE must accept accommodation
of Requesting Airline or must notify MAC
that it wishes to meet with MAC to show
cause why the accommodation should not be
made.
h. If MAC elects to proceed with the
accommodation after meeting with AIRLINE,
MAC shall give AIRLINE not less than thirty
(30) days to accomplish the accommodation.
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i. Whether AIRLINE agrees to accept the
accommodation of Requesting Airline, or MAC
elects to proceed with accommodation over
AIRLINE's protests, the Requesting Airline
has the right and the responsibility at its
expense to make improvements and alterations
necessitated by the accommodation of the
Requesting Airline, the scope of which shall
be approved by AIRLINE and MAC. If MAC
issues a decision requiring accommodation
within AIRLINE's Premises, that decision
shall be a final order of MAC; AIRLINE's
continued objections may be further pursued
by any means available under the law.
j. The foregoing shall not be deemed to
abrogate, change, or affect any
restrictions, limitations or prohibitions on
assignment, subletting or use of the
premises by others under this Agreement and
shall not in any manner affect, waive or
change any of the provisions thereof.
4. In the event of a labor stoppage or other event which
results in the cessation or substantial reduction in
AIRLINE's flights operations at the Airport, AIRLINE
will immediately take all reasonable efforts,
including but not limited to, moving of aircraft or
equipment, providing access to AIRLINE's holdrooms
and jet bridges or anything else in AIRLINE's
control, in order to accommodate the operations of
other Airlines providing air service to the Airport;
provided that: (a) AIRLINE at all times will have
access to its premises and equipment for operational
reasons and (b) AIRLINE shall not be required to take
any action which would interfere with its ability to
re-institute service upon cessation of labor stoppage
or other event. ). Subject to a mutually acceptable
agreement between MAC and AIRLINE covering such use,
AIRLINE shall have the right to charge reasonable
fees and to require reasonable advance payment for
such use of AIRLINE's gates, holdroom areas, and
loading bridges (and any such fees not in excess of
115% of the rates and charges payable by AIRLINE
hereunder for such premises shall be deemed
reasonable).
5. Each Airline shall provide MAC with each published
schedule change with a gate plot showing all times
when aircraft are scheduled to be utilizing each gate
leased to such Airline, including aircraft type,
projected arrival and departure times, and point of
origin or destination, including activities by
subtenants or airlines being accommodated.
F. WIDE BODY AND BOEING 757 ACCESS
Notwithstanding any other provisions in this Agreement,
Northwest Airlines will accommodate the requirements of any
Requesting Airline for scheduled wide body or Boeing 757 (or
similarly sized aircraft) service at one of its gates within
the Terminal Complex, provided that: (1) Requesting Airline
must not be able
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physically to accommodate such wide body or Boeing 757 (or
similarly sized aircraft) service on any of its own leased
premises; and (2) MAC will take all reasonable efforts to
provide access for any narrow body aircraft operated by
Northwest which are displaced.
G. ACCESS
MAC shall have the right at any time or times to close,
relocate, reconstruct, change, alter, or modify any means of
access to or egress from the Airport or AIRLINE's Premises,
either temporarily or permanently; provided that MAC provides
reasonable notice to AIRLINE and that a reasonably convenient
and adequate means of access, ingress, and egress shall exist
or be provided in lieu thereof. This right is subject to the
following conditions:
1. There shall not be a net increase in AIRLINE's Leased
Area without AIRLINE's consent.
2. MAC must consult with AIRLINE to take area away from
AIRLINE.
3. Reasonable replacement facility space shall be
provided.
4. Cost of work including Capital Costs associated with
reestablishing AIRLINE's facilities, to the extent
they are "in kind" replacements, shall be borne by
MAC and allocated to the appropriate cost center.
5. MAC shall compensate AIRLINE for the unamortized cost
of any leasehold improvements to the extent that such
improvements can not be reused.
6. If loss of space is 30 days or less there shall be no
rent adjustment. If loss of space is temporary but
greater than 30 days, AIRLINE's rent will be
proportionately abated and the amount of the rent
abatement shall be allocated to the appropriate cost
center. If the loss of space is permanent, the Leased
Premises and corresponding rent shall be adjusted by
lease amendment.
H. SHORT TERM GATES
The holdrooms, aircraft parking positions and operations space
associated with Gates 41, 43, 44, 44A, 46, 76 and 77, as shown
on Exhibit J (hereinafter referred to as "Short Term Gates")
shall be made available to Airlines on the following basis in
order to promote Airport access on fair and reasonable terms:
1. AIRLINE shall lease Short Term Gate space under its
control on the same basis as provided in this
Agreement, except as provided in this Paragraph.
2. MAC may, in its discretion, cancel the lease of a
Short Term Gate leased by AIRLINE if an Airline
presently not leasing a gate directly from MAC or not
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currently providing air service to the Airport is
proposing to add additional air service and desires
to lease a gate directly from MAC. The following
procedures shall be followed before a Short Term Gate
lease may be cancelled:
a. If an Airline presently not leasing a gate
directly from MAC or not currently providing
air service to the Airport is proposing to
add additional air service and desires to
lease a gate directly from MAC, MAC may in
its discretion issue a Notice of
Cancellation. The Notice of Cancellation may
become effective after 90 days.
b. In the event of a decision to cancel a Short
Term Gate, MAC will work with AIRLINE to
attempt to accommodate AIRLINE's schedule
pursuant to the procedures of Article
IV.E.3.
c. MAC may extend the time periods set forth in
this provision for good cause, e.g. the
unavailability of replacement jet bridges or
other ground equipment.
3. In the event MAC cancels the lease of a Short Term
Gate pursuant to this Paragraph, it shall compensate
AIRLINE for the unamortized cost of improvements made
to the leased premises of a Short Term Gate. AIRLINE
shall retain and remove AIRLINE property (e.g. jet
bridge or other ground equipment, computers, inserts)
or may negotiate their sale.
4. The appearance of a Short Term Gate shall be
"generic" i.e. generic carpet, neutral wall finishes
and no distinguishing colors on the podium or
backwall except as to improvements existing as of the
date of this Agreement. AIRLINE may hang corporate
banners or posters and name identification signs so
long as they can be detached without significantly
damaging the premises or AIRLINE commits to restoring
the premises without cost to MAC.
5. If AIRLINE is leasing only one holdroom from MAC, it
may request that MAC remove the Short Term Gate
designation from a holdroom by demonstrating that it
has met the following conditions:
a. AIRLINE has not been in default on any
rental, security deposit, PFC or other
financial obligations to MAC for any of the
previous twelve consecutive months; and
b. AIRLINE has maintained an Average Daily
Utilization at least equal to seven
departures for each of the previous twelve
consecutive months. For purposes of this
provision "Average Daily Utilization" shall
mean the number of AIRLINE's and an
Affiliated Airline's scheduled aircraft
departures using the gate with aircraft of
fifty or more seats in a calendar month,
divided by the number of days in that
calendar month; provided, however,
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that if AIRLINE's or the Affiliated
Airline's actual flight activity differs
by more than five percent (5%) from its
published schedule in any calendar month,
MAC shall use AIRLINE's or the Affiliated
Airline's actual total departures for
purpose of calculating Average Daily
Utilization.
I. REGIONAL RAMP
MAC shall:
1. Designate parking positions on the Regional Ramp for
Preferential Use by AIRLINE in accordance with
Exhibit L and shall update this Exhibit to reflect
construction changes; provided, however, that during
any time in which a parking position is not required
for use by AIRLINE or an Affiliated Airline, MAC may
require AIRLINE to accommodate another Airline during
any time in which a parking position is not required
for use by AIRLINE or an Affiliated Airline, subject
to the standards and procedures in Article IV.E.3.
(and credit AIRLINE for any rents received from such
Airline);
2. Allocate all unassigned parking positions on the
Regional Ramp for Common Use and shall assign their
use to AIRLINE or an Affiliated Airline upon request
or to another Airline on a Preferential Use basis;
and
3. Designate support areas on the Regional Ramp for use
by ground service equipment.
J. RELINQUISHMENT OF PREMISES
1. NOTICE OF INTENT TO RELINQUISH PREMISES
In the event AIRLINE desires to relinquish any of its
Premises, AIRLINE shall provide written notice to MAC
thirty (30) days in advance of such relinquishment
and shall identify in such notice all areas it wishes
to relinquish. MAC shall make its best efforts to
lease such areas to another Airline, to the extent
the proposed relinquished Premises is suitable for
another Airline.
2. NON-WAIVER OF RESPONSIBILITY
AIRLINE shall continue to be solely responsible
pursuant to this Agreement for the payment of all
rents, charges and fees related to the Premises until
another Airline commences payment for Premises as
provided below.
3. REDUCTION OF RENTS, FEES, AND CHARGES
AIRLINE's rents, fees and charges related to that
portion of the Premises taken by another Airline,
pursuant to such Airline's agreement with MAC,
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shall be reduced in the amount of the rent, fees and
charges paid by such other Airline. This reduction
shall begin only when the Airline that contracted
with MAC for its use of the Premises begins payment
for the Premises and shall end if such Airline
becomes delinquent in payment for the Premises.
K. MID-TERM RELINQUISHMENT OF PREMISES
As provided below, in the event the actual airline cost per
Enplaned Passenger exceeds $5.16 per Enplaned Passenger (in
1998 dollars) as calculated below, in Fiscal Year 2002,
AIRLINE shall be permitted on a one-time basis to relinquish a
portion of its Premises pursuant to this Subsection, such
relinquishment to be effective January 1, 2004.
1. NOTICE OF INTENT TO RELINQUISH PREMISES
On or before June 30, 2003, MAC shall provide AIRLINE
with the actual airline cost per Enplaned Passenger
calculation for Fiscal Year 2002. Provided that the
airline cost per Enplaned Passenger amount exceeds
the amount set forth in this Subsection, AIRLINE
shall be permitted to relinquish a portion of its
Premises effective January 1, 2004. AIRLINE shall
provide written notice to MAC by no later than
September 30, 2003 of its intent to relinquish a
portion of its Premises pursuant to this Subsection
and shall identify in such notice the areas it wishes
to relinquish.
2. LIMITATIONS ON RELINQUISHMENT OF PREMISES
The portion of Premises that AIRLINE shall be
permitted to relinquish pursuant to this Subsection
shall be limited to one-half of its Premises, up to a
maximum of two aircraft parking positions with
associated holdrooms, and an allocable portion of
other AIRLINE Exclusive Use Space. MAC may require
that AIRLINE relinquish other Exclusive Use Space
proportional to AIRLINE's share of holdrooms that is
relinquished.
3. TREATMENT OF RELINQUISHED PREMISES
The square footage of Premises that is relinquished
pursuant to this Subsection and is designated as
Rentable Space shall not be regarded as Rentable
Space until such time as such relinquished space is
leased to another Airline.
4. CALCULATION OF AIRLINE COST PER ENPLANED PASSENGER
MAC shall calculate the airline cost per Enplaned
Passenger based on actual revenues from rents, fees,
and charges paid by all Airlines during Fiscal Year
2002; provided, however, that the number of Enplaned
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Passengers used to calculate the airline cost per
Enplaned Passenger shall be the larger of (a) the
actual number of Enplaned Passengers at the Airport
for Fiscal Year 2002, or (b) 14,456,000 (the number
of Enplaned Passengers at the Airport in Fiscal Year
1997). For the purpose of expressing the cost per
Enplaned Passenger in 1998 dollars, MAC will use the
Implicit Price Deflator for Gross Domestic Product,
or a similar price index, published by the U.S.
Department of Commerce, Bureau of Economic Analysis.
L. SURRENDER OF PREMISES
1. Upon termination of this Agreement in its entirety,
whether by its terms or by earlier cancellation,
AIRLINE's rights to use the Premises, facilities,
rights, licenses, services and privileges hereby
given shall cease, and AIRLINE shall forthwith
surrender possession to MAC.
2. All structures, fixtures, improvements, equipment and
other property bought, installed, erected or placed
by AIRLINE on the Premises or elsewhere on the
Airport, including without limiting the generality
thereof storage tanks, pipes, pumps, wires, poles,
machinery and air conditioning equipment, shall be
deemed to be personal property and remain the
property of the AIRLINE, and AIRLINE shall have the
right to remove the same if AIRLINE is not then in
default; provided that AIRLINE shall remove its
property within a period of ninety (90) days after
termination, and shall restore the Premises to its
condition as of the commencement of the Term hereof,
ordinary wear and tear or damage by the elements,
fire, explosion and other casualty excepted, but
including any environmental restoration.
3. If AIRLINE's property is not so removed and the
Premises restored prior to the expiration of the
aforesaid period of ninety (90) days, MAC shall
thereafter have the right, by giving AIRLINE written
notice thereof, to take title to AIRLINE's property
located on the Premises, or alternatively, to cause
such property to be removed and sold or otherwise
disposed of as MAC may elect, and AIRLINE hereby
constitutes MAC its agent for the purpose of such
removal and sale, and authorizes MAC in its sole
discretion to determine the method of disposition.
AIRLINE shall be responsible for any and all
reasonable costs incurred by MAC in the removal of
AIRLINE's property from the Premises and the
disposition thereof and for restoration of the
Premises. MAC shall pay over to AIRLINE any amount
received from disposition of AIRLINE's property in
excess of the cost of removal, disposition, and
restoration.
4. MAC reserves the right to make a reasonable rental
charge covering the period following termination of
the Agreement to the date of removal of AIRLINE's
property or until MAC gives AIRLINE notice of taking
title thereto provided that no charge shall be made
for the first thirty (30) days following termination
of the Agreement.
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V. RENTS, FEES, AND CHARGES
A. GENERAL
For use of the Premises, facilities, rights, licenses,
services and privileges granted hereunder, AIRLINE agrees to
pay MAC during the Term of this Agreement the rents, fees and
charges as hereinafter described. In addition, AIRLINE agrees
to pay MAC applicable fees set forth in Article XIII,
Supplemental Agreements.
B. RENTS, FEES, AND CHARGES
1. LANDING FEES. AIRLINE shall pay to MAC monthly
landing fees to be determined by multiplying the
number of 1,000-pound units of AIRLINE's Total Landed
Weight during the month by the then-current landing
fee rate. The landing fee rate shall be calculated
according to procedures set forth in Article VI.
2. ENVIRONMENTAL SURCHARGES. AIRLINE shall pay to MAC
monthly environmental surcharges to be determined by
multiplying the number of AIRLINE's Stage 2 and Stage
3 aircraft operations during the month by the
then-current environmental surcharge rate. The
environmental surcharge rate shall be calculated
according to procedures set forth in Article VI. The
environmental surcharge will be terminated effective
January 1, 2000.
a. EXCESS STAGE 2 FEES. AIRLINE shall pay to
MAC excess Stage 2 fees to be determined by
multiplying the number of Stage 2 Operations
conducted by AIRLINE during the year by the
then-current excess Stage 2 fee rate. The
excess Stage 2 fee rate shall be calculated
according to procedures set forth in Article
VI. The excess Stage 2 fee will be
terminated effective January 1, 2000.
b. STAGE 3 CREDIT. AIRLINE shall receive a
Stage 3 credit from MAC against the
environmental surcharge and the excess Stage
2 fees, to be determined by multiplying the
Stage 3 credit by the proportion that
AIRLINE's Stage 3 Operations represents of
total Stage 3 Operations of Signatory
Airlines at the Airport. The Stage 3 credit
shall be calculated according to procedures
set forth in Article VI. The Stage 3 credit
will be terminated effective January 1,
2000.
3. TERMINAL APRON FEES. AIRLINE shall pay to MAC monthly
Terminal Apron fees to be determined by multiplying
the number of lineal feet of Terminal Apron under
lease to AIRLINE during the month by the then-current
Terminal Apron rate. The Terminal Apron rate shall be
calculated according to procedures set forth in
Article VI.
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4. REGIONAL RAMP FEES. AIRLINE shall pay to MAC monthly
regional ramp fees based upon the regional ramp fee
rate then in effect. The regional rate shall be
calculated according to procedures set forth in
Article VI.
5. TERMINAL BUILDING RENTS. AIRLINE shall pay to MAC
monthly Terminal Building rentals for its Exclusive
(janitored and unjanitored), Preferential and Common
Use Space in the Terminal Building. The Terminal
Building rental rates shall be calculated according
to procedures set forth in Article VI.
Terminal Building rentals for Common Use Space
(except the IAF) shall be prorated among Signatory
Airlines using the Common Use Formula.
6. CARROUSEL AND CONVEYOR CHARGES. AIRLINE shall pay to
MAC monthly carrousel and conveyor charges based upon
maintenance and operating costs and direct
depreciation and interest costs. The carrousel and
conveyor charges shall be calculated according to the
procedures set forth in Article VI and shall be
prorated among Signatory Airlines using the Common
Use Formula.
7. IAF GATE FEES. AIRLINE shall pay to MAC monthly IAF
gate fees determined by multiplying the number of
arrivals at the IAF by AIRLINE's propeller aircraft,
narrow-body jet aircraft, and wide-body jet aircraft
by $400, $800, and $1,200, respectively.
8. IAF USE FEES. AIRLINE shall pay to MAC monthly IAF
use fees determined by multiplying the number of
AIRLINE's international passengers arriving at the
IAF during the month by the IAF use fee rate. The IAF
use fee rate shall be calculated according to
procedures set forth in Article VI.
9. OTHER FEES AND CHARGES. AIRLINE shall pay to MAC
reasonable fees for the various other services
provided by MAC to AIRLINE. These services include,
but may not be limited to, the following:
a. Use of the Xxxxxxxx Terminal and Xxxxxxxx
ramp at rates established from time to time
by MAC.
b. Use of Garage Parking Cards by AIRLINE's
employees at rates set forth in the
Guidelines for Administering Validated
Airport Parking.
c. Use of designated employee parking
facilities by AIRLINE's employees at rates
established from time to time by MAC.
d. Nonroutine Terminal Apron cleaning and other
special services requested by AIRLINE at
rates that reflect the costs incurred by
MAC.
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e. Security and personnel identification badges
for AIRLINE's personnel at rates established
from time to time by MAC.
f. Office services, such as facsimile,
photocopying, or telephone provided by MAC.
Charges for these services shall be at the
rates that MAC customarily charges for such
services.
g. Charges for the cost of separately metered
water and sewer and other such utilities not
otherwise included in the calculation of
rents, fees, and charges.
C. MONTHLY ACTIVITY REPORT
1. CONTENTS AND DUE DATE
Without any demand therefor AIRLINE shall furnish MAC
on or before the 10th day of each and every month,
the IAF reports and an accurate written report of
AIRLINE's operations during the preceding month,
setting forth all data necessary to calculate the
AIRLINE's fees and charges due under this Agreement.
Said report shall be in a format prescribed by MAC
and shall include the following: (a) AIRLINE's actual
aircraft revenue flight arrivals at the Airport by
type of aircraft, Maximum Certificated Gross Landing
Weight of each type of aircraft, and Total Landed
Weight; (b) the total number of Enplaned, Deplaned,
Non-Revenue and Through Passengers of AIRLINE at the
Airport, breaking Enplaned Passengers into
originating and connecting passengers; (c) the amount
of domestic and international cargo, mail, and
express packages (in pounds) enplaned and deplaned by
AIRLINE at the Airport; (d) the total number of Stage
2 and Stage 3 landings and other landings not
otherwise classified as a Stage 2 or a Stage 3
landing; (e) the total number of scheduled and
nonscheduled aircraft operations; and (f) a summary
reflecting all of AIRLINE's actual flight activity by
aircraft type for gates, the regional ramp, and the
IAF.
AIRLINE shall also provide to MAC a separate report
for each Affiliated Airline unless separately
reported to MAC by such Affiliated Airline.
2. FAILURE TO REPORT
If AIRLINE fails to furnish MAC with the monthly
activity report by the due date, AIRLINE's landing
fees, environmental surcharge, IAF gate fees, and IAF
use fees, as provided for hereinafter, shall be
determined by assuming that AIRLINE's activity
factor, as appropriate for each fee, for such month
was one hundred percent (100 percent) of its activity
factor, as appropriate for each fee, during the most
recent month for which such data are available for
AIRLINE. Any necessary adjustment in such fees shall
be calculated after an accurate report is delivered
to MAC by AIRLINE for the month in question.
Resulting surpluses or deficits shall be applied as
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credits or charges to the appropriate invoices in the
next succeeding month.
3. INSPECTION AND MAINTENANCE OF RECORDS
AIRLINE shall maintain records, accounts, books and
data with respect to its operations at the Airport
sufficient to permit MAC to calculate and verify the
rents, fees and charges due under this Agreement,
which shall cover a period of not less than three (3)
years beyond the end of AIRLINE's fiscal year in
which such record was created. Such records shall be
subject to inspection and audit by MAC at all
reasonable times.
D. SECURITY DEPOSITS
1. Unless AIRLINE has provided regularly scheduled
passenger, all cargo or combination flights to and
from the Airport for the twelve (12) months
immediately prior to AIRLINE's execution of this
Agreement (or immediately prior to the assignment of
this Agreement to AIRLINE) without an act or omission
having occurred that would have been an event of
default under Article XIV of this Agreement if this
Agreement had been in effect during this period,
AIRLINE shall provide MAC upon the execution of this
Agreement (or upon the assignment of this Agreement
to AIRLINE) with a contract bond, irrevocable letter
of credit or other security acceptable to MAC
("Contract Security") in an amount equal to the total
of three (3) months' estimated rents, fees and
charges payable by AIRLINE under Article V of this
Agreement plus three (3) months' estimated PFC
collections under this Article V, to guarantee the
faithful performance by AIRLINE of all of its
obligations under this Agreement and the payment of
all rents, fees, and charges due hereunder and of all
PFCs due to MAC. Such Contract Security shall be in
such form and with such company licensed to do
business in the State of Minnesota as shall be
acceptable to MAC within its reasonable discretion.
2. AIRLINE shall be obligated to maintain Contract
Security in an amount equal to MAC's estimate of
three months' rents, fees, and charges plus three (3)
months' estimated PFC collections payable hereunder
and to maintain this Contract Security in effect
until the expiration of twelve (12) consecutive
months (including any period prior to AIRLINE's
execution of this Agreement during which AIRLINE
provided regularly scheduled flights to and from the
Airport) during which no event of default under
Article XIV of this Agreement (and for any such prior
period, no act or omission that would have been such
an event of default hereunder) has occurred. If such
Contract Security should be canceled, AIRLINE shall
provide a renewal or replacement Contract Security
for the period required pursuant to this Section.
AIRLINE shall provide at least sixty (60) days prior
written notice of the date on which any Contract
Security expires or is subject to cancellation.
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3. If an event of default under Article XIV, A. 1, 2, or
5 of this Agreement shall occur, MAC shall have the
right, by written notice to AIRLINE given at any time
within ninety (90) days of such event of default, to
impose or reimpose the requirements of this Section
on AIRLINE. In such event, AIRLINE shall within ten
(10) days from its receipt of such written notice
provide MAC with the required Contract Security and
shall thereafter maintain such Contract Security in
effect until the expiration of the required period
during which no event of default under Article XIV of
this Agreement occurs. MAC shall have the right to
reimpose the requirements of this Section on AIRLINE
each time an event of default occurs during the Term
of this Agreement. MAC's rights under this Section
shall be in addition to all other rights and remedies
provided it under this Agreement.
4. To the extent that AIRLINE holds any property
interest in PFC funds collected for the benefit of
MAC, AIRLINE hereby pledges to MAC and grants MAC a
first priority security interest in such funds, and
in any and all accounts into which such funds are
deposited.
E. PAYMENT PROVISIONS
1. Terminal rentals for Exclusive and Preferential Use
Premises, fees per the Common Use Formula, and
Terminal Apron Fees shall be due and payable the
first day of each month in advance without invoice
from MAC.
2. Within ten (10) days following the last day of each
month, AIRLINE shall transmit to MAC payment for the
amount of landing fees, environmental surcharges, IAF
gate fees, and IAF use fees incurred by AIRLINE
during said month, as computed by AIRLINE without
invoice from MAC.
3. All other rents, fees, or charges set forth herein,
including supplemental xxxxxxxx for year-end
adjustments, if any, shall be due within thirty (30)
days of the date of the invoice therefor.
4. The acceptance by MAC of any payment made by AIRLINE
shall not preclude MAC from verifying the accuracy of
AIRLINE's report and computations or from recovering
any additional payment actually due from AIRLINE.
