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Res 1799 4/20/1976 RESOLUTION NO. RESOLUTION APPROVING LEASE AGREEMENT WITH HENRY J. JONES FOR RESTAURANT AT MUNICIPAL AIRPORT. BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE CITY OF WICHITA FALLS, TEXAS, THAT: That certain lease agreement between the City of Wichita Falls, as Lessor, and Henry J. Jones, as Lessee, a copy of which lease agreement is attached hereto, wherein the City leases to Jones the restaurant facilities located in the terminal building at Wichita Falls Municipal Airport, is hereby approved, and the City Manager is authorized to execute the same for the City of Wichita Falls. PASSED AND APPROVED this the 20th day of April, 1976. M A Y O ATTEST: ity nerk STATE OF TEXAS X X KNOW ALL MEN BY THESE PRESENTS COUNTY OF WICHITA X THIS AGREEMENT made and entered into this 21st day of April', 1976 by and between the CITY OF WICHITA FALLS, hereinafter called CITY, and Henry J. Jones, hereinafter called LESSEE, and made effective as of the First Day of May, 1976. W I T N E S S E T H : J WHEREAS, CITY owns certain buildings, structures and other facilities comprising a public airport known as the Wichita Falls Municipal Airport, said premises hereinafter called AIRPORT, and whereas LESSEE is desirous of operating a Restaurant Concession under the terms and conditions as herein set out. NOW THEREFORE, for and in consideration of the rent, covenants and agreements herein contained, CITY does hereby lease, demise, grant and let to LESSEE and LESSEE does hereby hire, take and lease from CITY the follow- ing described property on the following terms and conditions, to wit: ARTICLE I. Term CITY does grant to LESSEE the premises known as the SKYROOM RESTAURANT, hereinafter referred to as RESTAURANT, being further defined as the Area outlined in Red on the Plan attached hereto, entitled Exhibit A, and located in the Airport Terminal Building for an initial term of Three years, commencing on the First Day of May, 1976 and ending on the 30th Day of April 1979. LESSEE shall have an option to renew said Lease for an additional period of one year, which option may be exercised by LESSEE by giving CITY notice thereof in writing no less than thirty days prior to the end of the initial term. The provisions of this lease shall be subject to renegotiation at the end of the second year of such lease; if either art requests it both parties shall in good faith and immediately, party Q � P � ' lil� confer and consider any proposed changes in such provisions. In the event the parties are unable to agree upon such proposed changes, the provisions herein contained shall continue in effect. ARTICLE II. Surrender of Possession No notice to cease operations or to quit possession of the leased premises at the expiration date of the Term of this Agreement shall be necessary. LESSEE covenants and agrees that at the expiration date of the Term of this Agreement, or at the earlier termination thereof, he will peace- fully surrender possession of the Leased Premises and any improvements thereon, in good condition, reasonable wear and tear, acts of God, and other casualties excepted, and the City shall have the right to take possession of the Leased Premises with or without due process of law. ARTICLE III. Rental LESSEE agrees to pay CITY for the use of the above described premises rights and easements herein provided a monthly rental of seven percent (7%) of Gross Sales on the first Ten Thousand Dollars ($10,000) , plus ten percent (10%) of Gross Sales in excess of Ten Thousand Dollars ($10,000) . Such monthly rental shall be payable to CITY each month during the. term of the Lease, the first payment to be made on or before the Fifteenth day of June, 1976 and subsequent payments to be made on or before the Fifteenth day of each successive month thereafter for which rental is due hereunder. Gross Sales, as used herein is defined as total income, exclusive of tax, received by or for or paid to LESSEE for all services performed, whether for cash or other consideration. ARTICLE IV. Records and Accounting LESSEE agrees to keep accurate records, books and accounts in a manner acceptable to the City Clerk of the City of Wichita Falls, Texas. The latter and his representative shall have the right to examine and audit said records, books, and accounts at any reasonable time. LESSEE further agrees to submit to CITY a true and accurate statement of Monthly Gross Income derived from its concession within five (S) days following -2- O f each calendar month, and to provide an annual financial summary within thirty (30) days following each calendar year. ARTICLE V. Hours of Operation LESSEE, in keeping with the needs for such service by the general public, visitors and customers of scheduled airlines , shall provide service at least between the hours of 6:00 AM and 10:00 PM, seven days a week. ARTICLE VI. Standards LESSEE shall maintain Restaurant in a safe, clean, orderly and inviting condition, in a manner satisfactory to CITY. LESSEE shall pro- . � vide a distinctive and attractive Menu, subject to the approval of CITY, which shall clearly and permanently list prices of the standard bill of fare, which prices will not be altered without prior notification to CITY. CITY agrees to share with LESSEE, 'the printing cost of additional and subsequently authorized Menus. LESSEE shall be required to properly uniform or dress its attend- ants and employees and shall not employ any person in or about the concession premises who shall use improper language or act in a loud, boisterous or otherwise improper manner. LESSEE shall insure the maintenance of a