Bradley C. Michaud Office ofthe CityAttorney City Hall brad ley. michaud@smgov.net

City of Santa Monica® 1685 Main Street Room 310 Santa Monica CA 90407-2200

Office ofthe ChiefCounsel AGC-600 Federal AviationAdministrative 800 Independence Avenue SW Washington, DC 20591 Attention: FAAPart 16 Docket Clerk October20, 2014

Re: 

### FAADocketNo.16-14-04 DearDocket Clerk: Enclosed please find an original and 3 copies ofthe City ofSantaMonica's Answerto Complaint and Supporting Exhibits inthe above-referenced action. Also, enclosed withthis filing inthe above-referenced matter, please find a face sheet together with a pre-paid, self-addressed envelope. Please stamp the face page as received, and returnthe face page inthe enclosed envelope. Thankyou.

/bern Verytruly yours,

C. MICHAUD City Attorney's Office

tel: 310458-8336 • fax: 310 395-6727
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# y 27 28 MARSHA JONES MOUTRIE, City Attorney JOSEPH LAWRENCE, Assistant City Attorney

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### LANCE S. GAMS, Deputy City Attorney



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## OCI 232014 Telephone: (310) 458-8336 Facsimile: (310) 451-5862 PART 16 DOCKETS lance.gams@smgov.net Attorneys for Respondent CITY OF SANTA MONICA

UNITED STATES DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION WASHINGTON, D.C.

IN THE MATTER OF COMPLIANCE WITH FEDERAL OBLIGATIONS BY THE CITY OF SANTA MONICA, CALIFORNIA FAA Docket No. 16-14-04 CITY OF SANTA MONICA'S ANSWER TO COMPLAINT AND SUPPORTING EXHIBITS
Respondent CITY OF SANTA MONICA (hereinafter "CITY"), by and through its attorneys of record, respectfully submits the following Answer, pursuant to 14 C.F.R. §16.23(d) and §16.26(b),(5), to the Part 16 Complaint filed bythe National Business Aircraft Association, Inc., Krueger Aviation, Inc., Harrison Ford, Justice Aviation, Kim Davidson Aviation, Inc., Aero Film, Youri Bujko, James Ross, Paramount Citrus LLC and Aircraft Owners and Pilots Association (hereinafter collectively referred to as "NBAA") with the Federal Aviation Administration (hereinafter "FAA") on or about July 2, 2014. 

### I. INTRODUCTION The Complaint should be dismissed with prejudice. The CITY has not committed a violation of any Act or Grant Assurance, nor has the CITYfailed to take action that it is required to take under any Act or Grant Assurance. In fact, the Complaint does not even


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### 26 27 28 allege that the CITY has acted, or failed to act, in a way that violates any Act or any Grant Assurance. 1 

### NBAA spends considerable time in its pleading discussing actions that the CITY has taken or attempted in the past 50 years to close or restrict operations at Santa Monica Municipal Airport (hereinafter "SMO" or "the Airport"). However, there are NO specific actions currently pending by the CITY to do either of these things. On the contrary, and as admitted in the Complaint (p. 7, para. 27), the City Council has previously voted to offer three (3) year lease extensions which would run through June 30, 2018 and is in the process of considering proposed leasing guidelines. Apparently unsatisfied and unwilling to await Council's consideration and approval of
new leasing guidelines for the Airport, Complainants are essentially seeking from the FAA an order forcing the CITY to lease its property to them for eight (8) more years until 2023. However, Complainants have no "right" to be lessees at SMO for a specific and guaranteed length oftime in the future, whether it be for 1 year, 3 years or 8 years. As a result, CITY's leasing options and possible decisions in the future are subjects that should be and are well beyond even the most liberal and expansive interpretations ofthe FAA's authority and power to exercise control over airport sponsors. NBAA's Complaint simply declares that the CITY has "made assertions" that its Grant Assurance obligations run only through 2014. Similarly, the Complaint declares that the CITY has "adopted proposals" directing CITY staffto "plan to implement further measures" and "consider" possible options for future activities and limitations at SMO. As the FAA has made clear elsewhere, such planning does not run afoul ofany Federal

1 

### Complainants relegate comments about the CITY's obligations under the 1948 Instrument of Transfer and Grant Assurance 23 to a footnote, which are obviously not issues for which Complainants are seeking redress in this Part 16 Complaint. As such, the CITY simply states that it disagrees with Complainants' positions on these issues and will leave it at that for purposes ofthis proceeding. 

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### 28 obligations. "In fact, there is no Federal obligation which prevents an airport sponsor from studying the feasibility offuture airport plans." 

### Kenneth D. Paskarand Friends of LaGuardia Airport

### v. The PortAuthorityofNew York, FAA Docket No. 

### 16-11-04, Director's Determination, page 37. Moreover, Part 

### 16- an administrative enforcement mechanism- is not intended to afford advisory opinions based on speculation or supposition as to an airport sponsor's plans for the future. To the contrary, the Part 

### 16 process is only intended to address actual, current violations of Grant Assurance obligations, and through it "the FAA may make a formal agency finding regarding an airport sponsor's 

### status ofcompliance with its federal obligations." (Airport Compliance Manual) Here, no violation has occurred and no obligation needs to be enforced; and no question has been raised concerning the CITY's current compliance status- certainly a noticeable void in the Complaint. As a result, and for the reasons stated below, the Complaint should be dismissed in its entirety with prejudice. In the alternative, and ifthe FAA rejects the valid grounds it has to dismiss the Complaint and instead decides to render an initial determination on the issue ofthe expiration date ofthe grant obligations, the CITY respectfully requests that such determination be that the grant obligations ended 

### 20 years after the Grant offerwas accepted on June 

### 29, 1994, specifically on June 

### 29, 2014. The CITY contends that the plain language within the four corners ofthe Grant Agreement, and ofAmendment No. 2 to that Agreement, is crystal clear and unambiguous. The Grant Agreement obligated the CITY to continue to operate the airport for the use and benefit ofthe public for a period not to exceed 

### 20 years. The simple 

### 2 page Amendment to that Agreement in August of 

### 2003 increased the amount ofthe Grant Agreement but expressly stated "All other terms and conditions ofthe Grant Agreement remain in full force and effect." Nonetheless, NBAA asserts a wholly different interpretation, despite the fact that there is no support for that different interpretation within the actual language ofthose documents. However, ifthere is any ambiguity in the documents, both federal and state 

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### 28 law dictate that such ambiguity must be interpreted against the drafter ofthe contract, in this case the United States acting through the FAA. As a result, the CITY's very reasonable interpretation of the contract taken from the plain and express language within the four corners ofthose documents must control and, therefore, the FAA's determination must be that CITY's Grant obligations ended pursuant to the Agreement in June of 2014. II. 

## FACTUAL BACKGROUND The CITY owns, and has always owned, SMO. The Airport's history began in the 1920's, when CITY purchased undeveloped farmlands that included an airstrip. Over time, the Airport grew to its present size and configuration; and for several decades it became the home and manufacturing center for Douglas Aircraft. During these years surrounding residential neighborhoods grew up around the Airport and very close to its runway ends. These neighborhoods provided the housing for thousands of Douglas workers. In 1941, the CITY leased the Airport to the United States in aid of the World War II
war effort and to help protect the Douglas factory; but the CITY retained its fee interest in the land. The Federal government reconfigured the Airport and, together with the CITY, expanded it. In 1948, after the war ended, the United States officially surrendered its leasehold interest to the CITY. In the post-war years, with the advent ofjets and Douglas' departure from the CITY, neighbors began protesting the Airport's adverse impacts. In 1975, to alleviate noise and protect residents' quality of life, the CITY Council adopted noise limits, a night curfew, various restrictions on high-impact flight training operations, a ban on helicopter operations, and a jet ban. Litigation ensued. Ultimately, the United States District Court upheld all of the ordinances except for the jet ban, which was invalid!'lted on constitutional grounds; and the Ninth Circuit Court of Appeals affirmed, recognizing that Federal law does not preempt the CITY as "airport proprietor" from adopting ordinances intended to limit its own liability and protect the CITY's "human environment".



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### 26 27 28 While that litigation remained pending, the City Council adopted a new noise limit, its enforcement was enjoined, and the City Council adopted a resolution declaring its intention to close the Airport when legally possible. The then-pending litigation was settled with the· CITY's promise to adopt a new Airport Master Plan and Noise Mitigation project. However, airport users filed complaints with the FAA The CITY and Federal government responded by entering into negotiations about the Airport's future, which produced the 1984 Settlement Agreement. By its own terms it resolved all then-pending disputes about the Airport and obligated the CITY to operate the Airport until2015. After the lease to the Federal government ended, the CITY accepted federal grants to fund Airport improvements; and the CITY leased parcels on the Airport land to various tenants. In doing so, the CITY took care to ensure that all grant obligations and lease terms ended on or before July 1, 2015, when the CITY would have no further obligation to operate the Airport pursuant to the terms ofthe 1984 Settlement Agreement. The last Grant that the CITY accepted was for Project Number 3-06-0239-06, conferred by Contract No. DTFA08-94-C-20857, which was executed on June 29, 1994. It expressly provides that "the terrns, conditions and assurances of the grant agreement shall remain in full force and effect throughout the useful life of the facilities developed or equipment acquired for an airport development or noise compatibility program project, or throughout the useful life of the project items installed within a facility under a noise compatibility program project, but in any event not to exceed twenty (20) years from the date ofthe acceptance of a grant offer of Federal funds for the project." (Please see Grant Agreement, Part V, Assurances, attached to this Answer as Exhibit "A") The CITY accepted the Grant offer on June 29, 1994, with the June 30, 2015 expiration date for the 1984 Settlement Agreement specifically in mind. This last Grant Agreement was amended twice. On November 8, 1999, the CITY and the FAA executed "Amendment No. 1" to the Grant Agreement, using the same contract number and project number as in the original Grant, solely to change the



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### 22 23 24 25 26 27 28 description of the "airport development" to be instituted under the Grant Agreement. Then,
on August 27, 2003, CITY and the FAA executed "Amendment No. 2" to the Grant Agreement, again using the same contract number and project number as in the original Grant, solely to increase the Grant amount by $240,600. This Amendment specifically provides that "[a)ll other terms and conditions of the Grant Agreement remain in full force and effect." (Please see Amendment No. 1 and Amendment No.2 to the Grant Agreement, collectively attached to this Answer as Exhibit "B") 