5. Any payment not received within thirty (30) days of
the due date shall accrue interest at the rate of 1.5
percent per month measured from the due date until
paid in full.
6. Payments shall be made to the order of the
"Metropolitan Airports Commission." Airline agrees to
cooperate with MAC in the development of electronic
transfer of funds as the method of payment.
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7. Payments shall be sent to the following address or
such other place as may be designated by MAC from
time to time:
Xxxxxxxxxxxx Xxxxxxxx Xxxxxxxxxx
XX-0000
Xxxxxxxxxxx, XX 00000
F. NET AGREEMENT
This is a net agreement with reference to rents, fees, and
charges paid to MAC. AIRLINE shall pay all taxes, fees, or
assessments of whatever character that may be lawfully levied,
assessed, or charged by any governmental entity upon the
property, real and personal, occupied, used, or owned by
AIRLINE, or upon the rights of AIRLINE to occupy and use the
Premises, or upon AIRLINE's improvements, fixtures, equipment,
or other property thereon, or upon AIRLINE's rights or
operations hereunder. AIRLINE shall have the right at its sole
cost and expense to contest the amount or validity of any tax
or license as may have been or may be levied, assessed, or
charged.
G. NO OTHER FEES AND CHARGES
Except as expressly provided for herein, including but not
limited to Article III.B.3., no further rents, fees, or
charges shall be charged against or collected from AIRLINE,
its passengers, shippers, and receivers of freight and express
packages and its suppliers of goods and services, by MAC for
the Premises, facilities, rights and licenses granted to
AIRLINE in this Agreement.
H. PASSENGER FACILITY CHARGES
MAC expressly reserves the right to assess and collect PFCs in
accordance with the PFC Regulations. The following shall apply
to the collection of PFCs:
1. AIRLINE shall hold the net principal amount of all
PFCs that are collected by AIRLINE or its agents on
behalf of MAC pursuant to 49 U.S.C. App. Section 1513
and the rules and regulations thereunder (14 C.F.R.
Part 158, herein the "PFC Regulations") in trust for
MAC. For purposes of this Section, net principal
amount shall mean the total principal amount of all
PFCs that are collected by AIRLINE or its agents on
behalf of MAC, reduced by all amounts that AIRLINE is
permitted to retain pursuant to Section 158.53(a) of
the PFC Regulations.
2. In the absence of additional regulations governing
the treatment of refunds, any refunds of PFCs due to
passengers as a result of changes of itinerary shall
be paid proportionately out of the net principal
amount attributable to such PFCs and the amount that
AIRLINE was permitted to
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retain under Section 158.53(a) of the PFC Regulations
attributable to such PFCs. AIRLINE hereby
acknowledges that the net principal amount of all
PFCs collected on behalf of MAC shall remain at all
times the property of MAC, except to the extent of
amounts refunded to passengers pursuant to the
preceding sentence (which shall remain the property
of MAC until refunded and become the property of the
passenger upon and after refund). Other than the
amounts that AIRLINE is entitled to retain pursuant
to Section 158.53 of the PFC Regulations, AIRLINE
shall be entitled to no compensation.
3. In the event AIRLINE fails to remit PFC revenues to
MAC within the time limits established in the PFC
Regulations, such event shall be an event of default
subject to Article XIV of this Agreement.
I. NON-WAIVER
The acceptance of fees by MAC for any period or periods after
a default of any of the terms, covenants and conditions herein
contained to be performed, kept and observed by AIRLINE, shall
not be deemed a waiver of any right on the part of MAC to
terminate this Agreement for failure by AIRLINE to perform,
keep or observe any of the terms, covenants or conditions of
this Agreement.
J. NONSIGNATORY LANDING FEES
The landing fee rate charged to any Airline that is not a
Signatory Airline shall be in accordance with the rates
established by ordinance from time to time by MAC.
K. AFFILIATED AIRLINE
If AIRLINE is an Affiliated Airline, then AIRLINE is not
obligated to pay MAC the fixed (i.e. 20%) portion of the
Common Use Bag Claim and Carrousel Charges and the Security
Deposit requirement in Article V.D. If AIRLINE has designated
an Airline as an Affiliated Airline, AIRLINE hereby
unconditionally guarantees all rents, fees and charges
including passenger facility charges of any Affiliated Airline
so designated by AIRLINE, and upon receipt of notice of
default by such Affiliated Airline (with a copy to AIRLINE),
AIRLINE will pay such amounts to MAC on demand pursuant to the
payment provisions of this Agreement. AIRLINE must give MAC
thirty (30) days advance written notice in order to designate
an Airline as an Affiliated Airline or to revoke such status.
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VI. CALCULATION OF RENTS, FEES, AND CHARGES
A. GENERAL
Effective January 1, 1999 and for each Fiscal Year thereafter,
rents, fees, and charges will be reviewed and recalculated
based on the principles and procedures set forth in this
Article. The annual costs associated with each of the indirect
cost centers shall be allocated to each of the Airport Cost
Centers based on the allocations as set forth in Exhibit M,
Indirect Cost Center Allocation, which allocations may be
amended from time to time by mutual consent of MAC and a
Majority-In-Interest of Signatory Airlines. Such consent may
not be unreasonably withheld.
B. CALCULATION/COORDINATION PROCEDURES
1. AIRLINE shall provide to MAC: (a) on or before August
1 of each year a preliminary estimate of Total Landed
Weight for the succeeding calendar year of AIRLINE
and each Affiliated Airline, unless separately
reported to MAC by such Affiliated Airline; and (b)
on or before October 1 of each year a final estimate
of such weight. If the final estimate is not so
received, MAC may continue to rely on the preliminary
estimate for the MAC budgeting process. MAC will
utilize the forecast in developing its preliminary
calculation of Total Landed Weight for use in the
calculation of rents, fees, and charges for the
ensuing Fiscal Year.
2. On or before October 15 of each Fiscal Year, MAC
shall submit to AIRLINE a preliminary calculation of
rents, fees, and charges for the ensuing Fiscal Year.
The preliminary calculation of rents, fees, and
charges will include, among others, MAC's estimate of
all revenue items, Operation and Maintenance
Expenses, depreciation and imputed interest, Capital
Outlays, required deposits, including amounts
necessary to be deposited in the Coverage Account in
order to meet MAC's rate covenant under the Trust
Indenture, and Rentable Space. The calculation of
depreciation and imputed interest will be based on
MAC's determination of the useful life of each asset
and the weighted average cost of capital,
respectively, under generally accepted accounting
principles, except that unless specifically
prohibited by generally accepted accounting
principles applicable to a particular project, (a)
Terminal Building projects involving building or
structural changes added to the rate calculation
after January 1, 1999 and which would otherwise have
been depreciated over 20-25 years shall be
depreciated over 30 years, and (b) ramp and runway
projects involving replacement concrete or ramp work
added to the rate calculation after January 1, 1999
and which would otherwise have been depreciated over
20-25 years shall be depreciated over 30 years.
3. Within fifteen (15) days after receipt of the
preliminary calculation of rents, fees, and charges,
if requested by the Signatory Airlines, a
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meeting shall be scheduled between MAC and the
Signatory Airlines to review and discuss the proposed
rents, fees, and charges.
4. MAC shall then complete a calculation of rents, fees,
and charges at such time as the budget is approved,
taking into consideration the comments or suggestions
of AIRLINE and the other Signatory Airlines.
5. If, for any reason, MAC's annual budget has not been
adopted by the first day of any Fiscal Year, the
rents, fees, and charges for the Fiscal Year will
initially be established based on the preliminary
calculation of rents, fees, and charges until such
time as the annual budget has been adopted by MAC. At
such time as the annual budget has been adopted by
MAC, the rents, fees, and charges will be
recalculated, if necessary, to reflect the adopted
annual budget and made retroactive to the first day
of the Fiscal Year.
6. If, during the course of the year, MAC believes
significant variances exist in budgeted or estimated
amounts that were used to calculate rents, fees, and
charges for the then current Fiscal Year, MAC may
after notice to Airlines adjust the rents, fees, and
charges for future reports to reflect current
estimated amounts.
C. LANDING FEES
MAC shall calculate the landing fee rate in the following
manner and as illustrated in Exhibit N.
1. The total estimated Airfield Cost shall be calculated
by totaling the following annual amounts:
a. The total estimated direct and allocated
indirect Operation and Maintenance Expenses
allocable to the Airfield cost center.
b. The estimated direct and allocated indirect
depreciation and imputed interest on the net
Capital Cost (after grants and PFCs)
allocable to the Airfield cost center. MAC
agrees to defer the start of recovery
through landing fees of depreciation and
imputed interest on $49.683 million of
project costs included in the Runway 17/35
Program from their original date of
beneficial occupancy to 2006. Carrying costs
for such projects during this deferral
period shall be calculated with the amount
added to the original project cost (which,
if debt funded, includes the allocated
portion of capitalized interest, debt
service reserve funds, issuance costs, and
other such cost elements related to such
debt) for recovery through the project's
depreciation and imputed interest
calculations starting in 2006. Depreciation
and imputed interest on these projects shall
be recovered over the depreciation periods
set forth in Article VI.B.2.
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c. The estimated imputed interest (net of
grants and PFCs) on the historical cost of
MAC's investment in land.
d. The total estimated direct and allocated
indirect cost (net of grants and PFCs) of
Capital Outlays allocable to the Airfield
cost center.
e. The amount of any fine, assessment,
judgment, settlement, or extraordinary
charge (net of insurance proceeds) paid by
MAC in connection with the operations on the
Airfield, to the extent not otherwise
covered by Article X.
f. The amounts required to be deposited to
funds and accounts pursuant to the terms of
the Trust Indenture, including, but not
limited to, its debt service reserve funds
allocable to the Airfield cost center. MAC
agrees to exclude from the calculation of
landing fees the amounts which it may
deposit from time to time to the maintenance
and operation reserve account and the
Coverage Account established and maintained
pursuant to the Trust Indenture except for
such amounts which are necessary to be
deposited to the Coverage Account in order
for MAC to meet its rate covenant under the
Trust Indenture.
g. Any amounts required to be collected from
landing fees pursuant to 1999 Minn. Laws
Chapt. 243-Omnibus Tax Xxxx (Richfield
Bonds) unless such payment is prohibited by
applicable federal law.
2. The total estimated Airfield Cost shall be adjusted
by the total estimated annual amounts of the
following items to determine the Net Airfield Cost:
a. Service fees received from the military, to
the extent such fees relate to the use of
the Airfield;
b. General aviation and nonsignatory landing
fees;
c. Off-Airport Aircraft Noise Costs until
January 1, 2000; and
d. Depreciation and imputed interest on the
Capital Cost, if any, disapproved by a
Majority-In-Interest of Signatory Airlines.
e. Landing Fee Deferral/Addition.
i. Unless such amounts are required
for MAC to comply with its rate
covenant under the Trust Indenture,
MAC will defer the collection of
$1.761 million for FY1999 and
$3.753 million for FY2000.
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ii. Unless such amounts are required
for MAC to comply with its rate
covenant under the Trust Indenture,
with respect to the period from
FY2001 through FY2006, MAC will
prepare an estimated landing fee
rate as follows: Using the amount
of landing fees that would result
from the estimated landing fee
rate, along with the other Airline
fees and charges normally used to
determine Airline payments per
enplanement (hereinafter "APPE"),
MAC will calculate a projected APPE
amount for the upcoming fiscal year
using such Airline payments divided
by the greater of (a) MAC's
projection of enplanements for such
fiscal year or (b) the actual
enplanement amounts for the prior
fiscal year increased for 2 years
by 3 percent per year.
If the projected APPE amount for an
upcoming fiscal year exceeds the
APPE amount for 1998, escalated by
6.85 percent per year (hereinafter
"APPE Comparison Amount"), then MAC
shall reduce the amount to be
recovered from Airlines through
landing fees in the upcoming fiscal
year to equate to the APPE
Comparison Amount; provided,
however, that the total amount of
any such reduction in any fiscal
year shall not exceed the amount
shown in the following table:
FISCAL YEAR AMOUNT
----------- ------
2001 $ 5.031 million
2002 $ 6.790 million
2003 $ 0.875 million
2004 $ 7.606 million
2005 $ 1.917 million
2006 $ 5.672 million
iii. Any amounts deferred pursuant to
this provision shall be recorded in
a deferred revenue account.
Balances in such account shall
accrue interest at 6.1 percent per
annum.
iv. With respect to FY 1999 through
FY2006, the deferred revenue
account may be added to landing
fees to the extent that the
projected APPE amount for that
fiscal year is less than the APPE
Comparison Amount for that fiscal
year. With respect to FY2007
through FY2010, the balance in the
deferred revenue account, along
with any future interest accruals,
shall be recovered in total from
the Airlines by adding a portion of
the deferred amount,
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with interest, to landing fees,
based upon the following
percentage:
- 15 % of the deferred
amount in FY2007, plus
accrued interest
- 40% of the deferred amount
in FY2008, plus accrued
interest
- 40% of the deferred amount
in FY2009, plus accrued
interest
- 5% of the deferred amount
in FY2010, plus accrued
interest
3. The Net Airfield Cost shall then be divided by the
estimated Total Landed Weight (expressed in thousands
of pounds) of the Signatory Airlines operating at the
Airport to determine the landing fee rate per 1,000
pounds of aircraft weight for a given Fiscal Year.
D. ENVIRONMENTAL SURCHARGE
Signatory Airlines operating stage 2 and/or stage 3 aircraft
at the Airport shall pay an environmental surcharge and excess
stage 2 fee, and shall receive a stage 3 credit, as
applicable, for operations of stage 2 and stage 3 aircraft at
the Airport until January 1, 2000 at which time the
environmental surcharge, excess stage 2 fee, and stage 3
credit will be terminated and the applicable costs shall be
included in the landing fees as provided elsewhere in this
Agreement. MAC shall calculate the environmental surcharge,
excess stage 2 fee, and stage 3 credit in the following manner
and as illustrated in Exhibit N.
1. MAC shall calculate the environmental surcharge prior
to the beginning of the Fiscal Year based on the
estimated Off-Airport Aircraft Noise Costs and shall
recalculate the environmental surcharge following the
end of the Fiscal Year based on procedures in Section
J of this Article. MAC shall calculate the excess
stage 2 fee and stage 3 credit following the end of
the Fiscal Year based on actual costs and operations.
2. MAC shall calculate the environmental surcharge rate
by dividing the estimated annual Off-Airport Aircraft
Noise Costs, net of environmental surcharges paid by
nonsignatory airlines, by the total number of Stage 2
and Stage 3 Operations of Signatory Airlines at the
Airport to produce a rate per aircraft operation.
3. MAC shall calculate the excess stage 2 fee rate by
multiplying the annual environmental surcharge rate
by thirty (30) percent to produce an excess stage 2
fee rate per Stage 2 Operation.
4. The stage 3 credit shall be equal to the total excess
stage 2 fees paid by the Signatory Airlines at the
Airport in a given Fiscal Year.
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5. Credits under this Section shall not exceed fees
under this Section for any Signatory Airline in a
given Fiscal Year.
E. TERMINAL APRON FEES
MAC shall calculate the terminal apron rate in the following
manner and as illustrated in Exhibit N.
1. The total estimated Terminal Apron Cost shall be
calculated by totaling the following annual amounts:
a. The total estimated direct and allocated
indirect Operation and Maintenance Expenses
allocable to the Terminal Apron cost center.
b. The estimated direct and allocated indirect
depreciation and imputed interest on the net
Capital Cost (after grants and PFCs)
allocable to the Terminal Apron cost center
(excluding hydrant fueling repairs and
modifications).
c. The total estimated direct and allocated
indirect cost (net of grants and PFCs) of
Capital Outlays allocable to the Terminal
Apron cost center.
d. The amounts required to be deposited to
funds and accounts pursuant to the terms of
the Trust Indenture, including, but not
limited to, its debt service reserve funds
allocable to the Airfield cost center. MAC
agrees to exclude from the calculation of
landing fees the amounts which it may
deposit from time to time to the maintenance
and operation reserve account and the
Coverage Account established and maintained
pursuant to the Trust Indenture except for
such amounts which are necessary to be
deposited to the Coverage Account in order
for MAC to meet its rate covenant under the
Trust Indenture.
2. The Terminal Apron Cost shall then be divided by the
total estimated lineal feet of Terminal Apron, to
determine the terminal apron rate per lineal foot for
a given Fiscal Year. For the purposes of this
calculation, lineal feet of Terminal Apron shall be
computed as the sum of the following:
a. Lineal feet of Terminal Apron excluding the
lineal feet of Regional Ramp; and
b. Weighted lineal feet of Regional Ramp, which
MAC shall compute as the lineal feet of
Regional Ramp weighted by the ratio of the
average depth of the Regional Ramp to the
average depth of other areas of the Terminal
Apron.
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F. REGIONAL RAMP FEES
MAC shall calculate the regional ramp fee for Preferential and
Common Use parking positions in the following manner and as
illustrated in Exhibit N.
1. The total estimated Regional Ramp Cost shall be
calculated by multiplying the terminal apron rate per
lineal foot by the weighted lineal feet of Regional
Ramp.
2. The Regional Ramp Cost shall be divided by the total
number of aircraft parking positions on the entire
Regional Ramp to compute the fee per Preferential Use
parking position.
3. The Common Use Regional Ramp Cost shall be calculated
by multiplying the fee per Preferential Use parking
position by the number of Common Use parking
positions.
4. The Common Use Regional Ramp Cost shall, to the
extent feasible, be fully recovered through a use fee
established by MAC taking into consideration Common
Use Regional Ramp Cost and expected utilization of
Common Use parking positions on the Regional Ramp.
5. MAC shall assess no additional charges for areas on
the Regional Ramp designated by MAC for Airline
ground service equipment.
G. TERMINAL BUILDING RENTS
MAC shall calculate the terminal building rental rate for
unjanitored and janitored space in the Terminal Building as
set forth in Subsections 1 and 2 of this Section.
1. MAC shall calculate the terminal building rental rate
for unjanitored space in the Terminal Building in the
following manner and as illustrated in Exhibit N.
a. The total estimated Terminal Building Cost
shall be calculated by totaling the
following annual amounts:
1) The total estimated direct and
allocated indirect Operation and
Maintenance Expenses allocable to
the Terminal Building cost center.
2) The estimated direct and allocated
indirect depreciation and imputed
interest on the net Capital Cost
(after grants and PFCs) allocable to
the Terminal Building cost center.
MAC agrees to defer the start of
recovery through terminal building
rents of depreciation and imputed
interest on $121.574 million of
project costs included in the Green
Concourse Extension Program from
their original date of
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beneficial occupancy to 2006.
Carrying costs for such projects
during this deferral period shall be
calculated with the amount added to
the original project cost (which, if
debt funded, includes the allocated
portion of capitalized interest,
issuance costs, and other such cost
elements related to such debt) for
recovery through the project's
depreciation and imputed interest
calculations starting in 2006.
Depreciation and imputed interest on
these projects shall be recovered
over the depreciation periods set
forth by in Article VI. B. 2.
3) The total estimated direct and
allocated indirect cost (net of
grants and PFCs) of Capital Outlays
allocable to the Terminal Building
cost center.
4) The amounts required to be deposited
to funds and accounts pursuant to
the terms of the Trust Indenture,
including, but not limited to, its
debt service reserve funds allocable
to the Airfield cost center. MAC
agrees to exclude from the
calculation of landing fees the
amounts which it may deposit from
time to time to the maintenance and
operation reserve account and the
Coverage Account established and
maintained pursuant to the Trust
Indenture except for such amounts
which are necessary to be deposited
to the Coverage Account in order for
MAC to meet its rate covenant under
the Trust Indenture.
b. The total estimated Terminal Building Cost
shall be reduced by the total estimated
annual amounts of the following items to
determine the Net Terminal Building Cost:
1) Reimbursed expense for steam and
chilled water on the Gold
Concourse;
2) Carrousel and conveyor Capital Cost
and Operation and Maintenance
Expense; and
3) Janitorial Operation and
Maintenance Expenses, as determined
by MAC.
c. The Net Terminal Building Cost shall then be
divided by the total estimated Rentable
Space in the Terminal Building to determine
the terminal building rental rate per square
foot for unjanitored space for a given
Fiscal Year. (See Initial Rentable Square
Footage, Exhibit O).
2. MAC shall calculate the terminal building rental rate
for janitored space by totaling the following rates
and as illustrated in Exhibit N:
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a. The terminal building rental rate per square
foot for unjanitored space for a given
Fiscal Year, as calculated in this Section;
and
b. An additional rate per square foot, the
janitored rate, calculated by dividing the
total estimated direct janitorial Operation
and Maintenance Expenses, as determined by
MAC, by the total janitored space in the
Terminal Building (excluding MAC and
mechanical space).
H. CARROUSEL AND CONVEYOR CHARGE
1. MAC shall calculate the carrousel and conveyor
charge, as illustrated in Exhibit N, by totaling the
following annual amounts: equipment charges
associated with the carrousel and conveyor, including
annual depreciation and imputed interest, maintenance
expense, and service charge.
2. MAC shall prorate the carrousel and conveyor charge
among the Signatory Airlines using the Common Use
Formula.
I. IAF USE FEES
The IAF use fee for use of the IAF and any associated gates
shall be effective through December 31, 2015 and shall be
based upon:
1. The cost of the maintenance and operation of the
International Arrivals Facility which may include,
but is not limited to:
a. utilities;
b. cleaning:
c. maintenance (including the costs of
maintaining the security equipment that
existed as of April 1998), repair and
replacement cost allocation;
d. police, fire, and administrative cost
allocation;
e. costs of providing passenger baggage carts,
if any;
f. costs of providing staff parking for federal
inspections agency staff; and
g. $4.17 per square foot recoupment for lost
rental area in the Gold Concourse.
2. Costs associated with the operation of dual
international arrivals facility locations at the
Airport, based on the appropriate allocation of costs
between the two facilities, not otherwise funded by
the federal inspections agencies
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including, but not limited to additional personnel
and equipment used by those agencies; and
3. Excess construction and financing costs, if any; and
4. Costs of improvements (defined as $0.32 (32 cents)
per international arriving passenger) at the Xxxxxxxx
Terminal that would have been paid by the Airlines
who will now use the International Arrivals Facility
until such time as this fee is no longer collected at
the Xxxxxxxx Terminal.
Items (1) through (3) above, for which AIRLINE will be billed
monthly, shall be set annually at an estimated charge through
MAC's budget process and then adjusted at year end for actual
costs pursuant to certified audit by MAC's external auditors
and such difference shall be charged or credited to AIRLINE
and paid by AIRLINE or MAC within thirty (30) days thereafter.
J. YEAR-END ADJUSTMENTS OF RENTS, FEES, AND CHARGES
1. As soon as practical following the close of each
Fiscal Year, but in no event later than July 1, MAC
shall furnish AIRLINE with an accounting of the costs
actually incurred and revenues and credits actually
realized during such Fiscal Year with respect to each
of the components of the calculation of the rents,
fees, and charges calculated pursuant to this Article
broken down by rate making Cost Center.
2. In the event AIRLINE's rents, fees, and charges
billed during the Fiscal Year exceed the amount of
AIRLINE's rents, fees, and charges required (as
recalculated based on actual costs and revenues),
such excess shall be refunded or credited to AIRLINE.
3. In the event AIRLINE's rents, fees, and charges
billed during the Fiscal Year are less than the
amount of AIRLINE's rents, fees, and charges required
(as recalculated based on actual costs and revenues),
such deficiency shall be charged to AIRLINE in a
supplemental billing.
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VII. CAPITAL EXPENDITURES
A. GENERAL
1. Subject to the provisions of Sections B and D of this
Article, MAC may incur costs to plan, design, and
construct Capital Projects to preserve, protect,
enhance, expand, or otherwise improve the Airport
System, or parts thereof, at such time or times as it
deems appropriate, and may recover through airline
rents, fees, and charges the costs of such Capital
Projects.
2. Subject to the provisions of this Article, MAC may
pay the Capital Cost associated with any Capital
Project using funds lawfully available for such
purposes as it deems appropriate, and may issue
Airport Bonds in amounts sufficient to finance any
Capital Project.