high standard of service to the public, the performance of such obligation to be determined at the sole discretion of CITY and will replace the services of any employee whose conduct CITY feels is detrimental to its best interest. ARTICLE VII. Care and Upkeep of Premises LESSEE shall make no alterations or modifications of the premises, and shall not display any advertising or post or display any signs, posters or other markings without the consent of CITY. LESSEE further agrees to take good care of CITY property, fixtures and appurtenances and, at his own expense, repair and return the premises in good order upon the termina- tion of the use thereof, reasonable wear and tear excepted. Throughout the Term of this Lease, the replacement of parts and repair of CITY's appliances and fixtures shall be the responsibility of LESSEE, provided -3- however, that with the prior knowledge and consent of CITY, the cost of repairs not caused by negligence on the part of LESSEE shall be borne equally by CITY and LESSEE. LESSEE agrees to maintain the entire interior premises, fixtures and appurtenances in a neat and presentable manner and to be solely responsible for the cost thereof. CITY, when it considers replacement of major items of equipment necessary, agrees to bear the sole cost of such replacement, provided such replacement was not occasioned by LESSEE's negligence and LESSEE, on his part, agrees to bear all operational costs arising out of the non-functioning of such equipment items. ARTICLE VIII. Advertising In order to foster increased general patronage during non-premium hours, CITY agrees to share with LESSEE, the cost of any advertising (up to a maximum of $100 per month) with the stipulation that CITY retains the right to review and approve all such advertising prior to submission to the communications media. ARTICLE IX. Utilities LESSEE shall provide and pay for telephone and gas service used in connection with all operations permitted under this lease agreement and shall share equally with CITY the cost of electric service to this concession, which service will be separately metered from other Terminal Building functions. ARTICLE X. Insurance Any loss from the operation of Restaurant shall be borne by LESSEE. LESSEE shall further indemnify and save CITY forever harmless from any and all claims for damages of any kind or nature which may here- after be made against LESSEE on account of any personal injuries or pro- perty damage resulting from the use of the premises demised. For this purpose LESSEE shall carry adequate Workman's Compensation Insurance for all employees and public liability insurance for personal injuries/deaths growing out of any one accident or other cause in a minimum sum of One Hundred Thousand ($100,000) Dollars for one person and Three Hundred -4- Thousand ($300,000) Dollars for two or more persons, and in addition, shall provide property damage liability insurance in a minimum sum of Fifty Thousand ($50,000) Dollars for property damage resulting out of any one accident or other cause. Said insurance shall be kept in force through- out the Term of this lease and shall be procured from an insurance company licensed to do business in Texas. LESSEE shall provide CITY with a copy of such insurance policies, which policies shall name CITY as co-insured and shall further provide that the insurance shall not be cancelled or reduced until a ten day written notice of cancellation or reduction has been served on the CITY. ARTICLE XI. Licenses LESSEE shall obtain all necessary licenses and permits for the operation of RESTAURANT and shall operate RESTAURANT in strict compliance with the laws of the State of Texas, the Federal Government and the Ordinances of the City of Wichita Falls and shall pay all fees, taxes and charges assessed under local, State or Federal Statutes or Ordinances, insofar as they are applicable. ARTICLE XII. Parking Validation LESSEE shall enter into agreement with Airport's Parking Conces- sionaire, the Airport Parking Company of America (APCOA) , to validate park- ing tickets for his patrons who will be entitled to two hours of free park- ing, provided such patrons actually spend a minimum of ONE DOLLAR in RESTAURANT, and LESSEE agrees to pay ten cents for each parking ticket validated. Such agreement between LESSEE and APCOA will be made in writing and LESSEE shall provide CITY with copy thereof. ARTICLE XIII. Assignment LESSEE shall not assign, transfer, sub-lease, pledge, surrender or otherwise encumber or dispose of this Lease, or any interest in any portion of same, or permit other persons, company, or corporation to occupy these premises without the prior written consent of CITY. -5- ARTICLE XIV. Rights of Lessee LESSEE is hereby granted exclusive Airport rights to all public feeding, airline food catering and related service, magazine concession and liquor sales which are authorized by statute or ordinance. It is expressly understood, however, that such rights shall not extend to vending machines as exist in the Administration Building and Hangar area. It is further understood and agreed that such rights shall not prevent scheduled airlines serving the Airport from providing private food services for their employees, passengers and guests in accordance with provisions of their lease agreements with CITY. ARTICLE XV. Cancellation Upon the non-payment of the whole or any part of the amounts agreed upon in ARTICLE III at the time such payments become due, the filing of a voluntary petition in bankruptcy, the making of a general assignment for the benefit of creditors, the occurrence of any act which acts to deprive the LESSEE