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HomeMy WebLinkAboutECAT C02-307 Northwest Airlines_first amendmentC,o2-.307-70 FIRST AMENDMENT TO EAGLE COUNTY AIR TERMINAL CORPORATION "SIGNATORY AIRLINE -TYPE C" TERMINAL BUILDING LEASE THIS FII :'T AMENDMENT to the Eagle County Air Terminal Corporat,-)a Signatory Airline -Type C T•�.minal Building Lease (hereinafter "First Amendment") is madr rmd entered into this �Z ay of Wo v tf-_"be 2002, by and between Eagle County Air Terminal Corporation, a not for profit 63-20 Corporation of the State of Colorado, hereinafter called "Corporation" and Northwest Airlines,' drporation organized and existing under the laws of the State of Minnesota and authorized to do business in the State of Colorado, hereinafter called "AIRLINE." RECITALS The circumstances surrounding the making of this First Amendment are as follows: A. The parties to this First Amendment entered into the Signatory Airline -Type C Terminal Building Lease Agreement ("Agreement") on May 29, 2001 for a one year term from the date of beneficial occupancy. B. The parties wish to extend that Agreement for an additional one year term. Paragraph 18.9 of the Agreement provides that the Agreement may be amended in writing and executed by duly authorized representatives of the parties. C. The parties agree and acknowledge that all improvements related to the expansion of the Terminal Building as identified in the Agreement have been completed by the Corporation and accepted by the AIRLINE. AGREEMENT THEREFORE, based upon and in consideration of the recitals, promises and covenants set forth herein and those set forth in the Agreement, the parties hereto agree to amend the Agreement as follows: 1. Section 1.1 (E) which contains the definition for "Date of Beneficial Occupancy" or "DBO" is hereby deleted. 2. Section 2.1 Term shall be amended to read as follows: " Section 2.1 Term. This Agreement shall become effective at 12:01 a.m. local time on November 21, 2002, hereinafter called the `Effective Date", and continue for one year, expiring at 11:59 p.m. on November 21, 2003 subject to prior termination as provided in Article 14 hereof." 3. Section 4.1 Construction Expansion shall be amended to read as follows: " Section 4.1 Construction Expansion. The CORPORATION has constructed an expansion to the new passenger facility at the AIRPORT substantially in accordance with the schematic drawings, dated December 15, 2000, prepared by the Van Sant Croup (the "TERMINAL BUILDING"). The CORPORATION -vill also make avri)able to airlines using the TERMINAL BUILDING an outbound*. curbside and airline ticket office baggage system. In addition, the CORPORATION has purchased the Commercial Passenger Service Rights from Vail Valley Jet Center (the "FBO")." 4. Section 4.4 Construction Completion, Section 4.5 Temporary Facilities and Section 4.7 Corporation's Improvement of Space as set forth in the Agreement are hereby deleted as all work identified in those paragraphs has been performed. 5. Section 5.1 Terminal Building Space shall be amended to read as follows: "Section 5.1 - TERMINAL BUILDING SPACE A. AIRLINE hereby leases the following areas (hereinafter referred to as AIRLINE'S "EXCLUSIVE USE SPACE," and "JOINT USE SPACE") in the TERMINAL BUILDING being more particularly delineated on Exhibit "A," as the same may be amended from time to time, and constituting approximately 865 square feet EXCLUSIVE USE SPACE and one and one-half (1-1/2) ticket counter positions along with approximately 36,328 square feet JOINT USE SPACE: EXCLUSIVE USE SPACE: Ticket Counter Ticket Offices Operations Offices JOINT USE SPACE Baggage Claim Outbound Curbside Baggage System Security Screening Area Holdrooms" The remainder of Section 5.1 shall remain in full force and effect as set forth in the Agreement. 