3. MAC will use its best efforts to obtain and maximize:
(a) federal and state grants, including MNDOT and AIP
grants; (b) one hundred eighty six million dollars
($186,000,000) in federal letter of intent ("LOI")
and side agreements; and (c) fifty million dollars
($50,000,000) in additional entitlement/discretionary
money for a total of two hundred thirty six million
dollars ($236,000,000). In the event MAC decides to
issue debt to interim finance project costs otherwise
chargeable to cost centers affecting airline rates
and charges expected to be paid from the future
receipt of LOI discretionary grants it will include
interest and issuance costs associated with this debt
in the calculation of airline rates and charges.
4. This Agreement shall not be interpreted: (a) to
impair the authority of MAC to impose a Passenger
Facility Fee or to use the Passenger Facility revenue
as required by the PFC legislation or PFC
Regulations; (b) to restrict MAC from financing,
developing or assigning new capacity at the Airport
with Passenger Facility revenue if and to the extent
such restriction would violate the PFC legislation or
PFC Regulations; (c) to preclude MAC from funding,
developing, or assigning new capacity at the Airport
with PFC revenue in any manner required by the PFC
legislation or the PFC Regulations; or (d) to prevent
MAC from exercising any other right it is required to
retain by the PFC legislation or PFC Regulations if
and to the extent it is so required to be retained by
the PFC legislation or PFC Regulations. Subject to
these provisions, however, MAC and AIRLINE agree as
follows:
a. AIRLINE and MAC agree that MAC may impose a
PFC throughout the Term of this Agreement.
b. MAC will use all PFC revenue, including PFCs
attributable to increases in the PFC
collection rate, collected during the Term
of this Agreement to pay the Capital Costs
of the 2010 Plan, as the
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same may be amended pursuant to the terms of
this Agreement, and any associated debt
service, except that to the extent that
PFC's are not legally authorized to be used
for such purpose under applicable law, they
may be expended for the purposes for which
they are legally authorized.
c. Actual PFC revenue from the lesser of ninety
percent (90%) of Originating Passengers or
forty-five percent (45%) of Enplaned
Passengers for the period from 2011 to 2030
will be applied to fund Capital Costs
associated with the 2010 Plan before being
applied in any other manner. A portion (as
defined below) of the PFC's expected to be
collected for the period from 2011 to 2030
will be used to structure a bond issue to
fund Capital Costs associated with the 2010
Plan. Such Capital Costs will not be charged
to airline cost centers, however debt
service not actually paid with PFC's may be
recovered from the Airlines through a
special charge to the appropriate airline
cost center. This "portion" shall be
determined by MAC, after consultation with
its financial advisors in conjunction with
the issuance of debt associated with the
2010 Plan, based upon its projections of the
amount of PFC revenue which will be
generated from the LESSER of ninety percent
(90%) of the projected Originating
Passengers or forty-five percent (45%) of
the projected Enplaned Passengers for the
period from 2011 to 2030, based upon MAC's
forecasts of passenger growth and an assumed
$5.00 per passenger PFC collection rate.
5. MAC agrees to structure debt so that MAC's
construction fund balance will not exceed one hundred
twenty-five million dollars ($125,000,000) on
December 31, 2010. Any excess beyond this amount will
be applied to reduce debt.
6. Annually MAC shall submit to each Signatory Airline a
report on the Capital Projects that MAC plans to
commence during a Fiscal Year. MAC may from time to
time amend or supplement such report for the
then-current year by providing supplementary notice
to each Signatory Airline. The report (or
supplemental report) shall contain the following
information:
a. A description of each Capital Project,
together with statement of the need for and
benefits to be derived from each Capital
Project.
b. A schedule of estimated project costs and
proposed funding sources for each Capital
Project.
c. A notice requesting MII approval of the
Capital Projects, if any, that are subject
to MII review under Section B of this
Article.
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B. CAPITAL PROJECTS SUBJECT TO MII REVIEW
MAC may not recover through airline rents, fees, or charges
the Capital Costs, including the Off-Airport Aircraft Noise
Costs, of any Capital Project in the Airfield Cost Center
whose gross project costs exceed one million dollars
($1,000,000) without the prior approval of a
Majority-in-Interest of Signatory Airlines.
1. Each Capital Project, which is subject to this
Section B, shall be deemed to be "Approved by a
Majority-In-Interest of Signatory Airlines" unless
MAC receives, within forty-five (45) days of mailing
the report specified in Section A of this Article,
either: (a) written responses from a
Majority-In-Interest of Signatory Airlines and such
responses signify that a Majority-In-Interest of
Signatory Airlines disapprove such Capital Project or
(b) a certificate from the chair of the MSP Airport
Affairs Committee, with supporting documentation
establishing that a Majority-In-Interest of Signatory
Airlines disapprove such Capital Project.
2. MAC may proceed with any Capital Project that was
disapproved by a Majority-In-Interest of Signatory
Airlines; provided, however, that MAC may not recover
through airline rents, fees, or charges the Capital
Costs, including the Off-Airport Aircraft Noise
Costs, of any disapproved Capital Project.
3. Notwithstanding the foregoing and subject to the
limitations described below, the 2010 Plan Airfield
Programs shall be deemed to be Approved by a
Majority-in-Interest of Signatory Airlines.
C. CAPITAL PROJECTS NOT SUBJECT TO MII REVIEW
Without the prior approval of a Majority-In-Interest of
Signatory Airlines, MAC may incur costs to plan, design, and
construct at such time or times as it deems appropriate, and
may recover through airline rents, fees, and charges the costs
of the following Capital Projects:
1. Any Capital Project that is not in the Airfield Cost
Center except as set forth in D. below.
MAC plans to undertake a program of improvements to
the Airport System known as the 2010 Plan. The 2010
Plan, which is described in Exhibit I, includes
Capital Projects that are not in the Airfield Cost
Center as well as the 2010 Plan Airfield Programs.
Such Capital Projects are so identified in Exhibit I.
2. Any Capital Project in the Airfield Cost Center that
is necessary to comply with a rule, regulation, or
order of any governmental agency, other than an
ordinance of MAC, that has jurisdiction over the
operation of the Airport.
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3. Any Capital Project in the Airfield Cost Center that
is necessary to satisfy a final judgment against MAC
rendered by a court of competent jurisdiction.
4. Any Capital Project in the Airfield Cost Center that
is necessary to repair casualty damage, the cost of
which exceeds the proceeds of applicable insurance;
provided that the MAC may recover the Capital Cost of
such repair only to the extent that the cost of
reconstruction or replacement exceeds the insurance
proceeds available for such purposes.
D. 2010 PLAN AIRFIELD PROGRAMS
1. Subject to the limitations described below, MAC has
the right to incur costs to plan, design, and
construct at such time or times as it deems
appropriate and to recover through airline rents,
fees, and charges the costs of the 2010 Plan Airfield
Programs, which are identified in Exhibit I.
2. MAC may add, delete, or otherwise modify components
of the 2010 Plan Airfield Programs; provided,
however, that no such modifications may materially
change the scope of any of the 2010 Plan Airfield
Programs without the prior approval of a
Majority-In-Interest of Signatory Airlines. MAC shall
provide Signatory Airlines with annual updates on the
progress of the 2010 Airfield Programs including
modifications to the 2010 Plan Airfield Program in
reasonable detail.
3. MAC will use its best efforts to obtain a letter of
intent for AIP discretionary grants to fund eligible
costs of the Runway 17/35 Program.
4. The Original Cost Estimate (stated in 1998 dollars)
of each 2010 Plan Airfield Program is presented in
Exhibit I. MAC may not exceed the Original Cost
Estimate of any 2010 Plan Airfield Program except as
set forth in this Section.
5. MAC may revise the Original Cost Estimate of a 2010
Plan Airfield Program as follows:
a. From time to time to reflect material scope
changes approved by MAC and by a
Majority-In-Interest of the Signatory
Airlines; and
b. Annually in accordance with changes in
inflation. Such revision shall be calculated
by adjusting the Original Cost Estimate (as
revised to reflect material scope changes)
by changes in the ENGINEERING NEWS RECORD
Construction Cost Index
for Minneapolis.
c. To reflect increases in the cost of the
Noise Mitigation Program caused by increases
in the size of the approved 65 DNL noise
contour, as documented in the FAR Part 150
Program.
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6. MAC shall develop and maintain Current Cost Estimates
for each of the 2010 Plan Airfield Programs.
7. In the event the Current Cost Estimate of any of the
2010 Plan Airfield Programs exceeds the Original Cost
Estimate, as revised, for such Program, then the MAC
at its sole discretion shall do one or more of the
following:
a. After consultation with Airlines, modify or
defer until after 2010 a sufficient number
of projects contained in such Program so
that the Current Cost Estimate does not
exceed the Original Cost Estimate, as
revised in accordance with Paragraph D.5. of
this Section; or
b. Fund the amount of the excess and exclude
depreciation and interest on such amount
from the calculation of rents, fees, and
charges; or
c. Obtain approval for additional costs from a
Majority-In-Interest of Signatory Airlines.
The Majority-In-Interest approval is
required only on the portion of the Current
Cost Estimate that exceeds the Original Cost
Estimate, as revised in accordance with
Paragraph D.5. of this Section.
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VIII. INSTALLATION, MAINTENANCE AND UTILITIES
A. OBLIGATIONS OF MAC
1. MAC shall maintain and operate the Airport in
conformance with all rules and regulations of the FAA
and any other governmental agency having jurisdiction
thereof, provided that nothing herein contained shall
be deemed to require MAC to enlarge the Airport, to
make expansions or additions to the landing areas,
runways or taxiways, or other appurtenances of the
Airport. In limitation of the foregoing, it is
expressly agreed that if funds for the provision,
maintenance and operation of the control tower,
instrument landing system, ground control approach
and/or other air navigation aids or other facilities
required or permitted by the United States and needed
by AIRLINE for AIRLINE's operation at the Airport,
which are now, or may hereafter be furnished by the
United States, are discontinued MAC shall not be
required to furnish such facilities.
2. Except as otherwise specifically provided herein, MAC
during the Term of this Agreement shall, in
accordance with acceptable FAA standards, and other
applicable statutes or regulations, operate,
maintain, and keep in good repair the Airport,
including the Terminal Complex, vehicular parking
spaces, and all appurtenances, facilities and
services therein, including, without limiting the
generality hereof, all field lighting and other
appurtenances, facilities and services which MAC is
to furnish hereunder, and Common Use Premises. MAC
shall make repairs thereto, though occasioned by
negligence of AIRLINE or its employees, agents, or
invitees. MAC may recover from AIRLINE such portion
of the cost of such repairs as is not recoverable
through MAC's insurance on such damaged or destroyed
structures or facilities.
3. It is further agreed that nothing in this Agreement
shall prevent MAC from making such commitments to the
Federal Government or to the State of Minnesota as
may be required in order to qualify for the
expenditure of Federal or State funds on the Airport.
Such commitments shall be without prejudice to
AIRLINE's right to claim damages therefrom. In
furtherance of the foregoing, MAC shall:
a. Keep the Airport reasonably free from
obstructions, including the removal and
clearing of snow, grass, stone, or other
foreign matter as necessary and with
reasonable promptness from the runways,
taxiways and loading areas, and areas
immediately adjacent thereto in order to
insure the safe, convenient, and proper use
of the Airport by AIRLINE and others.
b. Keep public areas of the Terminal Complex
adequately supplied, equipped, furnished and
decorated, and operate and maintain a public
address system and adequate directional
signs in the Terminal Complex and throughout
the Airport, including but not
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limited to signs indicating the location of
public restaurants, restrooms, newsstands,
telephones, telegraph, baggage counters, and
all other facilities for passenger or public
use in the Terminal Complex or elsewhere on
the Airport.
4. MAC shall:
a. Provide and supply adequate heat,
conditioned air, water and adequate lighting
for the Terminal Complex and loading ramps,
and adequate field lighting on or for the
Airport (See Article IV.B.).
b. Provide reasonable access to existing sewer,
water, heating/cooling, electrical and other
available utilities in the Terminal Complex,
with cost of connection to be borne by
Airlines.
c. Provide janitors and other cleaners
necessary to keep the areas outlined in
Exhibit P, the unleased Rentable Space, and
the field and runway areas of the Airport at
all times safe, clean, neat, orderly,
sanitary, and presentable. AIRLINE may
janitor its Preferential Use holdroom areas
if in the judgment of MAC's Executive
Director the level of cleaning meets MAC's
consistently applied standards.
d. Provide space in the Terminal Building and
arrange for the professional operation of
restaurants for the purpose of selling food,
beverages, and merchandise to the public.
5. MAC shall perform maintenance in the Terminal Complex
and surrounding areas in compliance with Exhibit P
and as further defined in this Article. Any changes
to that responsibility must be incorporated as an
amendment to this Agreement.
6. MAC by its authorized officers, employees, agents,
contractors, subcontractors, or other
representatives, shall have the right (at such times
as may be reasonable under the circumstances and with
as little interruption of AIRLINE's operation as is
reasonably practicable) to enter AIRLINE's Exclusive,
Preferential, or Common Use Premises for the
following purposes:
a. To inspect such space to determine whether
AIRLINE has complied and is currently in
compliance with the terms and conditions of
this Agreement.
b. Upon reasonable notice to perform such
maintenance, cleaning, or repair as MAC's
Executive Director deems necessary, if
AIRLINE fails to perform its obligations
under this Article VIII, and to recover the
reasonable cost of such maintenance,
cleaning, or repair from AIRLINE.
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7. With regard to the IAF, MAC shall:
a. Operate, maintain, and keep the IAF space in
good repair and shall keep it adequately
supplied, equipped, furnished and decorated,
and operate and maintain adequate
directional signs.
b. Provide janitors and other cleaners
reasonably necessary to keep the IAF space,
including Federal office space, safe, clean,
neat, orderly, sanitary, and presentable.
B. OBLIGATIONS OF AIRLINE
1. AIRLINE shall, in accordance with Exhibit P, attached
hereto, be responsible for and shall perform or cause
to be performed janitorial, maintenance, and repair
of the Exclusive Premises in a neat and orderly
condition and shall repair or replace as needed all
improvements, installations, fixtures and equipment
to be initially installed by it hereunder. Where
damage is caused by negligence of MAC, its officers,
agents, or employees, AIRLINE may recover from MAC
the cost of repairs to the extent but only to the
extent that the cost of such repairs is not
recoverable through insurance of AIRLINE on such
improvements, installations, fixtures and equipment.
AIRLINE shall not commit nor permit any waste of or
to the Premises or to apron areas adjacent to
AIRLINE's holdroom. Explicitly in furtherance of the
foregoing the AIRLINE shall:
a. Whether alone or in conjunction with other
Airlines at the Airport provide sufficient
xxxxxx service and common bag claim service
in the area designated for the convenience
of AIRLINE's passengers, and
b. Not permit the accumulation in the Premises
or on the apron area adjacent to its
holdroom of rubbish, debris, waste material,
or anything detrimental to health or
unsightly or likely to create a fire hazard,
but shall make prompt disposition thereof.
2. Subject to MAC's Rules and Regulations and
Ordinances, AIRLINE may, from time to time, install
additional facilities and improvements and modify or
expand existing facilities or improvements in its
Exclusive and Preferential Use Premises. Before
entering into any contract for such work, or
commencing work with its own personnel, AIRLINE shall
first submit to MAC for its prior written approval a
request (in a form prescribed by MAC) accompanied by
a set of complete construction plans and
specifications for the proposed work. The work shall
not interfere with the operation of the Airport and
flights to and from the same on a 24 hours per day, 7
days per week basis. In completing the work approved
the AIRLINE shall:
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a. If requested by MAC (but only to the extent
required by law), require the contractor and
any subcontractor to furnish a performance
bond and payment bond, approved as to form
and substance by MAC.
b. Deliver to MAC "as built" drawings of the
work actually performed by it and shall keep
such drawings current showing any changes or
modification made in or to its Exclusive and
Preferential Use Premises.
3. With regard to the IAF, AIRLINE is responsible for
handling and disposing of all international waste on
AIRLINE's aircraft in accordance with the
requirements of the United States Department of
Agriculture.
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IX. DAMAGE OR DESTRUCTION OF PREMISES
A. DAMAGE OR DESTRUCTION
1. If any building of MAC in which AIRLINE occupies
Premises hereunder shall be partially damaged by
fire, explosion, the elements, the public enemy, or
other casualty, but shall not be rendered thereby
untenantable, the same shall be repaired with due
diligence by MAC. If the damage shall be so extensive
as to render such building untenantable in whole or
in part but capable of being repaired in ninety (90)
days, the same shall be repaired with due diligence
by MAC and the rent payable hereunder with respect to
the portion of AIRLINE's Premises so rendered
untenantable shall be proportionately paid up to the
time of such damage and shall thence forth cease and
be abated until such time as such untenantable
portion of such building shall be fully restored to
tenantable condition.
2. In case any such building is completely destroyed by
fire, explosion, the elements, the public enemy, or
other casualty, or be so damaged that the same cannot
reasonably be repaired with due diligence by MAC
within ninety (90) days of such casualty, MAC shall,
within sixty (60) days of such casualty give AIRLINE
written notice that it intends or does not intend to
repair or reconstruct such building, as follows:
a. In the event MAC elects to repair and
reconstruct the building, then the same
shall be repaired with due diligence by MAC
and the rent payable hereunder with respect
to the portion of AIRLINE's Premises
rendered untenantable as a result of such
casualty shall be proportionately paid up to
the time of such casualty and shall
thenceforth cease and be abated until such
time as such untenantable portion of such
building shall be restored to tenantable
condition.
b. In the event MAC determines not to repair or
reconstruct such building (whether by
delivery of notice to said effect or by
deemed notice as hereinafter described),
then this Agreement shall be deemed
terminated as to the portion of the
AIRLINE's Premises rendered untenantable as
a result of such casualty with respect to
such portion, and rent payable hereunder
with respect to such portion shall be
proportionately paid through the date of
such casualty and shall thenceforth cease.
If no written notice of intention to repair
and restore is timely received by AIRLINE
within the above-referenced sixty (60) day
period, then MAC shall be deemed to have
elected not to repair or reconstruct the
building. Except as expressly set forth in
this Article IX, MAC shall have no
obligation to repair or rebuild any of the
facilities at the Airport in the event of
damage by the elements, fire, explosions or
other casualty or causes beyond the control
of MAC.
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c. Proceeds of any insurance maintained by MAC
payable with respect to such casualty shall
be applied to such repair or reconstruction
or shall be credited to the appropriate
Airport Cost Centers.
B. FORCE MAJEURE
Except as expressly provided in this Agreement, neither MAC
nor AIRLINE shall be deemed to be in default hereunder if
either party is prevented from performing any of the
obligations, other than payment of rents, fees and charges
hereunder, by reason of strikes, boycotts, labor disputes,
embargoes, shortages of energy or materials, acts of the
public enemy, prolonged unseasonable weather conditions and
the results of acts of nature, riots, rebellion, sabotage, or
any other similar circumstances for which it is not
responsible or which are not within its control.
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X. INDEMNITY AND LIABILITY INSURANCE
A. INDEMNIFICATION
1. AIRLINE agrees to indemnify, defend, save and hold
harmless MAC and its Commissioners, officers, and
employees (collectively, "Indemnitees") from and
against any and all liabilities, losses, damages,
suits, actions, claims, judgments, settlements, fines
or demands of any person other than an Indemnitee
arising by reason of injury or death of any person,
or damage to any property, including all reasonable
costs for investigation and defense thereof
(including but not limited to attorneys' fees, court
costs, and expert fees), of any nature whatsoever
arising out of or incident to (a) the use or
occupancy of, or operations of AIRLINE at or about
the Airport, or (b) the acts or omissions of
AIRLINE's officers, agents, employees, contractors,
subcontractors, licensees, or invitees, regardless of
where the injury, death or damage may occur, unless
such injury, death or damage is caused by (i) the
negligent act or omission of an Indemnitee whether
separate or concurrent with negligence of others,
including AIRLINE or (ii) the breach by an Indemnitee
of this Agreement. MAC shall give AIRLINE reasonable
notice of any such claims or actions. In indemnifying
or defending MAC, AIRLINE shall use legal counsel
reasonably acceptable to MAC and shall control the
defense of such claim or action.
2. AIRLINE further agrees that if a prohibited incursion
into the Air Operations Area occurs, or the safety or
security of the Air Operations Area, the Airfield, or
other sterile area safety or security is breached by
or due to the negligence or willful act or omission
of any of AIRLINE's employees, agents, or contractors
and such incursion or breach results in a civil
penalty action being brought against the MAC by the
U.S. Government, AIRLINE agrees to reimburse MAC for
all expenses, including attorney fees, incurred by
MAC in defending against the civil penalty action and
for any civil penalty or settlement amount paid by
MAC as a result of such incursion or breach of
airfield or sterile area security. MAC shall notify
AIRLINE of any allegation, investigation, or proposed
or actual civil penalty sought by the U.S. Government
for such incursion or breach. Civil penalties and
settlement and associated expenses reimbursable under
this Paragraph include but are not limited to those
paid or incurred as a result of violation of FAR Part
000, "Xxxxxxx Xxxxxxxx," FAR Part 108, "Airplane
Operator Security," or FAR Part 139, "Certification
and Operations: Land Airports Serving Certain Air
Carriers."
3. The provisions of this Article shall survive the
expiration of this Agreement with respect to matters
arising before such expiration or before early
termination or before relinquishment of Premises.
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B. LIABILITY INSURANCE
1. AIRLINE shall provide, without cost or expense to
MAC, and maintain in force throughout the full Term
hereof the following insurance coverages as
appropriate, insuring AIRLINE and MAC against the
liabilities set forth in Subsection A next above:
a. Aircraft liability insurance and
comprehensive general public liability
insurance for claims of property damage,
bodily injury, or death allegedly resulting
from AIRLINE's activities into, on, and
leaving any part of the Airport, in an
amount not less than three hundred million
dollars ($300,000,000) per occurrence for
Airlines operating aircraft over one hundred
(100) seats, and not less than two hundred
million dollars ($200,000,000) for Airlines
operating aircraft with ninety-nine (99) or
fewer seats, and not less than one hundred
million dollars ($100,000,000) for Airlines
operating aircraft with fifty-nine (59) or
fewer seats. For purposes of this Section,
the number of seats is determined based upon
the largest aircraft in AIRLINE's fleet.
b. Liquor liability insurance for any facility
of AIRLINE serving alcoholic beverages on
the Airport in an amount not less than ten
million dollars ($10,000,000).
c. Hangarkeepers liability insurance in an
amount adequate to cover any non-owned
property in the care, custody and control of
AIRLINE on the Airport, but in any event in
an amount not less than five million dollars
($5,000,000).
d. Automobile liability insurance in an amount
adequate to cover vehicles operating on the
Airport in an amount not less than five
million dollars ($5,000,000) combined single
limit.
2. Notwithstanding anything to the contrary in this
Article, MAC may allow the insurance coverage
required herein to be provided through a
self-insurance plan established by AIRLINE. The
self-insurance plan may consist of a combination of
primary, excess umbrella insurance and self-insurance
protection and must be no less than the limits stated
in the Article. The self-insurance plan must be
approved in writing by MAC prior to becoming
effective at the Airport. If AIRLINE requests MAC's
approval of a self-insurance plan, it must submit a
copy of its self-insurance plan, current financial
statements annually showing the limits of its
established self-insurance retention and proof of the
primary and excess umbrella insurance. If the
self-insurance plan is approved by the MAC and
becomes effective, AIRLINE shall not increase the
self-insurance retention levels stated in the
self-insurance plan approved by MAC.
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3. MAC, in operating the Airport, will carry and
maintain comprehensive general liability insurance in
such amounts as would normally be maintained by
public bodies engaged in carrying on similar
activities. MAC presently carries three hundred
million dollars ($300,000,000) of comprehensive
general liability insurance.
4. MAC reserves the right to periodically review any and
all policies of insurance and to reasonably adjust
the limits of coverage required hereunder from time
to time throughout the period of this Agreement. In
such event, MAC shall provide AIRLINE with written
notice of such adjusted limits and AIRLINE shall
comply within sixty (60) days of receipt thereof to
the extent such coverage is available on commercially
reasonable terms.
5. All policies of insurance required herein shall be in
a form and with a company or companies reasonably
satisfactory to MAC and shall name MAC as an
additional insured to the extent AIRLINE is required
to indemnify MAC pursuant to Subsection A above. Each
such policy shall provide that such policy may not be
materially changed (e.g., coverage limits reduced
below the minimum specified in this Agreement) or
otherwise materially altered, or cancelled by the
insurer during its term without first giving at least
thirty (30) days written notice to MAC. Policies or
certificates of valid policies of insurance with
required coverages shall be delivered to MAC.