### In recent years, the Airport has continued to spawn controversies. The CITY has been involved in disputes with the aviation community and/or the FAA over runway safety and landing fees. Additionally, the CITY has defended multiple lawsuits and claims filed by neighbors who have alleged that the Airport has endangered their health and safety, among other complaints. In December 2010, anticipating the expiration of the 1984 Settlement Agreement, the City Council directed staff to proceed with a comprehensive public process regarding the Airport's future. The process was designed to identify viable options between the extremes of either maintaining the status quo at the Airport or moving towards full closure. At the conclusion of this three-phased "Visioning Process", an April 30, 2013 staff report to the City Council summarized the findings of the process and recommended, among other things: adoption of a proposed Resolution revising SMO landing fees and applying them to all aircraft as of August 1, 2013; and, development of a City-funded pilot program for retrofitting training aircraft with mufflers or other sound mitigation equipment. The City Council approved these recommendations, and also directed staff to: continue identifying and analyzing possibilities for current and future actions to reduce airport noise, air pollution and safety risks through airport reconfiguration, revised leasing policies, voluntary agreements, mandatory restrictions, and all other means; continue assessing the potential risks and benefits of closing or attempting to close all or a portion ofthe Airport; and, return to Council in 2014 with assessments so that Council could determine whether the CITY

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### 28 should, after the expiration of its current obligations, implement additional changes to reduce the Airport's adverse impacts and enhance its benefit to the community or pursue closure of all or part of the Airport. Though the Visioning Process report did not take a position on whether the CITY should pursue closure of SMO at the expiration of the 1984 Agreement, it did conclude that the Airport status quo was unacceptable to a majority of the CITY's residents who participated in the process. After the public hearing on April 30, 2013, the Airport Commission, residents, neighbors and members of the aviation community continued to express their views about SMO's operations and its future, both publicly and to CITY staff and Council. In October of 2013, in order to clarify its rights to control the Airport land, the CITY filed a lawsuit against the FAA in the United States District Court for the Central District of California to quiet title to the Airport land and also assert various constitutional claims related to ownership and control ofthe land. The District Court dismissed the action based on, among other things, its conclusion that the Court lacked jurisdiction over the quiet title claim and that the other claims were not ripe (because the CITY had not acted to close the Airport). The CITY's appeal of this ruling is pending in the Ninth Circuit Court of f\ppeals. The expiration date of the grant assurances is not an issue in that litigation; the District Court, having found it unnecessary to resolve the dispute, and in accordance with the Federal Rules of Civil Procedure, assumed for purposes of the Motion only that the CITY
was correct as to its interpretation of the expiration date. In March of 2014, staff returned to the City Council with further recommendations regarding the future of SMO. (Please see City Council Staff Report dated March 25, 2014, attached to the Complaint as Exhibit 6.) The Report recommended that the City Council direct staff to: continue to pursue CITY control of the use of its airport land; begin positioning the CITY for possible closure of all or part of SMO after July 1, 2015, including the preparation of a preliminary conceptual plan for a smaller airport that excludes the



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### 26 27 28 SMO's western parcel; continue to identify and undertake efforts by which the CITY might reduce adverse impacts of SMO operations; increase efforts to ensure that the use of SMO leaseholds is compatible with surrounding uses; revise leasing policies to maintain lease revenues at a level at which SMO would be self-sufficient and would not again burden the CITY's General Fund; and continue receiving and assessing community input on preferences and possibilities for the potential future use ofthe land. After public comment and deliberation, the City Council added additional directions. Specifically, the City Council directed staff to: offer to repay grant funds to terminate the contested obligations; complete contingency planning including work on a conceptual plan for SMO's future while continuing to establish CITY control of the City-owned airport land; offer to renew current leases for three years with one-year options thereafter at the CITY's discretion; develop leasing guidelines sensitive to the environment and to remediation needs and, once the guidelines are adopted, lease renewals and options should be evaluated against the guidelines; evaluate options regarding fuel sales at SMO; and, consider and allow time to fulfill any obligations imposed upon the CITY by the California Environmental Quality Act (CEQA) in scheduling the exact time of its return to City Council. Prior to the vote on the staff recommendations and the modifications thereto, the City Council publically and expressly confirmed that they were not making any final decisions about SMO's future. This position was reiterated by Deputy City Attorney Ivan Campbell a few months ago in his letter responding to Complainants' attorney Richard Simon, when Mr. Campbell wrote "The City Council continues to consider the Airport's future and to express concerns about the impacts on the health and safety of its neighbors. But, the Council has made no decision about the Airport's future." (Please see Exhibit 12 to the Complaint) On August 12, 2014 the City Council considered proposed leasing guidelines from staff, but decided to seek additional input from the Airport Commission and community before making any decisions on them. Such proposed leasing guidelines do not suggest



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### 28 that current tenants at the Airport, including the Complainants, will not be offered new leases allowing them to remain at the Airport beyond June 30, 2015. On the contrary, such proposed leasing guidelines specifically contemplate leasing space to aviation and nonaviation tenants beyond that date while the legal constraints on the CITY's authority to control the Airport and Airport usage are resolved. (Please see certified copy of Staff Report for Agenda Item 8-A for the August 12, 2014 Santa Monica City Council Meeting, attached to this Answer as Exhibit "C") In summary, there have been no decisions made by the CITY as of the present time that can be considered a violation of any Act or Grant Assurance, nor has the CITY failed to take action that it is required to take under any Act or Grant Assurance. Instead, the CITY continues to evaluate its options for the future ofthe Airport, while at the same time working to ameliorate SMO's negative impacts on surrounding neighborhoods, foster uses and practices that are as environmentally friendly as possible under the circumstances, and make the Airport economically viable and self-sufficient. Ill. THE FAA SHOULD EXERCISE ITS AUTHORITY AND DISMISS THE COMPLAINT 

### The CITY respectfully urges the FAA to dismiss the NBAA's Complaint. The CITY filed a Motion to Dismiss the NBAA's Part 16 Complaint on or about August 14, 2014. The FAA has not yet ruled on such Motion, but may do so if it so chooses at any time including after the parties' Answer, Reply and Rebuttal pleadings have been filed. The Part 16 regulations, provided in 14 C.F.R. §16.26(a), specify three grounds for mandatory dismissal of a complaint with prejudice: (1) the administrator lacks jurisdiction; (2) the complainant lacks standing; and (3) the complaint fails to state a claim. See 

### 14 C.F.R. §16.26(b)(1)(i)-(iii). The CITY believes and argues that under any or all of these grounds the FAA should dismiss NBAA's Complaint with prejudice. Alternatively, the Complaint should be dismissed because Complainants failed to initiate and engage in good faith efforts to informally resolve the disputed matter as required by 14 C.F.R §16.21.
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### 28 A. The ComplaintShould Be Dismissed Because It Fails to State a Claim. Part 16 provides a compliance enforcement mechanism. Thus, a Part 16 complaint must state "the specific provisions of each Act that the complainant believes were violated," and must "[d]escribe how the complainant was directly and substantially affected by the things done or omitted to be done by the respondents." 14 C.F.R §16.23(b)(1) and (4). "Part 16 requires all relevant facts to be presented in the complaint documents." Moore v. Sumner County RegionalAirportAuthority, 2010 WL 10241036, FAA Docket No. 16-07-16 (July 13, 201 0). "[l]n addressing allegations of noncompliance, the FAA will make a determination as to whether an airport sponsor is currently in compliance with the applicable federal obligations." Larry L. 

### Davis v. Jackson MunicipalAirportAuthority, 2011 WL 273404, FAA Docket No. 16-10-01 (Jan. 18, 2011) (emphasis in original). NBAA's Complaint must be dismissed because it does not identify "the specific provisions" that Complainants contend the CITY has violated. See 14 C.F.R §16.23(b)(1). Indeed, the Complaint does not identify any Act that the CITY is currently violating. Nor does the Complaint identify any particular Grant assurance that CITY is currently violating. Instead, the Complaint alleges only that the CITY's "public announcements" implicate "the validity and enforceability of the entire AlP Grant Assurance regime" by making assertions about the duration of the CITY's grant obligations. These assertions are vague, speculative, and notably hyperbolic. Making public statements about planning for the future of SMO simply does not violate either statutes or grant obligations. Indeed, the FAA has previously recognized and made clear that studying and discussing possible future plans for an airport DOES NOT violate any Federal obligations. "In fact, there is no Federal obligation which prevents an airport sponsor from studying the feasibility of future airport plans." Kenneth D. Paskar and Friends ofLaGuardia Airport v. The PortAuthority ofNew York, FAA Docket No. 16-11-04, Director's Determination, page 37. In Paskar, the Director acknowledged and noted that "The FAA recognizes an airport sponsor's proprietary rights with regard to future airport planning. Airport sponsors retain


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### 1 the prerogative to develop their airports in any manner that meets their federal obligations 2 and is consistent with the approved Airport Master Plan and Airport Layout plan for the 3 airport." (Citing Orange County Soaring.Association Inc. v. Riverside County, 

### FAA Docket 4 · No. 16-09-13, Director's Determination, page 25.) 

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### 18 19 The Complainants are seeking an improper advisory opinion on an abstract question, based on speculation about the CITY's plans. In this proceeding the FAA should follow the lead of the Federal courts, and should avoid engaging in unnecessary decision making. See, for example, Maryland Casualty

### Co. v. Pacific Oil 

### Co., 312 U.S. 270, 273, 61 S.Ct. 510, 512 (1941). See also, Flast v. Cohen, 

### 392 U.S. 83, 95, 88 S.Ct. 1942, 1950 (1968) (no justiciable controversy is presented when the parties are asking for an advisory opinion). Here, there simply is no concrete dispute that is ripe for adjudication. B. The Complaint Should Be Dismissed Because It Does NotAllege That the CITY Has Taken Any Actions that Have "Directly and Substantially" Harmed Complainants, And Therefore They Have No Standing To Bring The Complaint. The Complaint must be dismissed because it does not allege that the CITY has taken any actions that "directly and substantially" harm Complainants. See 

### 14 C.F.R §16.23(b)(4) It is axiomatic under federal law that to have standing a party must be directly 20 affected. Hollingsworth v. Perry, 

### ---U.S.---, 133 S. Ct. 2652, 2662 (2013) (To have 

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### 28 standing, a litigant must seek relief for an injury that affects him in a "personal and individual way."). Likewise, in a Part 16 proceeding, in order to have standing to file a complaint under 14 C.F.R Part 16 a person must be "directly and substantially affected by any alleged non-compliance." 14 C.F.R §16.23(a). In this case, the Complaint fails because it lacks allegations of concrete harm to Complainants arising from any CITY actions. The allegations that "Complainants' businesses and operations already have been, currently are, and will continue to be adversely affected by the City's repeated public announcements" concerning SMO's future