6. Section 6.1 TERMINAL BUILDING Capital Improvement Program shall be amended to read as follows: "Section 6.1 TERMINAL BUILDING Capital Improvement Program. A. The parties recognize that capital development of the TERMINAL BUILDING may be required during the term of this Agreement to preserve, protect, enhance and expand or otherwise improve the TERMINAL BUILDING or any part thereof. B. The CORPORATION has incurred indebtedness and made expenditures for capital improvements at the TERMINAL BUILDING, and all costs associated with capital improvements including financing costs, if any, shall be included in the calculations of TERMINAL BUILDING REQUIREMENT." 7. The final sentence of Section 7.2 Base Rent and Base Rent Premium shall be amended to read as follows: "The Base Rent and Base Rent Premium shall be paid in four equal monthly installments on December 1, 2002, January 1, 2003, February 1, 2003 and March 1, 2003." 8. The final paragraph of Section 8.2 (A) Base Rent Allocation Among Air Transportation Companies shall be amended to read as follows: "CORPORATION has calculated the base rent equivalent square footage rate based on the actual space constructed and rented by all AIRLINEs. That calculation is attached hereto as Exhibit B." 9. Section 14.1 Events Permitting Termination of Agreement by AIRLINE is hereby amended by the deletion of paragraphs 14.1 (A) and 14.1 (B). Those sections no longer apply due to completion of the Terminal Building. 10. Article 17 (1) and (2) are hereby amended as follows: "(1) Mr. Ed Storer, Manager Eagle County Air Terminal Corporation P.O. Box 850 Eagle, CO 81631 Telephone: (970) 524-8246 Fax: (970) 524-8247 and also Eagle County Attorney P.O. Box 850 Eagle, CO 81631 (2) AIRLINE ATTN: Telephone: Fax: 17 11. Any reference to Exhibit A in the Agreement or this First Amendment shall mean the Exhibit A which is attached to this First Amendment and incorporated herein by reference. 12. Any reference to Exhibit B in the Agreement or this First Amendment shall mean the Exhibit B which is attached to this First Amendment and incorporated herein by reference. 13. The terms of the Agreement shall continue in full force and effect except as modified by this First Amendment. IN WITNESS WHEREOF the parties hereto have executed this First Amendment on the day and year first written above. CORPORATION: EAGLE COUNTY AIR TERMINAL CORPORATION By: qkt-e A�m Tom . Stone, President AIRLINE By: JAMES M. GREENU ALD, VP FACILITIES AND AIARGAT AIRS (Title) AIRLIr AMERICA eso ns 5F TIGHT U gpT 5F ATD/OPSTORAM pp 5p Maw= to 5F SB F Y w STORK# 52 W TOTAL 153 IN w 5F 133 SF 131 5P 3Ti 5F 2918 5F EXHIBIT Eo AIRPO AIRLINE Q 41mVW IVLL6 ATML TOi�ENMmm �� �mar°N <�ne°a�w�wnea"�a cammamwrvwn. ECATALRENT0203.123 EACn�COUNTY AIR TERMINAL CORPM4.XION Exhibit B Calculation of Terminal Rent for Ski Season 2002-03 (Total Errors Are Due to Addition of Calculated Amounts) Exclusive and Joint Use Space; RatelSq Ft Calculation 23-Jul-02 Exclusive Sq Ft RatelSq Ft Space Rent American 4,512 $45.23 $204,098 United 2,918 $45.23 131,995 Delta 1,082 $45.23 48,944 Northwest 865 $45.23 39,128 Continental 1,825 $45.23 82,553 Total Exclusive Space/Rent 11,202 $506,718 Total Joint Use Space 36,328 Total Exclusive and Joint Space 47,530 Terminal Rent per Section 8 $2.150,000 Total Exclusive and Joint Space 47,530 Calculated Rental RatelSq Ft $45.23 Terminal Rent per Section 8 $2,150,000 Less Exclusive Space Rent (506,718) Total Joint Rent to Allocate $1.643.282 Less FBO Business Purchase Joint Rent (635,925) 20% 80% Total Joint Space Rent to Allocate $1,007,357 $201,471 $805,886 Joint