6. Before the expiration of any then current policy of
insurance, AIRLINE shall deliver to MAC evidence that
such insurance coverage has been renewed.
7. If at any time AIRLINE shall fail to obtain or to
maintain in force the insurance required herein, MAC
may notify AIRLINE of its intention to purchase such
insurance for AIRLINE's account. If AIRLINE has not
delivered evidence of insurance to MAC before the
date on which the current insurance expires, MAC may
provide such insurance by taking out policies in
companies satisfactory to it. Such insurance shall be
in amounts no greater than those stipulated herein or
as may be in effect from time to time. The amount of
the premiums paid for such insurance by MAC shall be
paid by AIRLINE upon receipt of MAC's billing
therefor, with interest at the prime interest rate
announced by a major money center bank.
8. MAC shall cause the Terminal Complex including the
loading piers, but exclusive of improvements,
facilities and fixtures constructed or installed by
AIRLINE and concessionaires as their separate
leasehold improvements, to be insured throughout the
Term of the Agreement for not less than 90 percent of
its and their full insurable value against perils of
fire, extended coverage, vandalism, and malicious
mischief. MAC shall also carry boiler and pressure
vessel explosion, sprinkler leakage and glass
breakage insurance. AIRLINE shall be relieved from
liability under this Article X and Commission waives
all right of recovery from AIRLINE hereunder for
damage or destruction of its property insured
hereunder to the extent but not beyond the extent
that such cost of repair is recoverable through such
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insurance provided, however, that AIRLINE shall
reimburse the Commission for any increase in premium
resulting from inclusion therein of a waiver of
subrogation endorsement.
9. AIRLINE shall cause all improvements, installations,
fixtures and equipment installed by it hereunder to
be insured throughout the Term of the Agreement for
not less than 90 percent of their full insurable
value against perils of fire, extended coverage,
vandalism and malicious mischief, and with pressure
vessel coverage.
C. OTHER INSURANCE
MAC may carry additional insurance in such amounts and of such
types as would normally be maintained by public bodies engaged
in carrying on similar activities.
D. ENVIRONMENTAL LIABILITY
1. INDEMNIFICATION
AIRLINE hereby indemnifies and agrees to defend,
protect, and hold harmless, MAC and its
Commissioners, officers, employees and agents, and
their respective successors, as well as successors in
title to any interest in the Premises (hereafter
"Environmental Indemnitees"), from and against any
and all losses, liabilities, fines, damages,
injuries, penalties, response costs, or claims of any
and every kind whatsoever paid, incurred or asserted
against, or threatened to be asserted against, any
Environmental Indemnitee, ("Environmental Claims"),
including, without limitation: (a) all consequential
damages; (b) the reasonable costs of any
investigation, study, removal, response or remedial
action, as well as the preparation and implementation
of any monitoring, closure or other required plan or
response action; and (c) all reasonable costs and
expenses incurred by any Environmental Indemnitee in
connection therewith, including but not limited to,
reasonable fees for attorney and consultant services;
which Environmental Claims arise out of or relate to
(i) the presence on, in or under, or the escape,
seepage, leakage, spillage, discharge, deposit,
disposal, emission or release of Environmentally
Regulated Substances on, in or from the Premises or
AIRLINE's use of the Airport pursuant to this
Agreement, not in full accordance with Environmental
Law arising out of AIRLINE's past or present
operations during the Term of this Agreement or (ii)
any inaccuracy, incompleteness, breach or
misrepresentation under Subsections D.2. of this
Article and Article XVI.B.4. of this Agreement. If
any indemnified claim or action shall be brought
against any Environmental Indemnitee hereunder, then
after such Environmental Indemnitee notifies AIRLINE
thereof, AIRLINE shall be entitled to participate
therein as a party, and shall assume the defense
thereof at the expense of the AIRLINE with counsel
reasonably satisfactory to such Indemnitee and
AIRLINE shall be entitled to settle and compromise
any
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such claim or action; provided, however, that such
Environmental Indemnitee may elect to be represented
by separate counsel, at such Environmental
Indemnitee's sole expense, and if such Environmental
Indemnitee so elects, such settlement or compromise
shall be effected only with the consent of such
Environmental Indemnitee, which shall not be
unreasonably withheld and shall be granted if such
settlement or compromise provides for a complete
release of such Environmental Indemnitees. This
indemnification, and AIRLINE's obligations hereunder,
shall survive the cancellation, termination or
expiration of the Term of this Agreement with respect
to matters arising prior thereto.
2. CLAIMS RELATING TO ENVIRONMENTALLY REGULATED
SUBSTANCES
AIRLINE represents and warrants that subsequent to
November 1, 1989, to the best of AIRLINE's actual
knowledge, except as previously disclosed to the MAC
or any applicable regulatory body as required, (a) no
enforcement, investigation, cleanup, removal,
remedial or response action or other governmental or
regulatory actions have been asserted against AIRLINE
with respect to the Premises, pursuant to any
Environmental Laws or relating to Environmentally
Regulated Substances; (b) no violation or
noncompliance with Environmental Laws has occurred
with respect to AIRLINE's past or present operations
conducted on the Premises; (c) no claims have been
made or been threatened by any third party against
the AIRLINE with respect to the Premises relating to
Environmental Laws or Environmentally Regulated
Substances, including by any governmental entity,
agency or representative (collectively "Governmental
Entity").
3. TESTING AND REPORTS
AIRLINE shall provide to MAC within ten (10) days of
request, a copy of any notice regarding violation of
any Environmental Law arising out of AIRLINE's past
or present operations on the Premises, a copy of any
inquiry regarding environmental matters by any
Governmental Entity, a copy of any reports required
by the Environmental Laws regarding violation of any
Environmental Law arising out of AIRLINE's past or
present operation of the Premises, or a copy of any
notice of the emission or release of Environmentally
Regulated Substances in violation of any
Environmental Law arising out of AIRLINE's past or
present operations on the Premises. If MAC has a
reasonable basis to believe that AIRLINE is not
meeting the obligations of Article XVI.B.4. of this
Agreement, MAC may by notice require AIRLINE to
conduct a reasonable review of its records for such
documents as MAC reasonably believes have not been
provided and submit any such documents as required.
4. NOTIFICATION
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AIRLINE shall notify MAC in writing within fifteen
(15) business days of any matter that AIRLINE obtains
knowledge of that may give rise to an indemnified
claim under Subsection D.1. of this Article or that
constitutes any emission or release or any threatened
emission or release of any Environmentally Regulated
Substance in, on, under or about the Premises arising
out of AIRLINE's past or present operations which is
or may be in violation of the Environmental Laws.
5. RIGHT TO INVESTIGATE
Subject to Subsections D.3. and D.6. of this Article,
upon reasonable notice to AIRLINE, MAC shall have the
right, but not the obligation or duty, at any time
from and after the date of this Agreement, to
investigate, study and test the Premises (at MAC's
own expense, unless otherwise provided herein) during
normal business hours, except under emergency
circumstances, to determine whether Environmentally
Regulated Substances are located in, on or under the
Premises, or were emitted or released therefrom,
which are not in compliance with Environmental Laws,
provided that such investigation, study and testing
shall not unreasonably interfere with AIRLINE's
operations on and use of the Premises. AIRLINE shall
be entitled to have a representative present during
such investigation.
6. RIGHT TO TAKE ACTION
MAC shall have the right, but not the duty or
obligation, to take whatever reasonable action it
deems appropriate to protect the Premises from any
material impairment to its value resulting from any
escape, seepage, leakage, spillage, discharge,
deposit, disposal, emission or release of
Environmentally Regulated Substances from the
Premises which is not in full accordance with any
Environmental Law and arises out of AIRLINE's past or
present operations during the Term of this Agreement.
The MAC shall notify the AIRLINE of its intention to
take such action in writing thirty (30) days before
proceeding under this Subsection D.6. Within that
thirty (30) day period, AIRLINE shall have the
opportunity to take whatever reasonable action is
deemed appropriate by MAC or provide MAC a binding
commitment to do so within a reasonable time. If
AIRLINE does not take such action or provide a
binding commitment within the thirty (30) day period,
MAC may proceed under the terms of this Subsection
D.6. All costs associated with any action by the MAC
in connection with this provision, including but not
limited to reasonable attorneys' fees, shall be
subject to Subsection D.1. of this Article.
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XI. ASSIGNMENT, SUBLETTING, AND GROUND HANDLING
A. ADVANCE APPROVAL
Except as provided in this Article, and except with respect to
arrangements in effect on the date of execution of this
Agreement for which the consent of MAC has previously been
obtained, AIRLINE shall have no right to assign or sublease
this Agreement, or enter into any Ground Handling agreement,
without the prior written consent of MAC, which rights of
consent are granted to MAC by MAC Ordinance No. 58
Section 11(a), and which rights are absolute and expressly
reserved to the MAC hereby.
1. AIRLINE, when requesting an approval of an
assignment, sublease, or Ground Handling agreement
under this Article, shall include with its request a
copy of the proposed agreement, if prepared, or a
detailed summary of the material terms and conditions
to be contained in such agreement. Any proposed
agreement or detailed summary thereof shall provide
the following information:
a. The Premises to be assigned, sublet or used
under a Ground Handling agreement;
b. The terms;
c. If a sublease, the rentals and fees to be
charged; and
d. All material terms and conditions of the
assignment, sublease, or Ground Handling
agreement that MAC may require.
If the agreement is subsequently executed, AIRLINE
shall submit a fully executed copy of such agreement
to MAC promptly upon the execution thereof.
2. MAC shall have the right to examine the terms of any
agreement or arrangement submitted to it for approval
pursuant to this Article and determine whether such
agreement or arrangement is most appropriately
characterized as an assignment, sublease, or Ground
Handling agreement, regardless of AIRLINE's
characterization of such agreement or arrangement.
3. If AIRLINE fails to obtain written approval from MAC
prior to the effective date of any such assignment,
sublease, or Ground Handling agreement, MAC, in
addition to the rights and remedies set forth in
Article XIV, shall have the right to refuse to
recognize such agreement, and the assignee, sublessee
or "handled" Airline shall acquire no interest in
this Agreement or any rights to use the Premises.
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B. ASSIGNMENT
1. AIRLINE shall not assign this Agreement, in whole or
part, without the advance written approval of MAC.
2. It shall not be unreasonable for MAC to disapprove or
condition an assignment of the Agreement under any or
all of the following circumstances, among others:
a. MAC determines that the proposed assignee is
not substantially as creditworthy as the
AIRLINE, unless AIRLINE agrees to guarantee
the obligations of the proposed assignee.
b. The proposed assignment is either (1) for
less than the entire Premises or (2) for
less than the remainder of the Term, or both
(1) and (2).
c. The proposed assignment does not require the
assignee to accept and comply with all
provisions of the Agreement, including but
not limited to accepting Signatory Airline
status.
3. Notwithstanding the foregoing, this Section shall not
be interpreted to preclude the assignment of this
Agreement in whole and AIRLINE's rights and
obligations hereunder to a parent, subsidiary, or
merged company; provided that, such parent,
subsidiary, or merged company conducts an Air
Transportation Business at the Airport and that such
parent, subsidiary, or merged company assumes all
rights and obligations hereunder. Written notice of
such assumption shall be provided by the parent,
subsidiary, or merged company prior to the effective
date of such assignment.
C. SUBLEASE AGREEMENT
1. AIRLINE shall not sublet its Premises, except to an
Affiliated Airline, in whole or part, without the
advance written approval of MAC.
2. It shall not be unreasonable for MAC to disapprove or
condition a sublease of AIRLINE's Premises if the
proposed sublessee is not an Air Transportation
Company and MAC reasonably concludes that the space
can be used by another Air Transportation Company.
3. AIRLINE may, subject to a sublease approved by MAC,
charge a sublessee of its Premises:
a. A reasonable charge for any services
provided by AIRLINE;
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b. A reasonable charge for any AIRLINE-owned
property provided by AIRLINE or actual costs
other than rentals incurred by AIRLINE; and
c. Reasonable rentals not to exceed one hundred
fifteen percent (115%) of AIRLINE's rentals
for such portion of the Premises.
4. AIRLINE shall remain fully and primarily liable
during the Term of this Agreement for the payment of
all rents, fees, and charges due and payable to MAC
for the Premises that are subject to a sublease
agreement, and the AIRLINE shall remain fully
responsible for the performance of all the other
obligations hereunder, unless otherwise agreed to by
MAC.
D. GROUND HANDLING AGREEMENT
1. AIRLINE shall be entitled to provide Ground Handling
services to other Airlines in the Terminal Complex
and Terminal Ramp, subject to MAC's reasonable rules
and regulations except as provided in Article III.C.
2. AIRLINE shall not contract with other companies,
excluding Signatory Airlines for Ground Handling
services in the Terminal Complex and Terminal Ramp
for AIRLINE's aircraft, without advance written
approval of MAC.
3. AIRLINE shall remain fully and primarily liable
during the Term of this Agreement for the payment of
all rents, fees, and charges due and payable to MAC
for the Premises that are subject to a Ground
Handling agreement, and the AIRLINE shall remain
fully responsible for the performance of all the
other obligations hereunder, unless otherwise agreed
to by MAC.
4. MAC reserves the right to charge third parties other
than Airlines a reasonable Ground Handling fee not to
exceed 5% of gross receipts and a reasonable annual
administrative fee, for their right to provide Ground
Handling services to AIRLINE.
5. Ground Handling rights outside the Terminal Complex
will be addressed in separate agreements between MAC
and the affected airlines.
E. BANKRUPTCY
Any receiver, trustee, custodian, or other similar official
appointed pursuant to any proceeding relating to bankruptcy,
reorganization, or other relief as set forth in Article
XIV.A.8., herein shall agree to:
1. Perform promptly every obligation of AIRLINE under
this Agreement until this Agreement is either assumed
or rejected under the Federal Bankruptcy Code;
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2. Pay on a current basis all rents, fees and charges
set forth in this Agreement;
3. Reject or assume this Agreement within sixty (60)
days of filing a petition under the Federal
Bankruptcy Code;
4. Cure or provide adequate assurance of a prompt cure
of any default of the AIRLINE under this Agreement;
5. Provide to MAC such adequate assurance of future
performance under this Agreement as may be requested
by MAC, including the procurement of a bond from a
financially reputable surety covering any costs or
damages incurred by MAC in the event that MAC, within
five (5) years after assumption or assignment of this
Agreement, exercises its rights to relet the
Premises.
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XII. ARBITRATION
With respect to any dispute arising under or in performance of the
provisions hereof which cannot be adjusted by and between the parties
hereto, MAC on the one hand or the AIRLINE (or, where the matter in
dispute applies to all Airlines operating at the Airport under leases
having the same terms as this Agreement, Airlines representing an MII)
on the other hand may elect to submit such matter or dispute to
arbitration, such election to be by written notice to the other party.
Upon service of such notice, the matter or dispute shall be submitted
to a board of three persons chosen in the following manner:
A. Each party within ten (10) days after service of the notice
shall name an arbitrator, and the two thus chosen shall select
a third arbitrator. If the two arbitrators chosen fail to name
the third arbitrator within ten (10) days after the selection
of the last of such arbitrators, such third arbitrator shall
be chosen within fifteen (15) days thereafter by the Chairman
of MAC and a duly authorized officer or representative of the
AIRLINE or MII Airlines as the case may be.
B. It is understood and agreed that the decision of a majority of
the arbitrators on any matter or dispute submitted thereto
shall be final, conclusive and binding upon the parties
hereto.
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XIII. SUPPLEMENTAL AGREEMENTS
A. GOLD CONCOURSE
1. GENERAL
The terms, covenants, conditions and provisions of
this Agreement shall apply to the lease of the Gold
Concourse to Northwest Airlines, provided that in the
event the terms of this Article conflict with any
other provision of this Agreement, this Article shall
control.
No amendment, waiver or other modification of this
Agreement shall apply to this Article unless
specifically so stated therein.
2. TERM
Occupancy of the Gold Concourse by Northwest shall
continue pursuant to the provisions contained in this
Article through December 31, 2015.
3. USE OF THE GOLD CONCOURSE
a. Subject to the understanding and agreement
of Northwest that the Gold Concourse is for
the use of the traveling public incident to
operation of aircraft and incidental Airport
operations to, at and from the Gold
Concourse, Northwest hereby leases that area
of the Terminal Complex identified as the
Gold Concourse and shall have the right to
operate in such area and/or sublease to
others space and/or concessions for the sale
of food and beverages, newsstand and other
vending operations normally carried on and
conducted in air passenger terminals,
provided that consent of MAC shall first be
procured for any such subleasing agreements
to ensure that such concessions shall not
violate the rights of concessionaires within
the Terminal Building and area under
agreement with MAC. Northwest shall file
with MAC copies of agreements entered into
with any such sublessee/concessionaires
covering such operations.
1) All revenues from such subleasing
and/or concessions may be retained
by Northwest, and the foregoing
rights of Northwest within the Gold
Concourse shall be in addition to
Northwest's operating rights
pursuant to this Agreement, subject,
however, to the following provision:
2) Northwest, upon application of the
rental auto, parking and/or
insurance concessionaires at the
Airport, or upon application of
other ground transportation
operators, shall furnish and rent to
such applicants at a fair per square
foot rental rate, adequate and
sufficient floor space within
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the Gold Concourse for the conduct
of such concessionaire's business
for the air-travelling public making
use of the Gold Concourse, but
concession revenues from such
operations shall not be retained by
Northwest but shall be paid to MAC
by Northwest.
b. The Gold Concourse, as a facility for use by
the travelling public, shall be subject to
laws, rules, regulations and ordinances
having application elsewhere within the
Terminal Building, and Northwest hereby
authorizes the presence of the Airport
police within said Gold Concourse and upon
the loading ramp area fronting on the same
for purposes of police control and
enforcement of such laws, rules, regulations
or ordinances.
c. Except as otherwise provided in A.3.a. of
this Section, Northwest shall not at anytime
assign, transfer, convey, sublet, mortgage,
pledge, or encumber its interest under this
Article, or any part of the associated
Terminal Ramp, or any other right granted
under this Article to any party other than a
wholly owned subsidiary of Northwest or a
successor of Northwest by merger or
acquisition, without first offering to
assign or sublet such interest to MAC.
d. MAC and Northwest shall mutually agree on
the type, material business terms and
location of new permanent concessions that
are placed in the Southwest Addition and in
the gate 1-9 area of the Gold Concourse, in
accordance with commercially reasonable
standards at regional shopping malls, except
for permanent concessions consisting of
Caribou Coffee; six to eight carts, kiosks
or wall stores; McDonalds expansion into
mechanical space; or kiosks or temporary
facilities, which shall not require,
respectively, Northwest's or MAC's consent
or input.
4. MAINTENANCE, REPAIR AND ADMINISTRATIVE COSTS
a. Northwest shall pay all costs of operations
to, at or from the Gold Concourse,
including, without limiting the foregoing,
cost of utilities, custodial services,
repair, maintenance, police, fire and
administrative expense allocable to the
facility (based upon gross square footage in
the Terminal Complex) and that portion of
the premium on MAC's property insurance
insuring the Terminal Building and equipment
therein against fire with extended coverage,
malicious mischief, boiler and machinery and
glass damage, as relates to the Gold
Concourse as a part thereof, proceeds of
such insurance to be applied to repair. The
allocation of all such expenses shall be
made by MAC according to generally accepted
accounting principles. In addition,
Northwest shall procure and pay for, or
shall endorse the insurance covering its
operations to, at or from the Terminal
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Building under this Agreement so as to cover
operations on the Gold Concourse.
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b. Northwest may make alterations to or install
fixtures, equipment and improvements on the
Gold Concourse, as required to meet its
operating needs, provided consent of MAC is
first obtained, which consent shall be
granted unless MAC determines that such
alterations, or such fixtures, equipment and
improvements are inconsistent with the
overall Terminal Building operation or with
MAC's operation at and control of the
Airport. It is understood that Northwest may
and is hereby authorized to further improve
and develop at its cost and expense the
unenclosed lower level space under lease to
it, subject to MAC approval of plans and
specifications therefor.
5. RENTALS, FEES AND CHARGES
Northwest shall pay rent for its use and occupancy of
the Gold Concourse, not on a compensatory basis, and
not subject to annual recalculation of Terminal
Building rentals as provided in this Agreement, but
rather as follows:
a. Until July 1, 1999, on a monthly basis,
$173,140.19 as rent for the portion of the
Gold Concourse excluding the Gold World Club
and Gates 1-9. Beginning July 1, 1999, on a
monthly basis, $132,738.20 as rent for the
portion of the Gold Concourse excluding the
Gold World Club and Gates 1-9.
b. On a monthly basis, $35,063.79 as rent for
Gates 1-9, including the area identified as
the Gold World Club and the parts storage
building.
c. On a monthly basis, police, fire and
administrative charges and cost of
utilities.
d. Until July 1, 1999, on a monthly basis, an
amount equal to 15% of the gross revenue
Northwest derives from all concessions
operated on Gates 1-9 on the Gold Concourse,
and a corresponding monthly report of the
gross receipts by unit. Beginning July 1,
1999, on a monthly basis, an amount equal to
15% of the gross revenue Northwest derives
from all concessions operated on the Gold
Concourse, including any future extensions,
and a corresponding monthly report of the
gross receipts by unit. For purposes of this
provision "gross revenue" means all monies
or rental payments paid or payable to
Northwest whether by cash, credit or
otherwise and is based upon the assumption
that the division of expenses (such as
license fees, utilities, taxes) between
Northwest and its concessionaires shall
remain substantially the same as under the
previous agreement covering the Gold
Concourse.
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e. On a monthly basis, in compensation for the
loss of space on the Gold Concourse due to
construction of the International Arrivals
Facility, MAC shall pay to Northwest 35% of
the concession fees paid to MAC from the
Southwest Addition.
f. On a monthly basis for compensation for use
of Gates 1-9 for scheduled international
aircraft arrivals, MAC shall pay Northwest,
$400, $800 and $1200, for each arrival by,
respectively, propeller aircraft,
narrow-body jet aircraft or wide-body
aircraft at the IAF.
6. FUTURE EXTENSION
MAC and Northwest agree that upon written notice from
Northwest, MAC and Northwest will amend this
Agreement and the lease between MAC and Northwest for
the Northwest Main Base - Building B, so as to permit
Northwest, at its own cost and subject to MAC
approval of plans and specifications as set forth
herein, to construct an extension to the Gold
Concourse to add additional gates and aircraft
parking positions designed for narrow body aircraft.
Upon beneficial occupancy of any such Gold Concourse
extension, rent for Building B shall be reduced by an
agreed upon amount, provided that an equivalent
amount shall be added to Gold Concourse rent and that
rental of such Gold Concourse extension and use of
associated aircraft parking positions shall be on the
same basis as provided in this Article.
7. DELEGATION
By letter agreements, Northwest and MAC may jointly
provide for the provision of maintenance or
concessions on the Gold Concourse, subject to such
terms and conditions mutually agreed upon by MAC and
Northwest.
B. TEMPORARY REGIONAL TERMINAL
1. GENERAL
The terms, covenants, conditions and provisions of
this Agreement shall apply to the lease of the
Temporary Regional Terminal to Northwest Airlines,
provided that in the event the terms of this Article
conflict with any other provision of this Agreement,
this Article shall control.
2. TERM
Occupancy of the Temporary Regional Terminal by
Northwest shall continue under these rates, terms and
conditions until such time as a replacement facility
for the Temporary Regional Terminal is identified by
MAC and available for use.
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3. USE OF THE TEMPORARY REGIONAL TERMINAL
a. Northwest hereby leases from MAC the ground
area necessary for a temporary
regional/commuter passenger holdroom
facility. The demised premises shall include
an area extending 20 feet beyond the
exterior walls. MAC will maintain an
easement across the property for Airport
operational access and maintenance purposes.
b. 1) The temporary regional/commuter
passenger holdroom facility is not
large enough to accommodate the
passengers, ticketing, baggage
handling functions and small
package services of all
regional/commuter air carriers.
Therefore, these airlines will
lease ticket counter space in this
facility directly from MAC at the
prevailing rates and lease terms or
be accommodated by their airline
partners.