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### 28 are not only vague and conclusory, but they are entirely unsupported in the Complaint and documents filed therewith. On the contrary, and as Complainants recognize, the Santa Monica City Council is currently considering new leasing guidelines, as a part of which tenants with leases set to expire on June 30, 2015 may be offered three year extensions through the middle of 2018. The assertion that such a provision would somehow be "contrary to the general obligation of a sponsor to offer long-term leases to tenants" is unsupported by any authority. In fact, the FAA has already determined that the exact opposite is true. In Santa Monica AirportAssociation, eta/, v. City ofSanta Monica (hereinafter "SMAA'), FAA Docket No. 16-99-21, Director's Determination, page 21, the Director held that Santa Monica did not have an obligation to extend long term leases given the language of the 1984 Settlement Agreement: "it is reasonable that the City has not provided long-term, full service FBO leases to Complainants[.]" Similarly, the Director found that "It would likely be unreasonable for the Airport to be required to enter into a lease agreement with an FBO or any aeronautical user that would provide for the Airport to be operated as an airport beyond July 1, 2015." The Director went so far as to state that "The FAA is unpersuaded that month-to-month leases granted to Complainants as a result of their location on the airport is an unreasonable condition on airport use." In the SMAA decision, the Director also recognized that there was no violation where "complainants do not allege that the City has attempted or is attempting to terminate their leases at the present time." Likewise, in the present case, the CITY is not attempting to terminate Complainants' leases. Council has previously approved a policy ofgranting three year extensions and is still in the process of developing leasing guidelines. There is no evidence or even supportable contention that Complainants have been directly and substantially harmed by any actions ofthe CITY. The standing requirement ensures that the FAA's resources are not expended on matters in which the Complainant's interest is insufficient to justify the burden of processing



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### 27 28 a Complaint under Part 16. Here, the Complainants' interest is insufficient, and scarce public resources should not be expended when there are undoubtedly other disputes that
are ripe and therefore more pressing before the agency. C. The Complaint Should Be Dismissed Because The Matter SoughtTo Be Resolved Is Outside OfThe Jurisdiction OfThe FAA Administrator. The scope of the FAA's Part 16 jurisdiction is established by 14 C.F.R §16.1. However, NBAA does not cite to any of §16.1's subsections to support its claim that the FAA has jurisdiction in this case based on existing facts. The explanation for this is simple: the Complaint falls outside ofthe Part 16 jurisdiction ofthe FAA Administrator. Not only does it involve the interpretation and determination of the expiration date ofa contract, but NBAA is seeking an advisory opinion
as to the legality of "possible" future conduct. It is seeking a determination that 

## !fthe CITY does certain things in the future it will violate its Grant conditions. This would be tantamount to a person being arrested for possession of marijuana because he is thinking of obtaining some in the future and does not believe that it should be illegal for him to do so, even though he is not in possession of marijuana at the time ofthe arrest. The Final Decision and Order in the SMAA Part 16 proceeding, Docket No. 16-99- 21, is instructive on this point as well. In affirming the Director's decision to dismiss that Complaint, the FAA Associate Administrator wrote: "The FAA understands that SMAA is interested in establishing a record of the need for this Airport [

...]. While the FAA is always supportive of protecting public airport assets, the purpose of a Part 16 investigation process is to determine whether or not an airport sponsor is in compliance with its Federal obligations in the current factual situation." (SMAA, Final Decision and Order, page 22.) (Emphasis added.) The 1984 Settlement Agreement ensures that the status quo at the Airport will be maintained at least until July 1, 2015. Litigation between the CITY and the Federal government is pending and is likely to continue well beyond that date. Likewise, evidence


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### 27 28 points to lease extensions for most if not all Complainants, and others, for at least several more years beyond even that date. Any determinations made with regard to the instant Part 16 Complaint, other than dismissal, will involve a prospective and hypothetical exercise only, which should nottake up the time and resources ofthe FAA. D. The Complaint Should Be Dismissed Because Complainants Failed To Make A Sufficient Good Faith Attempt At Informal Resolution Before Filing The Complaint. 

### The Complaint should be dismissed because Complainants have not engaged in good faith efforts to informally resolve the disputed matter with the CITY. 

### See 14 C.F.R §16.21. "Good faith" efforts at informal resolution may include "mediation, arbitration, or the
use of a dispute resolution board, or other form of third party assistance." Good faith efforts would not include asking the CITY to "renounce" its belief that the Grant obligations expire in 2015, as the Complainants requested in their June 25, 2014 letterto Deputy City Attorney Ivan Campbell. (Please see Exhibit 13 to the Complaint.) Even ifthe CITY

### were to do this, it would not allow Complainants "to understand and plan for the future", their alleged concern in their June 11, 2014 letter to the CITY (please see Exhibit 11 to the Complaint), given that such a renunciation would not guaranty that the Complainants would be offered tenancies at SMO until 2023, or even beyond 2015. Complainants have not attempted "mediation, arbitration, orthe use of a dispute resolution board, or other form of third party assistance." 

### /d. Complainants have alleged nothing more than that they sent two letters over a three week period to the CITY. (See Compl.**~~** 

### 31-34.) This is not initiating 

### or engaging 

### in good faith efforts to resolve the disputed matter. Despite its belief as to the expiration date ofthe Grant obligations, the City Council has not yet made any decisions about SMO's future or even about its leasing policy and guidelines, which are still under consideration. The public process on the future of SMO is continuing. Complainants and their representatives have been and can continue to be a part of that public process ifthey so choose.
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### 22 23 24 25 26 27 28 IV. CITY'S GRANT OBLIGATIONS TO THE FAA ENDED ON JUNE 29,2014 Ifthe FAA decides to issue a determination on the question posed in the Part 16 Complaint- do the Grant obligations expire in 2014 or 2023- rather than simply dismissing that Complaint for any or all ofthe reasons raised above and in the CITY's Motion to Dismiss, the CITY respectfully argues that the law and the facts on the issue overwhelmingly favor a determination that June 29, 2014 was the expiration date. Whether this issue falls under the Federal common law or California State law, the analysis pertaining to contract interpretations is the same. In the landmark decision of Erie Railroad Company v. Tompkins, 304 U.S. 64, 58 S.Ct. 817 (1938), the Supreme Court held that, except as to matters governed by the U.S. Constitution and Acts of Congress, the law to be applied in any case is the law ofthe State in which the Federal Court is situated. Nevertheless, more recent cases have determined that "[f]ederal law controls the interpretation of a contract where the United States is a party." Westlands WaterDistrict v. Patterson, 864 F.Supp 1536, 1543 (E.D. Cal. 1994) (citing United States v. Seckinger, 397 U.S. 203, 209, 90 S.Ct. 880, 884 (1970); Kennewick Irrigation District v. United States, 880 F.2d 1018, 1032 (9th Cir.1989)) A very basic but important principle of contract law is that "

...the plain language within the four corners ofthe contract mustfirst be examined to determine the mutual intent ofthe contracting parties." United States v. Westlands WaterDistrict, 134 F.Supp.2d 1111, 1134 (E.

### D. Cal. 2001). Moreover, in examining the four corners of the contract, "language is to be given, if possible, its usual and ordinary meaning. The object is to find out from the words used what the parties intended to do." /d. (citing Fla. Cent. R.R. Co. v. Schutte, 103 U.S. (Mem.) 118, 140, 13 Otto 118,26 L.Ed. 327 (1880).) As such, where the language of
a contract is unambiguous, and only one reasonable interpretation can be given to the term
or language at issue, that reasonable interpretation controls. However, "[i]f a contract is capable oftwo different interpretations, the contract is
15 ('TTY ni=< I:;.Al\TTA MONT('A'S: ANS:Wt=<R Tn I'OMPT.ATNT ANn S:TrPPnRTTNfi. PYHlRTTS

### 1 

### 2 3 4 

### 5 6 7 

### 8 9 10 

### 11 12 13 14 15 16 17 

### 18 19 20 21 

### 22 23 

### 24 25 

### 26 27 28 ambiguous." Comedy Club, Inc. v. lmprov WestAssociates, 553 F.3d 1277, 1285 (9th Cir. 2009) (citation omitted). Moreover, "[a]mbiguous provisions are construed against the drafter even if the drafter is the government." Westlands WaterDistrict v. Patterson, supra, 864 F.Supp at 1543 (citations omitted). As the U.S. Supreme Court has stated, this remains true even ifone ofthe parties is the United States government. "Among these principles is the general maxim that a contract should be construed most strongly against the drafter, which in this case was the United States." United States v. Seckinger, supra, 397 U.S. at 210, 90 S.Ct. at 884. Therefore, even if NBAA could persuade the FAA that the NBAA's interpretation ofthe contract is also a reasonable one, thus creating an ambiguity, such provision (the expiration date ofthe contract) must be construed most strongly againstthe United States. A final very important and well established principle confirms that, in the area of contract interpretation, the agency is not entitled to any deference. "Although traditionally,
an implementing agency is granted deference in its interpretation of statutes and regulations, where the rights at issue arise under contract the rule of agency deference is inapplicable." Westlands WaterDistrict v. Patterson, supra, 864 F.Supp at 1542. In a case with several important similarities to the instant one, involving a different federal agency (HUD) providing federal financial contributions to a project, the Court likewise found "[a]lthough the contract signed by the parties contains the same language as 42 U.S.C. § 

### 1437f(c)(2)(8), this case does not stand on mere agency interpretation. The existence of the contract changes the nature of our review. Section 1437f(c)(2)(B) notwithstanding, the parties executed a contract, and our inquiry focuses on the contractual requirements. This focus does not demand deference to HUD's statutory interpretation." Clay Tower Apartments v. Kemp, 978 F.2d. 478, 480 (9th Cir. 1992). It is within this backdrop, and with these important well established legal principles guiding the way, that the 1994 Grant Agreement and its 2003 Amendment must be viewed. First, there can be no doubt but that the parties entered into a contract. The Grant Agreement clearly states, in Part I on page one, that an "Offer" is being made by the United


### 16 I'TTV n""R c;:ANTA MnNTI'A'!': ANSWPR TO rnMPT ATNT ANn STTPPnRTTNG FYHTRTTS

### 1 States, acting through the FAA, and that by executing the Grant Agreement in Part II on 2 page five the CITY is giving its "Acceptance" to the agreement. Further, in exchange for 3 certain terms and conditions the FAA agreed to provide a grant of Federal funds. The 4 Agreement even states, on page 5, that "

...this Offer and Acceptance shall comprise a 5 Grant Agreement, as provided by the Act, constituting the contractual obligations and rights 6 of the United States and the Sponsor with respect to the accomplishment of the Project.