Space Rent Allocation Joint 20°% Equal 2001 Actual Market 80% Allocated Space Share Enplanements Share Share Rent American $40,294 80,772 47.6°% $383,292 $423.587 United 40,294 45,371 26.7% 215,302 255,596 Delta 40,294 12,109 7.1 % 57,462 97,756 Northwest 40,294 16,489 9.7°% 78,246 118,541 Continental 40,294 15,085 8.9% 71,584 111,878 Total $201,471 169,826 100.0% $805,886 $1,007,357 FBO Business Purchase Joint Rent Allocation FBO FBO Business Market Business Purchase Share Purchase Joint Rent American 47.6% $635,925 $302,456 United 26.7°% $635,925 169,895 Delta 7.1 % $635,925 45,343 Northwest 9.7% $635,925 61,744 Continental 8.9% $635,925 56,487 100.0% $635,925 Page 1 of 2 r I EA i COUNTY AIR TERMINAL CORPC.�TION ECATALREW0203.123 Exhibit B Calculation of Terminal Rent for Ski Season 2002-03 (Total Errors Are Due to Addition of Calculated Amounts) 23-Jul-02 Components of Airline Terminal Rent (Excludes Refund of Net Concession Revenue Share After Year End) 1st Year 2nd Yr & Later American (10 Mr lease): Base Rent - Exclusive Allocated Base Rent - Joint (20°% Equal Shares) Allocated Base Rent - Joint (80% Enplanements) Allocated Base Rent - FBO Business Purchase (00%/100%) Less Adjustment Due to AA $750,000 Cap Total American Rent United (10 Year Lease): Allocated Base Rent - Exclusive Allocated Base Rent - Joint (20°% Equal Shares) Allocated Base Rent - Joint (80% Enplanements) Allocated Base Rent - Business Purchase (00%/100%) Less Adjustment Due to UAL $850,000 Cap Total United Rent Delta (1 Year Leasel: Allocated Base Rent - Exclusive Allocated Base Rent - Joint (20% Equal Shares) Allocated Base Rent - Joint (80% Enplanements) Total Space Rent Base Rent Premium (25%) Allocated Base Rent - FBO Business Purchase (00/o/100%) Total Delta Rent Northwest (1 Year Lease): Allocated Base Rent - Exclusive Allocated Base Rent - Joint (20% Equal Shares) Allocated Base Rent - Joint (80% Enplanements) Total Space Rent Base Rent Premium (25°%) Allocated Base Rent - FBO Business Purchase (00/6/100%) Total Northwest Rent Continental (1 Year [Lease): Allocated Base Rent - Exclusive Allocated Base Rent - Joint (20% Equal Shares) Allocated Base Rent - Joint (80% Enplanements) Total Space Rent Base Rent Premium (25%) Allocated Base Rent - FBO Business Purchase (00/6/100%) Total Continental Rent Total Airline Rent: Total Base Rent - Exclusive Total Allocated Base Rent - Joint Total Base Rent Premium Allocated Base Rent - FBO Business Purchase (0%/100%) Less Adjustment Due to AA $750,000 Cap Less Adjustment Due to UAL $850,000 Cap Total Rent Page 2 of 2 Annual Payments (4) Payments (12 $204, 098 40,294 383,292 302.456 (180,141) $750,000 $131,995 40,294 215,302 169.895 0 $557,485 $48.944 40,294 57,462 $146.700 36,675 45,343 $228,718 $57,179 $39,128 40,294 78,246 $157,668 39,417 61,744 258 830 64 707 $82,553 40,294 71,584 $194,431 48,608 56,487 $299,526 $74,881 $506,718 1.007,357 124,700 635,925 (180,141) 0 �62,500 146,457 $2 094,559 $196,768 $108,957 DISTRIBUTION Orisinm to 1. Contract Book 2. ,LG. - 3. 1tii e2 &: �— 4. �RDrn Qiul s —to.• i A:xourcng OFFICE OF THE COUNTY ATTORNEY (970) 328-8685 FAX (970) 328-8699 L/ EAGLE COUNTY COLORADO November 15, 2002 Ms. Dawn M. Hughes Regional Director, Airport Affairs NORTHWEST AIRLINES, INC. 2700 Lone Oak Parkway, Mail Stop A1135 Eagan, MN 55121-1534 Eagle County Building N./ P.O. Box 850 500 Broadway Eagle, Colorado 81631-0850 Dear Ms. Hughes: Please find enclosed your red -stamped, fully -executed original of the First Amendment to Eagle County Air Terminal Corporation "Signatory Airline -Type C" Terminal Building Lease. Please call our office if you have any comments or questions. Thanks! Sincerely, Lucy Grewe 4'jt� Administrative Assistant Enc.