2) Due to the increased number of
operations on the aircraft ramp and
the distance certain aircraft may be
parked from the temporary
regional/commuter passenger holdroom
facility, an airside busing
operation may be required by MAC and
instituted to transport passengers
to and from all regional/commuter
aircraft for safety, convenience and
service purposes consistent with
reasonable standards of safety.
Northwest is responsible for
operating the airside busing
operation. MAC reserves the right to
regulate the busing operation for
operational and safety purposes.
3) Great Lakes Airlines, Bemidji
Airlines or any new entrant may, as
determined by MAC, operate from the
existing Regional Terminal until its
demolition to make way for the Green
Concourse extension or they may
choose to operate from the new
temporary regional/commuter
passenger holdroom facility.
4) MAC's operating budget will be
impacted through the increased costs
of maintaining the new building
space and apron.
5) Therefore, it is agreed that:
a) Northwest shall make the
temporary regional/commuter
passenger holdroom facility
available for access as set
forth in Article IV.E.3.
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"Accommodation of other
Airlines", provided,
however, that Northwest
shall accommodate Great
Lakes Airlines in the
Temporary Regional Terminal
under arrangements
previously agreed upon
between MAC and Northwest.
Costs for such
accommodation of Great
Lakes Airlines shall be
established as set forth in
Article IV.E.3.
b) Initial allocations of both
aircraft apron and podiums,
as set out in Exhibits L
and Q respectively, are to
be made by agreement
between Northwest and the
regional/commuter airlines.
The initial allocation may
change by future agreement
and must be included as an
amendment to this
Agreement. In the event of
dispute, MAC will serve as
the final arbiter in
directing final resolution.
c) MAC will be responsible for
providing janitorial
services to the temporary
regional/commuter passenger
holdroom facility.
d) MAC will be responsible for
providing maintenance on
the Green Concourse
Extension portion of the
project.
e) Northwest will be
responsible for providing
facility maintenance at the
temporary regional/commuter
terminal.
f) MAC will be responsible for
maintaining the apron areas
dedicated to
regional/commuter use.
g) The airside busing
operation will be operated
by Northwest on a
reasonable and
nondiscriminatory basis.
4. RENT AND OPERATIONS FUNDING
a. Ground rent for the Temporary Regional
Terminal will be at a rate of $.19 per
square foot per annum as shown on Exhibit Q.
Payment shall be made on a monthly basis to
MAC. Northwest Airlines shall pay all real
estate and personal property taxes and
assessments of any nature levied against
Northwest's interest in the Temporary
Regional Terminal or against any
improvements or equipment on the premises
without deduction or set-off to aforesaid
rental payment.
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b. MAC will charge the applicable users for the
costs of providing janitorial services and
utilities to the temporary passenger
holdroom facility through normal and
customary space rental charges.
Costs associated with Northwest's Airlink
partners will be charged directly to
Northwest.
Northwest will be solely responsible for the
costs associated with the airside busing
operation.
5. TITLE TO IMPROVEMENTS
Following termination of occupancy rights to the
Temporary Regional Terminal, the land and
improvements, except the airline furniture, fixtures
and equipment, shall revert back to MAC with no
further obligation by Northwest.
6. REGIONAL/COMMUTER APRON & AUTO RENTAL SERVICE SITE
MODIFICATION COST RECOVERY
The construction costs associated with 602 lineal
feet of temporary regional/commuter apron and the
auto rental service sites modification costs will be
charged to the Terminal Apron cost center.
The operational costs associated with 602 lineal feet
of temporary regional/commuter apron will be charged
to the Terminal Apron cost center.
7. CONCESSIONS
Northwest and MAC will jointly determine appropriate
concessions to be offered in the temporary
regional/commuter passenger holdroom facility.
Northwest will be responsible for coordinating design
and construction of all concessions in the new
temporary regional/commuter passenger holdroom
facility. All revenues received from the concessions
in the facility will be reported fully to MAC and
Northwest on a monthly basis but will be retained by
Northwest.
C. FIS BAG BELT ENCLOSURE
1. Northwest Airlines hereby leases from MAC the portion
of the FIS Bag Belt Area that has been enclosed for
Northwest tug and vehicle storage, as shown on
Exhibit R. Northwest shall allow other Airlines to
use this area without charge to access the baggage
belts. In addition, MAC may access this area without
charge to maintain the baggage belts.
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2. Northwest shall install and maintain protective
equipment designed to protect the bag belt from
damage and shall be responsible for any damage to the
bag belts caused by Northwest or its agents.
3. Beginning July 1997, Northwest shall pay MAC ground
rent for this area at a rate of nineteen cents ($.19)
per square foot per annum. Payment shall be made on a
monthly basis to MAC.
D. TERMINAL BUILDING
1. If MAC determines that it is in the Airport's
interest to purchase improvements, equipment or to
make other capital expenditures which are outside the
scope of this Agreement but which may benefit an
airline, MAC may enter into a supplemental agreement
with the affected airline to provide for the payment
of the costs of such purchase.
2. AIRLINE agrees that the projects listed on Exhibit S
attached hereto are projects which have been
completed by MAC with AIRLINE's concurrence and shall
not be included in airline rates and charges, but
rather shall be paid by AIRLINE to MAC as set forth
in Exhibit S.
3. MAC shall issue up to one hundred thirty million
dollars ($130,000,000) in Special Facility
Obligations, as defined in the Trust Indenture, to be
supported by Northwest Airlines credit contingent
upon agreement between MAC and Northwest with respect
to the projects to be financed
thereby.
E. MONTH TO MONTH PREMISES
AIRLINE agrees that the Leased Premises shown on Exhibit T
attached hereto are leased to AIRLINE on a month-to-month
term; and that all of the terms and conditions of this
Agreement, other than Article II.A. "Term" apply to these
month-to-month premises.
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XIV. EVENTS OF DEFAULT; REMEDIES
A. EVENTS OF DEFAULT
The occurrence and continuation of any one or more of the
following shall constitute an event of default:
1. AIRLINE fails to make payment in full when due of any
rents, fees, charges or any other amount payable
hereunder within 5 business days after notice thereof
from MAC;
2. AIRLINE shall fail to make any PFC remittance to MAC
in a timely fashion, or shall fail to timely comply
with its PFC reporting requirements to the MAC, or
any other entity, in connection with PFCs collected
on behalf of MAC;
3. AIRLINE fails to submit a Monthly Activity Report to
MAC on or before the 10th day of each month;
4. AIRLINE shall make or permit any unauthorized
assignment or transfer of this Agreement, or any
interest herein, or of the right to use or possession
of the Premises, or any part thereof;
5. Any insurance required by the terms hereof shall at
any time not be in full force or effect;
6. Failure of AIRLINE to perform, comply with, or
observe, in any material respect, any other term,
condition or covenant of this Agreement not
identified elsewhere in Section A of this Article
within thirty (30) days after receipt of notice from
MAC of such failure, or for such longer period of
time as may be reasonably necessary to cure the event
of default, but only for such longer period if: (a)
AIRLINE is reasonably capable of curing the event of
default and (b) AIRLINE promptly and continuously
undertakes to cure and diligently pursues the curing
of the event of default at all times until such event
of default is cured;
7. Any representation or warranty of a material fact
made by AIRLINE herein or in any certificate or
statement furnished to the MAC pursuant to or in
connection with this Agreement proves untrue in any
material respect as of the date of issuance or making
thereof;
8. (a) AIRLINE shall commence any case, proceeding or
other action (i) under any existing or future law of
any jurisdiction, domestic or foreign, relating to
bankruptcy, insolvency, reorganization or relief of
debtors, seeking to have an order for relief entered
with respect to AIRLINE, or seeking to adjudicate
AIRLINE a bankrupt or insolvent, or seeking
reorganization, arrangement, adjustment, liquidation,
dissolution, composition or other relief with respect
to AIRLINE or any of its debts, or
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(ii) seeking appointment of a receiver, trustee,
custodian or other similar official for AIRLINE or
for all or any substantial part of any of its
property; or (b) AIRLINE shall make a general
assignment for the benefit of its creditors; or
(c) there shall be commenced against AIRLINE any
case, proceeding or other action of nature
referred to in clause (a) above or seeking
issuance of a warrant of attachment, execution,
distraint or similar process against all or any
substantial part of any of its property, which
case, proceeding or other action results in the
entry of an order for relief or remains
undismissed, unvacated, undischarged and unbonded
for a period of sixty (60) days; or (d) AIRLINE
shall take any action consenting to or approving
of any of the acts set forth in clause (a) or (b)
above; or (e) AIRLINE shall generally not, or
shall be unable to, pay its debts as they become
due or shall admit in writing its inability
generally to pay its debts as they become due;
9. Any money judgment, writ or warrant of attachment or
similar process, or any combination thereof,
involving an amount in excess of $25,000,000 shall be
entered or filed against the AIRLINE or any of its
assets and shall remain undischarged, unvacated,
unbonded and unstayed for a period of sixty (60) days
or in any event later than five (5) days prior to the
date of any proposed sale or execution thereunder;
10. Any act occurs that deprives AIRLINE permanently of
any material right, power or privilege necessary for
the conduct and operation of its Air Transportation
Business; or
11. If AIRLINE ceases to provide scheduled air service at
the Airport for a period of thirty (30) consecutive
days or abandons or fails to use its Exclusive Use
Space for a period of thirty (30) consecutive days,
except when such cessation or abandonment is due to
the default of MAC or the circumstances described in
Article IX.B.
B. REMEDIES
If an event of default occurs hereunder, MAC, at its option,
may at any time thereafter, do one or more of the following as
MAC in its sole discretion shall elect, to the extent
permitted by, and subject to compliance with any mandatory
requirements of, applicable law then in effect:
1. Declare all rents, fees and other charges payable
hereunder, whether currently or hereafter accruing,
to be immediately due and payable;
2. Proceed by appropriate court action or actions,
either at law or in equity, to enforce performance by
AIRLINE of the applicable covenants and terms of this
Agreement or to recover damages for the breach
thereof;
3. Enter and take possession of the Premises and/or the
rights of the AIRLINE hereunder without such re-entry
terminating AIRLINE's obligations for the full
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Term hereof, which remedy shall be in addition to
all other remedies at law or in equity, including
action for forcible entry and lawful detainer, for
ejectment or for injunction;
4. Terminate all rights of AIRLINE under this Agreement
(without terminating the continuing obligation of
AIRLINE to fulfill its past and future obligation
hereunder) and in such case AIRLINE further agrees to
indemnify and hold harmless MAC against all loss in
rents, fees, and charges and other damages which MAC
shall incur by reason of such termination, including,
without limitation, costs of restoring and repairing
the Premises and putting the same in rentable
condition, costs of reletting the Premises to another
Airline (including without limitation AIRLINE
improvement costs and related fees), loss or
diminution of rents and other damage which MAC incurs
by reason of such termination, and all reasonable
attorneys' fees and expenses incurred in enforcing
the terms of this Agreement;
5. In the event of any default hereunder, AIRLINE shall
reimburse MAC for all reasonable fees and costs
incurred by MAC, including reasonable attorneys'
fees, relating to such default and/or the enforcement
of MAC's rights hereunder; and
6. Apply all Contract Security granted by AIRLINE to any
unpaid obligations of AIRLINE hereunder.
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XV. TERMINATION
A. TERMINATION BY MAC
This Agreement may be terminated by MAC pursuant to the
provisions of Article XIV above and as otherwise specified in
this Agreement.
B. TERMINATION BY AIRLINE
1. If MAC shall fail to perform, comply with, or
observe, in any material respect, any term, condition
or covenant of this Agreement within thirty (30) days
after receipt of notice from AIRLINE of such failure,
or for such longer period of time as may be
reasonably necessary to cure the event of default but
only for such longer period if: (a) MAC is reasonably
capable of curing the event of default and (b) MAC
promptly and continuously undertakes to cure and
diligently pursues the curing of the event of default
at all times until such event of default is cured,
then AIRLINE, if not then in default, may, without
limiting any of its other rights and remedies against
MAC, at its option cancel this Agreement and thereby
terminate this Agreement.
2. It is further understood and agreed that, at any time
when AIRLINE is not then in default, it may cancel
this Agreement on sixty (60) days' notice in writing
to MAC upon the happening of any one of the following
events:
a. Issuance by any court of competent
jurisdiction of an injunction in any way
preventing or restraining the use of the
Airport or any part thereof essential for
AIRLINE's operations hereunder and the
remaining in force of such injunction for a
period of at least ninety (90) days.
b. Inability of the AIRLINE to use the Airport
or any part thereof essential for AIRLINE's
operations hereunder for a period of not
less than ninety (90) days because of fire,
explosion, earthquake, or other casualty or
acts of God or the public enemy, unless
within sixty (60) days of the casualty, MAC
gave AIRLINE written notice of its intention
to repair or reconstruct, as provided in
Article IX.A. herein.
c. The lawful assumption by the United States
of America or any authorized agency thereof
of the operation, control, or use of the
Airport and the facilities thereon or any
substantial part or parts thereof, in such
manner as substantially to restrict AIRLINE
for a period of not less than ninety (90)
days from operating thereon for the carrying
of passengers, cargo, express, property, and
United States mail.
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d. Termination or the suspension or substantial
modification for a period of not less than
ninety (90) days of the operating authority
of the AIRLINE to serve the Minneapolis-St.
Xxxx metropolitan area through the Airport
by final order of the DOT or other
governmental agency, federal or state,
having jurisdiction over the AIRLINE.
3. If any of the foregoing continues for a period of
less than ninety (90) days, AIRLINE shall have the
right upon written notice to MAC to abatement of
rents, fees and charges to the extent and for the
period that AIRLINE is unable to carry on its
operations hereunder.
C. TERMINATION BY GOVERNMENT TAKING
In the event the Premises shall be taken by governmental
authority through exercise of its power of eminent domain or
other authority justifying such taking, the Agreement shall
terminate and the rents, fees and charges in respect to said
premises shall cease as of the date possession is taken by the
taking authority, and MAC shall be entitled to all damages
payable by reason of taking, subject to the claim of AIRLINE
for the value of its leasehold, which claim or claims as to
validity and amount shall be a matter for determination
between AIRLINE and MAC, and if AIRLINE and MAC cannot reach a
determination, then by the court having jurisdiction of such
proceeding, provided that nothing herein contained shall
preclude AIRLINE from asserting any claims or rights it may
have against such governmental authority as to its separate
property, leasehold improvements, and trade fixtures.
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XVI. GENERAL PROVISIONS
A. INTERPRETATION
Nothing herein shall be construed or interpreted in any manner
whatsoever as limiting, relinquishing or waiving MAC's right
of control over the operation of the Airport, and it is
understood and agreed that this Agreement is entered into in
recognition of the aforesaid rights and functions of MAC.
Subject to the foregoing, this Agreement and the rights of the
parties hereunder shall be interpreted in the light of the
following:
1. SEPARABILITY
In the event any covenant, condition or provision
herein is held to be invalid, illegal, or
unenforceable by any court of competent jurisdiction,
such covenant, condition or provision shall be deemed
amended to conform to applicable laws so as to be
valid or enforceable or, if it cannot be so amended
without materially altering the intention of the
parties, it shall be stricken. If stricken, all other
covenants, conditions and provisions of this
Agreement shall remain in full force and effect
provided that the striking of such covenants,
conditions or provisions does not materially
prejudice either MAC or AIRLINE in its respective
rights and obligations contained in the valid
covenants, conditions or provisions of this
Agreement.
2. ENTIRE AGREEMENT
This Agreement represents the entire contract between
the parties and, except as otherwise provided herein,
may not be amended, changed, modified, or altered
without the written consent of the parties hereto.
This Agreement incorporates all of the conditions,
agreements, and understandings between the parties
concerning the use and occupancy of the Airfield,
Terminal Apron, Terminal Complex, and other
facilities at the Airport, and all such conditions,
understandings, and agreements have been merged into
this written instrument.
B. COMPLIANCE WITH LAW
1. AIRLINE shall not use the Airport or any part
thereof, or knowingly permit the same to be used by
any of its employees, officers, agents, subtenants,
invitees, or licensees for any illegal purposes.
AIRLINE shall, at all times during the Term of this
Agreement, comply with all applicable regulations,
ordinances, and laws of any Municipal, County, or
State government or of the U.S. Government, and of
any political division or subdivision or agency,
authority, or commission thereof which may have
jurisdiction to pass laws or ordinances or to make
and enforce rules or regulations with respect to the
uses hereunder of the Premises (and, to
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the extent not in conflict with the foregoing, MAC's
Rules and Regulations and Ordinances).
2. At all times during the Term of this Agreement,
AIRLINE shall, in connection with its activities and
operations at the Airport:
a. Comply with and conform to all present and
future statutes and ordinances, and
regulations promulgated thereunder, of all
Federal, State, and other government bodies
of competent jurisdiction that apply to or
affect, either directly or indirectly,
AIRLINE or AIRLINE's operations and
activities under this Agreement. AIRLINE
shall comply with all applicable provisions
of the Americans with Disabilities Act of
1990, 42 U.S.C. Section 12101 and federal
regulations promulgated thereunder 28 C.F.R.
parts 35, 36, and 37.
b. Make, at its own expense, all non-structural
improvements, repairs, and alterations to
its Exclusive and Preferential Use Premises
(subject to prior written approval of MAC),
equipment, and personal property that are
required to comply with or conform to any of
such statutes and ordinances.
c. Reimburse MAC for AIRLINE's proportional
share of all non-structural improvements,
repairs, and alterations to its Common Use
Premises that are required to comply with or
conform to any of such statutes and
ordinances.
d. At all times during the Term of this
Agreement, AIRLINE shall be an independent
contractor.
3. AIRLINE agrees to comply with the notification and
review requirements covered in Part 77 of the Federal
Aviation Regulations in the event any future
structure or building is planned for the Premises, or
in the event of any planned modification or
alteration of any present or future building or
structure situated on the Premises.
4. COMPLIANCE WITH ENVIRONMENTAL LAWS
AIRLINE shall keep and maintain and shall conduct its
operations on the Premises in full compliance with
all applicable Environmental Laws. AIRLINE shall
further ensure that its employees, agents,
contractors and subcontractors occupying or present
on the Premises and any other invitees or persons
conducting any activities on the Premises under the
control of AIRLINE comply with all applicable
Environmental Laws. By virtue of its operational
control of the Premises, AIRLINE shall be fully
responsible for obtaining all necessary permits or
other approvals under the Environmental Laws and
shall have full responsibility for signing and
submitting any necessary applications, forms,
documentation,
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notifications or certifications relating thereto.
Upon request of MAC, AIRLINE shall provide copies to
MAC of any such applications, forms, documents,
notifications or certifications.
5. FEDERAL STORMWATER REGULATIONS
a. Notwithstanding any other provisions or
terms of this Agreement, AIRLINE
acknowledges that the Airport is subject to
Federal Stormwater Regulations, 40 C.F.R.
part 122, for vehicle maintenance shops
(including vehicle rehabilitation,
mechanical repairs, painting, fueling and
lubrication), equipment cleaning operations,
and/or deicing operations that occur at the
Airport as defined in said regulations.
AIRLINE further acknowledges that it is
familiar with these stormwater regulations;
that it may conduct or operate from time to
time "vehicle maintenance" (including
vehicle rehabilitation, mechanical repairs,
painting, fueling and lubrication),
equipment cleaning operations, and/or
deicing activities as defined in the Federal
Stormwater Regulations; that AIRLINE may be
obligated to obtain its own stormwater or
other NPDES permit; and that it is aware
that there are significant penalties for
submitting false information, including
fines and imprisonment for knowing
violations.
b. AIRLINE acknowledges that MAC's stormwater
discharge permit and any subsequent
renewals, is incorporated by reference into
this Agreement. AIRLINE agrees to be bound
by all applicable portions of said permit.
c. Notwithstanding any other provisions or
terms of this Agreement, including AIRLINE's
right to quiet enjoyment, MAC and AIRLINE
both acknowledge that close cooperation is
necessary to insure compliance with any
stormwater discharge permit terms and
conditions, as well as to insure safety and
to minimize costs. AIRLINE acknowledges that
it may be necessary to undertake to minimize
the exposure of stormwater to significant
materials generated, stored, handled or
otherwise used by AIRLINE as defined in the
Federal Stormwater Regulations, by
implementing and maintaining "Best
Management Practices."
d. MAC shall provide AIRLINE with written
notice of those stormwater discharge permit
requirements arising from MAC's permit that
AIRLINE shall be obligated to perform from
time to time, including collection of
stormwater samples; preparation of
stormwater pollution prevention or similar
plans; implementation of "good housekeeping"
measures or Best Management
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Practices; and maintenance of necessary
records. Such written notice shall include
applicable deadlines.
e. AIRLINE agrees to undertake at its sole
expense, unless otherwise agreed to in
writing between MAC and AIRLINE, those
stormwater discharge permit requirements
arising from MAC's permit applicable to a
stormwater discharge for which AIRLINE has
responsibility for which it has received
written notice from MAC. AIRLINE warrants
that it shall meet any and all deadlines
that may be imposed on or agreed to by MAC
and AIRLINE.
f. AIRLINE, within thirty (30) days of receipt
of such written notice, shall notify MAC in
writing if it disputes any of the stormwater
discharge permit requirements it is being
directed to undertake. If AIRLINE does not
provide such timely notice, it is deemed to
assent to undertake such requirements. If
AIRLINE provides MAC with written notice, as
required above, that it disputes such
stormwater discharge permit requirements,
MAC and AIRLINE agree to negotiate a prompt
resolution of their differences. AIRLINE
warrants that it will not object to MAC
notices required pursuant to this Paragraph
for purposes of delay or avoiding
compliance.
g. In order to maintain compliance with 40
C.F.R. part 122, if resolution of any
dispute between MAC and AIRLINE regarding
stormwater discharge permit requirements is
not achieved within ninety (90) days, MAC
reserves the right to undertake whatever
action is necessary to comply with said
permit requirements and the reasonable cost
thereof shall be allocated based on each
party's legal responsibility for undertaking
the action in question.
h. MAC and AIRLINE agree to provide each other
upon request, with any non-privileged
information collected and submitted to any
government entity(ies) pursuant to
applicable stormwater regulations.
i. AIRLINE agrees that the terms and conditions
of MAC's stormwater discharge permit may
change from time to time.
j. AIRLINE agrees to participate in any MAC
organized task force or other work group
established to coordinate stormwater
activities at the Airport.
k. All such remedies of MAC with regard to
environmental requirements as set forth
herein shall be deemed cumulative in nature
and shall survive termination of this
Agreement.
C. CIVIL/HUMAN RIGHTS LAWS
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1. AIRLINE assures that it will comply with pertinent
legal requirements as are promulgated to assure that
no person shall, on the grounds of race, creed,
color, national origin, sex, age, or disability be
excluded from participating in any activity conducted
with or benefiting from federal assistance.
2. AIRLINE agrees that it will practice
nondiscrimination in its activities and will provide
Disadvantaged Business Enterprise participation in
their leases as required by MAC, in order to meet the
sponsor's goals, or required by the FAA in order to
obtain an exemption from the prohibition against
long-term exclusive leases.
3. AIRLINE for itself, its heirs, personal
representatives, successors in interest, and assigns,
as a part of the consideration hereof, does hereby
covenant and agree, as a covenant running with the
land, that in the event facilities are constructed,
maintained, or otherwise operated on the said
property described in this Agreement for a purpose
for which a DOT program or activity is extended or
for another purpose involving the provision of
similar services or benefits, AIRLINE shall maintain
and operate such facilities and services in
compliance with all other requirements imposed
pursuant to 49 CFR part 21, Nondiscrimination in
Federally Assisted Programs of the Department of
Transportation, and as said Regulations may be
amended.
4. AIRLINE for itself, its personal representatives,
successors in interest, and assigns, as a part of the
consideration hereof, does hereby covenant and agree,
as a covenant running with the land, that: (a) no
person on the grounds of race, color, or national
origin shall be excluded from participation in,
denied the benefits of, or be otherwise subjected to
discrimination in the use of said facilities; (b)
that in the construction of any improvements on,
over, or under such land and the furnishing of
services thereon, no person on the grounds of race,
color, or national origin shall be excluded from
participation in, denied the benefits of, or
otherwise be subjected to discrimination; and (c)
that AIRLINE shall use the Premises in compliance
with all other requirements imposed by or pursuant to
49 CFR Part 21, Nondiscrimination in Federally
Assisted Programs of the Department of
Transportation, and as said Regulations may be
amended.