..." 7 Offer. Acceptance. Consideration. And all encompassed in what the FAA has identified 8 as "Contract No. DTFAOB-94-C-20857". Under the circumstances, it would be very 9 reasonable to conclude that the CITY and the FAA intended to and were entering into a 10 CONTRACT with each other in June of 1994, and quite unreasonable to take the position 11 that the CITY and the FAA did not enter into a contract at that time. 12 As is well known and can be seen in its plain language, the Agreement provided that 13 Federal funds would be given to the CITY for a variety work at SMO that was all described 14 in the Agreement and approved in advance by the FAA. As such, on page one ofthe 15 Agreement AND on the Application For Federal Assistance attached thereto AND in the 16 Part IV- Program Narrative Application For Federal Assistance attachment, such items as 17 the paving ofthe infield, installation of runway signs and taxiway lights, the construction of 18 a maintenance run-up enclosure and the construction of blast walls were all part ofthe 19 overall project as contemplated in 1994. Notably, the construction ofthe blast walls, along 20 with other work, was anticipated for "Phase 2" ofthe project. 21 In addition to multiple Phases of the project being anticipated, "Amendments" to the 22 Agreement were also contemplated and provided for back in 1994. For instance, in 23 Condition No. 1 ofthe Agreement, the parties agreed that 'The maximum obligation ofthe 24 United States payable under this offer shall be $1,604,700.00. Forthe purpose of any 25 future grant amendments which may increase the foregoing maximum obligation of 26 the United States under the provisions of Section 512(b) ofthe Act, the following amounts 27 are being specified for this purpose...." (Emphasis added.) 28 Similarly, it was expressly anticipated that the grant amount of $1,604,700.00 would
17 rTTV

**n~ ~ANTA**  MONTrA'S: ANS:WFR TO rnMPT .A TNT ANn S:l TPPORTlNn "PYHTRTTS

### 1 not be the final amount to be paid by the FAA, and that an audit and adjustments up or 2 down would be instituted at a later date! Specifically, Condition No. 3 ofthe Agreement 3 states, in part: "Final determination ofthe United States [sic] share will be based upon the 4 final audit ofthe total amount of the allowable project costs and settlement will be made for 5 any upward or downward adjustments to the Federal share of costs." 6 As such, multiple phases ofthe project, amendments thereto and a final audit and 7 accounting at which time the Federal government's financial contribution towards the 8 project in its entirety would be finalized were all specifically and expressly contemplated 9 and expected by the parties back in 1994. AND YET, notably absent from the Agreement 10 was ANY 

### language, suggestion or even hint that the additional phases or amendments to 11 the Agreement or the final audit after the work was completed would constitute a separate 12 agreement which would trigger the start of a new grant obligation period from the date of 13 any ofthose events. On the contrary, and as expressly found within the four corners of the 14 Agreement (Part V- Assurances), the terms, conditions and assurances shall remain in 15 force for a period of time not more than 20 years "...from the date ofthe acceptance ofa 

### 16 grant offer 

### of Federal Funds for the project" (Emphasis added.) 17 There can be absolutely no doubt, and it would be absurd to suggest otherwise, that 18 the obligations under the Grant Agreement were set to expire in June of2014. The CITY 19 certainly planned and relied on that eventuality, which of course was just prior to the 20 expiration ofthe 

### 30 year 1984 agreement it entered into with the FAA. As such, the 21 document that Complainants argue somehow extends the expiration period of the 1994 22 Grant by 9 extra years must be "Amendment No. 2 To Grant Agreement For Project No. 

### 3- 23 

### 06-0239-06". So let's look at that two page Amendment to see where it is that the 24 document specifically informs the CITY, or even reasonably could be read to suggest, that 25 increasing the funds for the work performed on the project by a small percentage would 26 start a brand new 20 year obligation period to begin. 27 First, the document is titled "Amendment No. 2 To Grant Agreement". By its very 28 words, crafted by the FAA, this IS NOT a new Grant Agreement, but merely an Amendment
18 ('TTY ()P <;.;ANTA

**MnNTrA'~** ANSWP"R Tn f'()MPT ATNT ANn S:TTPP()RTTNG FYHTRTTS

### 1 to the one that the parties signed 9 years earlier. It is important to remember that 2 Amendments were contemplated by the parties in the Agreement. Ifthis 2 page 3 Amendment was intended to be a brand new Grant Agreement, which would trigger the 

### 4 running ofa new 20 year expiration period, itwould have, and certainly should have, said 

### 5 so. 6 Second, the document is identified by a Contract No., DTFAOS-94-C-20857. Not 7 surprisingly, this is the identical number given to the original Grant Agreement to which the 8 Amendment applies. Had the FAA wanted the document to be treated as a stand-alone 9 contract 9 years after the original was executed, a new and different contract number could 10 have been given to this later document. But it wasn't. 11 Third, it is quite clear that the ONLY thing altered by this Amendment is the 12 maximum financial obligation of the Federal government for the work performed under the 13 original Grant Agreement, and nothing else. No new items not originally contemplated by 14 the Grant Agreementwere added byway ofAmendment No. 2. Significantly again, funding 15 amount changes were contemplated from the very beginning and provisions for them were 16 part ofthe Grant Agreement. 17 Fourth, and perhaps most importantly, the Amendment, drafted by the FAA, states in 18 plain language and in the most unambiguous manner imaginable: "All other terms and 19 conditions of the GrantAgreement remain in full force and effect." In other words, every 20 other term and condition in the Grant Agreement executed in 1994, including its duration, 21 remained "in full force and effect". Any other reading of that phrase doesn't just strain 22 incredulity, it obliterates it. The FAA could have easily, without even adding an additional 23 page to this 2 page document, stated quite simply in a single sentence something to the 24 effect of acceptance ofthese additional funds will extend the grant assurance obligations of 25 the Sponsor. But it didn't. In fact, if at the time the FAA intended for a new expiration 26 period to begin or to extend the existing maximum end date by an additional 9 years, CITY 27 argues the FAA had an obligation to inform the CITY of that intention so that it could make 28 an informed decision as to whether or not to accept those additional funds.
19 rTTV OF SANTA MONTrA'S ANSWPR Tn rnMPT_AfNT ANn STTPPnRTTNn FXffiRTTS

### 1 In conformance with the principles and maxims of law discussed above, CITY 2 contends that the plain language ofthe four corners ofthes.e documents, both the 1994 3 Grant Agreement and the 2003 Amendment thereto, are utterly and completely 4 unambiguous. In such instances, there is no need to look at such things as parol evidence 5 or the subsequent conduct ofthe parties to shed light on the intent ofthe parties in entering 6 into the contract. However, Complainants are requesting a determination that must come 7 from some form of ethereal view ofthese documents. If such a result could somehow 8 mysteriously emanate from a reading ofthe documents, then at best it could only be said 9 that there is ambiguity in the language of the documents. Again, IFthis were true (which 10 CITY vehemently argues it is not), case law requires that the contract should be construed 11 most strongly againstthe drafter, which in this case was the FAA. 12 But let's suppose that a proper analysis ofthe meaning and intent ofthe contract 13 requires looking at some other document to assist in determining the true intent. The CITY 14 respectfully argues that one would have to look no further than the CITY's letter to the FAA 15 dated September 27, 2002, which letter the FAA specifically references in the Amendment. 16 (Please see letter and Attachment 1thereto, attached to this Answer as Exhibit "D") In fact, 17 the Grant Agreement was expressly being "

...amended in conformance with Sponsor's 18 letter dated September 27, 2002." 19 The September 27, 2002 letter, from the CITY Manager to the FAA's Airports 20 Program Engineer, explains that the reason that the CITY was requesting increased 21 funding by way ofthe amendment to the Grant was "

...to reflect increased costs and 22 changed conditions which occurred during construction." (Emphasis added.) As stated 23 in the letter, such request did not require any update or approval ofthe Airport Layout Plan 24 because no work not contemplated by the Grant Agreement had been done. 25 The work which resulted in the increased costs was outlined in the letter's Attachment 1, 26 entitled Change Order Summary. That document states that two change orders were 27 issued for the project. The first was a change order to the construction contract, which was 28 issued at the end ofthe project to adjust the construction contract to reflect actual
20 ('TTY CW SANTA M()NT('A'S ANSWP.R Tn ('()MPT -ATNT ANn STWPORTTNn FXl-lTRTTS

### 1 2 3 4 

### 5 6 7 8 9 

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### 26 27 28 quantities measured in the field and the work which needed to be done to complete the project. The second and related change order, this one to the construction management contract, was issuedto reflect the increased costs associated with the additional inspection, construction management and coordination services needed for the project. All ofthe required additional work was described and explained to the FAA in Attachment 1, and all involved improvements specifically contemplated by the 1994 Grant Agreement. It should be reiterated that multiple phases ofthe project and amendments to the Grant Agreement
were anticipated, that the grant amount of $1,604,700.00 would not be the final amount to be paid by the FAA, and that an audit and adjustments up or down would be instituted at a later date. August of 2003, when Amendment No.2was executed, was this "later date". Again, ifthe FAA believed that any ofthis work was for some aspect ofthe Project which was not originally contemplated by the parties, it could have stated in the Amendment that such increased work or financial obligation would extend the grant
assurance obligations ofthe CITY. The absence of such a simple sentence suggests that the FAA did not intend for that to be the result. Regardless, it certainly did not inform the CITY of it. 

# v. CONCLUSION Complainants want more than the law and regulations allow. They want the FAA to exceed its authority which, in the context ofthis Part 16 proceeding, is limited to ensuring that CITY is presently in compliance with its Grant obligations to make SMO available for aeronautical use on reasonable terms and without unjust discrimination -which there is no doubt but that it is. Complainants say they wantto be able "to understand and plan for the future". Such a desire is common. However, Part 16 is not a procedure for obtaining advisory opinions about the future, orfor establishing lease terms. The FAA need not address in this proceeding the issue ofwhether the CITY's Grant obligations expire in 2014 or 2023; rather, the questions which the FAA can and should



### 21 f'TTV n"F SANTA MONT('A'S ANSWPR Tn rnrvfPT .ATNT ANn STTPPORTTNCi FYHTRTTS

### 1 2 

### 3 4 5 

### 6 7 8 9 10 11 12 

### 13 answer are whether the Complaint states a valid claim and whether the Complainants have standing to make it. As such, and for all ofthe foregoing reasons, the CITY respectfully requests that the Director reject the allegations in the NBAA's Complaint, and grantthe CITY's previously filed Motion and dismiss the Complaint with prejudice. In the alternative, and ifthe FAA chooses to address the issue ofthe expiration date ofthe Grant assurances, CITY respectfully requests that the Director issue its initial determination with a finding that the Grant Agreement means what it states. No amendment to it, including the 2003 funding reconciliation, extended the original expiration date, and therefore the Director should find that the CITY's grant obligations pursuant to the Grant Agreement expired on June 29, 2014.

