Res 069-2009 5/5/2009 RESOLUTION NO. lQ`'1'0�"1
Resolution Authorizing The City Manager To Execute A Department
Of The Air Force Lease Of Property On Sheppard Air Force Base, A
Joint Use Agreement Between The City Of Wichita Falls, Texas And
The United States Air Force For Parts Of Sheppard Air Force Base,
And Documents Related Thereto.
WHEREAS, the City of Wichita Falls recognizes the vital importance of
commercial and general aviation to its business community and the quality of life of its
citizens and, as part of its strategic planning process, is committed to improving its
aviation facilities at Wichita Falls Municipal Airport; and,
WHEREAS, Sheppard Air Force Base and the Department of the Air Force has
airfield properties that it desires to lease to the City of Wichita Falls, and the
advantages for municipal use of such properties make execution of the documents
referenced herein advantageous to all of the parties.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF WICHITA FALLS, TEXAS, THAT:
The City Manager is authorized to execute the attached Department of the Air
Force Lease of Property on Sheppard Air Force Base and the attached Joint Use
Agreement between the City of Wichita Falls, Texas and the United States Air
Force, with changes to each document in a form approved by the City Attorney. The
City Manager is further authorized to execute related documents that are necessary to
effectuate the aforementioned lease and agreement, in a form to be approved by the
City Attorney.
PASSED AND APPROVED this the 5th day of May, 2009.
ayor
ATTEST:
ity Clerk
Lease No. USAF/AETC-SHE-1-09-003
DEPARTMENT OF THE AIR FORCE
LEASE
OF PROPERTY ON
SHEPPARD AIR FORCE BASE, TEXAS
(called the "Base" in this Lease)
Product of:
Air Force Real Property Agency
DEPARTMENT OF THE AIR FORCE
LEASE
Table of Contents
CONDITIONS PaEe Number
1. Basic Lease Provisions .......................................................................................... 1
2. Definitions .............................................................................................................. 2
3. Easements .............................................................................................................. 2
4. Condition of Leased Premises .............................................................................. 3
5. Rent ......................................................................................................................... 4
6. Other Agreements ................................................................................................. 4
7. Use of Leased Premises ......................................................................................... 5
8. Default and Termination ...................................................................................... 5
9. Taxes ....................................................................................................................... 6
10. Surrender of Leased Premises ........................................................................... 6
11. Environmental Protection .................................................................................. 6
12. Maintenance of Leased Premises ....................................................................... 11
13. Damage to Government Property ...................................................................... 11
14. Access and Inspection ......................................................................................... 12
15. General Indemnification by Lessee ................................................................... 12
16. Insurance .............................................................................................................. 13
17. Compliance with Applicable Laws ..................................................................... 15
18. Construction and Alterations ............................................................................. 16
19. Utilities and Services ........................................................................................... 17
20. Notices .................................................................................................................. 18
21. Assignments, Subleases, and Licenses .............................................................. 18
22. Historic Property ................................................................................................ 19
23. Disputes ................................................................................................................ 20
24. General Provisions .............................................................................................. 21
25. Restrictions on Use of Leased Premises ............................................................. 23
26. Government Representatives and Their Successors ........................................ 24
27. Amendments ........................................................................................................ 24
28. Government Control of Base ............................................................................. 24
29. Liens and Mortgages .......................................................................................... 25
30. Notice of Hazardous Substances ....................................................................... 25
31. Reporting to Congress ....................................................................................... 25
32. Exhibits ................................................................................................................ 25
33. Modification ........................................................................................................ 25
THIS LEASE is made as of the day of 20_ , by and
between the Secretary of the Air Force (hereafter the "Government") and the city of Wichita Falls,
Texas, a home rule municipality , existing under the laws of the State of Texas, (hereafter the
"Lessee"). The Government and the Lessee may be referred to jointly as the "Parties," and each
separately as a "Party."
The Secretary of the Air Force is entering into this Lease under the authority contained in
10 U.S.C. § 2667,
NOW, THEREFORE, the Secretary of the Air Force, for the consideration set forth below,
hereby leases to the Lessee the Leased Premises (as identified below), subject to the following
conditions:
1. Basic Lease Provisions
1.1. Leased Premises. Terminal building and land (50.46 acres), taxiway C(4.29 acres)
and runway 17/35 (24.17 acres).
1.2. Term. 50 year(s), beginning on 15 May 2009 and ending on 14 May 2059 unless
terminated as specified elsewhere in this Lease.
1.3. Rent. The Government shall receive rent in the form of cash/or "in kind"
consideration in the amounts and at the times as set foMh in the detailed Rent Schedule at Exhibit
C. Beginning on 15 May 2010 and continuing annually thereafter, the amount of the Rent
increases by three percent (3%) per annum from the Term Beginning Date as reflected in the Rent
Schedule in Exhibit C. The Parties agree that appropriate in-kind consideration shall consist only
of those categories of goods and services identified in 10 U.S.C. 2667.
1.4. Use. Operation of a municipal airport and for no other purposes, subject, however, to
all applica6le provisions of this Lease.
1.5. Government's Address
82 TRW/CC
419 G Avenue, Suite 1
Sheppard AFB TX 76311-2941
1.6. Lessee's Address
City Manager
City of Wichita Falls
P.O. Box 1431
Wichita Falls TX 76307
1.7. Environmental Baseline Survev (EBS) Date: 7 August 2007. EBS Supplement(s)
Date(s): 26 March 2008 and 4 March 2009.
2. Definitions
2.1. Air Force. The Department of the Air Force and all its components.
2.2. Leased Premises. The Leased Premises includes the real property on the Base as
described in Exhibit A hereto and shown on Exhibit B hereto, together with the right of the Lessee
and its officers, employees, invitees, licensees, agents, and contractors, in common with The United
States, its officials and employees, and its other lessees, licensees, invitees, agents, and contractors,
to use the streets, common driving areas, sidewalks, and walkways on the Base for access to and
from public streets and highways (the "Leased Premises"), and certain personal property, if any,
identified in Exhibit A(the "Personal Property"). The Government expressly reserves the right
permanently to change, modify or eliminate, or temporarily to close, any portion or portions of
common areas and designated parking facilities. The Personal Property is an integral part of the
Leased Premises and may only be used by the Lessee in connection with its use of the real property
included in the Leased Premises. The Lessee may not sell, transfer, donate, or otherwise dispose of
any of the Personal Property, or remove any of the Personal Property for use elsewhere.
2.3. Federal Facilitv AEreement (FFA). An agreement between the Air Force, the U.S.
Environmental Protection Agency (EPA), and the appropriate state authority with jurisdiction
over the installation, for the environmental remediation of facilities, entered into in accordance
with the Comprehensive Environmental Response, Compensation and Liability Act of 1980
(CERCLA), as amended, and implementing regulations.
2.4. Parkin� Facilities. All parking areas now or hereafter made available by the
Government for use by lessees, including, without limitation, open-air parking, and parking areas
under or within a building, whether reserved, exclusive, non-exclusive or otherwise. The
Government expressly reserves the right permanently to change, modify or eliminate, or
temporarily to close, any portion of the Parking Facilities.
2.5. Commander. The installation commander, or equivalent senior officer, or his or her
authorized representative, and his or her successors.
2.6. Installation Restoration ProEram (IRP). The Department of Defense-wide programs
to identify, investigate, and clean up contaminated areas on military installations.
3. Easements
3.1. This Lease is subject to ail existing easements and rights in the nature of an easement
(collectively "Outgrants") related to the Leased Premises. The Government shall have the right to
grant additional Outgrants regarding the Leased Premises. However, any additional Outgrants
shall not be inconsistent with the Lessee's use of the Leased Premises under this Lease.
3.2. The holders of Outgrants, present or future, shall have reasonable rights of ingress
and egress over the Leased Premises in order to carry out the purpose of the Outgrant. These
rights may also be exercised by workers engaged in the construction, installation, maintenance,
operation, repair, or replacement of facilities located on the Outgrants, and by any Federal, state,
or local official engaged in an official inspection of those facilities.
3.3. The United States and any successor or successors in interest in or to any premises
owned or controlled by the Government and not included in the Leased Premises shall have the
right of access to and from alt or any part of those premises to the nearest public road or public
way along roadways as described in Exhibit A and depicted on Exhibit B, in common with other
users of the Leased Premises, and all necessary and convenient rights of access to those roadways
from contiguous parcels at no cost, but upon reasonable terms and conditions regarding use that
the Lessee may impose.
4. Condition of Leased Premises
4.1. The Lessee agrees that it has inspected, knows, and accepts the condition and state of
repair of the Leased Premises. It is understood and agreed that they are leased in an "as is, where
is" condition without any representation or warranty by the Government concerning their
condition, and without obligation on the part of the Government to make any alterations, repairs,
or additions. The Government shall not be liable for any latent or patent defects in the Leased
Premises. The Lessee acknowledges that the Government has made no representation or warranty
concerning the condition and state of repair of the Leased Premises nor any agreement or promise
to alter, improve, adapt, or repair them which has not been fully set forth in this Lease.
4.2. Prior to the Term Beginning Date, the following reports will be prepared by the
Government and attached as exhibits:
4.2.1. A physical condition report (PCR) signed by representatives of the
Government and the Lessee is attached to this Lease as Exhibit D. The PCR sets forth the agreed
physical appearance and condition of the Leased Premises on the Term Beginning Date as
determined from a joint inspection by the Parties. A videotape of the Leased Premises may be
made by the Parties at the time that they inspect them for use in the preparation of the PCR. The
videotape shall be preserved by the Government for the term of this Lease and for a period of one
(1) year thereafter.
4.2.2. An environmental baseline survey (EBS), is attached to this Lease as Exhibit
E. The EBS sets forth those environmental conditions and matters on and affecting the Leased
Premises on the Term Beginning Date, as determined from the records and analyses reflected
therein.
4.3. At the expiration or earlier termination or revocation of this Lease, the following
reports will be prepared by the Government and attached as exhibits and made a part of this Lease
within ten (10) business days after the Lessee vacates the Leased Premises:
4.3.1. An update of the PCR, signed by representatives of the Government and the
Lessee, which shall be attached as Exhibit D to this Lease, shall be completed on the termination of
this Lease. The update of the PCR will set forth the agreed physical appearance and condition of
the Leased Premises on the ending date of this Lease as determined from a joint inspection by the
Parties.
4.3.2. An update of the EBS, signed by representatives of the Government and the
Lessee, which shall be attached as Exhibit E to this Lease, shall be completed on the termination of
this Lease. The update of the EBS will set forth those environmental conditions on and affecting
the Leased Premises on the ending date of this Lease as determined from the records and analyses
reflected therein.
4.4. In the event any information/data in any written report prepared pursuant to the
provisions of Conditions 4.2 and 4.3 above (PCR/EBS Information/Data) conflicts with any
information/data developed and used in connection with the FFA for the Base (FFA Information/
Data), the FFA Information/Data will take precedence over the Condition Report
Information/Data.
5. Rent/Other Pavments
5.1. Reserved
5.2. Rent and other payment obligations must be paid on the due date without demand,
notice, deduction, offset, or counterclaim, in order to avoid the application of the Debt Collection
Act of 1982 (31 U.S.C. § 3701 and 3711-3719).
5.3. The Lessee shall pay to the Government on demand any sum that may have to be
expended after the expiration or termination of this Lease in restoring the Leased Premises to the
condition required by Condition 10.
5.4. The Lessee also shall provide as consideration for this Lease protection and
maintenance of the Leased Premises in accordance with this Lease and usual Government
standards, or as otherwise expressly directed by the Commander.
5.5. All payments that may be due under this Lease must include the document number of
this Lease, and they must be made payable to the Treasurer of the United States and forwarded by
the Lessee directly to:
DFAS-LI
27 Arkansas Road, Suite 300
Limestone ME 04751-6216
ATTN: MISCNONCONTRACTTEAM
A copy of any payment instrument or transmittal letter shall also be sent to the address specified
in Condition 1.5. �
5.6. Any monies paid by the Lessee, regardless of its written or oral direction, shall be first
applied to past due amounts that are owed to the Government, and if, by application to these past
due amounts the Lessee's currently due rent becomes delinquent, the Lessee may be in default
under this Lease.
6. Reserved
7. Use of Leased Premises
7.1. The Lessee shall use the Leased Premises only for the purpose(s) described in
Condition 1.4. The Leased Premises shall not be used for any other purpose without the prior
written consent of the Government. The Lessee shall comply, at its own expense, with (a) all
present and future laws, ordinances, rules, requirements, regulations and orders of The United
States of America, the state where the Leased Premises are located, and any other public or quasi-
public federal, state, or local authority and/or any department or agency thereof, having
jurisdiction over the Leased Premises and relating to the Leased Premises or imposing any duty
upon the Lessee regarding the use, occupation, or alteration of the Leased Premises, and (b) any
reasonable requests of any insurance company providing coverage on the Leased Premises. The
Lessee shall not use or occupy the Leased Premises in any manner that is unlawful or dangerous or
that shall constitute waste, unreasonable annoyance or a nuisance to the Government or any other
tenants of the Building (if applicable).