D. ECONOMIC NONDISCRIMINATION
AIRLINE agrees to furnish service on a reasonable, and not
unjustly discriminatory basis to all users thereof, and to
charge reasonable, and not unjustly discriminatory prices for
each unit or service, provided that AIRLINE may be allowed to
make reasonable and nondiscriminatory discounts, rebates, or
other similar types of price reductions to volume purchasers.
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E. GRANTING OF MORE FAVORABLE TERMS
MAC covenants and agrees not to enter into any lease,
contract, or agreement with any other Airline making use of
the Airport which unjustly discriminates against AIRLINE's use
of the Airport, unless the same rights, privileges, and
concessions are concurrently and automatically made available
to AIRLINE. Without limiting the generality thereof, the
foregoing shall not be construed to limit the right of MAC to
enter into agreement with any other Airline at varying terms,
rates, and conditions for leasing hangars and ground areas.
F. CONSENTS, APPROVALS, AND NOTICES
1. Wherever in this Agreement the consent or approval of
MAC or AIRLINE is required, such consent or approval
shall mean the consent or approval of the Executive
Director on behalf of MAC and a representative
designated by AIRLINE in writing on behalf of
AIRLINE.
2. All notices required by this Agreement shall be in
writing and shall be given by registered or certified
mail by depositing the same in the U.S. mail in the
continental United States, postage prepaid, return
receipt requested, or by personal or courier
delivery. Either party shall have the right, by
giving written notice to the other, to change the
address at which its notices are to be received.
Notice shall be given to:
a. MAC:
Executive Director
Metropolitan Airports Commission
00xx Xxxxxx Xxxxx
Xxxxxxxxxxx XX 00000
b. AIRLINE:
[as set forth below
in AIRLINE's
signature hereto]
c. If notice is given in another manner or
place, it shall also be given at the place
and in the manner specified above.
d. The effective date of such notice, consent,
or approval shall be the date of the receipt
as shown by the U.S. Postal Service Return
Receipt or the courier receipt, or the date
personal delivery is certified, unless
provided otherwise in this Agreement.
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G. WAIVER
1. Waiver of any provision of this Agreement by either
party shall not be deemed binding unless such waiver
is in writing, signed by the party making the waiver
and addressed to the other party, nor shall any
custom or practice which may evolve between the
parties in the administration of the terms of this
Agreement be construed to waive or lessen the right
of either party to insist upon the performance of the
other party in strict accordance with the terms of
this Agreement.
2. Waiver by either party of breach of any covenant,
condition, or agreement herein by the other party
shall not operate as a waiver of any subsequent
breach by such other party or release such other
party from its obligation under the terms of the
Agreement.
H. APPLICABLE LAW AND FORUM SELECTION
1. This Agreement shall be governed by and construed and
enforced in accordance with the laws of the State of
Minnesota, and the laws, rules and regulations of
MAC.
2. Any cause of action, claim, suit, demand, or other
case, or controversy arising from or related to this
Agreement shall only be brought in a state district
court located in the county of Hennepin, Minnesota or
in a federal district court located in Minnesota. The
parties irrevocably admit themselves to, and consent
to, the jurisdiction of either or both of said
courts. The provisions of this Section shall survive
the termination of this Agreement.
I. SUCCESSORS
All covenants, stipulations, and agreements in this Agreement
shall extend to and bind the legal representatives,
successors, and assigns of the respective parties hereto.
J. INSPECTION
1. MAC shall have the right, but not the obligation or
duty, to inspect AIRLINE's operations at all
reasonable times for any purpose connected with this
Agreement, in the exercise of MAC's governmental
functions, for the purpose of determining whether
AIRLINE is fulfilling the obligations imposed on it
under the provisions of this Agreement.
2. If inspection reveals that AIRLINE is not fulfilling
such obligations or any thereof, and MAC has sent
AIRLINE written notice to that effect, and AIRLINE
has not within thirty (30) days proceeded to the
fulfillment thereof, MAC may proceed to do the work
necessary to such fulfillment,
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and AIRLINE shall reimburse MAC in the amount of the
cost thereof plus a 15 percent administrative charge.
3. The failure of MAC to inspect or monitor or give
AIRLINE notice of a default or a notice of a
hazardous or unsafe condition with respect to
AIRLINE's operations under this Agreement shall not
release AIRLINE from its liability to perform its
obligations under this Agreement or impose any
liability on MAC.
4. AIRLINE shall have the right to inspect the Airport
or any part thereof at any reasonable time, upon
request to the Executive Director and the granting of
such request by the Executive Director, such request
not to be unreasonably denied, and the Executive
Director or the Executive Director's representative
shall accompany AIRLINE's representative on any and
all inspections.
K. QUIET ENJOYMENT
So long as AIRLINE is not in default in its obligations
hereunder, MAC covenants and agrees that AIRLINE shall have,
hold and enjoy peaceful and uninterrupted possession of all of
the Premises and of its rights to operate in, to and from the
Airport as hereby granted.
L. NON-LIABILITY OF AGENTS AND EMPLOYEES
1. No member, officer, agent, director, or employee of
MAC or AIRLINE shall be charged personally or held
contractually liable by or to the other party under
any term or provision of this Agreement or because of
any breach thereof or because of its or their
execution or attempted execution.
2. AIRLINE expressly agrees that MAC shall not be liable
to AIRLINE, its contractors, agents, officers,
employees, passengers, or invitees for personal
injury or for any loss or damage to real or personal
property occasioned by flood, fire, earthquake,
lightning, windstorm, hail, explosion, riot, strike,
civil commotion, aircraft, smoke, vandalism,
malicious mischief, or acts of civil authority, or
other casualty.
3. MAC expressly agrees that AIRLINE shall not be liable
to MAC, its contractors, agents, officers, employees,
or invitees for personal injury or for any loss or
damage to real or personal property occasioned by
flood, fire, earthquake, lightning, windstorm, hail,
explosion, riot, strike, civil commotion, aircraft,
smoke, vandalism, malicious mischief, or acts of
civil authority, or other casualty.
4. The provisions of this Section shall survive the
termination of this Agreement.
M. NO PARTNERSHIP OR AGENCY
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Nothing contained in this Agreement is intended or shall be
construed in any respect to create or establish any
relationship other than that of lessor and lessee, and nothing
herein shall be construed to establish any partnership, joint
venture or association or to make AIRLINE the general
representative or agent of MAC for any purpose whatsoever.
N. SECURITY
In conjunction with AIRLINE's operations at Airport,
reasonable access shall be made available for both persons and
vehicles to AIRLINE's aircraft parked in designated parking
areas via Terminal Complex doors, field access gates,
passenger loading bridges, and the ramp gates to the Security
Identification Display Area ("SIDA"), Air Operations Area
("AOA"), or other defined security area. In order to maintain
the security of restricted areas on Airport, AIRLINE will be
responsible for the control of persons and vehicles entering
the SIDA via the ramp gates to and from AIRLINE's aircraft.
AIRLINE agrees to implement and maintain security measures
with respect to access control to and from AIRLINE's aircraft
and with respect to the use of the SIDA, as required by
federal regulations. Such security measures shall be reduced
to writing and be provided to the Airport Security Coordinator
("ASC"). AIRLINE agrees to implement and maintain, as a
minimum, the following security measures concerning access
control to and from the SIDA:
1. During all hours, access points to the SIDA shall be
secured and locked.
2. AIRLINE and its agents shall challenge any persons
not recognized as being authorized to have access to
the SIDA from AIRLINE's operations.
3. AIRLINE and its agents shall restrict the activities
of its employees who are authorized to be in the SIDA
to that portion of the SIDA in which AIRLINE is
authorized to operate.
4. AIRLINE and its agents are responsible for ensuring
that personnel are trained in the security procedures
described in this Agreement and in all other security
procedures, rules, and ordinances developed by MAC.
MAC may require attendance at courses conducted by
MAC or MAC may elect to allow AIRLINE and its agents
to conduct such training. Whenever AIRLINE conducts
such training, the Airport Security Coordinator or
designee will have the right to audit.
5. AIRLINE and its agents shall not allow any unescorted
person into the SIDA unless that person has a valid
Airport identification badge. Identification badges
shall not be considered valid unless the color code
of the badge corresponds with the location in which
such person may enter, as designated by MAC. People
who do not have valid identification badges to be
present on the SIDA shall be escorted at all times
they are present on the SIDA by a person with a valid
identification badge. Issuance of ramp or SIDA
identification badges shall be made
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only by MAC and shall be at the sole discretion of
MAC. Ramp and other identification badges shall be
denied to people not meeting security requirements.
6. AIRLINE and its agents shall abide by the Airport's
security program and comply with applicable security
procedures including, but not limited to, the wearing
of security identification badges by AIRLINE's and
its agents' personnel and clearly identifying each of
AIRLINE's vehicles by placing AIRLINE's company or
agent's name on each vehicle, or fully comply with
any vehicle identification or licensing system
adopted by MAC.
7. AIRLINE and its agents shall immediately notify the
Airport Police of any suspicious activities observed
in or about the SIDA.
8. Any unresolved questions concerning Airport security
shall be directed to the Airport Security
Coordinator.
9. AIRLINE further agrees to reimburse MAC for any
penalties or fines levied against MAC by the FAA due
to AIRLINE's or its agents' failure to abide by any
applicable security measures.
10. The Airport Security Coordinator or his designated
alternate will periodically evaluate compliance with
this Section. Failure of AIRLINE to fully comply with
the procedures set forth in this Section shall be
sufficient grounds for MAC to immediately take any
and all necessary corrective measures until security
that is acceptable to MAC is restored. AIRLINE shall
pay any costs of such corrective measures, plus a
fifteen percent (15 percent) administrative charge.
11. AIRLINE must immediately return each MAC-issued
security identification badge to the airport badging
office upon expiration of badge or upon termination
of badgeholder's employment or contract. Further,
AIRLINE must promptly report any loss or theft of an
individual's MAC-issued security identification, the
termination of any badgeholder whose security
identification is not recovered; or the suspension of
any badgeholder.
12. AIRLINE must comply within established timelines with
any security audits conducted by the MAC including
audits of airport-issued security badges.
O. SUBORDINATION TO AGREEMENTS WITH THE U.S. GOVERNMENT
This Agreement shall be subordinate to the provisions of and
requirements of any existing or future agreement between MAC
and the United States, relative to the development, operation,
or maintenance of the Airport.
This Agreement and all the provisions hereof shall be subject
to whatever right the United States Government now has or in
the future may acquire affecting
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the control, operation, regulation, and taking over of said
Airport or the exclusive or non-exclusive use of the Airport
by the United States during the time of war or national
emergency.
P. NO EXCLUSIVE RIGHT
Nothing herein contained shall be deemed to grant to AIRLINE
any exclusive right or privilege within the meaning of Section
308 of the Federal Aviation Act for the conduct of any
activity on the Airport.
Q. CONCERNING DEPRECIATION AND INVESTMENT CREDIT
Neither AIRLINE nor any successor of AIRLINE under this
Agreement may claim depreciation or an investment credit under
the Internal Revenue Code of 1954, as amended, with respect to
the Premises. AIRLINE represents that it has made an election
under Proposed Treasury Regulations Sections 1.103(n)-1T
through 1.103(n)-6T not to claim such depreciation or
investment credit with respect to the Premises and agrees that
it will retain copies of said election in its records and will
not claim any such depreciation or investment credit. MAC
acknowledges receipt of a copy of said election and agrees
that it will retain copies of said election in its records.
R. ATTORNEY'S FEES
In any action brought by either party for the enforcement of
any provisions of this Agreement, the party prevailing in said
action shall be entitled to recover reasonable attorney's fees
from the other party.
S. SAVINGS
MAC and AIRLINE acknowledge that they have thoroughly read
this Agreement, including all exhibits thereto, and have
sought and received whatever competent advice and counsel was
necessary for them to form a full and complete understanding
of all rights and obligations herein. MAC and AIRLINE further
acknowledge that this Agreement is the result of extensive
negotiations between them and that this Agreement shall not be
construed against either party by reason of that party's
preparation of all or part of this Agreement.
T. MASTER TRUST INDENTURE
1. SUBORDINATION OF FACILITIES CONSTRUCTION CREDITS.
The obligations of MAC under this Agreement, if any,
which constitute Facilities Construction Credits, are
made subject and subordinate to the terms and
provisions of the MAC revenue obligations issued
pursuant to Minnesota Statutes, Section 473.608,
Subd.12a., including the terms and provisions of
master trust indenture which controls the issuance
of such obligations.
-101-
2. AIRLINE COOPERATION.
a. The AIRLINE agrees that it will cooperate
with MAC, the underwriters and their counsel
to satisfy any ongoing disclosure
requirements necessary under applicable law
in order to market the MAC revenue
obligations, including provision of annual
reports of AIRLINE or any parent.
b. AIRLINE shall cooperate with MAC and the
underwriters of MAC's revenue obligations so
that the provisions of Rule 15(c)2-12 of the
Securities Exchange Act of 1934, as amended,
are complied with.
c. At the time of issuance of MAC revenue
obligations, AIRLINE agrees that a duly
authorized officer of AIRLINE shall execute
a certificate stating that the information
relating to AIRLINE, if any, contained in
the official statement is accurate in all
material respects (except as otherwise set
forth in such certificate) on and as of the
date thereof, provided, however, that no
such certification need be made with respect
to the completeness of such information.
U. TERMINATION OF PRIOR AGREEMENTS
All prior agreements between MAC and AIRLINE covering the use
and occupancy of the Airfield, Terminal Building, Terminal
Apron, Gold Concourse or International Arrivals Facility, but
excluding any agreements between MAC and AIRLINE covering
Other Areas on the Airport, and excluding any required
agreements between MAC and AIRLINE covering mobile lift
devices, are hereby cancelled.
-102-
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by their duly authorized officers on the dates below.
In Presence Of: METROPOLITAN AIRPORTS COMMISSION
/s/ [signed - signature illegible] By: /s/ Xxxxx Xxxxxxxxxxx
----------------------------------------------- --------------------------------------------------------
Xxxxx Xxxxxxxxxxx
It's: Dir. Commercial Management & Airline Affairs
--------------------------------------------------------
Date: February 11, 2000
--------------------------------------------------------
In Presence Of: Northwest Airlines, Inc.
/s/ Xxxx X. XxXxxxxx By: /s/ Xxxxx X. Xxxxxxxxx
----------------------------------------------- --------------------------------------------------------
Xx. Xxxxx X. Xxxxxxxxx
It's: Vice President Facilities & Airport Affairs
--------------------------------------------------------
Date: February 10, 2000
--------------------------------------------------------
Address:
Northwest Airlines, Inc.
--------------------------------------------------------
0000 Xxxxxxxxx Xxxxx
--------------------------------------------------------
Dept A 0000
--------------------------------------------------------
Xx. Xxxx, XX 00000
--------------------------------------------------------
-103-
STATE OF MINNESOTA )
)SS
COUNTY OF DAKOTA )
This instrument was acknowledged before me on the 10th day of February,
2000, by Xxxxx X. Xxxxxxxxx as the authorized representative of
Northest Airlines, Inc.
(Notary Seal) /s/ Xxxxxx Xxxxxxx
----------------------------------
Notary Public
STATE OF MINNESOTA )
)SS
COUNTY OF HENNEPIN )
This instrument was acknowledged before me on the 11th day of February,
2000, by Xxxxx Xxxxxxxxxxx the Director - CMAA of the
--------------------------------------------------
(Name) (Title)
Metropolitan Airports Commission.
(Notary Seal) /s/ Xxxxxxx X. Xxxxx
---------------------------------------------
Notary Public
-104-
Exhibit A
[Map - Airport Layout Plan]
Exhibit B
[Map - Airfield]
Exhibit C
[Diagrams - Terminal Building Plan]
Exhibit D
[Maps - Terminal Apron]
Exhibit E
[Diagrams - Terminal Building - Gold Concourse]
Exhibit F
[Maps - Landside Area]
EXHIBIT G
1/1/99
Page 1 of 1
OTHER AREAS
Other Areas includes, but is not limited to, the following MAC facilities:
- West Terminal Area
- Xxxxx Xxxx
- Xxxxx Xxxxx (Xxx XXX xxx Xxx Xxxxxxxx Xxxx)
- Hangars and Other Buildings (Includes any other MAC facility not
flowing to airline rates and charges)
EXHIBIT H
1/1/99
Page 1 of 1
INTERNATIONAL REGULARLY SCHEDULED AIRLINE SERVICE CRITERIA
As operator of the HHH Terminal and the Lindbergh Terminal IAF Facility, the MAC
must have reasonable and clear criteria to allocate international charter
flights to the HHH Terminal AND international regularly scheduled flights to the
Lindbergh Terminal IAF Facility. The principal purpose of the Lindbergh Terminal
IAF Facility is to serve passengers making connections at MSP on a regularly
scheduled basis. In addition, Gates 1-9 of the Lindbergh Terminal will be
utilized by Northwest regularly scheduled flights providing domestic connecting
service when not used by carriers providing international regularly scheduled
service. Therefore, in making the determination of whether an international
non-stop passenger flight to MSP is a regularly scheduled flight or a charter
operation for purposes of making terminal assignment, the MAC will supply the
following criteria:
1. Does the international operation generally have passengers connecting
at MSP on-line, inter-line or via code share, and the operational need
for connecting facilities?
2. Is the carrier a signatory under the MAC use and lease agreement?
3. Does the carrier hold all necessary government approvals to operate
international regularly scheduled service?
4. Is the carrier's international service primarily scheduled on a
year-round basis or does it primarily offer seasonal service to
different locations?
5. Are the carrier's schedules published each month in the Official
Airline Guide and displayed in computer reservation systems? Are the
fares regularly published by the Airline Tariff Publishing Company?
6. Does the carrier providing the service provide reservation services and
create PNRs for the flights with its own employees?
International operations that meet these criteria overall shall be considered
international regularly scheduled flights for use of the Lindbergh IAF. However,
the failure to meet any one or more criteria shall not necessarily preclude the
operation from being considered an international regularly scheduled flight.
MAC's goal of optimizing overall airport operating efficiency shall be an
important consideration.
EXHIBIT I
MAC DRAFT 12/28/1999
Page 1 of 23
2010 PLAN ESTIMATED PROJECT COSTS
METROPOLITAN AIRPORTS COMMISSION
(1998 DOLLARS IN THOUSANDS)
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
PROGRAM AIRFIELD RAMP TERMINAL OTHER TOTAL
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Runway Deicing/Holding Pad Program $49,500 $2,776 $77 $5,697 $58,050
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Runway 17/35 Program 454,550 108,850 563,400
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Runway 4/22 Development Program 27,000 27,000
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Noise Mitigation Program 330,800 80,000 410,800
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Taxiway W Construction Program 18,200 18,200
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Taxiway C/D Complex Construction Program 16,500 16,500
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Airfield Rehabilitation and Repair Program 57,540 57,540
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Runway Rehabilitation Program 62,000 62,000
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Environmental Remediation Program 6,000 500 1,000 7,500
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Public Parking/Auto Rental Expansion Program 880 10,375 177,595 188,850
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Green Concourse Extension Program 6,064 21,742 180,682 17,812 226,300
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Concourse Expansion & Rehabilitation Program 6,500 6,500
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Lindbergh Terminal Rehab & Development Program 1,064 41,824 3,822 46,710
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Xxxxxxxx Terminal Development Program 77,000 77,000
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Sun Country Hangar Program 5,150 5,150
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Landside Rehabilitation & Repair Program 37,882 18,240 56,122
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Light Rail Transit Program 12,500 57,500 70,000
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Reliever Airport Program 132,400 132,400
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Reliever Airports Utility Extension Program 11,200 11,200
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Miscellaneous Field & Runway 10,500 650 11,150
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
Miscellaneous Landside Program 23,400 7,510 14,835 87,455 133,200
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
TOTAL OF ALL PROGRAMS $1,063,118 $32,908 $305,175 $784,371 $2,185,572
-------------------------------------------------------- ---------------- ------------ ------------- ------------- ---------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 2 of 23
PROJECTS COMPRISING THE 2010 PLAN
METROPOLITAN AIRPORTS COMMISSION
RUNWAY DEICING/HOLDING PAD PROGRAM
PROGRAM SCOPE
This program consists of projects to construct deicing/holding pads adjoining
the ends of Runways 12L, 12R, 30L, and 30R.
Projects which are required for the construction of the Runway 12L pad, include
the following:
- Demolition of Hangars 1 and 2
- Snow Removal Equipment Storage Building Addition
- Maintenance Fueling System
- Deicing Operations Center
Projects which are required for the construction of the Runway 12R pad, include
the following:
- Building Demolition
- Taxiway B Construction
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Runway 12L Pad 1998 1998 $11,500,000 $11,500,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Hangars 1 & 2 Demolition 1997 1998 700,000 700,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Snow Removal Equipment Storage Bldg Addn. 1997 1998 4,750,000 2,375,000 $1,710,000 $47,500 $617,500
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Maintenance Fueling Facility 1998 1998 700,000 350,000 252,000 7,000 91,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Maintenance Campus Site Work 1998 1998 1,850,000 925,000 666,000 18,500 240,500
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Deicing Operations Center 1998 1998 4,550,000 4,550,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
SUBTOTAL $24,050,000 $15,850,000 $2,628,000 $73,000 $5,499,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Runway 12R Pad 2001 2002 $15,900,000 15,900,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Buildings Demolition 2001 2001 1,000,000 1,000,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Taxiway B 2001 2001 2,100,000 2,100,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
SUBTOTAL $19,000,000 $19,000,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Runway 30R Pad 2001 2001 $9,000,000 $9,000,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Runway 30L Pad - Temporary 1999 1999 $3,500,000 $3,500,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
SUBTOTAL $55,550,000 $47,350,000 $2,628,000 $73,000 $5,499,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
Contingency $2,500,000 $2,150,000 $148,000 $4,000 $198,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
PROGRAM TOTAL $58,050,000 $49,500,000 $2,776,000 $77,000 $5,697,000
------------------------------------------ ------- ---------- ------------ -------------- ------------- ------------ ------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 3 of 23
RUNWAY 17/35 CONSTRUCTION PROGRAM
PROGRAM SCOPE
This program consists of projects required to construct a new 8,000-foot by 150
foot concrete runway and associated roadways, taxiways, and appurtenances as
shown on the attached graphic and summarized as follows:
- Site Preparation and Utility Installation - Based on preliminary graphics
and discussions with HNTB, this project is split 50% Field and Runway and
50% Other. Other includes both MAC and Tenant facilities.
- Demolition On and Off Airport - 100% Field and Runway
- Runway, Taxiways, Taxilanes and Connectors - Based on graphics from
HNTB and discussions with Airport Development the split is as follows;
- West Side Taxiway - Common Use charged to all west side tenants
proportionately (2A)
- West Side Connectors - Common Use charged to all west side tenants
proportionately (2B0
- Runway - 100% Field and Runway (2C)
- East Side Taxiway - 100% Field and Runway (2D)
- East Side Connectors - 100% Field and Runway (2D)
- Deicing Pad - 100% Field and Runway (2E)
- Taxiway and Connectors through Midfield - 2/3 Midfield allocated
proportionately to tenants and 0/0 Xxxxx xxx Xxxxxx (0X)
- Xxxxxxx Xxxxxxxx and Service Roads - 2/3 allocated proportionately to
tenants and 1/3 Field and Runway
- Aircraft Apron Areas - allocated to the specific tenant
- Airside Service Roads and ARFF Roads - 100% Field and Runway
- Landside Roadways and 24th Ave. Bridge - allocated 1/2 Field and Runway and
0/0 XXX Xxxxx
- Xxxxxx 17/35 and 4/22 Roadway Tunnels - Based on 9/23 letter from HNTB,
$3,100,000 would be charged to Midfield Tenants which is the cost of an
at-grade roadway to their facilities. The remaining $61,200,000 is proposed
to be Field and Runway
- Taxiways Z and Y Bridges - 100% Field and Runway
- 66th Street/TH 77 Interchange - 100% Other ( MAC Roads)
- Fueling Facilities - a portion (less than 50%) will be Field and Runway
with the balance to be charged to Other Tenants
- NAVAIDS including ILS, RTR,VORTAC, and ALS - 100% Field and Runway
- Tenant Lease Extinguishment - 100% Field and Runway
- Deicing Agent Processing Facility - 100% Field and Runway
- Airfield Electric Distribution Center - 100% Field and Runway
- Airfield Materials and Equipment Storage Facilities - allocated based on
the percentages identified in the new Airline Agreement (50% Field and
Runway, 36% Ramp, 2% Parking, 2% Public Roads, 4% Cargo Area, 4% Other
Public Roads, 1% Terminal and 1% HHH Terminal
EXHIBIT I
MAC DRAFT 12/28/1999
Page 4 of 23
- Property Acquisition - 100% Field and Runway
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the project elements listed above.