14 Dated: October 20, 2014 MARSHA JONES MOUTRIE 

### 15 16 17 

### 18 19 

### 20 21 

### 22 23 

### 24 

### 25 

### 26 27 

### 28 Attorneys for Respondent CITY OF SANTA MONICA



### 22 r'TTV ()F '=:ANTA

**MONT('A ~**  ANSWF"R TO ('()M"PT ATNT ANn STTPPnRTTN0 FXHTRTT!':,,... • .!.tl

TO:
FROM: DEPARTMENT OF

## TRANSPOR~ FEDERAL AVIATION ADMINISTRATION WASHINGTON, D.C. 20590
GRANT AGREEMENT Part I

- Offer

Date of Offer 

## JUN 2 7 1994
santa Monica Municipal Airport/Planning Area Project No. 3-06-0239-06 Contract No. DTFAOS-94-C-20857

City of Santa Monica, California (herein called the "Sponsor") The United States of America (acting through the Federal Aviation Administration, herein called "FAA") WHEREAS, ·.the Sponsor has submitted 'to the FAA a Project Application dated June 2, 1994, for a grant of Federal funds for a project at or associated with Santa Monica Municipal Airport/Planning Area which Project Application, as approved by the FAA, is hereby incorporated herein and made a part hereof; and WHEREAS, the FAA has approved a project for the Airport or Planning Area (herein called the "Project") consisting of the following: Pave infield areas; Install runway distance remaining signs and guidance signs and flush mounted taxiway lights 1 .Seal and mark north 'and south·parallel taxiways and parking aprons; Construct maintenance run-up enclosure; refurbish airport beacon; t'ealign west perimet.er road; Construct blast walls -Phase 2; Install perimeter fence including gates,

all as more particularly described in the Project Application

.



## •

Page 1 of 5 Pages 

# ·I

'"
NOW THEREFORE, pursuant to and for the purpose of carrying out the provisions of the Airport and Airway Improvement Act of .1982, as amended by the Airport and Ain•ay Safety and Capacity Expansion Act of 1987, herein called the "Act", and/or the Aviation Safety and Noise Abatement of 1979, and in consideration of (a) the Sponsor's adoption and ratification of the presentations and assurances contained in said Project Application and its acceptance o£ this Offer as hereinafter provided, and (b) the 'benefits to accrue to the United States and the public from the accomplishment of the Project and compliance with the assurances and conditions as herein,provided. THE FEDERAL AVIATION ADMINISTRATION, FOR AND ON BEHALF OF THE UNITED STATES, HEREBY OFFERS AND AGREES to pay, as the United States share of the 'allowable costs incurred in accomplishing the Project, 90.00 percentum, The Offer is·made on and subject to the following terms and conditions: Conditions 1. The maximum.obligation of the United States payable under this offer shall be $1,604,700.00, For the purpose of any future grant amendments which may increase the foregoing maximum obligation of the United States under the provisions of Section 512(b) of the Act, the following amounts are being specified for this purpose: · $0 '$1,604,700.00 for planning for airport development or noise program implementation 2. The allowable costs of the project shall not include any costs determined by the FAA to be ineligible for consideration as to allm<ability under the Act•. 3, Payment of the United States share of the allowable project costs will be made pursuant to and in accordance with the provisions of such regulations and procedures as the Secretary shall prescribe. Final determination of the United States share ><ill be based upon the final audit of the total amount of the allowable project costs and settlement will be made for any upward or downward adjustments to the Federal share of costs, 4, The· Sponsor shall carry out and complete the project ><ithout undue delays and in accordance with the terms hereof, and such regulations and procedures as the Secretary shall prescribe, and agrees to comply with the assuranc·es which were made part of the project application. 5. The FAA reserves the right to amend or.withdraw this offer at any time prior to its acceptance by the Sponsor. 6. This offer sl\all expire and the Un:l.ted States shall not be obligated to pay any part of the costs of the project unless this offer has been accepted by the Sponsor on or before June 30, 1994, or such subsequent date as may be prescribed in writing by the FAA. 7. The Sponsor shall take all steps, including litigation if necessary, to recover Federal funds spent fraudulently, wastefully, or in violation of Federal antitrust statutes, or misu'!ed in any other manner in any project upon which Federal funds have be.en expended. For the purposes of this Grant Agreement 1 the term "Federal funds" means funds however used or disbursed by the Sponsor tliat were originally paid pursuant to this or any other Federal grant agreement. It shall obtain the approval of the Secretary as to any determination of the amount of the Federal share of funds. It shall return the recovered Federal share, including funds recovered by settlement, order, or judgement, to the Secretary. It shall furnish'to the Secretary, upon request, Page 2 of 5 Pages•,'

all documents and records pertaining to the determination of the amount of the Federal share or to any settlement, litigation, negotiation, or other efforts taken to recover such funds, All settlements or other final positions of the Sponsor, in court or

**othe~<ise,** involving the recovery of such Federal share shall be approved in advance by the Secretary. 8, The United States shall not be responsible OJ:' liable for damage to property or injury to persons which may arise from, or be incident to, compliance with. this Grant.Agreement. 9, It is understood and agreed by and between the parties hereto that this Grant Offer is made and accepted upon the basis of Engineer's estimate; and the parties hereby Covenant and agree that within 160 calendar· days from the date of acceptance of this Grant Offer the Sponsor shsll furnish final plans and specifications 'to the Federal Aviation Administration (FAA) and that no construction work will commenCe

**he~eunder** nor will there be any advertisement for bids for accomplishment of such work until the said final plans and specifications have been approved by the FAA; and the parties do hereby Covenant and agree that any reference made in this Grant Offer or in the aforesaid Project Application to plans and specifications shall be considered as having reference to said final plans and specifications as so approved, 10, Buy American Requirement. Unless otherwise approved by the FAA, it will not acquire or .permit any contractor or subcontractor to _acquire any steel or manufactured products produced outside the United States to be used for any projects for airport development or noise compatibility for whieh funds are provided under this grant. The sponsor will include in every contract a provision implementing this special condition. 11. The Sponsor agrees to perform the following: 11.1. Furnish a construction management program to FAA prior to start of construction which shall detail the measures and procedures to ·be used to comply wit.h the quality control provisions of the construction contract, including, but not limited to, all quality control provisions and tests required by the Federal specifications, The program shall include as a minimum: 11.1.a, The name of the person representing the Sponsor who has overall

**respons~bility** for contract administration for the project and the authority to take necessary actions to comply with the contract, 11, 1,b, Names of testing laboratories and consulting engineer firms with quality control responsibilities on the project, together with the description of the services provided. 11.1.c. Procedures for determining that testing laboratories to meet the requirements of the applicable American Society of Testing Material's standards on laboratory evaluation, referenced in the contract specifications (D 3666, C 1077), l1.1,d. Qualifications of engineering supervision and construction inspection personnel, ll.l,e, A. listing of all tests required by the contract specifications, including the type and frequency of tests to be taken, the method of sampling, the applicable test standard, and the acceptance criteria or tolerances permitted for each type of test, Page 3 of 5 Pages·.•

11.1.f. Procedures for ensuring t·hat the tests a1:e taken in accordance with the program, that they.are documented daily, that the proper corrective actions, 1vhere necessary, are undert·aken. 11.2. Submit at completion of the project, a final test and quality control report documenting the results of all tests performed, highlighting those tests performed, highlighting those tests that failed or did not meet the applicable standard. The report shall include the pay reductions applied and reasons for accepting any out-of-tolerance material. An interim test and quality control report shall be submitted, if requested· by the FAA. 11.3. Failure to provide a complete report ·as. described in paragraph 12.2; or failure to perform such tests, shall, absent any compelling justification, result in a reduction in Federal participation for costs incurred in connection with construction of the applicab.le pavement. Such reductions shall be at the discretion of the FAA and will be based on the type or types of required tests not performed or not documented and will be commensurate with the proportion of applicable pavement with respect to the total pavement constructed under the grant agreement. 11.4. The FAA, at its discretion, reserves the right to c.onduct independent tests and to reduce grant payments accordingly if .such independent tests determine that sponsor test results are inaccurate. 12. The attached new Part V Assurances are hereby incorporated hereto, and hereby substituted in

**lie~** of those in the Sponsor's Project Application, and made a part hereof.

Page 4 of 5 PagesThe Sponsor's acceptance of this Offer and ratification and adoption of the Project Application incorporated herein shall·be evidenced by execution of this instrument by the Sponsor, as hereinafter provided, and this Offer and Acceptance shall comprise a Grant Agreement, as provided by the Act, constituting the contractual obligations and rights of the United States and the Sponsor with respect to the accomplishment of·the"Project and compliance with the assurances and conditions as -provided herein. Such Grant Agreement-shall become effective upon the Sponsor's

acceptance of this Offer. UNITED STATES OF AMERICA FEDERAL AVIATION ADMINISTRATION WESTERN-PACIFIC REGION By:

Part II - Acceptance

# LP P. Milligan, Supervisor Standards Section

The sponsor does hereby ratify and adopt all assurances, statements, representations, warranties, covenants, and agreements contained in the Project Application and incorporated materials referred to. in the foregoing Offer and does hereby accept this Offer and by such acceptance agrees to comply with all of the terms and conditions in this Offer and in the Project Application. Executed this

_ 

### _,2"'9'-'t"'h,__

__ day of**·-~~;LDl~e~-------•** 1994. City of Santa Monica, California Name of Sponsor (SEAL) By:

# ~~

# Attes~:**ALJ:J~** Sponsor's Designated Official Representative Title: City Manager Title: City Clerk CERTIFICATE OF SPONSOR'S ATTORNEY 

### t,
___ M_ar

__ s_h_a

__**~** 

### __

._M

__**o_u_t_r~_·e** _______, acting as Attorney for the Sponsor do hereby certify: That in my opinion the Sponsor is empowered to enter .into the foregoing Grant Agreement under the laws of the State of California. Further, 1 have examined the foregoing Grant Agreement and the actions taken by said Sponsor relating thereto, and find that the acceptance thereof by said Sponsor and Sponsor's official representative has been duly authorized and the execution thereof is in**~11** respects due and proper and in accordance with the laws of the said State and the Act. In addition, for grants involving projects to be_ carried out on property not owned by the Sponsor, there are no legal impediments**th~t** will prevent full performance by the Sponsor. Further, ·it is roy opinion that the said Gra)1t Agreement constitutes a legal and ·binding obligation of the Sponsor in accordanc.e with the terms thereof, Dated at Santa.Monica, CA thiS 

### 29thday of

Page 5 of 5 PagesOM& Approv•l No**0~.()()43** 

### APPLICATION FOR 

### ' 2.1MTE sua.wrnea**~ ldentlr~er**  

### FEDERAL ASSISTANCE 6/15/93 1. T"t1"! Of SUBMISSION': ' a. DATE JllEC!IVE'C·I!iVtrATE Stat•Aw/lcollon**ldonl~io<**

A;Jplic&tlon PNapplicatlon [X] Con$truction 0 Con.slr'.lcllon .C. DAn: REC!I¥'ECI II'( nD£RAi Ali!NCY Fodttaf ldentlHer .... 3-:.66-0239-06 0 Nofl.Cotl.sltueUon 