8. Default and Termination
8.1. The failure to comply with any provision of this Lease, where such failure to comply
continues for ten (10) days after delivery of written notice by the Government to the Lessee shall
constitute a default or breach of this Lease by the Lessee. If, however, the time required to return
to compliance exceeds the ten (10) day period, the Lessee shall not be deemed to be in default if the
Lessee within such period shall begin and diligently pursue the actions necessary to bring it into
compliance with this Lease in accordance with a compliance schedule acceptable to the
Government.
8.2. No default or breach shall be deemed to have occurred for any period of time during
which the Parties are attempting to resolve a dispute, pursuant to the procedures provided for in
Condition 23, in relation to the actions or inactions which are the subject of the alleged default or
breach. If pursuant to dispute resolution, the default or breach is determined to have occurred,
the Lessee's period for cure shall not 6egin until the day after the final decision on the dispute is
issued. This Condition 8.2 shall not apply to a failure to comply with Conditions 1.3 or 5.
8.3. This Lease may be terminated as provided below in this Condition 8.3. No money or
other consideration paid by the Lessee, or which may be due up to the effective date of
termination, will be refunded or waived, as the case may be. The Lessee waives any claims or suits
against the Government arising out of any termination of this Lease.
8.3.1. In the event of any default and breach of this Lease by the Lessee, the
Secretary of the Air Force, may terminate this Lease at any time after expiration of the cure period
provided for in Condition 8.1 upon written notice of the termination to the Lessee. The
termination notice shall be effective as of a date to be specified in the notice, which shall be at least
seven (7) but not more than thirty (30) days after its receipt by the Lessee.
8.3.2. This Lease may be terminated by the Government for national defense
purposes, by the sole determination of the Secretary of the Air Force. If the Secretary makes that
determination, the Government will give the Lessee at least sixty (60) days prior notice, unless the
determination involves an emergency, in which case the Lessee agrees to vacate and surrender the
Leased Premises on ten (10) days' prior notice. The Lessee agrees that the determination of the
Secretary of the Air Force will be unchallengeable.
9. Taxes
9.1. The Lessee shall pay to the proper authority, when and as they become due and
payable, all taxes, assessments, and similar charges that, at any time during the term of this Lease,
may 6e imposed upon the Lessee with respect to the Leased Premises. The consent of Congress to
state and local taxation of the Lessee's interest in the Leased Premises, whether or not the Leased
Premises are in an area of exclusive Federal jurisdiction, is contained in 10 U.S.C. § 2667(�.
Should Congress consent to taxation of the Government's interest in the Leased Premises, this
Lease shall be renegotiated.
10. Surrender of Leased Premises
10.1. The Lessee shall vacate and surrender the Leased Premises to the Government on or
before the date of expiration of the Lease, or its earlier termination. The Lessee shall remove all
property not belonging to the Government or its agents or contractors from the Leased Premises
and restore them to as good order and condition, reasonable wear and tear and damage beyond the
control of the Lessee excepted, as that existing on the Term Beginning Date, subject to Condition
18. If the Lessee shall fail or neglect to remove its property, then, at the option of the Government,
the property shall either become the property of The United States without compensation, or the
Government may cause it to be removed and the Leased Premises to be so restored at the expense
of the Lessee, and no claim for damages against The United States or its officers, employees, or
agents shall be created by or made on account of such removal and restoration work. Surrender of
such property shall not be deemed to be a payment of rent in lieu of any rent due under this Lease.
10.2. If the Lessee fails or refuses to vacate and surrender the Leased Premises to the
Government after the expiration or earlier termination of the term of this Lease, the Government
in its sole discretion, may treat that failure or refusal as an automatic renewal of this Lease for a
month-to-month tenancy, subject to all the terms and conditions of this Lease, except that, if the
Government may elect, rent shall be increased to 150% of the amount due under Condition 1.3 of
this Lease.
11. Environmental Protection
11.1. Compliance with Law. The Lessee shall comply, at its sole cost and expense, with the
Federal, state, and local laws, regulations, and standards that are or may become applicable to the
Lessee's activities on the Leased Premises.
11.2. Permits. The Lessee shall be solely responsible for obtaining at its cost and expense
any environmental permits required for its operations under this Lease, independent of any
existing permits.
11.3. Lessee Indemnification. THE LESSEE SHALL, TO THE EXTENT PERMITTED
UNDER APPLICABLE LAW, INDEMNIFY, DEFEND, AND HOLD HARMLESS THE
GOVERNMENT FROM, ANY DAMAGES, COSTS, EXPENSES, LIABILITIES, FINES, OR
PENALTIES RESULTING FROM RELEASES, DISCHARGES, EMISSIONS, SPILLS,
STORAGE, TREATMENT, DISPOSAL, OR ANY OTHER ACTS OR OMISSIONS BY THE
LESSEE, ITS OFFICERS, AGENTS, EMPLOYEES, OR CONTRACTORS, OR LICENSEES, OR
THE INVITEES OF ANY OF THEM, GIVING RISE TO GOVERNMENT LIABILITY, CIVIL
OR CRIMINAL, OR RESPONSIBILITY UNDER FEDERAL, STATE, OR LOCAL
ENVIRONMENTAL LAWS. This condition shall apply to any and all releases, discharges,
emissions, spills, storage, treatment, disposal, or any other acts or omissions occurring on or after
the first day of Lessee's occupation or use of each portion of, or any building, facility, or other
improvement on, the Leased Premises under any instrument entered into between the Parties, or
the Term Beginning Date, whichever is earlier. This Condition shall survive the expiration or
termination of this Lease, and the Lessee's obligations hereunder shall apply whenever the
Government incurs costs or liabilities for the Lessee's actions of the types described in this
Condition 11.
11.4. Inspection. The Government's rights under this Lease specifically include the right
for Government officials to inspect upon reasonable notice the Leased Premises for compliance
with environmental, safety, and occupational health laws and regulations, whether or not the
Government is responsible for enforcing them. Such inspections may be made without prejudice
to the right of duly constituted enforcement officials to make such inspections. The Government
normally will give the Lessee twenty-four (24) hours prior notice of its intention to enter the
Leased Premises unless it determines the entry is required for safety, environmental, operations, or
security purposes. The Lessee shall have no claim on account of any entries against The United
States or any related officer, agent, employee, or contractor.
11.5. Asbestos. Except as provided in Condition 11.6 below, the Government is not
responsible for any abatement, removal, or containment of asbestos. If the Lessee intends to make
any Alterations (as hereinafter defined) that require the abatement, removal, or containment of
asbestos, an appropriate asbestos management plan must be incorporated in the Alterations Plan
and/or Utility Designs to be submitted to the Commander under Condition 18. The asbestos
management plan will identify the proposed disposal site for the asbestos.
11.6. Abatement of Asbestos. The Government shall be responsible for the removal or
containment of asbestos or asbestos-containing material (collectively, "ACM") existing in the
Leased Premises on the Term Beginning Date as identified in the EBS attached to this Lease as
Exhibit E, when such ACM is damaged or deteriorated to the extent that, through normal use, it is
a source of airborne fibers in such quantities that poses a threat to human health ("damaged or
deteriorated ACM"). The Government agrees to abate all existing damaged or deteriorated ACM
as provided in this Condition 11.6. The Government may choose the most economical means of
abating damaged or deteriorated ACM, which may include removal or containment, or a
combination of removal and containment. The foregoing Government obligation does not apply to
ACM that is not damaged or deteriorated ACM at the time the Lessee takes possession of the
Leased Premises and that may become damaged or deteriorated ACM by the Lessee's activities.
ACM that later during the period of this Lease becomes damaged or deteriorated ACM through
the passage of time, or as a consequence of the Lessee's activities under this Lease, including but
not limited to any emergency, shall be abated by the Lessee at its sole cost and expense.
Notwithstanding Condition 11.5, in an emergency, the Lessee shall notify the Government as soon
as practicable of its emergency ACM responses. The Lessee shall be responsible for monitoring the
condition of existing ACM on the Leased Premises for deterioration or damage and accomplishing
repairs pursuant to this Lease.
11.7. Environmental Liability of Lessee. Notwithstanding any other provision of this
Lease, the Lessee does not assume any liability or responsibility for environmental impacts and
damage caused by the Government's use of toxic or hazardous wastes, substances, or materials on
any portion of the Base, including the Leased Premises. The Lessee has no obligation under this
Lease to undertake the defense of any claim or action, whether in existence now or brought in the
future, solely arising out of the use or release of any toxic or hazardous wastes, substances, or
materials on or from any part of the Base, including the Leased Premises, which occurred prior to
the first day of Lessee's occupation or use of each portion of, or any building, facility, or other
improvement on, the Leased Premises under any instrument entered into between the Parties, or
the Term Beginning Date, whichever is earlier. Further, the Lessee has no obligation under this
Lease to undertake environmental response, remediation, or cleanup relating to such use or
release.
11.7.1. For the purposes of this Condition, "defense" or "environmental response,
remediation, or cleanup" includes liability and responsibility for the costs of any damages,
penalties, legal, and investigative services relating to such use or release. "Occupation" or "use"
shall mean any activity or presence (including preparation and construction) in or upon such
portion of, or such building, facility, or other improvement on, the Leased Premises.
11.7.2. This Condition does not relieve the Lessee of any obligation or liability they
might have or acquire with regard to third parties or regulatory authorities by operation of law.
11.7.3. This Condition 11.7 shall survive the expiration or termination of this
Lease.
11.8. No Liabilitv for Interference. The Lessee expressly acknowledges that it fully
understands that some or all of the response actions to be undertaken with respect to the FFA, if
appiicable, or the IRP, may impact the Lessee's quiet use and enjoyment of the Leased Premises.
The Lessee agrees that notwithstanding any other provision of this Lease, the Government assumes
no liability to the Lessee should implementation of the FFA, if applicable, or the IRP, or other
hazardous waste cleanup requirements, whether imposed by law, regulatory agencies, or the Air
Force or the Department of Defense, interfere with the Lessee's use of the Leased Premises. The
Lessee shall have no claim against the United States or any officer, agent, employee, or contractor
thereof on account of any such interference, whether due to entry, performance of remedial or
removal actions, or exercise of any right with respect to the FFA, if applicable, or the IRP or under
this Lease or otherwise.
11.9. Resqonse or Remedial Actions. The Lessee agrees to comply with the provisions of
any health or safety plan in effect under the IRP or any hazardous substance remediation or
response agreement with environmental regulatory authorities during the course of any of the
above described response or remedial actions. Any inspection, survey, investigation, or other
response or remedial action will, to the extent practicable, be coordinated with representatives
designated by the Lessee. The Lessee and any approved sublessees or assignees, and any licensees,
or invitees of it or them, shall have no claim on account of entries against The United States or any
officer, agent, employee, contractor, or su6contractor. In addition, the Lessee shall comply with all
applicable Federal, state, and local occupational safety and health regulations.
11.10. Stora�e of Hazardous Wastes. The Lessee must comply with all applicable Federal,
state, and local laws, regulations, and other requirements relating to occupational safety and
health, the handling and storage of hazardous materials, and the proper generation, handling,
accumulation, treatment, storage, disposal, and transportation of hazardous wastes. The Lessee
shall not treat, store, transport, or dispose of hazardous waste unless the Lessee is in possession of
any required permit issued to it under the Resource Conservation and Recovery Act, as amended
(RCRA). The Lessee shall not treat, store, transport, or dispose of any hazardous waste under,
pursuant to, or in reliance upon any permit issued to the Government. The Lessee shall be liable
for the cost of proper disposal of any hazardous waste generated by its approved sublessees in the
event of failure of the sublessees to dispose properly of those wastes.
11.11. Environmental Records The Lessee must maintain and make available to the
Government all records, inspection logs, and manifests that track the generation, handling,
storage, treatment, and disposal of hazardous waste, as well as all other records required by
applicable laws and requirements. The Government reserves the right to inspect the Leased
Premises and Lessee records for compliance with Federal, state, local laws, regulations, and other
requirements relating to the generation, handling, storage, treatment, and disposal of hazardous
waste, as well as to the discharge or release of hazardous substances. Violations will be reported
by the Government to appropriate regulatory agencies, as required by applicable law. The Lessee
shall be liable for the payment of any fines and penalties which may accrue as a result of the
actions of Lessee.
11.12. Spill Plans. The Lessee shall have a completed and approved plan prior to
commencement of operations on the Leased Premises for responding to hazardous waste, fuel, and
other chemical spills. The plan shall comply with all applicable requirements and shall be updated
from time to time as may be required to comply with changes in site conditions or applicable
requirements, and where required, shall be approved by all agencies having regulatory jurisdiction
over such plan. The plan shall be independent of Air Force spill prevention and response plans.