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
ESTIMATED
ESTIMATED PROJECT PROJECT
PROJECT SCHEDULE COST COST CENTER
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Site Preparation and Utility Installation 1998 2004 $58,000,000 $29,000,000 $29,000,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Demolition On and Off Airport 1999 2004 18,200,000 18,200,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Runways, Taxiways, Taxilanes, and
Connectors 1999 2004 41,000,000 19,500,000 21,500,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Infield Roads and Service Roads 1999 2004 4,800,000 1,600,000 3,200,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Aircraft Apron Areas 1999 2004 21,000,000 21,000,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Airside Service Roads and ARFF Roads 1999 2004 3,700,000 3,700,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Landside Roadways and 24th Ave. Bridge 1999 2004 12,900,000 6,450,000 6,450,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Runways 17/35 and 4/22 Roadway Tunnels 1999 2004 69,900,000 66,500,000 3,400,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Taxiways Z and Y Bridges 1999 2004 26,800,000 26,800,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
66th Street/TH 77 Interchange 1999 2004 10,500,000 10,500,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Fueling Facilities 1999 2004 3,800,000 3,800,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
NAVAIDS including ILS, RTR, VORTAC, ALS 1999 2004 2,700,000 2,700,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Tenant Lease Extinguishment 1999 2004 35,000,000 35,000,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Deicing Agent Processing Facility 1999 2004 4,300,000 4,300,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Airfield Electric Distribution Center 1999 2004 5,400,000 5,400,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Airfield Material & Equipment Storage
Facilities 1999 2004 5,400,000 5,400,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Property Acquisition 1998 2004 190,000,000 190,000,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
SUBTOTAL $513,400,000 $414,550,000 $98,850,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
Contingency $50,000,000 $40,000,000 $10,000,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
PROGRAM TOTAL $563,400,000 $454,550,000 $108,850,000
------------------------------------------ ------- ------------ ------------ -------------- ------------ ----------- -------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 5 of 23
RUNWAY 4/22 DEVELOPMENT PROGRAM
PROGRAM SCOPE
This program consists of projects required for the reconstruction of the
northeast 2000 feet of Runway 22 and the construction of a 1,000-foot extension
to Runway 4/22 and includes the following projects:
- Runway 12R/30L Temporary Extension
- Runway 4/22 Reconstruction
- Xxxxxx 0/00 Xxxx Relocation
- Runway 4/22 Extension
- North Side Storm Sewer
- Property Acquisition
-
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
ESTIMATED PROJECT ESTIMATED
SCHEDULE PROJECT COST CENTER
PROJECT COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
Runway 12R/30L Temporary Extension 1999 2000 $3,500,000 $3,500,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
Runway 4/22 Reconstruction 2001 2001 8,500,000 8,500,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
Runway 22 Road Relocation 2001 2001 1,000,000 1,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
Runway 4/22 Extension 2001 2001 5,000,000 5,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
North Side Storm Sewer 2001 2001 2,500,000 2,500,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
Property Acquisition 5,000,000 5,000,0000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
SUBTOTAL $25,500,000 $25,500,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
Contingency $1,500,000 $1,500,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
PROGRAM TOTAL $27,000,000 $27,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ----------- -------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 6 of 23
NOISE MITIGATION PROGRAM
PROGRAM SCOPE
This program consists of projects to insulate houses and schools within the DNL
65 and 1996 DNL 60 contours, to acquire property in New Ford Town and Rich Acres
subdivisions in Richfield, and to remediate problems associated with indoor air
quality in homes which were previously insulated. Projects in this program
include the following:
- Home Insulation
- New Ford Town/Rich Acres Acquisition
- School Noise Abatement
- Runway 4/22 Noise Mitigation
- Remediation of Past Homes
- Remote Monitoring Unit Installations
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Costs, Estimated Project
Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
ESTIMATED PROJECT ESTIMATED
SCHEDULE PROJECT COST CENTER
PROJECT COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
Home Insulation (Inside 65 DNL) * 1998 2003 $129,100,000 $129,100,000
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
Home Insulation (Between 60 and 65 DNL)
** 2003 2010 150,000,000 70,000,000 80,000,000
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
New Ford Town Rich Acres Acquisition 1998 1998 3,500,000 3,500,000
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
School Noise Abatement 1998 2002 33,000,000 33,000,000
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
Runway 4/22 Noise Mitigation 2000 2005 38,000,000 38,000,000
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
Remediation of Past Homes 1998 2002 6,300,000 6,300,000
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
Remote Monitoring Unit Installations 1999 2001 900,000 900,000
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
SUBTOTAL $360,800,000 $280,800,000 80,000,000
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
Contingency $50,000,000 $50,000,000
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
PROGRAM TOTAL $410,800,000 $330,800,000 80,000,000
------------------------------------------ ------- ----------- ------------- ------------- ------------ ------------ ------------
* For 1998, assumes 910 homes @ $28,000 per home
For 1999 through 2003, assumes 2,795 homes @ $37,100 per home
** For 2003 through 2010, assumes 4043 homes @ $37,100 per home
EXHIBIT I
MAC DRAFT 12/28/1999
Page 7 of 23
TAXIWAY W CONSTRUCTION PROGRAM
PROGRAM SCOPE
This program consists of the construction of an approximately 9,050-feet long
parallel taxiway for Runway 12R/30L in three phases.
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Center for the projects described above.
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Taxiway W Segment 1 1998 1998 $5,200,000 $5,200,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Taxiway W Segment 2 1998 1998 5,500,000 5,500,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Taxiway W Segment 3 1999 1999 7,500,000 7,500,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
SUBTOTAL $18,200,000 $18,200,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Contingency $0 $0
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
PROGRAM TOTAL $18,200,000 $18,200,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 8 of 23
TAXIWAY C/D COMPLEX CONSTRUCTION PROGRAM
PROGRAM SCOPE
This program consists of the realignment and reconstruction of Taxiways Charlie
and Delta in phases to allow unrestricted two-way taxiing of Group V aircraft on
both taxiways.
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Center for the projects listed above.
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
X/X Xxxxxxx-Xxxxx 0 0000 0000 $8,000,000 $8,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
X/X Xxxxxxx-Xxxxx 0 0000 0000 8,000,000 8,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
SUBTOTAL $16,000,000 $16,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Contingency $500,000 $500,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
PROGRAM TOTAL $16,500,000 $16,500,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 9 of 23
AIRFIELD REHABILITATION AND REPAIR PROGRAM
PROGRAM SCOPE
This program consists of projects undertaken on a yearly basis to repair and
maintain the facilities on the airfield. These projects include the following:
- Airside Bituminous Rehabilitation - $475,000 per year
- Pavement Rehabilitation - Aprons/Taxiways - $2,850,000 per year
- Pavement Joint Sealing - $475,000 per year
- Miscellaneous projects within the airside - $380,000 per year
- Taxiway A/H Reconstruction
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the total Estimated Costs to be incurred for
the projects listed above as well as their Cost Centers.
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Airside Bituminous 1998 2010 $6,175,000 $6,175,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Pavement Joint Sealing 1998 2010 6,175,000 6,175,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Pavement Rehabilitation-Aprons/Taxi-way 1998 2010 37,050,000 37,050,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Miscellaneous 1998 2010 4,940,000 4,940,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Taxiway A/H Reconstruction 2001 2001 3,200,000 3,200,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
SUBTOTAL $57,540,000 $57,540,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Contingency $0 $0
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
PROGRAM TOTAL $57,540,000 $57,540,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 10 of 23
RUNWAY REHABILITATION PROGRAM
PROGRAM SCOPE
This program consists of projects to rehabilitate/reconstruct Runways 12R/30L
and 12L/30R. Projects to be completed under this program include the following:
- Reconstruct Runway 12R/30L - Segment 1
- Reconstruct Runway 12R/30L - Segment 3
- Rehabilitate Runway 12R/30L - Segment 2
- Reconstruct Runway 12R/30L - Segment 2
- Rehabilitate Runway 12L/30R - Segment 2
- Reconstruct Runway 12L/30R - Segment 2
- Runway 30L Safety Area Improvements
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Reconstruct Runway 12R/30L-Segment 1 1998 1998 $15,000,000 $15,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Reconstruct Runway 12R/30L-Segment 3 1999 1999 16,000,000 16,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Rehabilitate Runway 12R/30L-Segment 2 2001 2001 1,300,000 1,300,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Reconstruct Runway 12R/30L-Segment 2 2004 2004 10,200,000 10,200,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Rehabilitate Runway 12L/30R-Segment 2 2001 2001 800,000 800,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Reconstruct Runway 12L/30R-Segment 2 2005 2005 14,000,000 14,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Runway 30L Safety Area Improvements 1999 1999 3,700,000 3,700,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
SUBTOTAL $61,000,000 $61,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Contingency $1,000,000 $1,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
PROGRAM TOTAL $62,000,000 $62,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 11 of 23
ENVIRONMENTAL REMEDIATION PROGRAM
PROGRAM SCOPE
This program consists of projects to remove/upgrade MAC owned underground
storage tanks and to provide storm water detention facilities of adequate size
to handle the drainage from new pavement areas.
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the tables below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
UST Removals/Upgrades 1998 2010 $2,000,000 $500,000 $500,000 $1,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Storm Water Detention Ponds 1999 2000 5,500,000 5,500,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
SUBTOTAL $7,500,000 $6,000,000 $500,000 $1,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Contingency $0 $0 $0 $0
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
PROGRAM TOTAL $7,500,000 $6,000,000 $500,000 $1,000,000
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 12 of 23
PUBLIC PARKING/AUTO RENTAL EXPANSION PROGRAM
PROGRAM SCOPE
This project consists of the construction of two nine level parking structures
and two new entrance and two new exit helicies and a quick turn-around (QTA)
facility on the ground level for the auto rental companies. Other projects,
which are required for the operation of the parking structure includes the
following:
- Automated People Mover
- Parking Management Building
- Roadway relocations related to ingress and egress from the new parking
facilities
- Revenue Control System
- NWA Replacement Parking for those spaces lost to the exit plaza
- Northwest Drive Improvements
- Temporary Auto Rental Service Site Development
- Temporary Regional Apron o Miscellaneous Projects including a security
system, helix enclosures, snowmelters, maintenance gates at the helices, a
maintenance building and directional signage.
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ----------- ------------ -------------- ------------ ------------ -----------
Parking/Auto Rental Structure 1998 2000 $95,900,000 $95,900,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
Automated People Mover 1998 2000 26,000,000 $8,580,000 17,420,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
Parking Management Building 1998 1999 3,500,000 3,500,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
Roadway Relocations 1999 2001 27,000,000 27,000,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
Revenue Control System 1998 1999 6,600,000 6,600,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
NWA Replacement Parking 1998 1999 9,000,000 9,000,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
Northwest Drive Improvements 1999 1999 3,500,000 3,500,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
Temp. Auto Rental Service Site
Development 1998 1998 1,000,000 1,000,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
Temporary Regional Apron 1998 1998 850,000 $850,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
Miscellaneous Projects 1998 2001 6,000,000 6,000,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
Transit Center 1999 2001 2,000,000 1,000,000 1,000,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
SUBTOTAL $181,350,000 $850,000 $9,580,000 $170,920,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
Contingency $7,500,000 $30,000 $795,000 $6,675,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
PROGRAM TOTAL $188,850,000 $880,000 $10,375,000 $177,595,000
------------------------------------------ ------- ----------- ------------ ------------ ------------ -------------- -------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 13 of 23
GREEN CONCOURSE EXTENSION PROGRAM
PROGRAM SCOPE
This project consists of the extension of the Green Concourse by the
construction of 12 new gates and a new Regional Terminal Facility with 30
parking positions. The relocation of the inbound roadway required by the
alignment of the Green Concourse extension is also part of this project. Other
projects which are required for the extension of the Green Concourse include the
following:
- Post Office Relocation
- Green/Gold Connector Bag Belt
- Green/Gold Connector Ticket Counter/Bag Check
- Green Concourse Apron Expansion
- Green Concourse Temporary Regional Apron
- Green/Gold Connector
- Green Concourse APM
- Fuel Hydrant Loop Extension
-
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Green Concourse Expansion-Phase 1 1999 2000 $40,500,000 $40,500,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Green Concourse Expansion-Phase 2 2000 2002 71,000,000 71,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Post Office Relocation 1999 2000 17,000,000 $6,000,000 $11,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Green/Gold Connector Bag Belt 1999 2000 5,000,000 5,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Green/Gold Connector Ticket Ctr/Bag Check 1999 2000 2,000,000 2,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Green Concourse Apron Expansion 1999 2001 16,000,000 $16,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Green Concourse Temporary Regional Apron 1999 2000 5,000,000 5,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Green/Gold Connector 1999 2000 20,000,000 20,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Green Concourse APM 1999 2001 36,000,000 36,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Fuel Hydrant Loop Extension 1998 2004 6,300,000 6,300,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
SUBTOTAL $218,800,000 $6,000,000 $21,000,000 $174,500,000 $17,300,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Contingency $7,500,000 $64,000 $742,000 $6,182,000 $512,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
PROGRAM TOTAL $226,300,000 $6,064,000 $21,742,000 $180,682,000 $17,812,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 14 of 23
CONCOURSE EXPANSION AND REHABILITATION PROGRAM
PROGRAM SCOPE
This program consists of projects to in fill areas on the Blue and Red
Concourses as follows:
Blue Concourse 10,240 square feet
Red Concourse 13,000 square feet
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Blue Concourse Infill Phase-1 2001 2002 $2,500,000 $2,500,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Red Concourse Infill Phase-1 2000 2001 3,000,000 3,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
SUBTOTAL $5,500,000 $5,500,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Contingency $1,000,000 $1,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
PROGRAM TOTAL $6,500,000 $6,500,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 15 of 23
LINDBERGH TERMINAL REHABILITATION AND DEVELOPMENT PROGRAM
PROGRAM SCOPE
This program consists of projects to upgrade and expand the Lindbergh Terminal
complex and includes the following projects:
- Terminal Carpet Replacement Computer Lab Expansion
- Terminal Curtainwall Security Enhancements West Mezzanine Finishes
- Terminal Elevator Addition/Modifications North Terminal Addition
- Energy Management Center Boiler Replacements Tug Drive Door Replacement
- Commercial Roadway Bag Belt/Sortation Facility Tug Drive Floor Replacement
- Informational/Directional Signage Chiller Addition
- International Arrivals Facility Upgrade Cooling Towers Installation
- Lindbergh Terminal Bag Make-up Addition Security Camera Installation
- Loading Dock Relocation Conference Center
- Rubber Flooring Replacement Business Service Center Development
- Terminal Toilet Additions Jetway Door Reconstruction
- P. A. System Replacement
- Police Department Modifications
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Terminal Carpet Replacement 1998 1998 $1,730,000 $1,730,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Terminal Curtainwall Security
Enhancements 2000 2000 550,000 550,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Terminal Elevator/Escalator Modifications 1999 2000 600,000 600,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Energy Management Center Boiler
Replacements 2001 2001 4,500,000 4,500,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Commercial Roadway Bag Belt /Sortation
Facility 2000 2000 1,000,000 1,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Informational/Directional Signage 1999 2001 1,250,000 1,250,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
International Arrivals Facility Upgrade 1999 1999 2,500,000 $2,500,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Lindbergh Terminal Bag Make-up Addition 2001 2001 2,000,000 2,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Loading Dock Relocation 2001 2001 1,000,000 1,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Terminal Toilet Additions 1999 1999 1,100,000 1,100,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
PA System Replacement 1999 2000 4,000,000 4,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Police Department Modifications 1999 1999 160,000 $32,000 17,000 111,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Computer Lab Expansion 1999 1999 160,000 32,000 17,000 111,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
West Mezzanine Finishes 2000 2000 1,000,000 1,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
North Terminal Addition 2001 2002 12,000,000 12,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Tug Drive Door Replacement 1999 1999 60,000 60,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Tug Drive Floor Replacement 1999 1999 700,000 700,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Chiller Addition 1998 1999 4,450,000 4,450,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Cooling Towers Installation 1998 1999 5,000,000 5,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Security Camera Installation 1998 2000 1,000,000 1,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Conference Center 1998 1999 850,000 850,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Business Service Centers Development 1998 1999 250,000 250,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Jetway Door Reconstruction 1999 1999 100,000 100,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
SUBTOTAL $46,710,000 $1,064,000 $41,824,000 $3,822,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Contingency $0 $0 $0 $0
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
PROGRAM TOTAL $46,710,000 $1,064,000 $41,824,000 $3,822,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 16 of 23
XXXXXXXX TERMINAL DEVELOPMENT PROGRAM
PROGRAM SCOPE
This project consists of the construction of a replacement terminal for the
existing Xxxxxxxx Terminal to provide gates for 8 narrow body/4 wide body
aircraft. Projects to be constructed which are incidental to this project
include the following:
- Construction of two 250,000 gallon above ground storage tanks and
trickle fill line.
- Ground Service Equipment storage/maintenance facility.
- Parking Facility
- Hydrant Fueling System
- Ground Power
- Airline Lease Space Shell
- Concessions Shell
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Terminal Development 1999 2001 $53,000,000 $53,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Fuel Storage Tanks and Pipeline 1998 1998 9,000,000 9,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
GSE Storage/Maintenance Facility 1999 2001 3,700,000 3,700,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Short Term Parking Facility 1999 2001 2,100,000 2,100,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Hydrant Fueling System 1999 2001 600,000 600,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Ground Power 1999 2001 600,000 600,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Airline Lease Space 1999 2001 600,000 600,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Concessions Fit-Up 1999 2001 2,400,000 2,400,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
SUBTOTAL $72,000,000 $72,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Contingency $5,000,000 $5,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
PROGRAM TOTAL $77,000,000 $77,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 17 of 23
SUN COUNTRY HANGAR DEVELOPMENT PROGRAM
PROGRAM SCOPE
This program consists of the construction of a new hangar and apron for Sun
Country Airlines.
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Center for the projects listed above.
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Hangar 1998 1998 $4,050,000 $4,050,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Apron 1998 1998 1,000,000 1,000,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
SUBTOTAL $5,050,000 $5,050,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Contingency $100,000 $100,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
PROGRAM TOTAL $5,150,000 $5,150,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 18 of 23
LANDSIDE REHABILITATION AND REPAIR PROGRAM
PROGRAM SCOPE
This program consists of yearly projects to repair, maintain and improve the
facilities in the terminal and on the landside. These will projects be defined
in the year(s) prior to implementation. Project categories include the
following:
- Landside Bituminous Construction
- Parking Structure Rehabilitation
- Lindbergh Terminal Interior Rehabilitation
- Terminal Exterior Rehabilitation
- Terminal Complex Sprinkler Modifications
- Terminal Electrical Modifications
- Terminal Mechanical Modifications
- Terminal Miscellaneous Projects
- West Terminal Rehabilitation
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the projects listed above.
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Landside Bituminous Construction 1998 2010 $4,940,000 $4,940,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Parking Structure Rehabilitation 1998 2010 11,875,000 11,875,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Lindbergh Terminal Interior
Rehabilitation 1998 2010 19,665,000 $19,665,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Terminal Exterior Rehabilitation 1998 2010 6,650,000 6,650,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Terminal Complex Sprinkler Modifications 1998 2010 1,330,000 1,330,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Terminal Electrical Mods 1998 2010 1,401,000 1,401,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Terminal Mechanical Mods 1998 2010 5,748,000 5,748,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Terminal Miscellaneous 1998 2010 3,088,000 3,088,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
West Terminal Rehabilitation 1998 2010 1,425,000 1,425,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
SUBTOTAL $56,122,000 $37,882,000 $18,240,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
Contingency $0 $0 $0
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
PROGRAM TOTAL $56,122,000 $37,882,000 $18,240,000
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 19 of 23
LIGHT RAIL TRANSIT PROGRAM
PROGRAM SCOPE
This program consists of projects to be implemented at Xxxx Xxxxxxxxxxx Field.
These projects generally consist of the following:
- Lindbergh Terminal Light Rail Transit Station
- Xxxxxx X. Xxxxxxxx Light Rail Transit Station
- Other Eligible Program Elements
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Costs for each project.
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Lindbergh Terminal LRT Station 1999 2003 $25,000,000 $12,500,000 $12,500,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Xxxxxx X. Xxxxxxxx LRT Station 1999 2003 2,000,000 $2,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Other Eligible Program Elements 1999 2003 43,000,000 $43,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
SUBTOTAL $70,000,000 $57,500,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
Contingency
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
PROGRAM TOTAL $70,000,000 $12,500,000 $57,500,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- -------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 20 of 23
RELIEVER AIRPORTS PROGRAM
PROGRAM SCOPE
This program consists of projects to be implemented at MAC's six reliever
airports. These projects generally consist of land acquisition for runway
protection, rehabilitation of existing airfield pavements, construction of new
runways, taxi-ways, aprons and construction /expansion of areas for the
construction of new hangars.
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Costs for each reliever
airport from 1998 to 2010.
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
St. Xxxx-Downtown Airport 1998 2010 $19,000,000 $19,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Flying Cloud Airport 1998 2010 61,000,000 61,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Crystal Airport 1998 2010 3,100,000 3,100,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Anoka County-Xxxxxx Airport 1998 2010 23,7000,000 23,700,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Lake Elmo Airport 1998 2010 8,100,000 8,100,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Airlake Airport 1998 2010 12,500,000 12,500,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
SUBTOTAL $127,400,000 $127,400,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Contingency $5,000,000 $5,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
PROGRAM TOTAL $132,400,000 $132,400,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 21 of 23
RELIEVER AIRPORTS UTILITY EXTENSION PROGRAM
PROGRAM SCOPE
This program consists of projects to extend municipal utilities consisting of
sanitary sewer and water main to its system of reliever airports.
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Centers for the Utility Extension projects at each of the
reliever airports.
------------------------------------------ ------- ---------- ------------ ------------ ------------ -------------- -------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
St. Xxxx-Downtown Airport 1998 1998 $300,000 $300,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Flying Cloud Airport 1999 2000 4,500,000 4,500,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Crystal Airport 1999 2000 1,200,000 1,200,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Anoka County-Blaine Airport 1999 2000 1,800,000 1,800,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Airlake Airport 2000 2000 400,000 400,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
SUBTOTAL $8,200,000 $8,200,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
Contingency $3,000,000 $3,000,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
PROGRAM TOTAL $11,200,000 $11,200,000
------------------------------------------ ------- ---------- ------------- ------------ ------------ -------------- ------------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 22 of 23
MISCELLANEOUS FIELD AND RUNWAY PROGRAM
PROGRAM SCOPE
This program consists of the construction of miscellaneous projects associated
with the airfield. Projects to be constructed include the following:
- Run-up Pad Blast Fence Modifications
- Electrical System Computerization
- Security Fence/Gates Replacement
- Tunnel Structure Rehabilitation
- Apron Lighting Upgrades
- Remote Satellite Antennas Relocation
- Miscellaneous Airside Projects
- Utility Reconstruction
ESTIMATED PROJECT SCHEDULES/COSTS
Summarized in the table below are the Estimated Project Schedule, Estimated
Project Costs and Cost Center for each of the projects listed above.