### 0 Non-Construellon .. AlP 5. APPLJe.ANT INFORUJ.TION**~alName;** Organiullon.al Unit: City of Santa Monica Santa Monica.Municipal Airport Add tit$.$ (giWJ city, county, #lats, f:lldzip code): NamG and**~number** of the 

### '*.son.to bec:xrtlcttd on m.r.tt«t Involving 3223 Donald Douglas loop South thi5**~icalioo** (gfv. vn cod.a) · · Santa Monica, CA 90405-3279 Timothy A. Halsh (31 0} 458-8591

(Los Angeles County) I. EMPLOYER ti)ENTlFICAl10H NUMBER (EIH): 7. TYn01' Affl.J<:.IJIT; (t<>t*r >pproprfllolotl#rIn box) 

### [!J 

# I9 

# I 51-16 

# Io

# I0 

# I0 

# I 719 

# Io

# I A. Stolt H. h<!epo'idont Sehoo! Pill. B. County I. Stlit.ConUOIIod INtffiJilon**of~** Leami<>Q I. TYPE Of**~I.ICAOON:** C. Uunlclpal J. PrivaltUoivo<slty D. ToWNhip K lncll1n Tribe QJ·N•w · 

### 0 Continuation 

### 0 F!ovidon 11. '""'"''" L. Individual t1 Ravtsl'on. entt11 appropd!Jtl**Jit1~r(s)** In**~(as):** 

# 0 D F. lnlo<inunlelpal U. Profit Orpanilltion G. Spoelal Ollttk:l N. Oth<tt (Spoc:lty); A. lncrt.a.se Awatd B. 09creue**Aw~1d** C. lnaan&Duration 0. OecrU$8 Ouralion Oth.l< (SPIJ<f/y}: t. H.UI!OF'ED£RAJ. .I.O!NCV: Federal Aviation Administration 10, CATALOG OF ,!CEIW. DOW!:SnO 12 

# I o

# 1. l 

# Io 

# 16 i1. DE&eaiFTI'IEmt.EOFAHUCAHT'I I'ROJECT:**~** ASSISTANCE NUMBER: fencing/ga·tes;- perimeter road Blast walls; • TTT\.J;, alignment; repair taxiways and aprons, 1 i ghting/signing; aircraft run-up enclosure; pave 12. AA.eA!i .ARECT!O 1!1'( PROJECT (CitifS, countitU, 11-1.19$, •tc.): infield areas; and refurbish rotating beacon. City of Santa !·1onica and. Los Angeles County, California

. U. Pf:tOPOSEO PROJECT: 1-4. CONOR!SSfONAl CISTRICTS dF: S!.l!lrl 011te Endin.g Care •· Applicant**~b.** ProjQ<:I July 1994 sept. 1995 ·28th 28th ! tS. E:mhiATEil FUHOiNO: 1f, I"' APPLICA'nOH SUBJEC!tO JI:EVl!W IV $TATE tx!CtmvEOROE'R 1:1l7l PftOCE$$'1' •· Flldenl. $ l ,604,700 ,00 

# •• .YES. THIS PAEAPPI.ICATIOWA!'PI..ICATION W/>S MADE AVAlLABLE TO THE STATE EXECUTlVE OI!OEA 12372 PROCESS FOR REVIEW ON: b. Applicant 

# ' . 

### - 178,300 .DO 6/15/93 DATE

c. S!.Att 

# ' . .00 NO.O b PROGRAM IS NOT COVERED BV E.O. 12372 d.l=tl 

# ' .00



## ... 

## 0 OR PROGAAM 

### HAs NOT**~N** saECTEO BY STATE FOR REVIEW
•. Othof 

# ' ' .00 f, ProgtZim lnt;OI'M 

# • .00 17. IIntEAHUCAHT DEUHOVENT OH**~** n:D£l'AL DEJT?'

. -·

g TOTAL I 1,783,000 .oo 

# .o Vit ' H "Y.s,• attach an .,:pliN1ion. !X] No

11. TO THE JEST OF MY KHOWL.EtXJE AH!li!LIEF.ALL DATA tH THiS ..,.,.L.JC.A.T'IQH.1'ft£.Anl.)C.tll10N**~E** n.uE ANC COM.ECT, TKE t()CUW!HTKA:5 JIEEH DULY AVTHOAittC IV THE QOVERHIHO BOD'¥' OFlliE APPLICANT AH.C THE APPLICANT WIU COMPlYWTT'Ii THE ATTACH£.C AUUJU.HCU IfTK! J.lll$T.otc'E IS AWARO£C
•·T'J'Ped Name or·Authoc!Hd Rapfuanlative b. TnJo c;. TNphone nUmber John Ja1ili City Manaaer (31

## o'\ 458-8301 d. $Q'nature ol AuU)Ofind Aeptuentallw •. O.tt S+gn9d

# ~**;J~** 06/02/94

M8Vl01JS CClllonS NOt Usable**_~tandard. ~orm** **.~?:** ..'**~ /Ht::~** **~-88)** Authorized for "Local ReproductionU.S, DEPARTME.NT OF TRANSPORTATION 1 ·-"ERALAVIATION AOMINISTRAT!ON OMS NO, 80.R011!4

Item 1.
. . . PART II PROJECT APPROVAL INFORMATION SECTION A

Does this assistance request require State, lcca! 1

. regionar, or other priori!Y rating? Name of Governing Body-------------- Priority Rating ------------------ Yes Item 2. Does this assistance request require State, or local odvisory 1 educational or health clearances? X No

Name of Agency or Board__________________ ___ Yes 

### X No (Attach Documentation) Item 3. Does this ossistance·request require clearinghouse review (Attach Comments) in accordance with OMB Circular A·95? 

### X

___Yes
___No Item 4. local, Does this assistance recp;est reqvi·re State, regional or other planning approval?

_ _:X:_.Yes

**-~-,-No** Item 5.
. Is the propo·sed project covered by an approved comprehensive p·Jan? · Name of Approving Agency 

### Soutflern California Date 

### Association of Governments

Check one: State 

### 0 Local 

### IXJ Regional 

### D X Yes
___No Location of plan
___ **_,Cwi_,tc:t.y~o.Lf.-eS,a"'n-"t"'a'--"M"o"-n'-'i-"c-"'a**

### __ Item 6. Will the assistance requested serve a Federal Nome of Federal Installation------------ installation? Yes_.....,X_No Federal Population benefiting from Proiect------- Item 7. Will the assistance requested be on Federal land or· instoIlotion? **Nom~** of Federal

**lnstollati~n** _·----------- Location of Federal Land----'--------..,.----

___Yes

_ __,._No Percent of Proiect ---------------- Item 8. Will the assistance requested have an impcc::t or effect on the environment? X

___ **Yes~--No** Item 9.
. Will the asststonce reqUested cause .the displacement of' individuals fomilies.r busin-esses, or forms? Yes X Item· 10. Is there other related Federal assistance on this project previous, pending, or onticipated? Yes 

### X No

No See instruction for add!tional information to be provided.

Number of: ·

Individuals Families Businesses
------- Farms
See instructions for additional information to be provided.

FAA Form 5100-100 16·73} SUPERSEDES FAA FOAM :5100·10 PA:GES I THRU 7 Page 2•.• ' ; .

: ' ' 

### ·: DEPARTMENT OF TRANSPORTATION- FEDERAl. AVIATWN ADMINISTRATION OMB NO, 04·R0209


### PART 

## Ii: ·SECTION C



### . '.- The Sponsorhereby represents and certifies as follows: 1. Compatible Land Use.-The Sponsor has taken' the following actiOns to assure compatible usage of land adjacent to or in the vicinity

**o~** the airport:
. The Airport Layout Plan shifts a substantial portion of aeronautical· services from the southside of the Airport to the northside
.. The northside provides compatible land use adjacent 

### ·tO air.port operations that the so.uthside did not provide, This action has significantly decreased the impact of aircraft noise and fumes on the noncompatible land use·

**ad~acent** to the Airport.

2. Defaults.- The Sponsor is not in defaulton any obligation t<1 the United States orany agency ofthe United States Govern**me~t** re1ative to the development, operation, ormaintenance ofany airport, except as stated herewith:
.

None

3. Possible Disabilities.-There are no facts or circumstances (including the existence of effective or proposed

**l~ases**

**1** use agreements or other legal instruments affecting use oftbeAirport orthe existence ofpendinglitigation orotherlegal proceedings) whic.h in reasonable 'probability might make it impossible for the Sponsor to carry out and complete'the Pro/"ect or carry out the provtsions ofPart V ofthis Application, either by limiting its legal o.r financial ability or other-wise, exi::ept as fo laws:

None

4.· Land.-(a) The Sponsor holds the following property interest in the following areas of land* which are to be developed or used as part of or ·in connection with the Airport, sUbject to the following exceptions, encumbrances, and adverse interests, all ofwhich areas are identified on the aforementioned propertymap designated as Exhibit "A":

The City of Santa Monica has title 'in fee to an property indicated on the Property Map, "Exhibit A" (refer·to the Pr'eapplication submitted June 16, 1993). Easements to the Southern California.Edison Company, General Telephone Company, Southern Counties Gas Company, and Los Angeles

**Co~nty** Flood Control District are

**identifi~d** on Exhibit.A and do not affect the proposed projects.

*State character ofproperty interest in each area and lis'tandidentifyfor each.all exceptions, encumbrances, andadverse interests ofevery kind and l!ature,_ including h'ens, easements, leasesr etc. The $eparat·e areas ofland need on(y be identified here by the area

**numbe~s**shown on theproperty map. FAA Form 5100-100 (4-761 Page 3a

.DEPARTMENT OF

**TRA.~SP.ORTATION-** FEDERAL AVIATION AOMIHI.STRATION OM8 NO. 04·R0209

PARTII
. SECTION C (Continued}
The .Sponsor further certifies that the ·above is

**~ased** on a title examination by a qualified attorney or title company and that such attorney or title con'lpany hs.s determined that the Spons'or holds the above property interests. (b) The Sponsor will

**acquir~** within a reasoriahle time, but in any event prior to the start ofany construction work under

.the Project, the followirig property interest in the following areas of land* on which such construction wol-k is to·beperformed, all of

**\~hich** areas are identified on the aforementioned property map designated as Exhibit uA'': 

### None

(c) The Sponsor wiH·acquire within a reasonable time, and H feasible prior to the

**co~pletion** ofall constructi"on work under the Project, the following property interest in the following areas of land* which are to he developed or used as part of or in connection with the Airport as it will be.upon completion of the Project, aU of which areas are identified on the aforementioned property map designated as Exhibit 11A 1 ': 

### None

5. Exclusive Rights.-There is no grant of an exclusive right.for the conductof.any aeronautical activity at any airport owned or controlled by the Sponsor except as.follows: . 