The Lessee shall not rely on use of the Base's personnel or equipment in execution of its plan. The
Lessee shall file a copy of the approved plan and approved amendments thereto with the
Commander within fifteen (15) days of approval. Notwithstanding the foregoing, should the
Government provide any personnel or equipment, whether for initial �re response or spill
containment or otherwise on request of the Lessee, or because the Lessee was not, in the opinion of
the Government, conducting timely cleanup actions, the Lessee agrees to reimburse the
Government for its costs in accordance with all applicable laws and regulations.
11.13. RCRA Compliance. The Lessee shall comply with the hazardous waste permit
requirements under the RCRA or its State equivalent and any other applicable laws, rules, and
regulations. The Lessee must provide at its own expense hazardous waste storage facilities which
comply with all laws and regulations as it may need for such storage. Government hazardous
waste storage facilities will not be available to the Lessee. Any violation of the requirements of this
Condition shall be deemed a material breach of this Lease.
11.14. Accumulation Points. Air Force accumulation points for hazardous and other
wastes shall not be used by the Lessee, and the Lessee shall not permit its hazardous waste to be
commingled with hazardous waste of the Air Force.
11.15. DischarEe of Fill. The Lessee shall not discharge, or allow the discharge of, any
dredged or fill material into any waters or wetlands on the Leased Premises except in compliance
with Condition 25.5 and with the express written consent of the Commander.
11.16. EBS. The Lessee acknowledges receipt under separate cover of the EBS for the
Leased Premises.
11.17. Pesticides. Prior to the storage, mixing, or application of any pesticide, as that term
is defined under the Federal Insecticide, Fungicide, and Rodenticide Act, the Lessee shall prepare a
plan for storage, mixing, and application of pesticides (Pesticide Management Plan). The Pesticide
Management Plan shall be sufficient to meet all applicable Federal, state, and local pesticide
requirements. The Lessee shall store, mix, and apply all pesticides within the Leased Premises
only in strict compliance with the Pesticide Management Plan. The pesticides will only be applied
by a licensed applicator.
11.18. National Pollutant Dischar�e Elimination Svstem (NPDES) Permit. The Lessee
shall comply with all requirements of the Federal Water Pollution Control Act, as amended, the
NPDES, and any applicable State or local requirements. If the Lessee discharges wastewater to a
publicly owned treatment works, the Lessee must submit an application for its discharge prior to
the start of this Lease. The Lessee shall be responsible for meeting all applicable wastewater
discharge permit standards. The Lessee shall not discharge wastewater under the authority of any
NPDES permit, pretreatment permit, or any other permit issued to the Base. The Lessee shall
make no use of any septic tank installed on the Base without the prior written consent of the
Government.
11.19. Radioactive Materials. The Lessee must notify the Government of the Lessee's
intent to possess, store, or use any licensed or licensa6le source or byproduct materials, as those
terms are defined under the Atomic Energy Act, as amended, and its implementing regulations; of
Lessee's intent to possess, use, or store radium; and of Lessee's intent to possess or use any
equipment producing ionizing radiation and subject to specific licensing requirements or other
individual regulations, at least sixty (60) days prior to the entry of such materials or equipment
upon the Base. Upon notification, the Government may impose such requirements, including
prohibition of possession, use, or storage, as deemed necessary to adequately protect health and the
human environment. Thereafter, the Lessee must notify the Government of the presence of all
licensed or licensable source or byproduct materials, of the presence of all radium, and of the
presence of all equipment producing ionizing radiation and subject to specific licensing
requirements or other individual regulation; provided, however, that the Lessee need not make
either of the above notifications to the Government with respect to source and byproduct material
which is exempt from regulation under the Atomic Energy Act. The Lessee shall not, under any
circumstances, use, own, possess, or allow the presence of special nuclear material on the Leased
Premises.
11.20. Alterations and Environmental Cleanup. The Lessee further agrees that it shall give
the Government prior written notice accompanied by a detailed written description of all
proposals for any Alterations (as defined in Condition 18.1) which may impede or impair any
activities under the IRP, or the FFA if applicable, or are to be undertaken in certain areas of the
Leased Premises identified as "Areas of Special Notice" on Exhibit G to this Lease. These Areas of
Special Notice consist of either "Operable Units" (as defined in the National Contingency Plan) or
other areas of concern because of the potential for environmental contamination and include
buffer areas as shown on Exhibit G. The notice and accompanying written description of such
proposals shall be provided to the Government sixty (60) days in advance of the commencement of
any such Alterations. In addition, Alterations shall not commence until Lessee has complied with
the provisions of Condition 18.3. The detailed written description must include the effect such
planned work may have on site soil and groundwater conditions and the cleanup efforts
contemplated under the IRP and the FFA, if applicable. Notwithstanding the preceding three
sentences, the Lessee shall be under no obligation to give advance written notice of any Alterations
that will be undertaken totally within any structure located on the Leased Premises, provided that
the work will not impede or impair any activities under the IRP or the FFA, if applica6le.
However, any work below the floor of any structure within any Area of Special Notice that will
involve excavating in and/or disturbing concrete flooring, soil and/or groundwater, or will impede
or impair any activities under the IRP or the FFA, if applicable, will be subject to the sixty (60)
day notice requirement imposed by this Condition 11.20.
11.21. FFA [IF APPLICABLE]. The Government acknowledges that the Base has been
identified as a National Priorities List (NPL) Site under CERCLA. The Lessee acknowledges that
the Government has provided it with a copy of the FFA entered into by EPA, the state, and the Air
Force, and will provide the Lessee with a copy of any amendments thereto. The Lessee agrees that
should any conflict arise between the terms of such agreement as it presently exists or may be
amended ("FFA," "Interagency Agreement" or "IAG") and the provisions of this Lease, the terms
of the FFA will take precedence. The Lessee further agrees that notwithstanding any other
provision of this Lease, the Government assumes no liability to the Lessee should implementation
of the FFA interfere with the Lessee's use of the Leased Premises. The Lessee shall have no claim
on account of any such interference against the United States or any officer, agent, employee or
contractor thereof other than for abatement of rent.
11.22. Environmental Access. The Government, EPA, and the state and their ofticers,
agents, employees, contractors, and subcontractors have the right, upon reasonable notice to the
Lessee to enter upon the Leased Premises for the purposes enumerated in this subparagraph, and
for such other purposes consistent with any provision of the FFA, if applicable:
11.22.1. To conduct investigations and surveys, including, where necessary,
drilling, soil and water sampling, testpitting, testing soil borings, and other activities related to the
IRP or the FFA, if applicable;
11.22.2. To inspect field activities of the Government and its contractors and
subcontractors in implementing the IRP or the FFA, if applicable;
11.22.3. To conduct any test or survey required by the EPA or the State relating to
the implementation of the FFA, if applicable, or environmental conditions at the Leased Premises
or to verify any data submitted to the EPA or state by the Government relating to such conditions;
11.22.4. To conduct, operate, maintain, or undertake any other response or
remedial action as required or necessary under the IRP or the FFA, if applicable, including, but
not limited to, monitoring wells, pumping wells, and treatment facilities.
12. Maintenance of Leased Premises
12.1. The Lessee, at no expense to the Government, shall at all times protect, preserve, and
maintain, and repair the Leased Premises, including any improvements and Government-owned
personal property located thereon, in good order and condition, and exercise due diligence in
protecting the Leased Premises against damage or destruction by fire and other causes, subject to
the applicable provisions of Conditions 5,16,18, and 25. The Lessee shall comply with the
provisions of Conditions 11,18, and 25 in conducting any activities required to be performed
under this Condition.
13. Damage to Government Propertv
13.1. Any real or personal property of the United States damaged or destroyed by the
Lessee incident to the Lessee's use and occupation of the Leased Premises shall be promptly
repaired or replaced by the Lessee to the satisfaction of the Commander. In lieu of such repair or
replacement, the Lessee shall, if so required by the Commander, pay to the United States money in
an amount sufficient to compensate for the loss sustained by the Government by reason of damage
or destruction of Government property.
14. Access and Insqection
14.1. Any agency of the United States, its officers, agents, employees, and contractors, may
enter upon the Leased Premises, at all times for any purposes not inconsistent with Lessee's quiet
use and enjoyment of them under this Lease, including, but not limited to, the purpose of
inspection. The Government normally will enter the Leased Premises during regular business
hours and give the Lessee at least twenty-four (24) hours prior notice of its intention to do so,
unless it determines the entry is required for safety, environmental, operations, or security
purposes. The Lessee shall have no claim on account of any entries against the United States or
any officer, agent, employee, or contractor thereof.
15. General Indemnitication bv Lessee
15.1. The United States shall not be responsible for damages to property or injuries or
death to persons which may arise from, or be attributable or incident to, the condition or state of
repair of the Leased Premises, or the use and occupation of them, or for damages to the property
of the Lessee, or for damages to the property or injuries or death to the person of the Lessee's
offcers, agents, servants, or employees, or others who may be on the Leased Premises at their
invitation or the invitation of any one of them.
15.2. The Lessee agrees to assume all risks of loss or damage to property and injury, or
death to persons by reason of, or incident to, the possession and/or use of the Leased Premises, or
the activities conducted by the Lessee under this Lease. The Lessee expressly waives all claims
against the Government for any such loss, damage, personal injury, or death caused by, or
occurring as a consequence of, such possession and/or use of the Leased Premises or the conduct of
activities or the performance of responsibilities under this Lease. THE LESSEE FURTHER
AGREES, TO THE EXTENT PERMITTED BY APPLICABLE LAW, TO INDEMNIFY,
DEFEND, AND HOLD HARMLESS THE GOVERNMENT, ITS OFFICERS, AGENTS, AND
EMPLOYEES, FROM AND AGAINST ALL SUITS, CLAIMS, DEMANDS, OR ACTIONS,
LIABILITIES, JUDGMENTS, COSTS, AND ATTORNEYS' FEES ARISING OUT OF, OR IN
ANY MANNER PREDICATED UPON PERSONAL INJURY, DEATH OR PROPERTY
DAMAGE RESULTING FROM, RELATED TO, CAUSED BY, OR ARISING OUT OF THE
POSSESSION AND/OR USE OF THE LEASED PREMISES OR ANY ACTIVITIES
CONDUCTED OR SERVICES FURNISHED IN CONNECTION WITH OR PURSUANT TO
THIS LEASE. THE AGREEMENTS CONTAINED IN THE PRECEDING SENTENCE DO NOT
EXTEND TO CLAIMS FOR DAMAGES CAUSED BY THE GROSS NEGLIGENCE OR
WILLFUL MISCONDUCT OF OFFICERS, AGENTS, OR EMPLOYEES OF THE UNITED
STATES, WITHOUT CONTRIBUTORY FAULT ON THE PART OF ANY PERSON, FIRM, OR
CORPORATION. The Government will give the Lessee notice of any claim against it covered by
this indemnity as soon after learning of it as practicable.
16. Insurance
16.1. The Lessee shall, in any event and without prejudice to any other rights of the
Government, bear all risk of loss or damage or destruction to the Leased Premises, including any
buildings, improvements, fixtures, or other property thereon, arising from any causes whatsoever,
with or without fault by the Government.
16.2. During the entire period this Lease shall be in effect, the Lessee, at no expense to the
Government, will carry and maintain the following insurance coverages:
16.2.1. Property insurance coverage against loss or damage by perils covered by
Insurance Services Office ("ISO") special cause of loss form or its equivalent in an amount not less
than One Hundred Percent (100%) of the full replacement cost of the buildings, building
improvements, improvements to the land, fixtures, and personal property on the Leased Premises.
The policies of insurance carried in accordance with this Condition shall contain a"Replacement
Cost Endorsement." The full replacement cost shall be determined from time to time, upon the
written request of the Government or the Lessee, but not more frequently than once in any
twenty-four (24) consecutive calendar month period (except in the event of substantial changes or
alterations to the Leased Premises undertaken by the Lessee as permitted under the provisions of
the Lease).
16.2.1.1. If the Leased Premises are located in a state, or an area of a state, which is
prone to suffer property loss and damage from earthquake, flood, windstorm, or rainstorm, a
special risks or perils endorsement from a commercial insurer or from a state or Federal program,
in such amounts and with such limitations and retentions satisfactory to the Government.
16.2.2. Commercial general liability insurance using the most recent occurrence
form or its equivalent, covering personal injury, bodily injury, premises, operations, products,
compteted operations, and independent contractors. That insurance shall provide coverage for the
contractual liability assumed by the Lessee under Condition 15 of this Lease, and shall afford
immediate protection at the time of the Term Beginning Date, and at all times during the term of
this Lease, with single limit coverage of $5 million each occurrence and $10 million aggregate.
16.2.2.1. An ISO business auto policy or its equivalent, covering bodily
injury and property damage arising from covered auto Symbol 1("any auto") or its equivalent,
with limits of at least $5 million each occurrence.
16.2.3. If and to the extent required by law, workers' compensation and employer's
liability or similar insurance in form and amounts required by law.
16.2.4. If there is an airport operator on the Leased Premises, airport operator's
liability insurance, including, but not limited to, insurance against contractual liability assumed
under this Lease by the Lessee, regarding claims or causes of action arising in connection with use
of the Leased Premises and improvements thereon as an airfield or airport, affording protection
with limits of liability of $100 million.