permanently of the rights, powers and privi- leges necessary for the proper conduct and operation of the RESTAURANT granted herein, the abandonment. and discontinuance of the operation of the RESTAURANT, or upon the non-performance by LESSEE of any of the cove- nants hereinbefore or hereinafter mentioned, by him to be kept and per- formed, CITY may, at its election, cancel this Agreement and re-enter and take possession of said premises. LESSEE hereby waives any notice to quit possession of the premises, or any demand for payment of the amounts agreed upon as the same become due, or for the performance of any covenants herein, or any demand for the possession of said premises; provided, however, that the failure of CITY to declare this Agreement and concession terminated upon default of LESSEE for any of the reasons above set out shall not operate to bar, abridge or destroy the right of CITY to declare this Agreement null and void and at an end upon any subsequent violation of the terms of this Agreement by LESSEE. This Agreement shall be subject to cancellation by LESSEE should CITY abandon the AIRPORT as a scheduled airline terminal or should the lawful assumption by the United States Government or any -6- authorized agency thereof, of the AIRPORT, or any substantial part thereof, in such manner as to restrict LESSEE for a period of at least ninety (90) days from operating thereon. LESSEE shall, in case of fire or other casualty, give immediate notice in writing to CITY, who shall thereupon cause the damage to be repaired forthwith, provided materials, supplies and labor are reasonably available. If any portion of the premises is rendered unfit for occupancy, the rent shall be apportioned for the period of time required to make repairs.according to the part of the premises, if any, which remains usable by LESSEE. If the entire building shall be destroyed, then within thirty (30) days after the fire or other casualty, either CITY or LESSEE may cancel this Lease by notice in writing to the other, effective as of the date of the mailing of the written notice, except that th& rent shall be apportioned as of the date of the fire or other casualty. ARTICLE XVI. City Agent CITY hereby designates its Airport Manager, as well as its City Manager and such official as he may designate, as its official representa- tive, with the full power to represent CITY in all dealings with LESSEE in connection with the premises herein leased. ARTICLE XVII. Compliance With Rules & Regulations LESSEE shall, at his own expense and cost, comply with all Federal, State and local laws, rules, regulations or ordinances, now or hereafter in effect, which are applicable to his operation at the Airport. LESSEE recognizes that the Airport Manager is the representative of the CITY, and agrees to cooperate fully with such official to promote the efficient conduct of operations at the Airport. ARTICLE XVIII. Inspection CITY reserves the right to enter upon the leased premises at any reasonable time for the purpose of making any inspection of the physical premises it may deem expedient to the proper enforcement of any of the covenants or conditions of this Agreement, -7- ARTICLE XIX. Inventory At the commencement and termination of this Agreement, an in- ventory and condition survey shall be made by CITY`s Airport Manager or his representative, and a representative of LESSEE, on forms to be furnished by CITY which shall show a complete inventory of the premises and property belonging to, or under .control of CITY and to be used by LESSEE, and LESSEE agrees to fully account for all such property placed upon or used in connection with this lease. All property belonging to CITY shall be returned to CITY in as good condition as received, reason- able wear and tear excepted. ARTICLE XX. Notification Notice to City as herein provided shall be sufficient if written notice is served in person or otherwise sent by registered mail to the Airport Manager, Wichita Falls Municipal Airport, Route 4, Box 72-E, Wichita Falls, Texas, or to LESSEE if written notice is served in person to LESSEE or otherwise sent by registered mail to LESSEE at Route 4, Box 72-D, Wichita Falls, Texas or at such other places as the parties may designate in writing. ARTICLE XXI. Invalid Provision It is further expressly understood and agreed by and between the parties hereto that in the event any covenant, condition or provision herein contained is held to be invalid by any court of competent jurisdic- tion, the invalidity of any such covenant, condition or provision shall in no way affect any other convenants, conditions or provisions herein contained; _ provided, however, that the invalidity of any such covenant, condition or provision shall not be construed so as to materially prejudice either CITY or the.-LESSEE in his respective rights and obligations contained in the valid covenants, conditions or provisions in this agreement. -8- ARTICLE XXII. Headings The article and paragraph headings are inserted only as a matter of convenience and for reference and in no way define, limit or describe the scope or intent of any provisions of this lease. IN WITNESS WHEREOF, the parties have caused this agreement to be executed as of the day and year first above written. LESSOR: CITY OF WICHITA FALLS BY: GeralIQ G. Fox, City Mianayer ATTEST: Gerald L. Carlson, City Clerk LESSEE: Henry JCne WITNESS: APPROVED AS TO FORM: H. P MEdge, /r,— Cit Attorney • I l 1. .1 •-�-° ��' '� it rc A e[ ul m S �^ f V � , Q tl � f — �oanoic W Y � w r Q V ° r 1 p H3�• IrcI Q Y k w � � .J y I'• I } AY1M3 u Q � lrk�� • I _ a }}C .L ° p r L RCQ ! 'l ' I l V j { y I S II EXHIBIT A