### None

*State character of property interest in each area and list and identifyfor each all eXceptions, encumbrances, and adverse interests ofevery kind and natw:e, including liens, easements, leases, etc. The separate areas ofland need only be identified here by the area numbers·shown on theproperty map. FAA Form 5100-100 (4-iol Page 3b FAAAC 81-06913DEPARTMENT OF TRANSPORTATION • FEDERAL AVIATION ADMINISTRATION OMB NO, &O·ROt$4 

### PART Ill- BUDGET INFORMATION- CONSTRUCTION SECTION.A- GENERAL 1. Federal Domestic

**Ass~stonce** Cotolo9 No•• , •• , •• , • ; , , 

### 20.106 2. Functional or Other Breakout •... , , , . , .•. , , .. , ... . . 

### SECTION B- CALCULATION OF FEDERAL GRANT ' . . . ··. . ; ''· ·-···· .

**U:;,e~** o_n_l_y fOf rovi:oion::; Toto! Cost Clcsstficotioo Amount Latest Approved AdfiJ!Stment · Re'(julfed Amount tor(-) 1. Administration expense 

## s s 

## s 10,000;00 2. Preliminary expense 

### 30 000.00 3

•. Land,structures, righl·of-way. ' 

# -a- "
· 4. Architectural engineering

**~asic** fees 

### ' 120,000.00

5. Other architectural engineering f.ees 

### -0-



# . 6. Projectinspection fees 

### 143,000.00 7. Land development 

### -0- 8. Relocation Expenses

**~0-** 9. Relocation payments to Individuals and Businesses 

### -0- 10. Demolition and removal 

# .. .. -0- 11. Construction and project-improvement 

### 1 480 000.00 12. Equipment · 

### -0- 13. Miscellaneous 

### -0- 14. Total (Lines 11hrough 13) 

### 1 783 000,00 ' 15. Estimated Income(ifapplicable) 

### -0- 16. Net Project Amount (Line 14 minus 15) 

### 1,783,000.00 

# . 17. Less: Ineligible

**Exclusio~s** 

### -0- 18. Add: Contingencies 

### -0- 19. Total Project Amt. (Excluding Rehabilitation Grants) 

### 1,783,000.00 20. Federal Share requested of. Line 19 

### 1.604.700 00 21. Add Rehabilitation G1ants Requested (100 Percent) -0- 22. Total Federal grant requested (Lines 20 &21) 

### 1,604,700.00 23. Grantee share 

### 178,300.00 24. other shares


## ---- ·- ' 

### -0-

. 25. Total project(Lines 22, 23 &24) 

## s s 

## s 1,783,000.00 FAA form 5100-lQO [6 73) SUPERSEDES FAA FORM 5100 ·10 PAGES 1 THRU 7 Pogo 4.DEPARTMENT OF TRANSPORTATION FEDERAL AVI TIO A INISTRAT N 

## . A 

## " OM 10 SECTION C -EXCLUSIONS**~~~·** ..

C\ou.iflc?tion**ln•ligi~l•** for**E~<<:lvded** fTom**P~til;lpo::~lion** Co"ting.,ncy Provbiol1

### ~· fll 

## ,;, c- 

# .. $ $ ' b

c. d•



# .. f. 

# •• Toto!.s s s SECTION D - PROPOSED METHOD OF FINANCING NON-FEDERAL SHARE 27. Grantee Share 

## s 178,300.00
a. Securities**~-** .... 

### . b, Mortgages : c. Appropriations (By Applicant) d. Bonds
e. Tax**L~vi**es f. Non Cash g. Other (Explain) ' h. TOTAL
- Grantee**sha~e** 178,300.00 28. Other Shares a. State b. Other c. Total Other Shares 29. TOTAL 

## s 178,300.00 SECTION E - REMARKS 

## p Part 

### V Assurances. are'incorporated herein. 

## b Title 

### VI DOT Assurances are incorporated herein. 

## b "Exhibit A", Property Map; June 16, 1993). 

### is incorporated by reference (see Preapplication submitted 

## b Plans and Specif-i·cations for AIP 3-06-0239-06 

### are incorporated by r.eference. PART IV PROGRAM NARRATIVE fAttcch See Instructions) FAA form 5100.100 {6-731 SUPERSEDES FAA FORM 5100.10 PAGES\ THRU 7 Page 5·, 

### PART IV- PROGRAM NARRATIVE APPLICATION FORFEDERAL ASSISTANCE SANTA MONICA AIRPORT

SantaMonica, California AIPProject No.

**3·06-0239~06** 

### .Project 1-·Blast Walls -Phase II Aircraftbastfromjets departing on Runway 3-21 hasbecome anincreasing problem at SantaMollica Airport, Phase I ofthe BlastWall Projectplaced walls nearthe departure runup areas. The walls have effectively prevented debris from blowing. across roadways andintoresidential areas. Phase II ofthe BlastWall Projectwill prevent and deflectthe high velocityblast of departing aircraft from reaching theresidential areas east oftherunway end. This will provide significantrelief to those affectedbythe aircraftblast. 

### Project 2 - Fencing and Gates - Phase II Runway incursions continueto be a problem at SantaMonica, requiringfurther restrictions on access. ThePhase I Access Control Projectinvolvedthe installation of six (6).access control gates andpm:imeter fencing. Additional signage, road closures, restrictions to access, and education ofusers have.reduced the number ofrunway incursions. Furthm: actions arerequired, includingthe installationadditional access control gates andfencing. 

### Project 3- 

### PerimeterRoad Realignment I 

### The circulation ofvehicles on the Airport's airside has caused significant safety problems overthepast severalyears. Numerousimprovements havebeenmade toreducerunway incursions and vehicle and aircraft co:irllicts includingthe installation of anFAA access control project. With all oftheimprovements, runway incursions continuetobe a significantproblem. To complete the safety improvements, the Cityproposed to realignthe westperimeterroad to 

### connect with Airport Avenue. This will greatly enhance safety by redirecting vehicles outsidethe air operations area. 

### Project

### 4 -.Repair, Seal Coat, and Mark ExistingTaxiways This project consists ofa crack seal and seal coat ofthe existingnorth and south paralleltaxiways. The condition oftltetaxiways atthe Airporthas deteriorated because offrequent use by largebusinessjet aircraft. Some ofthetaxiway pavementis part ofthe originalrunwaybuiltin 1942. N:umerous longitudinal cracks exist onthe taxiway. Somereconstructionwillbe required inisolated areas where structural failures have occurred because ofthe larger aircraftusing thefacility. Page 1 of3

# ., Project 5 - Lighting and Signing This project consists ofthe installation ofrunway distanceremaining markers that are needed by large.businessjets requiring the full runway length. Additionally, guidance signs are to be installedto define the runway better andto preventrunwayincursions. Thefmal component ofthis projectis to recess taxiway lights inthose areas where above-ground lights are repeatedly struck by aircraftmaneuvering on the ground. 

### Project 6- Repair, Seal Coat andMarkExisting Parking Aprons

- Phase II Thisproject consist of a follow-up to the originalproject submitted as part ofthe AIP-04projectin 1988. The aircraftparking aprons havepermanentlybeen established as a result ofthe significantchangethat occurred in 1986 when the aeronautical activities were movedfrom the southsideto the northside ofthe Airport. As 

# aresult, some ofthe Cityparking areas require crackrepair, seal coat, andtiedownreconfiguration. 

### An increasein aircrafttiedown capacity will result with thereconfiguration of.the aprons. 

### Project 7- Aircraft MaintenanceRunup Enclosure Aircraftrunup noisefor maintenance inspections hasbecome an increasing problem aturban airports like SantaMonica. The amount ofspace allocated on the Ah·port to conductthese operations safely and with as little intrusionto the surroul).ding neighborhoods has become increasingly difficult. The maintenance run up enclosureis requiredto abate theincreasing number ofturbine engine runups attheAirport as this segment·of Santa Monica's trafficincreases. The maintenance runup enclosurewill handlebusinessjet aircraftwith up to 60-foot wing spans. 

### Project 8 - Pave InfieldAreas Theinfield areas betweenthe north and southparalleltaxiways andtherunway presentlyconsist ofoiled native material. These areas have deteriorated, causing drainage problems and debris thatis blown onto therunwaybyjetblasts. Project 8 will cap these areas with asphaltto eliminate drainage and FOD problems now being experienced. 

### Project 9 - RefurbishRotatingBeacon Thepresent airport

**r~tating** 

### beaconis low-powered and difficultto see at night or inlow visibility inthe Los Angeles Basin. Thebeaconis over 40 years old and is inneed ofreplacement. Additionally, the existing tower needspainting and repairs. Page 2 of 3

### SANTA MONICA AffiPORT AlP3-06-0239-06 PROJECT COST SUMMARY Total Federal Local Project Cost Share Share

•\ 

### Blast Walls

- Phase II 

### $ 330,000 

### $ 297,000 

### $ 33,000 Fencing/Gates 

### 111,111. 100,000 11,111 Perimeter.Road Realignment 

### 311,000 279,900 31,100 Repair, Seal, andMarkTaxiways 

### 202,000 181,800 20,200

· Lighting and Signing 

### 63,889 57,500 6,389

Repair, Seal, and Mark Aprons 

### 220,000 198,000 22,000 AircraftMaintenance Run up Enclosure 

### 385,000 346,500 38,500 Pave Infield Areas 

### 125,000 112,500 12,500 Refurbish Rotating Beacon 

### 35.000 31,500 3.500
TOTAL $1,783,000 $1,604,700 $178,300

,.