16.3. During the entire period this Lease shall be in effect, the Lessee shall either carry and
maintain the insurance required below at its expense, or require any contractor performing work
on the Leased Premises to carry and maintain the following at no expense to the Government:
16.3.1. The property insurance coverage required under subparagraph 16.2.1
above which shall include the general property form that provides coverage in connection with any
construction or work permitted pursuant to this Lease;
16.3.2. Fire and any other applicable insurance provided for in this Condition 16
which, if not then covered under the provisions of existing policies, shall be covered by special
endorsement related to any Alterations (as defined below in Condition 18), including all materials
and equipment incorporated in, on, or about the Leased Premises (including excavations,
foundations, and footings) under an ISO special cause-of-loss completed value builder's risk form
or its equivalent; and
16.3.3. Workers' compensation for the Lessee and any contractor of the Lessee.
16.4. All policies of insurance which this Lease requires the Lessee or any contractor to
purchase and maintain, or cause to be purchased and maintained pursuant to this Condition 16,
shall be underwritten by insurers authorized to underwrite insurance in the state where the Leased
Premises are located, and that have a rating of at least B+ by the most recent edition of Best's Key
Rating Guide. In all policies, the Government shall be named as additional insured for its interest
in, but not limited to, the Leased Premises and any personal property included with the Leased
Premises (under ISO forms CG 2011 and CG 2028 or their equivalents). The Government shall
appear in all policies as "United States of America, c/o 82 CES/CERR, 231 9` Avenue, Sheppard
AFB, TX 76311-3333." All policies shall provide (a) that no cancellation, reduction in amount, or
material change in coverage shall be effective until at least sixty (60) days after receipt by the
Government of written notice; (b) that the insurer shall have no right of subrogation against the
Government; and (c) shall be reasonably satisfactory to the Government in all other respects,
including, without limitation, the amounts of coverages and deductibles from time to time. In no
circumstances will the Lessee be entitled to assign to any third party rights of action that the
Lessee may have against the Government. Notwithstanding the foregoing, any cancellation of
insurance coverage based on nonpayment of the premium shall be effective upon thirty (30) days'
written notice to the Government. The Lessee understands and agrees that cancellation of any
insurance coverage required to be carried and maintained by the Lessee or contractor under this
Condition 16 will constitute a failure to comply with the terms of the Lease, and the Government
shall have the right to terminate the Lease pursuant to Condition 8 upon receipt of any such
cancellation notice, but only if the Lessee fails to cure such noncompliance to the extent allowed
under Condition 8.
16.5. The Lessee shall deliver, or cause to be delivered upon execution of this Lease and
prior to the occupancy of the Leased Premises or the commencement of any work thereon (and
thereafter not less than thirty (30) days prior to the expiration date of each policy furnished
pursuant to this Condition 16), to the Government a complete copy of the original policy or policies
with all endorsements evidencing the insurance required by this Lease. A CERTIFICATE OF
INSURANCE WILL NOT BE ACCEPTABLE AS EVIDENCE OF ANY INSURANCE
REQUIRED UNDER THIS LEASE UNLESS OTHERWISE AGREED TO IN ADVANCE AND
IN WRITING BY THE GOVERNMENT IN ITS SOLE DISCRETION.
16.6. In the event that any item or part of the Leased Premises shall be damaged or
destroyed, the risk of which is assumed by the Lessee under Condition 16.1 ("Damaged or
Destroyed Property"), the Lessee shall promptly give notice to the Government. The Lessee shall,
as soon as practicable after the casualty, restore Damaged or Destroyed Property as nearly as
possible to the condition which existed immediately prior to such loss or damage, subject to
Condition 10. Alt repair and restoration work under this Condition shall comply with the
provisions of Conditions 11,18, and 25 applicable to Alterations and any other work subject to the
notice and approval requirements imposed by Conditions 11.19 and 18.3.
16.7. Notwithstanding any other provision of this Lease, the Lessee may, with the prior
consent of the Government, setf-insure any risk for which insurance coverage is required under
this Lease; provided, however, that if the Lessee's statutory limits of liability or other impediments
to the assumption of liability are less than the limits of insurance required in this Lease, the Lessee
shall obtain commercial coverage which is sufficient in amount and nature to satisfy the insurance
requirements of this Lease when added to any such self-insurance. In order to o6tain the consent
of the Government to self-insure, the Lessee shall deliver to the Government a writing setting forth
the limitations and impediments, if any, to which the Lessee's self-insurance is subject, the Lessee's
source of funds to pay any claim from any risk for which insurance is required under this Lease,
and any other information which the Government may require to assess the Lessee's request. If
commercial insurance is required for any purpose, the provisions of Condition 16.2.2 shall apply;
however, the total amount of commercial insurance and self-insurance shall meet the dollar
limitations provided in this Lease.
17. Compliance with Applicable Laws
17.1. The Lessee shall at all times during the existence of this Lease promptly observe and
comply, at its sole cost and expense, with the provisions of all applicable Federal, state, and local
laws, regulations, and standards, and in particular those provisions concerning the protection of
the environment and pollution control and abatement and occupational safety and health.
Further, for any facilities on the Leased Premises that are jointly used by the Lessee and the
Government, the Lessee shall comply with all Air Force safety, health, and fire regulations,
standards, technical orders, and procedures in common use work and operating areas, including
ramps and taxiways.
17.2. The Lessee shall comply with all applicable state and local laws, ordinances, and
regulations with regard to construction, sanitation, licenses, or permits to do business, and all
other matters. The Lessee shall be responsible for determining whether it is subject to local
building codes or building permit requirements, and for compliance with them to the extent they
are applicable.
17.3. Nothing in this Lease shall be construed to constitute a waiver of Federal Supremacy
or Federal sovereign immunity.
17.4. Responsibility for compliance as speci�ed in this Condition 17 rests exclusively with
the Lessee. The Government assumes no enforcement or supervisory responsibility except for
matters committed to its jurisdiction and authority. The Lessee shall be liable for all costs
associated with compliance, defense of enforcement actions or suits, payment of fines, penalties, or
other sanctions and remedial costs related to Lessee's use of the Leased Premises.
17.5. The Lessee shall have the right to contest by appropriate proceedings diligently
conducted in good faith, without cost or expense to the Government, the validity or application of
any law, ordinance, order, rule, regulation, or requirement of the nature referred to in this
Condition. The Government shall not be required to join in or assist the Lessee in any of those
proceedings.
18. Construction and Alterations
18.1. The Lessee shall not place, construct, or make any structures, alterations, or
additions to, or installations upon, or otherwise modify or alter the Leased Premises in any way
without the prior written consent of the Commander. (All of the activities in the preceding
sentence shall be referred to cumulatively as "Alterations.")
18.1.1. The Commander's consent to Alterations may include a requirement to
procure a performance and payment bond, or similar tinancial assurances, satisfactory to the
Government in all respects, and other requirements deemed necessary to protect the interests of
the Government. For Alterations in the proximity of operable units that are part of an IRP site,
consent may include a requirement for written approval by the Commander.
18.1.2. Except as the Commander's written consent shall expressly provide
otherwise, all approved Alterations shall become Government property when annexed to the
Leased Premises.
18.2. All plans for Alterations pursuant to Condition 18.1 above (Alterations Plans) must
comply with the provisions of Conditions 11 and 25 and be approved in writing by the Commander
before the commencement of any construction project. In addition, the designs for all Lessee
connections to the Base's utilities (Utility Designs) shall comply with applicable State or local
construction standards or in the absence of any, with Department of Defense/Air Force (DoD/AF)
construction standards, and be subject to review and approval by the Commander. DoD/AF
construction standards are available through the office of the Commander. The Lessee shall
submit any Alterations Plans and Utility Designs to the Commander for approval. Any additional
information needed by the Government to complete its review shall be provided promptly by the
Lessee upon receipt of any Government request.
18.3. The Government review process for either a construction project or a utility
connection will be completed within thirty (30) days of receipt of all plans and specifications
required by the Government for its review. In the event problems are detected during the review,
immediate notice will be provided by telephone to the Lessee or its representative designated in
writing for the purpose. Approval will not be unreasonably withheld.
18.4. All Alterations shall be made in accordance with the approved Alterations Plans and
Utility Designs and without cost to the Government. The Lessee shalt not proceed with excavating,
demolition, or construction until it receives written notice from the Government that the
Alteration Plans and/or Utility Designs are acceptable to the Government. The Lessee shall allow
no disposal of excavated material except in approved areas and with the express written consent of
the Commander. If the Lessee is seeking in-kind consideration, they shall submit all proposals to
the Government for review and approval. Once the in-kind project is approved and completed the
Lessee shall submit documents evidencing the actual cost/value of the in-kind for credit toward
their rent payment. The Government shall have the value of the in-kind projects reviewed prior to
accepting the work as in-kind payment and costs deducted from the Lessee's rent payment for that
fiscal year.
18.5. All matters of ingress, egress, contractor haul routes, or other access on or across
Base land not included in this Lease shall be coordinated with the Government through the
Commander. All excavating, demolition, and construction activity shall be accomplished during
periods (including hours of the day) acceptable to that officer.
18.6. The Commander is authorized to grant approvals and consents under this Condition.
18.7. Any disapproval may be reviewed by the Director, Air Force Real Property Agency,
143 Billy Mitchell Blvd, Suite 1, San Antonio, TX 78226-1858 at the written request of the Lessee,
but that review is discretionary. A request by the Lessee for review will be submitted to the
Commander, who will forward it through channels with comments within ten (10) business days
after receipt of the request.
19. Utilities and Services
19.1. The Lessee shall be responsible for atl utilities, janitorial services, building
maintenance, and grounds maintenance for the Leased Premises without cost to the Government.
Utility services will be provided through meters, if possible. The Lessee shall purchase, install, and
maintain all meters at its own cost and without cost and expense to the Government. The Lessee
shall pay the charges for any utilities and services furnished by the Government that the Lessee
may require in connection with its use of the Leased Premises. The charges and the method of
payment for each utility or service will be determined by the appropriate supplier of the utility or
service in accordance with applicable laws and regulations, on the basis that the appropriate
supplier of the utility or service may establish. It is expressly understood and agreed that the
Government in no way warrants the continued maintenance or adequacy of any utilities or services
furnished by it to the Lessee.
19.2. Any purchase from the Government of utility services must be made in accordance
with 10 U.S.C. § 2481, and Air Force Instruction 32-1061, as it may be amended from time to time,
or any successor regulation or instruction, requiring any non-Federal user of a Federally owned
utility service to enter into a separate contract prior to receiving that service at rates to be
specified in each contract. The Lessee agrees to enter into a contract for any utility service
contemporaneously with this Lease, and any such contract is attached to this Lease as Exhibit H.
19.3. The Base may provide limited fire protection services, but only within its capabilities
and with first priority being given to protection of the Government's nonleased property or other
Government property. The Lessee acknowledges that fire protection services to the Leased
Premises are not a function of the Government. Fire protection to the Leased Premises is, to the
extent available and/or provided, a voluntary assistance done in the spirit of cooperation. Upon
request of the Government, the Lessee shall promptly reimburse the Government for the actual
cost of any fire protection services provided, including replacement costs for supplies expended,
repair or replacement cost for damaged equipment, and labor costs for civilian employees of the
Government or its contractors.
19.3.1. The Lessee agrees to release, acquit, and forever discharge the Government,
its officers, agents, employees, and contractors, including any entity providing fire-fighting services
under a contract or cooperative agreement with the Government, for any and all liability arising
out of or connected with the use of Government f re-fighting equipment or personnel for fire
control activities at or in the vicinity of the Leased Premises. THE LESSEE FURTHER AGREES,
TO THE EXTENT ALLOWED UNDER STATE LAW, TO INDEMNIFY, DEFEND, AND HOLD
HARMLESS THE GOVERNMENT, ITS OFFICERS, AGENTS, EMPLOYEES, AND
CONTRACTORS, FROM AND AGAINST ALL CLAIMS, OF WHATEVER DESCRIPTION,
ARISING OUT OF, OR CONNECTED WITH, USE OF, OR FAILURE TO SUPPLY IN
INDIVIDUAL CASES, GOVERNMENT FIItE-FIGHTING EQUIPMENT, SERVICES, OR
PERSONNEL, EXCEPT WHERE ANY CLAIM ARISES OUT OF, OR RESULTS FROM, THE
GROSS NEGLIGENCE OF WILLFUL MISCONDUCT OF THE OFFICERS, AGENTS,
EMPLOYEES, OR CONTRACTORS OF THE GOVERNMENT.
19.3.2. The Government's responsibility for structural fire-fighting support shall
continue only as long as fire-fighting capability is authorized for Government operations at the
Base. The Government shall have no obligation to maintain firefighting equipment or personnel at
all br at any particular level of staffing. The Government shall give the Lessee thirty (30) days'
notice of its planned cessation of fire-fighting operations at the Base.