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
Run-up Pad Blast Fence Modifications 1998 1998 1,500,000 $1,500,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
Electrical System Computerization 1998 2000 1,000,000 1,000,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
Security Fence/Gates Replacement 1998 2000 800,000 800,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
Tunnel Structure Rehabilitation 1999 1999 200,000 200,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
Apron Lighting Upgrades 2001 2001 2,000,000 2,000,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
Remote Satellite Antennas Relocation 1999 1999 150,000 $150,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
Miscellaneous Airfield Projects 2000 2010 4,500,000 4,500,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
Utility Reconstruction 1999 2000 500,000 500,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
SUBTOTAL $10,650,000 $10,000,000 $650,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
Contingency $500,000 $500,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
PROGRAM TOTAL $11,150,000 $10,500,000 $650,000
------------------------------------------ ------- ---------- ------------ ------------- ----------- -------------- -----------
EXHIBIT I
MAC DRAFT 12/28/1999
Page 23 of 23
MISCELLANEOUS LANDSIDE PROGRAM
PROGRAM SCOPE
This program consists of miscellaneous projects located throughout the airport
which will enhance customer service, improve operations within the terminal
complex and provide for the support of expanded terminal operations. Projects
included in this program are as follows:
- East Commercial Roadway Reconstruction HHH AVI System/Taxi Starter Booth
- East Airport Water Main Loop Lower Level Roadway Lighting Improvements
- General Office Modifications Maintenance Facility Addition
- Central Alarm Monitoring/Fiber Optic Cable Upgrade Materials Storage Building
- Emergency Power Addition Navy Relocation
- Commercial Vehicle Staging Area Post Road Taxi Monitors/LED Signs
- EconoLot/Employee Parking Structure Fire/Rescue Replacement Facility
- Green/Gold Ramp Lighting Upgrades D Street Reconstruction
- Green/Gold Ramp Security System MAC Belly Cargo Building
- MAC Cargo Hangar
ESTIMATED PROJECT SCHEDULES/COSTS
Summarizing the table below are the Estimated Project Schedules, Estimated
Project Costs and Cost Center for the projects listed above.
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
ESTIMATED PROJECT ESTIMATED
PROJECT SCHEDULE PROJECT COST CENTER
COST
START COMPLETION (1998$) AIRFIELD RAMP TERMINAL OTHER
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
East Commercial Roadway Reconstruction 1998 1998 $600,000 $600,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
East Airport Water Main Loop 1999 2000 1,000,000 1,000,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
General Office Space Modifications 1998 1999 9,000,000 9,000,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Central Alarm Monitoring/Fiber Optic
Cable Upgrade 1999 2002 10,850,000 $10,850,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Emergency Power Addition 1999 1999 4,000,000 $2,000,000 2,000,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Commercial Vehicle Staging Area 2000 2000 500,000 500,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
EconoLot/Employee Parking Structure 2001 2002 60,000,000 60,000,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Green/Gold Ramp Lighting Upgrades 1999 2000 1,250,000 1,250,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Green/Gold Ramp Security System 2000 2000 1,200,000 1,200,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
HHH AVI System/Taxi Starter Booth 1999 2000 250,000 250,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Lower Level Roadway Lighting Improvements 1999 1999 450,000 450,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Maintenance Facility Addition 2000 2000 3,000,000 $1,500,000 1,080,000 30,000 390,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Materials Storage Building 1999 1999 5,500,000 2,750,000 1,980,000 55,000 715,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Navy Relocation 1999 2000 12,500,000 12,500,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Post Road Taxi Monitors/LED Signs 1999 1999 200,000 200,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Fire/Rescue Replacement Facility 2002 2003 9,500,000 6,650,000 1,900,000 950,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
D Street Reconstruction 1999 1999 2,500,000 2,500,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
MAC Belly Cargo Building 2000 2001 4,700,000 4,700,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
MAC Cargo Hangar 2002 2003 6,200,000 6,200,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
SUBTOTAL $133,200,000 $23,400,000 $7,510,000 $14,835,000 $87,455,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Contingency $0 $0 $0 $0 $0
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
PROGRAM TOTAL $133,200,000 $23,400,000 $7,510,000 $14,835,000 $87,455,000
------------------------------------------ ------- ---------- ------------ ------------- ------------ ------------- -------------
Exhibit J
[Maps/Diagrams - Leased Areas of Main Terminal]
EXHIBIT K
1/1/99
Page 1 of 5
GUIDELINES FOR ADMINISTERING
VALIDATED AIRPORT PARKING
METROPOLITAN AIRPORTS COMMISSION
EXHIBIT K
1/1/99
Page 2 of 5
I. POLICY
Under certain circumstances, outlined below, the Metropolitan Airports
Commission shall waive parking charges in its public parking facilities
at the Minneapolis-Saint Xxxx International Airport. For a limited
number of regular users, a parking card will be issued. Other users
need to present their parking lot ticket for validation.
It is the intention of the Commission to be consistent with Minnesota
Law, State Statute 473.608, subdivision 23.
II. GENERAL STATEMENT
All of the complementary parking, whether by card to the underground
garage or validation for other lots, will be given only to those that
have a distinct need to be at the airport in conjunction with the
conduct of business of the Metropolitan Airports Commission, or the
Minneapolis/St. Xxxx International Airport. Persons attending meetings
with Commissioners or MAC staff will be afforded this accommodation
because of the public nature of their visit to the Terminal. Contract
agents of the Commission will be afforded the opportunity for validated
parking while working on Commission contracts or projects, since the
cost of parking would otherwise be billed back to the Commission and,
therefore, an added expenditure that could easily be handled through
validation. In the future the provision of validated parking will be
included as an explicit contract provision.
In accordance with terms of State law, a system of recordkeeping shall
be established whereby all complementary parking shall be logged for
employees or visitors receiving validated parking. Additionally, log
records shall be kept with regard to usage of courtesy parking cards
for the underground parking garage and courtesy parking cards issued to
MAC employees for use in outdoor facilities. Records shall be completed
with dollar amounts of parking value on a monthly basis, and such
records shall then be assembled and stored for review by appropriate
persons or groups. Such records shall be stored for a period of seven
years.
III. GARAGE PARKING CARD
A parking card can be issued to an authorized individual for a period
of up to one year by the Manager, Landside Operations. The following
stipulations apply to all issuances:
EXHIBIT K
1/1/99
Page 3 of 5
A. The parking card is issued to an authorized individual as
described in this policy. The card will not be honored if
presented by anyone other than the authorized user.
B. The parking card is the property of the Metropolitan
Airports Commission and will be surrendered upon
request for whatever reason deemed necessary by the
Commission.
C. The parking card is for official public or aviation
business only. "USE OF THE PARKING CARD FOR PERSONAL
REASONS WILL RESULT IN LOSS OF THE PARKING CARD."
D. The maximum number of consecutive days of authorized
complimentary parking can be limited after proper
notification. This limit can be set after a 30 day
notice, or upon issuance of new cards. Parking beyond
an established limit would result in the card holder
being responsible for all accumulated charges beyond
the stated limit.
Cards will be issued on a no charge basis to currently serving
members of the Metropolitan Airports Commission and currently
employed staff members as designated by the Executive
Director.
Accommodations are made for station manager level individuals
from the scheduled airlines serving the Lindbergh Terminal to
receive a parking card for the garage to assure quick access
to the Terminal Building for related business purposes and
most especially for emergency call back situations. For the
year beginning April 1, 1996, the cards issued to the station
manger from each airline shall be invoiced to that airline at
the current rate of employee parking, presently $23.00 per
month per card. One card shall be issued to each airline with
the exception of Northwest Airlines, which shall be issued
three cards under this pricing structure, one each for the two
co-directors of this station, and one to the vice president in
charge of this station, all who office in the Lindbergh
Terminal Building.
Extra cards for the garage may also be issued, at the
discretion of the Executive Director, to all airlines serving
the Minneapolis/St. Xxxx International Airport, based on an
overall percentage of traffic generated from the preceding
calendar year. Each airline shall be afforded the opportunity
to buy one additional card for the underground parking garage
at $1500.00 per card, per year, for each 2.75% increment of
passenger activity. The year shall run April 1 through March
31. The card would only be issued to a
EXHIBIT K
1/1/99
Page 4 of 5
currently serving employee of said airline stationed at
Minneapolis/St. Xxxx, as identified by each respective station
manager. Any card issued under this authority will have actual
usage history tracked, so that an annual review may be made of
the amount of usage, and the fee to be established by the
Commission may be charged annually. All cards available
through this procedure will be priced at the same annual fee,
and payment shall be made in advance. Uses of these cards
shall be restricted to business related purposes only.
1. PROCEDURE FOR PARKING CARD USE
The authorized card user will PRESENT THE CARD TO THE CASHIER
UPON RETURN TO THE GARAGE FACILITY. Individual will be
required to sign their vehicle claim check with a legible
signature and card number for each use of the card. GARAGE
EMPLOYEES ARE REQUIRED TO VALIDATE THE CARD USER AND CARD
NUMBER AND ARE NOT AUTHORIZED TO VALIDATE PARKING WITHOUT
SEEING THE CARD.
During the winter months or whenever the "Garage Full" sign is
illuminated and the gate arm is down, cardholders will be
admitted by activating the call box intercom and identifying
themselves by name and card number. The supervisor on duty
will open the arm by remote control and allow entrance.
2. TERMINATION/EXPIRATION
Upon completion of employment, affiliation or appointment, the
card will expire automatically. THE PARKING CARD CANNOT BE
TRANSFERRED TO ANOTHER INDIVIDUAL. Cardholders are requested
to return the card to the Metropolitan Airports Commission at
the end of their affiliation or employment. Cards may be
renewed annually after review and approval by the Executive
Director of the Commission as appropriate.
IV. VALIDATIONS AND OTHER ACCOMMODATIONS
A restricted number of MAC management and support staff will be given
responsibility for parking validation. The Manager, Landside Operations
will maintain the list of MAC staff authorized to sign parking
validations. Complimentary parking allowed as follows:
EXHIBIT K
1/1/99
Page 5 of 5
A. Members of the general public or others attending meetings,
events or other activities with MAC staff or attending public
Commission meetings will be allowed validated parking
privileges for the time necessary to attend meetings.
B. Volunteers working to provide staffing at the Armed Forces
Service Center and Traveller's Assistance kiosks will be
allowed validated parking. The Executive Director has
discretion to allow parking validation during nationally
recognized conventions, sporting events and other gatherings
of regional or statewide significance, such as the Super Bowl
volunteer greeters, NCAA Final Four, LPGA, and other similar
events.
C. Contract agents of the Metropolitan Airports
Commission will be allowed validated parking in
outdoor facilities in the conduct of their contract
services. Effective with the date of this policy,
future contracts with contract agents of the
Commission shall identify validated parking as a part
of each agreement. For example, employees of the
Commission's parking management firm will be allowed
validated parking as may be specified in their
bargaining contract.
V. QUESTIONS/PROBLEMS
All questions/problems regarding the use of the Parking Card or
validations should be directed to the Manager, Landside Operations,
Lindbergh Terminal Building, phone 000-0000.
Exhibit L
[Maps - Regional Terminal Parking Positions]
EXHIBIT M
1/1/99
Page 1 of 2
Metropolitan Airports Commission
Minneapolis-St. Xxxx International Airport
Indirect Cost Center Allocations
Indirect Cost Centers
------------------------------------------------------------------------------------------
Maintenance Equipment ARFF Police Administration
Cost Center Labor (%) Building (%) (%) (%) (%) /1
----------- --------- ------------ --- --- ------
Airfield 45.0 50.0 70.0 20.0
Terminal Building 14.5 1.0 20.0 11.0
Terminal Apron 8.0 36.0 -- --
Xxxxxxxx Terminal 2.0 1.0 2.0 2.0
International Arrivals Facility 0.5 -- 1.0 1.0
Landside Area 13.0 4.0 3.0 40.0
Other Areas 9.0 8.0 4.0 26.0
Equipment Buildings 8.0 -- -- --
---------------- --------------- ------------ ------------ -----------------
Total 100.0 100.0 100.0 100.0 100.0
/1 The annual costs associated with Administration shall be allocated to each of
the Airport Cost Centers based on the ratio of the (1) annual costs associated
with a particular Airport Cost Center plus the amount allocated to such Airport
Cost Center from the indirect cost centers to (2) total annual costs associated
with Administration.
Example:
Terminal Building annual cost $ 10,000,000
Indirect cost center allocations to Terminal Building:
Maintenance labor 650,000
Equipment buildings 50,000
ARFF 200,000
Police 1,000,000
-----------------
Subtotal $ 11,900,000 [A]
Total annual costs of all cost centers $ 80,000,000 [B]
Terminal Building share of total annual
costs of all cost centers 14.9% [C=A/B]
Administration annual costs $ 15,000,000 [D]
Terminal Building share of Administration
annual costs $ 2,231,250 [C*D]
EXHIBIT M
1/1/99
Page 2 of 2
INDIRECT COST CENTER ALLOCATIONS
MAINTENANCE EQUIPMENT
LABOR BUILDINGS FIRE POLICE ADMINISTRATION*
----- --------- ---- ------ ---------------
10 Lindbergh Terminal 14.5% 1.0% 20.0% 11.0%
12 Int'l Arrivals Facility 0.5% 0.0% 1.0% 1.0%
16 Terminal Apron 8.0% 36.0% 0.0% 0.0%
21 Airfield 45.0% 50.0% 70.0% 20.0%
26/31 Landside Facilities 13.0% 4.0% 3.0% 40.0%
36 HHH Terminal 2.0% 1.0% 2.0% 2.0%
53/56 Maintenance 8.0% 0.0% 0.0% 0.0%
Equipment/Buildings
33/39 Cargo Areas & Public 9.0% 8.0% 4.0% 26.0%
Areas/Other Rds
Totals 100.0% 100.0% 100.0% 100.0%
* Propose to allocate on same basis as current calculation (i.e. not a fixed
percentage)
EXHIBIT N
1/1/99
Page 1 of 7
Metropolitan Airports Commission
Minneapolis-St. Xxxx International Airport
Illustration of Calculation of Rates for Rents, Fees, and Charges
Calculation of Landing Fee Rates
ARTICLE
REFERENCE 19xx
--------- ----
V1.C.1. Direct Operation and Maintenance Expense $ 6,000,000
Indirect Operation and Maintenance Expense 11,000,000
Direct and Indirect Depreciation 2,000,000
Direct and Indirect Imputed Interest /1 1,900,000
Direct and Indirect Cost of Capital Outlays 200,000
Fine, Assessment, Judgment, or Settlement 50,000
Debt Service Reserve Fund Deposit 0
Operation Reserve Account Deposit 0
Coverage Account Deposit 0
-------------------
TOTAL AIRFIELD COST $ 21,150,000
LESS:
V1.C.2. Service Fees $ (200,000)
General Aviation Landing Fees (600,000)
Nonsignatory Landing Fees (150,000)
Off-Airport Aircraft Noise Costs (500,000)
Projects Rejected by MII of Signatory Airlines (100,000)
-------------------
TOTAL ADJUSTMENTS $ (1,550,000)
NET AIRFIELD COST $ 19,600,000
V1.C.3. Total Landed Weight of Signatory Airlines (1,000-lbs units) 22,500,000
Landing Fee Rate per 1,000 lbs $ .87
===================
/1 includes imputed interest on the historical cost of MAC's investment in land.
EXHIBIT N
1/1/99
Page 2 of 7
Metropolitan Airports Commission
Minneapolis-St. Xxxx International Airport
Illustration of Calculation of Rates for Rents, Fees, and Charges
Calculation of Environmental Surcharge Rate and Excess Stage 2 Fee Rate
ARTICLE
REFERENCE 19xx
--------- ----
V1.D.2. Off- Airport Aircraft Noise Costs $ 500,000
Less: Environmental Surcharges Paid by Nonsignatory Airlines (50,000)
----------------
Total Net Off-Airport Aircraft Noise Costs Due $ 450,000
Total Stage 2 and Stage 3 Operations of Signatory Airlines 200,000
Environmental surcharge Rate per Aircraft Operation $ 2.25
================
V1.D.3. Environmental Surcharge Rate per Aircraft Operation $ 2.25
Stage 2 Differential 30%
Excess Stage 2 Fee Rate per Stage 2 Operation $ 0.68
================
The stage 2 credit shall be equal to the total excess stage 2 fees paid by the
Signatory Airlines at the Airport in a given Fiscal Year.
EXHIBIT N
1/1/99
Page 3 of 7
Metropolitan Airports Commission
Minneapolis-St. Xxxx International Airport
Illustration of Calculation of Rates for Rents, Fees, and Charges
Calculation of Terminal Apron Rates
ARTICLE
REFERENCE 19XX
V1.E.1. Direct Operation and Maintenance Expense $ 250,000
Indirect Operation and Maintenance Expense 3,000,000
Direct and Indirect Depreciation 200,000
Direct and Indirect Imputed Interest 100,000
Direct and Indirect Cost of Capital Outlays 10,000
Debt Service Reserve Fund Deposit 0
Operation Reserve Account Deposit 0
Coverage Account Deposit 0
-------------------
Total Terminal Apron Cost $ 3,560,000
V1.E.2. Total Lineal Feet of Terminal Apron /1 9,000
Terminal Apron Rate per Lineal Foot $ 395.56
===================
/1 Excludes the lineal feet of Regional Ramp, but includes the weighted lineal
feet of Regional Ramp.
EXHIBIT N
1/1/99
Page 4 of 7
Metropolitan Airports Commission
Minneapolis-St. Xxxx International Airport
Illustration of Calculation of Rates for Rents, Fees, and Charges
Calculation of Regional Ramp Fees
ARTICLE
REFERENCE 19XX
V1.E.2. Terminal Apron Rate per Lineal Foot $ 395.56
Weighted lineal Feet of Regional Ramp 500
----------------
V1.F.1. Regional Ramp Cost $ 197,778
Aircraft Parking Positions (Regional Ramp) 10
V1.F.2. Fee per Preferential Use Parking Position $ 19,778
================
EXHIBIT N
1/1/99
Page 5 of 7
Metropolitan Airports Commission
Minneapolis-St. Xxxx International Airport
Illustration of Calculation of Rates for Rents, Fees, and Charges
Calculation of Terminal Building Rental Rate (Janitored and Unjanitored Space)
ARTICLE
REFERENCE 19XX
UNJANITORED SPACE RATE CALCULATION
V1.G.1.a. Direct Operation and Maintenance Expense $ 7,000,000
Indirect Operation and Maintenance Expense 3,500,000
Direct and Indirect Depreciation 3,000,000
Direct and Indirect Imputed Interest 3,000,000
Direct and Indirect Cost of Capital Outlays 200,000
Debt Service Reserve Fund Deposit 0
Operation Reserve Account Deposit 0
Coverage Account Deposit 0
--------------------
Total Terminal Building Cost $ 16,700,000
Less:
V1.G.1.b. Steam and Chilled Water Reimbursement (Gold Concourse) $ (500,000)
Carrousel and Conveyor Costs (?) (250,000)
Janitorial Operation and Maintenance Expenses (2,000,000)
--------------------
Total Adjustments $ (2,750,000)
Net Terminal Building Cost $ 13,950,000
V1.G.1.c. Total Rentable Space 650,000
Terminal Building Rental Rate per Square Foot for
Unjanitored space $ 21.46
====================
JANITORED SPACE RATE CALCULATION
V1.G.2. Total Direct Janitored Operation and Maintenance Expenses $ 2,000,000
Total Janitored Space /1 450,000
Janitored Rate per Square foot $ 4.44
Terminal Building Rental Rate per Square Foot for
Unjanitored Space 21.46
--------------------
Terminal Building Rental Rate per Square Foot for
Janitored Space $ 25.90
====================
/1 Excludes MAC and mechanical space.
EXHIBIT N
1/1/99
Page 6 of 7
Metropolitan Airports Commission
Minneapolis-St. Xxxx International Airport
Illustration of Calculation of Rates for Rents, Fees, and Charges
Calculation of Carrousel and Conveyor Charge
ARTICLE
REFERENCE 19XX
V1.H.1. Terminal Building Rental Rate per Square foot /1 $ 25.90
Rentable Space (tug drive, inbound baggage area,
baggage claim area) 50,000
Equivalent Terminal Building Rentals $ 1,295,000
Equipment Charges (depreciation, imputed interest,
maintenance) 250,000
------------------
Total Carrousel and Conveyor Charge $ 1,545,000
==================
/1 The terminal building rental rate to be used to calculate the equivalent
terminal building rentals is the janitored or unjanitored terminal
building rental rate, as appropriate.
EXHIBIT N
1/1/99
Page 7 of 7
Metropolitan Airports Commission
Minneapolis-St. Xxxx International Airport
Illustration of Calculation of Rents, Fees, and Charges
Calculation of Airline Cost Per Enplaned Passenger
ACTUAL
1997
----
Landing Fees-Signatory $23,569,200
Landing Fees-HHH Nonsignatory 83,600
Landing Fees-Commuter Nonsignatory 0
Ramp Fees-Signatory 3,930,600
Ramp Fees-HHH Nonsignatory 263,100
Ramp Fees-commuter Nonsignatory 5,900
Green Concourse Direct 1,551,100
Terminal Building 8,939,900
IAF Charges 1,702,100
Carrousels & Conveyors 231,400
Old Portion of Gold Concourse 420,800
Lobby Fees 683,500
FIS Surcharge 178,600
HHH Terminal Building Rent 159,100
Noise Surcharge 626,900
Apron Fees 241,000
Police/Fire/Admin - Gold Concourse 488,100
Steam/Chilled Water - Gold Concourse 770,100
Janitorial - Gold Concourse 535,800
Gate Surcharge - Republic 0
Self Liquidating - Green/Gold Concourse 3,483,000
-------------
Total Costs $47,863,800
Enplaned Passengers 14,335,640
AIRLINE COST PER ENPLANED $3.34
EXHIBIT O
1/1/99
Page 1 of 1
Metropolitan Airports Commission
Minneapolis-St. Xxxx International Airport
Table of Initial Rentable Square Footage
The table of initial rentable square footage presented below includes the amount
and breakdown of rentable square footage as of January 1, 1998, which amount may
change from time to time.
RENTABLE SQUARE FOOTAGE
--------------------------------------------------------------------------------------------------------
Lindbergh Red Blue Green Regional
Type of Space Terminal Concourse Concourse Concourse Terminal Total
------------- -------- --------- --------- --------- -------- -----
Airline Space 42,646 46,683 40,273 80,268 7,914 217,784
Holdroom -- 33,116 29,074 49,772 3,577 115,539
Concession 63,566 8,342 11,359 13,150 -- 96,417
Baggage Makeup 58,952 -- -- -- -- 58,952
Tug Drive 46,492 -- -- -- -- 46,492
Baggage Claim 38,734 -- -- -- 263 38,997
Ticket Counter 7,078 -- -- -- 262 7,340
Other 196,308 16,043 3,843 1,825 289 218,308
-------------- --------------- -------------- --------------- -------------- -----------
Total 453,776 104,184 84,549 145,015 12,305 799,829
============== =============== ============== =============== ============== ===========
/1 Other includes non-airline space, other/unoccupied space, holdroom stairs,
airline mechanical/ electrical & toilets, miscellaneous space, and garage.
Exhibit P
[Maintenance Responsibility Matrix]
Exhibit Q
[Map - Regional Terminal Buildings]
Exhibit R
[Map - Fls Bag Belt Enclosure]
EXHIBIT S
1/1/99
Page 1 of 1
NORTHWEST AIRLINES SELF-LIQUIDATING PROJECTS
--------------------- ------------------------- ------------------ ------------------- --------------------
DESCRIPTION ORIGINAL PRINCIPAL START DATE LAST PAYMENT WHO PAYS
& TERM
--------------------- ------------------------- ------------------ ------------------- --------------------
GOLD
CONCOURSE
--------------------- ------------------------- ------------------ ------------------- --------------------
000-0-000 Pier A P: $19,846,349 01/01/86 12/01/2015 NWA
Extension (SA#3) 30 years
(MAC Funded) @ $173,140.19
--------------------- ------------------------- ------------------ ------------------- --------------------
--------------------- ------------------------- ------------------ ------------------- --------------------
GREEN
CONCOURSE
--------------------- ------------------------- ------------------ ------------------- --------------------
Security checkpoint P=$109,668 01/01/96 12/31/00 NWA
Relocation Project 60 months
@ $2,185.65/mo
--------------------- ------------------------- ------------------ ------------------- --------------------
--------------------- ------------------------- ------------------ ------------------- --------------------
RED
CONCOURSE
--------------------- ------------------------- ------------------ ------------------- --------------------
000-0-000; P: $1,023,634.94 09/01/91 08/01/01 NWA
Modifications (A#5) 10 years
(MAC Funded) @ $11,991.05
--------------------- ------------------------- ------------------ ------------------- --------------------
000-0-000; Red P: $145,528 11/01/97 10/01/07 NWA
Concourse Tug 120 months
storage area @ $1,683.59/mo.
--------------------- ------------------------- ------------------ ------------------- --------------------
Exhibit T
[Maps - Month-to-Month Leased Areas]