20. Notices
20.1. Whenever the Government or the Lessee shall desire to give or serve upon the other
any notice, demand, order, direction, determination, requirement, consent, approval, request, or
other communication pertaining to this Lease or the Leased Premises, that item shall be given in
writing and shall not be effective for any purpose unless it shall be given or served by personal
delivery to the Party or Parties to whom it is directed, or by mailing it, in duplicate, to the Party or
Parties by certified mail, postage prepaid, return receipt requested, or by generally recognized
express courier, at the address identified in Conditions 1.6 and 1.7, or at another address or
addresses that the Government or the Lessee may from time to time designate by certified mail.
20.2. Every notice, demand, order, direction, determination, requirement, consent,
approval, request, or communication sent by mail shall be deemed to have been given or served as
of the second business day following the date of mailing.
21. Assi�nments, Subleases, and Licenses
21.1. The Lessee shall neither transfer nor assign this Lease or any interest therein or any
property on the Leased Premises, nor sublet all or any part of the Leased Premises, nor grant any
interest, privilege, or license whatsoever in connection with this Lease, without the prior written
consent of the Government. The consent shall not be unreasonably withheld, subject to the
provisions of Conditions 21.1.1, 21.1.2, and 21.1.3 below. Any approved assignment by the Lessee
shall be in writing and an executed copy of it shall be delivered to the Government. Any consent
by the Government to any act of assignment hereunder shall be held to apply only to the specific
transaction authorized, and the consent shall not be construed as a waiver of the duty of the Lessee
to obtain consent to any other assignment.
21.1.1. Any assignment or sublease granted by the Lessee shall be consistent with
all of the terms and Conditions of this Lease and shall terminate immediately upon the expiration
or any earlier termination of this Lease, without any liability on the part of the Government to the
Lessee or any assignee or sublessee. Under any assignment made, with or without consent, the
assignee shall be deemed to have assumed all of the obligations of the Lessee under this Lease. No
assignment or sublease of this Lease shall relieve the Lessee of any of its obligations hereunder.
21.1.2. The Lessee shall furnish the Government, for its prior written consent, a
copy of each agreement of sublease or assignment it proposes to execute. The consent may include
the requirement to delete, add, or change provisions in the sublease instrument as the Government
shall deem necessary to protect its interests. Consent to any sublease or assignment shall not be
taken or construed to diminish or enlarge any of the rights or obligations of either of the Parties
under this Lease. Commander's consent or rejection or any required changes shall be provided
within sixty (60) calendar days of receipt of the proposed agreement; however, failure of
nonresponse within 60 calendar days does not deem consent by the Government. Approval will not
be unreasonably withheld.
21.1.3. Any agreement of sublease or assignment must include the provisions set
forth in Conditions 11 and 25 of this Lease and expressly provide that: (a) the sublease or
assignment, as the case may be, is subject to all of the terms and Conditions of the Lease; (b) the
sublease shall terminate on the expiration or earlier termination of the Lease; and (c) in case of
any conflict between any provisions of this Lease and any provisions of the agreement of sublease
or assignment, this Lease will control. A copy of this Lease must be attached to the agreement of
sublease or assignment.
21.1.4. The Government shall not construct or make alterations to airfield
facilities, such that it permanently prevents the Lessee from the full use of the leased property,
including, but not limited to Runway 17/35 and Taxiway "C". In the event that temporary
construction or alterations prevent the full use of the leased property, the Government shall allow
the Lessee the use, as dictated by flying conditions, of Government maintained facilities without
impacting the Government's mission.
22. Historic Propertv
22.1. If the Leased Premises contains historic property ("Historic Property"), the Lessee
hereby covenants on behalf of itself, its successors and assigns, to preserve and maintain it in a
manner that preserves the overall character of the Historic Property, in accordance with the
recommended approaches in the "Secretary of the Interior's Standards and Guidelines for
Archeology and Historic Preservation," in order to preserve and enhance those qualities that make
the Historic Property eligible for inclusion in the National Register of Historic Places. The
Historic Property is more particularly descri6ed in Exhibit A and depicted on Exhibit B. This
covenant shall be a binding servitude upon Historic Property and shall remain in effect for the
duration of the Lease. This covenant is binding on the Lessee, its successors and assigns, during
the existence of the Lease. The restrictions, stipulations and covenants contained herein shall be
inserted by the Lessee, its successors and assigns, verbatim or by express reference, in any
permitted sublease or license or any other legal instrument by which it divests itself of any interest
in all or any part of the Historic Property.
22.2. No Alterations, other construction, and construction-related work, demolition,
excavating, or other disturbance of the ground surface, or other action shall be undertaken or
permitted to be undertaken on the Historic Property that would materially affect the integrity or
the appearance of the attributes described above, without the prior written permission of the State
Historic Preservation Officer (SHPO). Should the SHPO object to the proposed treatment within
thirty (30) days of receiving the request, and if the SHPO and the Lessee cannot resolve the
differences, the Lessee shall request the Advisory Council on Historic Preservation (Council) to
resolve the dispute. The Council will provide comments within tifteen (15) days of receiving the
request from the Lessee. The Lessee shall consider the Council's comments in reaching its decision
on the treatment. The Lessee shall report its decision to the Council, and if practicable, it shall do
so prior to initiating the treatment.
22.3. Upon acquisition of any standing historic structure, the Lessee shall take prompt
action to secure all of them from the elements, vandalism, or arson, and shall make any emergency
stabilization. The Lessee shall, to the extent practicable, make every effort to retain or reuse the
historic structures.
22.4. Should any archeological site be discovered during any project activities, the Lessee
shall stop work promptly and obtain the comments of the SHPO regarding appropriate treatment
of the site. The final mitigation plan shall be approved by the SHPO.
22.5 The Lessee shall take all reasonable measures so as not to disturb or cause or permit
to be disturbed, any historical, archeological, architectural, or other cultural artifacts, relics,
remains or objects of antiquity and shall not knowingly remove or permit to be removed any such
items. In the event such items are discovered on the Leased Premises, the Lessee shall
immediately notify the Government and protect the site and such material from further
disturbance until the Government gives clearance to proceed.
22.6. The Lessee shall allow the SHPO or his or her designee, at all reasonable times and
upon reasonable advance notice to the Lessee, to inspect the Historic Property in order to ascertain
whether the Lessee is complying with the conditions of this preservation covenant.
22.7. The Lessee shall provide the SHPO and the Council with a written summary of
actions taken to implement the provisions of this preservation covenant within one (1) year after
the Term Beginning Date. Similar reports shall be submitted to the SHPO and the Council each
January thereafter until the earlier of the completion of the redevelopment plan, or termination or
expiration of this Lease.
22.8. Failure of the SHPO to exercise any right or remedy granted under this covenant
shall not have the effect of waiving or limiting the exercise by the SHPO of any other right or
remedy or the invocation of such right or remedy at any other time.
22.9. The Lessee may, with the prior written approval of the SHPO, modify for good cause
any or all of the foregoing restrictions. Prior to such action, the Lessee shall notify the Council of
the proposed modification and atlow them thirty (30) days to comment.
22.10. If at any time prior to, or during the term of, this Lease, the SHPO and all
appropriate parties have entered, or enter, into a memorandum of agreement or understanding or
other writing identifying Historic Property within the Leased Premises and establishing terms,
covenants, and conditions with respect thereto, then such agreement, memorandum, or other
writing shall (a) supersede this Condition 22, (b) govern the obligations and responsibilities
regarding any Historic Property under this Lease, and (c) become a part of this Lease as Exhibit K.
23. Disuutes
23.1. Any dispute between the Government and the Lessee arising under or related to this
Lease which the Parties are unable to resolve by negotiation shall be decided by the Director, Air
Force Real Property Agency, 143 Billy Mitchell Blvd, Suite 1, San Antonio, TX 78226-1858. The
Director shall reduce his or her decision in writing and mail or otherwise furnish a copy to the
Lessee. The decision of the Commander ("Decision") shall be final and conclusive unless, within
thirty (30) calendar days from the date of receipt of the Decision, the Lessee furnishes the Director,
by certified mail, a written appeal of the Decision addressed to the Secretary of the Air Force
("Secretary").
23.2. The Secretary shall render a decision by a date mutually agreed upon by the Parties.
The decision of the Secretary or the Secretary's authorized representative shall be final unless
appealed to a court of competent jurisdiction in a timely manner, consistent with Condition 23.3
below. In connection with any appeal to the Secretary, the Lessee and the Government shall be
afforded an opportunity to be heard and to offer evidence in support of its appeal.
23.3. The Lessee or the Government, after exhausting the administrative remedies
specified in Condition 23.2 above, may:
23.3.1. Pursue any remedy available to it under the law; or
23.3.2. Before or in conjunction with pursuing any remedy which is available to it
under law, by mutual agreement, submit the dispute to an alternative dispute resolution procedure
authorized by the Administrative Dispute Resolution Act of 1996 (5 U.S.C. §§ 571-583).
24. General Provisions
24.1. Covenant AEainst Contin�ent Fees. The Lessee warrants that no person or agency
has been employed or retained to solicit or secure this Lease upon any agreement or understanding
for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona
fide established commercial agencies maintained by the Lessee for the purpose of securing
business. For breach or violation of this warranty, the Government shall have the right to annul
this Lease without liability, or, in its discretion, to require the Lessee to pay, in addition to the lease
rent or consideration, the full amount of the commission, percentage, brokerage, or contingent fee.
24.2. Officials Not to Benefit. No Member of or Delegate to Congress or Resident
Commissioner shall be admitted to any share or part of this Lease or to any benefit to arise
therefrom, but this provision shall not be construed to extend to this Lease if made with a
corporation for its general benefit.
24.3. Non-Discrimination
24.3.1. As used in this Condition, the term "facility" means lodgings, stores, shops,
restaurants, cafeterias, restrooms, and any other facility of a public nature in any building covered
by, or built on land covered by, this Lease.
24.3.2. The Lessee agrees not to discriminate against any person because of race,
color, religion, sex, handicap or national origin in furnishing, or refusing to furnish, to that person
the use of any facility, including all services, privileges, accommodations, and activities provided
on the Leased Premises. This does not require the furnishing to the general public the use of any
facility customarily furnished by the Lessee solely to tenants or to Air Force military and civilian
personnel, and the guests and invitees of any of them.
24.4. Gratuities. The Government may, by written notice to the Lessee, terminate this
Lease if it is found, after notice and hearing by the Secretary of the Air Force, or his/her duly
authorized representative, that gratuities in the form of entertainment, gifts, or otherwise, were
offered or given by the Lessee, or any agent or representative of the Lessee, to any officer or
employee of the Government with a view toward procuring an agreement or procuring favorable
treatment regarding the awarding or amending, or the making of any determinations related to the
performing of that agreement; provided that the existence of the facts upon which the Secretary of
the Air Force or his/her duly authorized representative makes a finding shall be an issue and may
be reviewed in any competent court. In the event this Lease is terminated, the Government shall
be entitled to pursue the same remedies against the Lessee as it could pursue in the event of a
breach of this Lease 6y the Lessee, and as a penalty in addition to any other damages to which it
may be entitled by law, to exemplary damages (in an amount determined by the Secretary of the
Air Force or his/her duty authorized representative) that shall be not less than three (3), nor more
than ten (10), times the costs incurred by the Lessee in providing any gratuities to any officer or
employee. The rights and remedies of the Government provided in this article shall not be
exclusive, and are available to it in addition to any other rights and remedies provided by law or
under this Lease.
24.5. No Joint Venture. Nothing contained in this Lease will make, or will be construed to
make, the Parties partners or joint venturers with each other, it being understood and agreed that
the only relationship between the Government and the Lessee is that of landlord and tenant.
Nothing in this Lease shall render, or be construed to render, either of the Parties liable to any
third Party for debts or obligations of the other Party.
24.6. Records and Books of Account. The Lessee agrees that the Comptroller General of
the United States, the Auditor General of the United States, or the Auditor General of the United
States Air Force, or any of their duly authorized representatives, shall, until the expiration of three
(3) years after the expiration or earlier termination of this Lease, have access to, and the right to
examine, any books, documents, papers, and records of the Lessee involving transactions related to
this Lease.
24.7. Failure of Government to Insist on Compliance. The failure of the Government to
insist in any one or more instances, upon strict performance of any of the terms, covenants, or
conditions of this Lease shall not be construed as a waiver or a relinquishment of the
Government's rights to the future performance of any of them, but the obligations of the Lessee
for future performance shall continue in full force and effect.
24.8. Headin�s or Titles. The brief headings or titles preceding each condition are merely
for purposes of identification, convenience, and ease of reference, and will be completely
disregarded in the construction of this Lease.
24.9. Counternarts. This Lease is executed in two (2) counterparts, each of which is
deemed an original of equal dignity with the other, and that is deemed one and the same
instrument as the other.
24.10. Personal Pronouns. All personal pronouns used in the Lease, whether used in the
masculine, feminine, or neuter gender, will include all other genders.
24.11. Entire AEreement. It is expressly agreed that this written instrument embodies the
entire agreement between the Parties regarding the use of the Leased Premises by the Lessee, and
there are no understandings or agreements, verbal or otherwise, between the Parties except as
expressly set forth in this Lease. This instrument may only be modified or amended by mutual
agreement of the Parties in one writing signed by each of the Parties.
24.12. Recording. The Lessee shall not record this Lease, or any memorandum thereof, in
any public office without the express prior written consent of the Government, and if the Lessee
does so, the Government may declare this Lease null and void upon ten (10) days' notice to the
Lessee and without any liability to the Lessee or any other party.
24.13. Time of the Essence. Time is of the essence for the Lessee's performance of its
obligations contained in this Lease.
24.14. Effectiveness. The furnishing of the form of this Lease shall not constitute an offer,
and this Lease shall become effective upon and only upon its execution by and delivery to each
Party.
25. Restrictions on Use of Leased Premises
25.1. The Lessee shall not install any new drinking water or other wells in any location on
the Leased Premises without the prior written approval of the Government.
25.2. The Lessee shall not conduct any subsurface excavating, digging, drilling, or other
disturbance of the surface in Areas of Special Notice as depicted on Exhibit G to this Lease without
the prior written approval of the Commander in accordance with Condition 18. Requests for
approval will be made in accordance with Condition 18. Exhibit G may be updated from time to
time as appropriate. The Lessee will be provided a copy of the updated Exhibit G promptly after
completion of each update.
25.3. Prior to beginning any Alterations, other construction or construction-related work,
excavating, demolition, or restoration, the Lessee shall determine whether asbestos is present. The
Lessee shall not occupy or conduct any activities in any, or part of a, facility as described in
Condition 5 if the facility or facilities that, at the inception of this Lease, contain damaged or
deteriorated ACM, as that term is defined in Condition 11.6 of this Lease, until any damaged or
deteriorated ACM has been remediated in accordance with Conditions 11.5 and 11.6.
25.4. The Lessee acknowledges that lead-based paint (LBP) may be present in and on
facilities and equipment within the Leased Premises. The Lessee shall be responsible for ensuring
that any LBP is maintained in good condition, for eliminating any hazards that develop during the
interim lease, and for managing all LBP and potential LBP in compliance with all applicable laws
and regulations.
25.4.1. If the Leased Premises contains "target housing," the Lessee hereby
acknowledges the required disclosure in accordance with the Residential Lead-Based Paint Hazard
Reduction Act of 1992, 42 U.S.C. § 4852d (Title X), of the presence of any known LBP and/or LBP
hazards in target housing constructed prior to 1978; the receipt of available records and reports;
receipt of the lead hazard information pamphlet; and inclusion of the 24 C.F.R. pt. 35, Subpart H,
and 40 C.F.R. pt. 745, Subpart F, disclosure and lead warning language in the Title X Lead-Based
Paint Disclosure Statement attached as Exhibit I to this Lease. The Lessee shall sign the attached
Title X Lead-Based Paint Disclosure Statement simultaneously with this Lease.
25.4.2. For purposes of this Lease, "target housing" means any housing constructed
prior to 1978, except housing for the elderly or persons with disabilities (unless any child who is
less than six (6) years of age resides or is expected to reside in such housing), and any zero-
bedroom dwelling.
25.4.3. The Lessee agrees that in ma(cing any improvements to the Leased Premises
defined as target housing by Title X and constructed prior to 1960, LBP hazards will be abated by
a certified contractor in accordance with Title X before use of such improvements as a residential
dwelling (as defined in Title X). The Lessee further agrees that in its use and occupancy of the
Leased Premises with respect to target housing, it shall comply with Title X and all applicable
Federal, State, and local laws relating to LBP; and that the Government assumes no liability for
damages for personal injury, illness, disability, or death, to the Lessee, its successors or assigns, or
to any other person, including members of the general public, arising from or incident to the
purchase, transportation, removal, handling use, disposition, or other activity causing or leading to
contact of any kind whatsoever with lead-based paint on the Leased Premises, whether the Lessee,
its successors or assigns have properly warned or failed to properly warn the individual(s) injured.
25.5. The Lessee shall protect any wetlands found or identified on the Leased Premises
from destruction, loss, or degradation, consistent with the requirements of state and federal laws
and regulations. Construction or ground disturbance on or near wetlands is prohibited under this
Lease.
26. Reserved
27. Amendments
27.1. This Lease may be amended at any time by mutual agreement of the Parties only in
one writing and signed by a duly authorized representative of each of the respective Parties.
Amendments to this Lease executed on behalf of the Government must be signed at the level of
Director, AFRPA, or higher.
28. Government Control of Base
28.1. The use and occupation of the Leased Premises shall be subject to the general
supervision and approval of the Commander and to reasonable rules and regulations that the
Commander may prescribe from time to time.
28.2. The Lessee acknowledges that it understands that the Base is an operating military
installation and that Lessee's operations may from time to time be hampered by temporary
restrictions on access, such as identity checks and auto searches. The Lessee further acknowledges
that the Government strictly enforces Federal laws and Air Force regulations concerning
controlled substances (drugs) and agrees that the Government will not be responsible for lost time
or costs incurred due to delays in entry, temporary loss of access, barring of individual employees
from the base under Federal laws authorizing actions, limitation, or withdrawal of an employee's
on-base driving privileges, or any other security action that may cause employees to be late to or
unavailable at their work stations, or delay arrival of parts and supplies.
29. Liens and Mortgages
29.1. The Lessee shall not engage in any financing or other transaction creating any
mortgage lien upon the Leased Premises; place or suffer to be placed upon the Leased Premises
any other lien or other encumbrance; or suffer any levy or attachment to be made on the Lessee's
interest in the Leased Premises. Any mortgage, encumbrance, or lien shall be deemed to be a
violation of this Condition and constitute a failure to comply with the terms of this Lease on the
date of its execution or filing of record regardless of whether or when it is foreclosed or otherwise
enforced.
30. Notice of Hazardous Substances
30.1. Exhibit J contains information concerning hazardous substances, if any, that have
been stored for one (1) year or more, or are known to have been released or disposed of, on certain
portions of the Leased Premises, and the date(s) that the storage, release, or disposal took place.
31. Reportin� to Con�ress
31.1 This Lease is not subject to the reporting requirements of 10 U.S.C. § 2662.
32. Exhibits
32.1. Ten (10) exhibits are attached to and made a part of this Lease, as follows:
Exhibit A- Description of Leased Premises
Exhibit B- Map of the Leased Premises
Exhibit C— Rent Escalation Schedule
Exhibit D- Physical Condition Report
Exhibit E- Environmental Baseline Survey
Exhibit F- Joint Use Agreement
Exhibit G- Areas of Special Notice
Exhibit H- Utility Sale Contract(s)
Exhibit I- Lead-Base Paint Disclosure (if applicable)
Exhibit J- Notice of Hazardous Substances
33. Modifications
Prior to execution of this lease, the following, additions, deletions, and modifications were made:
Paragraphs 1.3, 5.5, 5.6, 8.3.1,10.2, 16.4,18.4,18.7, 21.1.2 and 23.1 were modified.
Paragraph 5.1 was deleted and reserved.
Paragraph 21.1.4 was added.
Exhibit A— Description of Leased Premises
A tract or parcel of land for the Municipal Airport located in Wichita County, Texas, more particularly described as
follows:
Commencing at the southeast corner of the William Anglin Survey, same being the most northerly northeast
corner of the W. Harvey Survey, Abstract No. 96; thence N 45° 03' W, 6598 feet;
Thence N 89° 53' W, 1351 feet;
Thence S 12° 23' W, 22.8 feet;
Thence S 89° 37' W, 1600 feet;
Thence S 12° 46' W, 162 feet to Point of Beginning;
Thence S 12° 46' W, 600.2 feet;
Thence S 89° 34' W, 1744.9 feet;
Thence S 8° 52' W, 310 feet;
Thence S 2° 22' W, 199 feet;
Thence S 0° 08' E, 1932.6 feet;
Thence S 89° 52' W, 100 feet;
Thence N 0° 08' W, 1932.6 feet;
Thence N 2° 22' E, 199 feet;
Thence N 8 52' E, 548.5 feet;
Thence N 13° 50' E, 273.3 feet;
Thence N 49° 35' E, 775.5 feet;
Thence N 40° 25' W, 161 feet;
Thence N 49° 35' E, 701 feet;
Thence S 40° 25' E, 1287 feet,
Thence S 84° 0' E, 21.3 feet to Point of Beginning, containing a calculated 2,198,167.63 sq. ft. or 50.46
acres, more or less. (Together with all existing Government owned improvements located on said land as reflected
by the inventory and condition report hereinafter referred to.)
AND
A tract of land situated in the County of Wichita, State of Texas, being part of the William Anglin Survey, Abstract
No. 2, within the boundary of Sheppard Air Force Base Military Reservation and being more particularly described
as follows:
COMMENCING at the southeast corner of the William Anglin Survey, Abstract No. 2, same being
the most northerly northeast corner of the W. Harvey Survey, Abstract No. 96;
THENCE North 45°03' West a distance of 6598.00 feet;
THENCE North 89°53' West, a distance of 1351.00 feet;
THENCE South 12°23' West, a distance of 22.80 feet;
THENCE South 89°37' West a distance of 1600.00 feet;
THENCE South 12°46' West a distance of 162.00 feet;
THENCE South 12°46' West a distance of 600.20 feet;
THENCE South 89°34' West a distance of 1744.90 feet;
THENCE South 08°52' West a distance of 310.00 feet;
THENCE South 02°22' West a distance of 199.00 feet;
THENCE South 00°08' East a distance of 1932.60 feet;
THENCE South 89°52' West a distance of 100.00 feet;
THENCE North 00°08' West a distance of 1932.60 feet;
THENCE North 02°22' East a distance of 199.00 feet;
THENCE North 08°52' East a distance of 548.50 feet;
THENCE North 49°35' East a distance of 775.50 feet;
THENCE North 40°25' West a distance of 161.00 feet to the Point of Beginning, said point being located in
the southern boundary of T�iway C(Center);
THENCE South 49°35' West, along the southerly boundary of Taxiway C(Center) a distance of 1643.55 feet
(calculated) to a point for the southwest corner of said taaciway and the southeast corner of Runway 17/35;
THENCE North 00°29' West, along the east boundary of Runway 17/35 a distance of 65.21 feet (calculated) to
a point for the northwest corner of Taxiway C(Center);
THENCE North 49°35' East, along the northerly boundary of Taaciway C(Center) a distance of 3704.76 feet
(calculated) to a point in the northerly intersection of Taxiways D, C(East), and C(Center), said location also
being the northwest corner of Taaciway C(Center);
THENCE South 70°00' East, crossing the intersection of T�iways D, C(East), and C(Center) a distance of
57.50 feet (calculated) to a point in the southerly intersection of Taxiways D, C(East), and C(Center), said
location also being the southeast corner of Taxiway C(Center);
THENCE South 49°35' West, along the southerly boundary of Taxiway C(Center) a distance of 2131.45 feet
(calculated) to the Point of Beginning, containing a calculated 187,005 sq. ft. or 4.29 acres of land more or
less.
AND
A tract of land situated in the County of Wichita, State of Texas, being part of the William Anglin Survey, Abstract
No. 2, being part of the R. Brown Survey, Abstract No. 521, and being part of the Thomas Bailey Survey, Abstract
No. 20 within the boundary of Sheppard Air Force Base Military Reservation and being more particularly described
as follows:
COMI��NCING at the southeast corner of the William Anglin Survey, Abstract No. 2, same being
the most northerly northeast corner of the W. Harvey Survey, Abstract No. 96;
THENCE North 45°03' West a distance of 6598.00 feet;
THENCE North 89°53' West, a distance of 1351.00 feet;
THENCE South 12°23' West, a distance of 22.80 feet;
THENCE South 89°37' West a distance of 1600.00 feet;
THENCE South 12°46' West a distance of 162.00 feet;
THENCE South 12°46' West a distance of 600.20 feet;
THENCE South 89°34' West a distance of 1744.90 feet;
THENCE South 08°52' West a distance of 310.00 feet;
THENCE South 02°22' West a distance of 199.00 feet;
THENCE South 00°08' East a distance of 1932.60 feet;
THENCE South 89 West a distance of 100.00 feet;
THENCE North 00°08' West a distance of 1932.60 feet;
THENCE North 02°22' East a distance of 199.00 feet;
THENCE North 08°52' East a distance of 548.50 feet;
THENCE North 49°35' East a distance of 775.50 feet;
THENCE North 40°25' West a distance of 161.00 feet to a point located in the southern boundary of Taxiway
C (Center);
THENCE South 49°35' West, along the southerly boundary of Taxiway C(Center) a distance of 1643.55 feet
(calculated) to the Point of Beginning, said point also being the southwest corner of Taxiway C(Center) and
the southeast corner of Runway 17/35;
THENCE South 89°31' West, along the south boundary of Runway 17/35 a distance of 150 feet (calculated) to
a point located in an easterly corner far Taaciway C(West) and the southwest corner of Runway 17/35;
THENCE North 00°29' West, along the west boundary of Runway 17/35 a distance of 7020 feet (calculated) to
a point in the southwesterly intersection of Taxiways E(West), E(East) and Runway 17/35, location also being
the northwest corner of said Runway;
THENCE North 89°31' East, crossing the intersection of T�iways E(West), E(East) and Runway 17/35 a
distance of 150 feet (calculated) to a point in the southeasterly intersection of Taxiways E(West), E(East) and
Runway 17/35, said location also being the northeast corner of Runway 17/35;
THENCE South 00°29' East, along the east boundary of Runway 17/35 a distance of 7020 feet (calculated) to
the Point of Beginning, containing a calculated 1,053,000.00 sq. ft. or 24.17 acres of land more or less.
The above listed parcels contain a total of 78.92 acres, more or less.
Exhibit B— Map of the Leased Premises
■ �;,i�-'� �_..��. ���� � �� � �
;�--•�, _,,� •cbl � ,� \\ � 1 � i
—�` � �x... .�TO \ '/� ��\'� � •a
.—�"—JC_=.� �._'
„ -- — � ._�_ ����� _----� '1
^ -- �/ \ � --- \\ \
_ �;'� �:
\ �
I��, :�'�, i !� y � �
� �I . I � \\\\ \ `' \ ` \`�\
�� \ �
l� ' i \� ��, � , `
� �' a � � i ���\\`, � `� �� � � ��
�,:; , ` �
� �c ,� I ��� e � \ �
� � , � � � �� \� �J 1
� "'i �� '�� :r �`� �� A �
� �� _ , E� ;° ����, �� � ��
' f' 'i ` �� \�,�-%' : � J
/// \ � /
� .
L�fbi I ; '� '� / \ / /
: i` \\ � / C
� � � (� I I � `, \ �' �\\
C \
`i ! J i L._.__ � F \\ 1
� y�� , � � `f � \
� � �
� �� ��- �-- ° 1 �
�� n �� x {
iC I ` i
� �
�i� �
, I , \ '�� �,
_�� �� 'i �\ \ �` �
o��� � ��
^�� � \ \
; �-�!_ �, � \ , .�,
� �,
�, - ,�� . „� � �,
!� t�� _�� `�� � � ` ` �
.�
J� �'� '' � � � \ \
-;� ;, �� � -�\�, ,
� �' , � ,
� ��': , ti
�V� r ' �, � �
� ���� ��, I r
�-ia���i;�' � � � �� �
' � ' -; � � �
A k ' `% � �
�_. -��; � ----
i��� ' � I� i � ,� ''�` _� __' . .y� ��-
��: � \ �\� � I � 4�� �� // ;�, l �
'� ���\\�\ �I\ I \\_ � �' ��- - '" ��
/ `
� �' � \
� ,, I \ �..,.e � ��7{„ ,,. ^,,, �
�� > ! p ��
�� _ I . '' `; \ �. N I . �>�� --�� t
:� � � � �`�\ . � ^� �k!� f . �" �t
! , l I ; _1, �9
} j i � ��"',�'�. ` yJ �
, � •G �� �
� � w � .
�, � ' � , � . — �-��� ,�.
� ` ,�� �< II
, , �
, �-: �.. .
� � � �\_�.1���
� �� (. ���_ �'"/�
\ � �"�_ �. . ;
� � �----- - "� -�- ' �
-- �-- -
-- ---___ _ — — ---
---�--- �.
� a /�/`- -r
EXHIBIT C
RENT ESCALATION SCHEDULE
Payment yearly Payment Payment Date payment yearly Payment Payment Date
Schedule Schedule
Year 1 $33,200.00 I S-May-09 Year 26 $69,513.43 15-May-34
2 $34,196.00 15-May-10 27 $71,598.83 15-May-35
3 $35,221.88 15-May-11 28 $73,746.79 15-May-36
4 $36,278.54 15-May-12 29 $75,959.20 15-May-37
5 $37,366.89 15-May-13 30 $78,237.97 15-May-38
6 $38,487.90 15-May-14 31 $80,585.11 15-May-39
7 $39,642.54 15-May-15 32 $83,002.67 15-May-40
8 $40,831.81 15-May-16 33 $85,492.75 15-May-41
9 $42,056.77 15-May-17 34 $88,057.53 15-May-42
10 $43,318.47 15-May-18 35 $90,699.26 15-May-43
11 $44,618.02 15-May-19 36 $93,420.23 15-May-44
12 $45,956.56 15-May-20 37 $96,222.84 15-May-45
13 $47,335.26 15-May-21 38 $99,109.53 15-May-46
14 $48,'755.32 15-May-22 39 $102,082.81 15-May-47
15 $50,217.98 15-May-23 40 $105,145.30 15-May-48
16 $51,724.52 15-May-24 41 $108,299.65 15-May-49
17 $53,276.25 15-May-25 42 $111,548.64 15-May-50
18 $54,874.54 15-May-26 43 $114,895.10 15-May-51
19 $56,520.78 15-May-27 44 $118,341.96 15-May-52
20 $58,216.40 15-May-28 45 $121,892.22 15-May-53
21 $59,962.89 15-May-29 46 $125,548.98 15-May-54
22 $61,761.78 15-May-30 47 $129,315.45 15-May-55
23 $63,614.63 15-May-31 48 $133,194.91 15-May-56
24 $65,523.07 15-May-32 49 $137,190.76 15-May-57
25 $67,488.76 15-May-33 50 $141,306.49 15-May-58
Exhibit D— Physical Condition Report
This is to confirm that the undersigned, as the Lessee of the Leased Premises pursuant to that certain Lease of
Property dated as of the date first set forth above by and between the Secretary of the Air Force (the "Government"),
and the undersigned, which Leased Premises consists of terminal building and land (50.73 acres), taxiway C(4.29
acres) and runway 17/35 (24.17 acres) has inspected the Leased Premises and all environmental reports concerning
the Leased Premises provided to the undersigned by the Government, is familiar with the condition and
characteristics of the Leased Premises and agees, except as otherwise expressly provided in the Lease of Property,
to accept the Leased Premises in "as-is, where-is" condition, without any representation or warranty by the
Government concerning the condition of the Leased Premises and without obligation of the part of the Government
to make any alterations, repairs, ar improvements to the Leased Premises all in accordance with and subject to the
terms of the aforementioned Lease of Property. Except as otherwise defined in this Acknowledgement, the terms
used herein shall have the same meanings as set forth in the Lease of Property.
By:
Lessee Name:
Title:
Exhibit E— Environmental Baseline Survey
SHEPPARD AFB
ENVIltONMENTAL BASELINE SURVEY AND RECERTIFICATION ARE ATTACHED
Exhibit F— Joint Use Agreement
(Finalized Joint Use Agreement will be inserted here)
Exhibit G— Areas of Special Notice
There are no Areas of Special Notice within the leased area.
Exhibit H— Utility Sale Contract(s)
There are no purchases from the Government of utility services and therefore a separate utility sale
contract is not required.
Exhibit I— Lead-Base Paint Disclosure (if applicable)
Far purposes of this Lease, "target housing" means any housing constructed prior to 1978, except
housing for the elderly or persons with disabilities (unless any child who is less than six (6) years of age
resides or is expected to reside in such housing), and any zero-bedroom dwelling.
These Leased Premises do not contain "target housing," and therefore Title X Lead-Based Paint
Disclosure Statement is not required for this Lease.
Exhibit J— Notice of Hazardous Substances
There have been no hazardous substances stored, or are known to have been released ar disposed of, on
any portion of the Leased Premises.
IN WITNESS WHEREOF, I have set my hand by authority of the Secretary of the Air
Force.
TIIE UNITED STATES OF AMERICA
by the Secretary of the Air Force
BY:
KATHLEEN I. FERGUSON, P.E.
Deputy Assistant Secretary of the Air Force
(Installations)
T�IIS LEASE is executed by the Lessee this day of , 20_
B
Attest:
JOINT USE AGREEMENT
BETWEEN
THE CITY OF WICHITA FALLS, TEXAS
AND
THE UNITED STATES AIR FORCE
This Joint Use Agreement ("Agreement") is made and entered into this day of
2009, by and between the Secretary of the Air Force, for and on behalf of the United States of America
(hereafter the "Air Force") and the City of Wichita Falls, Texas ("City"), a public body eligible to
sponsor a public airport.
RECITALS
A. The Air Force owns runways 15R/33L, 15C/33C, 15L/33R, and 17/35 and associated flight facilities
located at Sheppard Air Force Base, Texas ("SAFB").
B. The Air Force operates runways 15R/33L, 15C/33C, and 15L/33R and associated flight facilities
located at SAFB except for runway 17/35 (collectively the "Air Force Flying Facilities").
C. The City desires to lease runway 17/35 and use the Flying Facilities at SAFB for general aviation
aircraft and commercial air carriers (scheduled and nonscheduled) (collectively "Civil Aircraft") jointly
with military aircraft ("Civil Flying Facilities").
D. The Air Force considers that this Agreement to be in the public interest, and is agreeable to joint use
of the Air Force Flying Facilities at SAFB and the lease of runway 17/35.
E. The Air Force retains the right to utilize runway 17/35 for emergency and limited military operations
as required by military missions and as directed by air traffic control.
F. Under this agreement the city is able to utilize runways 15L/33R, 15C/33C, and 15R/33L for
emergency and limited operations as directed by air traffic control.
G. This Agreement neither addresses nor commits any Air Force real property or other facilities that may
be required for exclusive use by the CiTy to support either present or future civil operations or activities
in connection with joint use
H. The real property and other facilities needed to support civil aviation operations are already available
to the City.
AGREEMENT
1. AIItCRAFT OPERATIONS
a. The Government hereby authorizes the City to permit civil aircraft equipped with two-way
radios capable of communicating with the SAFB Control Tower to use the Civil Flying Facilities at
SAFB, subject to the terms and conditions set forth in this Agreement and those Federal Aviation
Regulations ("FARs") applicable to civil aircraft operations. Civil Aircraft use of the Air Force Flying
Facilities will be limited to only those necessary to launch and recover aircraft when runway 17/35 is not
available or when use of the Air Force Flying Facilities by civil aircraft is required due to operational or
safety considerations.
b. Civil aircraft operations on runway 17/35 will not count as a civil aircraft landing or takeoff
for purposes of this agreement but will count for the purposes as defined by the lease agreement.
c. Civil aircraft using the Air Force Flying Facilities on official government business as provided
in Air Force Instruction (AFI) 10-1001, Civil Aircraft Landing Permits, are not subject to this Agreement
and shall not otherwise count as a civil aircraft landing or take-off for purposes of this Agreement.
d. Civil aircraft using the Air Force Flying Facilities under the authority of this Agreement shall
be entitled use for landings, take-offs, and ground movements of aircraft and will park only in areas made
available to City and designated by them for that purpose.
e. Civil and military aircraft on official government business will have priority over Civil
Aircraft operating pursuant to this agreement.
f. All ground and air movements of civil aircraft using the Civil Flying Facilities and the Air
Force Flying Facilities at SAFB under this Agreement and movements of all other vehicles across Air
Force taxiways will be controlled by the SAFB Air Traffic Control Tower during published hours of
operations. Civil aircraft activity will coincide with the SAFB Air Traffic Control Tower hours of
operation to the maacimum extent possible. Civil Aircraft operations outside the SAFB Air Traffic
Control Tower published hours of operations are allowed under a waiver granted for the term of the
agreement by HQ USAF/A30-AYO, per AFI 10-1001, Civil Aircraft Landing Permits. This waiver
ensures compliance with applicable Air Force Instructions and Federal Aviation Order (FAAO) 72103
for civil aircraft operations without an operational control tower. The City will reimburse the
Government for any documented expenses directly associated with civil aircraft operations outside
published airfield operating hours. These expenses include, but are not limited to: airfield lighting and
navigational aid costs needed to support civil aircraft operations outside published operating hours and
Air Traffic Control Tower or Air Force airfield management costs associated with extending published
airfield operating hours to support civil aircraft operations. Payments for these costs shall be arranged
and funded (or reimbursed) by the City. Payments/reimbursements shall be made quarterly. Quarters are
deemed to end on December 31, March 31, June 30, and September 30 of each year. These charges will
be in addition to any annual charges paid by the City for use of the Air Force Flying Facilities, any
charges specified in paragraphs 7 and 8 below, and any payment made under any separate lease
agreement.
g. Civil aircraft student pilot training. During periods of Air Force student pilot training at
Sheppard AFB, the Air Force will permit civil aircraft with an instructor pilot and a student pilot on
board to take off from Civil Aircraft Flying Facilities for the purposes of proceeding elsewhere for
training and landings, and allow one approach to a full stop landing upon return. Multiple landings on
the Air Force or Civil Aircraft Flying Facilities while Air Force student pilot training is progress are not
authorized. However, during periods when Air Force student pilot training is not in progress, multiple
student practice landings, when an instructor pilot is onboard the aircraft, will be permitted on the Civil
Aircraft Flying Facilities only. Solo students are not authorized to use the Air Force or Civil Aircraft
Flying Facilities at any time.
2. MAINTENANCE, REPAIIt, AND CONSTRUCTION
a. The Air Force owned airfield pavements, lighting systems, and/or markings, are made
available for use on an "as is, where is" basis. Nothing herein shall be construed to require the Air Force
to improve existing facilities to accommodate civil aircraft using SAFB pursuant to this Agreement. Per
a separate lease agreement, the City shall be responsible for all maintenance, repair, and construction on
runway 17/3 5.
b. Dust or any other erosion or nuisance that is created by, or arises out of, activities or
operations by civil aircraft authorized use of the Air Force Flying Facilities under this Agreement will be
corrected by the City at no expense to the Air Force, using standard Air Force engineering methods and
procedures.
a Coordination with the SAFB Base Civil Engineer is required for planning and construction of
new structures or exterior alternation of existing structures that are owned or leased by the City.
d. The City shall not post any notices or erect any billboards or signs, nor authorize the posting
of any notices or the erection of any billboards or signs, at the Civil Flying Facilities of any nature
whatsoever, other than identification signs attached to buildings, or traffic signs, without prior written
approval from the SAFB Base Civil Engineer.
e. 82nd Training Wing Commander's coordination is required for any planning or construction
that could affect the either the Civil or Air Force Flying Facilities.
3. COMPLIANCE WITH APPLICABLE LAWS
a. City shall comply with the procedural and substantive requirements established by the Air
Force, and Federal, State, and local laws, for the Civil Aircraft Flying Facilities at SAFB and all flight
facilities on City property with respect to the control of air and water pollution; noise; hazardous and
solid waste management and disposal; and hazardous materials management and occupational safety and
health, whether the same now are in force, or that may at anytime in the future be enacted or directed.
b. The City shall comply with all applicable State and local laws, ordinances, and regulations
with regard to licenses or permits to do business and all other matters.
c. Nothing in this Agreement shall be construed to constitute a waiver of Federal supremacy or
Federal sovereign immunity or any immunities provided by law to the City.
d. Responsibility for compliance as specified in this paragraph rests exclusively with the CiTy.
The Air Force assumes no enforcement or supervisory responsibility except with respect to matters
committed to its jurisdiction and authority.
4. AIIt QUALITY AND NOISE RESPONSIBILITIES
The City shall implement civil aircraft noise mitigation plans and controls at no expense to and as
directed by the Air Force, pursuant to the requirements of the SAFB Air Installation Compatible Use
Zone (AICUZ) study and environmental impact statements and environmental assessments, including
supplements applicable to civil aircraft operations at SAFB.
5. SECURITY
City shall comply, at no expense to the Government, with all applicable FAA and US Air Force security
measures and procedures.
6. GROUND HANDLING AND SERVICES
a. The City shall be responsible, when necessary, for providing services, maintenance, and
emergency repairs for civil aircraft authorized to use the Civil Aircraft Flying Facilities under this
agreement at no cost to the Air Force.
b. If Air Force assistance is provided to repair a civil aircraft, the City shall reimburse the
Government for all expenses of such services. Any required reimbursement shall be paid not less
frequently than quarterly. These charges are in addition to the charges specified in paragraph 8.
7. FIItE PROTECTION AND CRASH RESCUE
a. The Air Force maintains the level of Aircraft Rescue Firefighting (ARFF) capability required
to support the military mission at SAFB. The Air Force agrees to respond to fire, crash, and rescue
emergencies involving civil aircraft outside the hangars or other structures within the limits of its
capabilities, equipment, and available personnel only at the request of the City, and subject to
subparagraph b, c, and d below. Air Force ARFF equipment and personnel shall not be routinely located
in the airfield movement area during non-emergency landings by Civil Aircraft.
b. Excluding ARFF equipment and related personnel, City shall be responsible for installing,
operating, and maintaining, at no cost to the Air Force, the equipment and safety devices required for all
aspects of handling and support for aircraft on the ground, as specified in the FARs and National Fire
Protection Association procedures and standards.
c. The City agrees to release, acquit, and forever discharge the Air Force, its officers, agents,
contractors, and employees from all liability arising out of or connected with the use of or failure to
supply in individual cases, Air Force ARFF equipment or personnel for fire control, crash, and rescue
activities pursuant to this Agreement. The City further agrees, to the extent allowable under Texas law,
to indemnify, defend and hold harmless the Air Force, its officers, agents, contractors, and employees
against any and all claims, of whatever description, arising out of or connected with such use of, or
failure to supply Air Force ARFF equipment or personnel.
d. The City shall reimburse the Air Force for expenses incurred by the Air Force for ARFF-
related materials expended in connection with providing service to civil aircraft. These expenses are in
addition to any others directed by this agreement or any separate lease document. Reimbursements shall
be made quarterly. Quarters are deemed to end on December 31, March 31, June 30, and September 30
of each year. If mission essential, the Air Force may, at its option, with concurrence of the National
Transportation Safety Board, remove damaged civil aircraft and associated debris from Air Force -owned
pavements or property and shall follow existing Air Force directives and/or instructions in recovering the
cost of such removal.
e. Failure to comply with the above conditions, upon reasonable notice to cure or upon
termination of this Agreement under the provisions of paragraph 12, may result in termination of ARFF
response by the Air Force.
£ The Air Force commitment to assist the City with fire protection shall continue only so long as
an ARFF organization is authorized for military operations at SAFB. The Air Force shall have no
obligation to maintain or provide an ARFF organization or equipment; to provide any increase in ARFF
equipment or personnel; or to conduct training or inspections for purposes of assisting the City with fire
protection.
8. PAYMENTS
a. The City shall reimburse the Air Force for its share of the operating costs associated with the
City's use of the Air Force Flying Facilities. The fee will be determined through a Letter of Agreement
(LOA) negotiated between the Air Force and the City no later than one (1) year after the Effective Date
of this Agreement. The LOA shall address actual Air Force operational expenditures associated with the
Air Force Flying Facilities. Civil Aircraft fair share use based on their percentage of overall operations of
the Air Force Flying Facilities and will account for and include offsets for Air Force use of the Civil
Aircraft Flying Facilities. For the purposes of this agreement, an operation is a takeoff or a landing. The
method of determining the number of civil aircraft landings and takeoffs will be delineated in the LOA.
b. Notwithstanding the provisions in paragraph 8a, proportional payments by the City will be due
or owing under this Agreement beginning on the first day of the new Air Force fiscal year (October l to
September 30`'') three (3) years after the Effective Date of this Agreement (as defined in paragraph 11 of
this Agreement) to allow the Air Force and the City to develop and refine accounting procedures, cost
estimates, and reimbursement procedures under this Agreement. All payments due pursuant to this
Agreement shall be payable to DFAS-LI, 27 Arkansas Rd, Suite 300, Limestone ME 04751-6216, ATTN:
MISCNON CONTRACT TEAM, within thirty (30) days after each quarter. Quarters are deemed to end
on December 31, March 31, June 30, and September 30. Payment shall be made promptly when due,
without any deduction or setof£ Interest at the rate prescribed by the Secretary of the Treasury of the
United States shall be due and payable on any payment required to be made under this Agreement that is
not paid within ten (10) days after the date on which such payment is due and end on the day payment is
received by the Air Force.
c. The City may collect fees and charges from civil aircraft authorized use of SAFB under this
Agreement; however, the City is responsible for payment to the Air Force as set forth in paragraph 8a,
whether or not fees are charged or collection efforts are successful.
d. Civil aircraft operating at SAFB on official government business are not subject to the City
fees.
e. The City will be responsible for providing an accurate account of civil aircraft operating on the
Air Force Flying Facilities as well as the leased runway 17/35.
9. LIABILITY AND INSURANCE
a. The city will, to the extent allowable by Texas law, assume all risk of loss and/or damage to
property or injury to or death of persons by reason of civil aviation use of Flying Facilities at SAFB
under this Agreement, including, but not limited to, risks connected with the provision of services or
goods by the Air Force to City under this agreement. City further agrees, to the extent allowable by
Texas law, to indemnify and hold harmless the Air Force against, and to defend at City expense, all
claims for loss, damage, injury, or death sustained by any individual or corporation or other entity and
arising out of the use of the Air Force Flying Facilities of SAFB and/or the provision of services or goods
by the Air Force to City or to any user, whether the claims be based in whole, or in part, on the
negligence or fault of the Air Force or its contractors or any of their officers, agents, and employees, or
based on any concept of strict or absolute liability, or otherwise.
b. The City will carry a policy of liability and indemnity insurance satisfactory to the Air Force,
naming the United States Air Force of America as an additional insured party, to protect the Air Force
against any of the aforesaid losses and or liability, in the sum of three (3) million dollars bodily injury
and property damage combined for any one accident. The City shall provide the Air Force with a
certificate of insurance evidencing such coverage. A new certificate must be provided on the occasion of
policy renewal or change in coverage. All policies shall provide that: (1) no cancellation, reduction in
amount, or material change in coverage thereof shall be effective until at least thirty (30) days after
receipt of notice of such cancellation, reduction, or change by the installation commander at SAFB, (2)
any losses shall be payable notwithstanding any act or failure to act or negligence of the City or the Air
Force or any other person, and (3) the insurer shall have no right of subrogation against the United States.
10. THIRD-PARTY DOCUMENTS
The City shall include in contracts, leases, or operating agreements with civil aircraft operators their
responsibility to use flight routes, instrument approaches, and all other procedures established by the Air
Force and the FAA for the City, and for full compliance with applicable provisions of this Agreement.
The City will limit Instrument Flight Rules (IFR) departures off runway 17/35 to 40 operations a
day from Monday to Friday due to the impact to 80 Flying Training Wing Operations on the Air Force
and Civil Flying Facilities.
11. TERM OF AGREEMENT
This Agreement shall become effective upon execution of the parties and shall remain in force and effect
for a term of 50 years.
12. RENEGOTIATION, SUSPENSION. AND TERMINATION
a. If significant changes in circumstances or conditions relevant to this Agreement should occur,
the Air Force and the City may enter into negotiations to revise the provisions of this Agreement,
including financial provisions, upon sixty (60) days written notice to the other party. Any such revision
or modification of this Agreement shall require written mutual agreement and signatures of both parties.
Unless such agreement is reached, this Agreement shall continue in full force and effect, subject to
termination or suspension under this section.
b. Notwithstanding any other provision of this Agreement, the Air Force may temporarily
suspend this Agreement at any time during any national or State emergency, present or future, declared
by the President or the Congress of the United States or the State of Texas during the period of such
emergency.
c. Notwithstanding any other provision of this Agreement, the Air Force may terminate this
Agreement (1) at any time by the Secretary of the Air Force, giving sixty (60) days written notice to the
City, provided that the Secretary of the Air Force determines, in writing, that paramount military
necessity requires that joint use be terminated, or (2) in the event the City violates any of the terms and
conditions of this Agreement and continues and persists therein for thirty (30) days after written
notification to cure such violation, or (3) in the event that City ceases operation of the civil activities at
SAFB for a period of one (1) year. In addition to the above rights, the Government may at any time
suspend this Agreement if violations of its terms and conditions by the City create a significant danger to
safety, public health, and/or the environment.
13. GENERAL PROVISIONS
a. The City shall neither transfer nor assign this Agreement without the prior written consent of
the Air Force.
b. The failure of either the Air Force or the City to insist, in any one or more instances, upon the
strict performance of any of the terms, conditions, or provisions of this Agreement, shall not be construed
as a waiver or relinquishment of the right to the future performance of any such terms, conditions, or
provisions. No provision of this Agreement shall be deemed to have been waived by either party unless
such waiver be in writing signed by such party.
14. NOTICES
a. No notice, order, direction, determination, requirement, consent, or approval under this
Agreement shall be of any effect unless it is in writing and received as provided herein.
b. Written communication to the City shall be delivered or mailed by certified mail to:
City Manager
City of Wichita Falls
P.O. Box 1431
Wichita Falls, Texas 76307
c. Written communication to the Air Force shall be delivered or mailed by certified mail to:
82 TRW/CC
419 G. Ave., Suite 1
Sheppard AFB, Texas 763 1 1-294 1
15. OTHER AGREEMENTS
a. The parties have entered into a Lease No. dated , 2009 covering
certain premises on SAFB for a term of fifty (50) years beginning , 2009.
b. This agreement supersedes and replaces the Joint Use Agreement dates 14 Jan 195'7, between
the Parties.
c. This Agreement does not affect the Agreement for Mutual Aid in Fire Protection and
Hazardous Materials Incident Response (US) between SAFB and City.
IN WITNESS WHERE, the respective duly authorized representative of the parties hereto have
executed this Agreement on the date set forth below opposite their respective signatures.
UNITED STATES AIR FORCE
Date:
By:
KATHLEEN I. FERGUSON, P.E. Deputy
Assistant Secretary of the Air Force (Installations)
CITY OF WICHITA FALLS
Date:
By:
DARRON LEIKER, City Manager