### -Page 3 of3

### ' 

# .

Fax f:rorr. A; General 

### FAA LAX ADO

PARTV ASSURANCES Airport Sponsors

October 1, 1990 [Incorporatesrevisions ofAssurances 9and26 (11/04/92)]

1.. These a.:cunwce!O. s.hall hr. r-..nmplicd with in the performance

### ·orgrwtagreements for airport development, airportplanning, and noise c0111patibilityprogram grants to airpotl sponsors. :z. , fhe:se: assurances are rcquii·I:'U tobe :;ubmiUed

**a~** pa,.t Qfthe projct:t application hy

**~ponsors** requesting funds w>der the provisions ofthe Airport and AirwayImprovrnneotAct of1982, as PAGE 11

amended by theAirport and AirwaySafety and CapacityExpansionAct of1987, ortheAviationSafety andNoise AbatementAct of1979. As used herein, tbe term, "public agency spunsuo' rucan• • puhllc agencywith control ofa public use airport; the term "priYatc sponsor' means aprivate sponsot of apublic-

**~o** o.irport; a:.o.d the tertn "gpon$or'' includes public agency :JPOtlSOrs and private sponsors. 3. Upon acceptance ofthe grant offer by the sponsor, these assnrances ate incorporated in andbecome part ofthe grant agreCIIlCDt. · B. Duration andh.ppllcability. 1. Airport Development orNoise Compatibility Program Projects Undertaken by a Public Agency SponsoJ:". The tc.mu;, conditions

**~nd m:~ances**  ofthe grant agreement

**~hall** remain in full

**for~e** and effect throughout the useful life oftho facilities developod orequipment acquiredfor an airport development ornoise compatibility program project, orthroughoot the useful life ofthe p.:ojcctitems installedwithin afacllity Wldct anoise oompa.t.ibilltyprogram pX"Oject, but in aa.y

**ev~t** not t"

**~Yceed** twenty (20) years f.rom the date ofthe acceptance ofagrant offer ofFederalfunds for tbeproject. However, there shallbe no limit onthe duration ofthe ossurance against exclusive rights orthe terms, conditions, and assurances withrespect to real property acquiredwithFederalfunds. Furthcnno•c, the durationof the CivilRights assurances shall be as specified inthe assurance. 2, Airport DevelopmentorNoise CompatibilityProgram Projects Undertaken by a Pri•ate Spomer, The precedingparagraph 1also applies to a private sponsor except that the useful life ofprojectitcnts installed within afacility or the useful life offacilities developed or cquipu•=t acqmrcd

**und~r** .Wl airport development or·noise compatibility programproject shall be no less than ten(lO) years f.rom the date

### of tho accepbnee o£Fedel"a1 ::..irl fnr the

**proj~** 3. Alrport PluulngUndertaken by a Sponsor.Unless otherwise specified inthe grant agreement, onlyAssurances 1, Z, 3, .S, 6, J..J, 18, 30, 32, 

### :n,34 nnd26 in Section C apply to

**plonnin~** projects. The terms, conditions, and assurances ofthe grant agreement shall remain infull force and effectdaring the life ofthe project. C. Sponsor Certification. Thesponsor hereby assures and certifies, with respect to this grantthat: L General Federal Reqni.-ements. Itwill complywith all applicable Federallaws,regulations, c:o:ecutive orders, poucics, guidelines and requ.irements as theyrelateto the application, acceptance andusc ofFederalfunds for this project includingbutnotlimited to

**lh~** following:

a. FederalAviationAct of 1958" 49 U.S.C. 1201, et seq. b. Davlo·B•conA<t • 40 U.S.C. 276(o), et

### ••<!·lJ c. Federal FairLabor Standards Act·29 TJ.S.C. 201, et seq. Pagel of 11

3187256849 84/87/88 tf>:4t Pg: 11B4/B7/2BB8 13:05 3107256849 FAA LAX ADO

• 

### •

Fax fror-"t PAGE 12

d. HatchAct

- 5U.S.C. 1501, et seq

### .V e. UniformRelocationAssistance and Rc.1l PropertyAcquisitionPoUcloo Act of 1970- 42U.S.C •. .w<ll, et. seq-!/

### Y £. NationalHiatorioP<e...-v:.tion Aot nf 1966- Section 106

- 16 U.S.C. 470(f).l/ g. Archeological and HistoricPreservation Act of 1974-16U.S.C. 469 through 469c.l/ b. Flood DisasterProtection Act of 1973 ·Section 102(a)

- 42 U.S.C. 4012a.l/ i, Rehabilitation Actof 1973 -7}J U.S.C. 794. j. Civil Rights Act of 1964- Title VI- 4:2 U.S.C. 2000d through d-4. k. Aviation Safety =d Noise Abatement Act of 1979, 49 U.S.C. 2101, et seq 1. Age DC!criminationAct of 1975- 42U.S.C, 6101, etseq. m. ArchitecturalBarriersAct of 1968 •42U.S.C. 4151,

### ot'!eqJ./ n. Airport and**Airw~y** lmpro:weroonl Act of1981, :u .,..,derl 4Q U.S.C. 2201, etseq. o. FowerplantandllldustrialFuel Use Act of 1978- Section4()3- 2 U.S.C. 8373.!/ p, Contract WorkHours and Safety StandardsAct- 40 U.S.C. 327, etscq.l/ q. Copeland Antikiclc:backAcJ.- 18 U.li.C. 874.},j r. NationalEnvironmental PolicyAct of 1969- 42 U.S.C. 4321, ct seq.!/ •· End=gorcd Species .Ad- 16 U.S.C, 668(a), et seq.lJ t. Single AnditAct of 1984-31U.S.C. 7501, etseq.eJ u. Drug-FreeWot,kplace Act of 1988-41U.S.C. 702through 706. Executive Order:s E;recutive Order 12372--Intergovernmental Review ofFed<rall'rognuu> EJrecutive OrderU246- EqoalEmploymentOpportunityl/ Federal R<gulations a,**4~** t:l.,'K Part !8**~** UniformAJml.n.UJtrativc Rcq:uire:m.ents foT Grants**~nd** Ccoperative Agreements to State and Local**Governments~/** h. 49 CFRPart21

- Nondiscrimination in Federally-AssistedPrograms ofthe Department of Tnlll'lportation-Effectuation ofTWe VIofthe Civilllights Act of 1964. c. 49 CFR Part23- Participation byMlnodly Business Enterprise in Departme.nt of**Tr~portation Ptog:I~n;C~•**  d. 49 CFR Part24. Uniform Relocation Assistance andReal PropertyAcquisition Regulation for Fede'"l andFederally**As~ted** Programs.l/ 

### 'lJ e, 49 CFR Part zf

... Non-Olscrl.minatiuu on the l3asi3 o£Hnndie3;p m-;program!C.**:~nd** Activities Receiving or Benefiting from FederalF'wandalAssistance.l/ f. 49 C:FR Part29- Dobmncnts,**Suspension~,** and VoluntaryExclusions. g. 49 CFRPart 30·DenialofPublicWorks Contracts to Suppliers ofGoods and**s~,·vicc•** of Countries ThatDeuyProcurements Market Access to U.S. Contractors. h. 29 CFR Pa<t 1 - rroccdw:oo for Predetermination ofWage Rates.l/ i. 29 CFR Part 3 ·Contractors or Subcontractors o.n PublicBuildings or PublicWorksFmanced inWhole orPartbyLoans or Grants From U.S.lf j. 'l9 CFRPart 5-LaborStandardsProruion.s Applicable to Contn<:-to C<n"Cring**Fed~olly** FinancedandAssisted Con.struotion..l/ k.**4~** CFR PMI 60

- Office ofFederal CMtnc!Compliance**Pr~ams,**EqualEmployment Oppottu.nity, DepartmentofLabor (Federal andFederally-AssistedContracti».g Requiromcnts).l/· L 14 CFR Part 150

- AirportNot•e Compaubility Plan.U,g. Ofli.e

## orManaQ<>mont and Budeet Cin:ulan
a. A-87• Cost Principles Applicable to Grants and Contractswith Slate and Local**Goveillll1onts~** b. A-128

- Audits of**~tate** andLoc.'\1 Govemments.V 

### l/Theselaws do not apply to airport planning sponsors. Page :2 of 11

311!7256849 ll4/B7/Il8 16:41 Pg: 1204/07/2008 13:05 3107255849 FAA LAX ADO PAGE 13

Fax**frorr~** 

### 'lJTheselaws do not apply to private sponsors. "J} 49 CFF. Part 18 and OMB CircularA-87 containrequirements for State a.od local goveTnments receiving_Federal assistance. Any requirements levied upon State and local governments bythis regnlation and circular shall also be applicable to private sponsorsreceiving Federal assistance under the Airport and AirwayImprovement Act of 1982, as lUDcudcd. Specifie assurances required tobe included in grant agreements byany ofthe abo>eJaws, reguiatiqns orcirculats are ineorporatcd byretcrcnce in the grant agreemcnr. l. Rl$ponstbilityandAuthoritytat t.hr. Spnnsor.
a. Pnblic Agency Sponsor: Ithas lcglll authorityto applyfor thegrant, and to finance and·carry · out the proposedproject; that aresolution, wutio.u or similar action ho.G beenduly .tdopted ot_passed as an official act ofthe**applican~s** governing body authorizingthe filing ofthe application, includine all**understandin~** and assurances contained therein, and directing and authorizing the personidentified ru; the officialrepresentative ofthe applicant to act in connection with the application and .to provide**~uch** additional infonnation as mayberequired. b. Private Sponsor: Ithas legal authority to applyfor the grant and to finance and carry outthe proposedproject and complywit\t all terms, conditions, ilDd assurances ofthis grant agreement. It shall designate an official representative and shall in Wrltlng dircr.::l WJtl autho1lzc. that pcr:mo to file this application, including all UDdcr.tandiJlgs and assurances contained therein; to act. in connection with. the appHto .. Mion; and to prov.ide such additionalinformatioo a$ rnay berequired. 3. SponsorFond 1\.vailablllty. Itbru; sufficientfunds available for that portion oftheproject co>Js which**ar~** uut to b-e paid by the United. Sto.ton. lt hall. &uffi.clent funds**av~il~hle** tn**a~sure** operation and maintenance ofitems funded under the grant agreement which itwillown orcontrol. 4. Good 1"itle "· Itholds aood title, satisf•dnryto the Secretary, to thelanding area ofthe airport or site**thereo~** orwill give assU<ance satisfactoryto the Secretary that good title willbe acquired. b. "'f'or .noise compatibility**vw~·am** project$ tQ be ¢nrricd·aut on the property ofthe ..**~pnn~nr,** 1t holds good title satisfactory to the Secretary to that portion ofthe properlyupon which Federal funds willbe opcndedor will give assUIIDlce to the Se<rerary that good titlewill be obtained. S. l're•erving Righi$ and**Powo~**

- a. Itwill not take orpe<mit anyactionwhi.ch would operate to depriveit of any ofthe rights and

powers necessary to perform any or allthe terms, conditions, and as:surances in the grant agreement without the written approval oftb.c Secretary, and will**~ct**promptly to acquire, extinguish ormodify any outstandingrights or claimS ofright ofothers whichwould interfere with •uchperformanceby tbe <r>nnsor. This shall be done in •**m~er** acceptable to the Secretary. b. It will not seU, lease, encumber or othOIWise transfer or dispose ofanypartofits title or other inter""ts inthe property shown on Exhibit A to this •rpli<.ation nr, for a noise compatibilityprogram projett, thatportion ofthe property upon which Federalfunds bave been expended, for the duration oftbeterms, conditions, and a.,urances in the grant agreement without approvalby the Se<retary. lf the transferee is found by tho Secretary to be eligible under tbe Airport anu Ait·way Iroprovcmcnt Ad: of1982 to assume the obligations

## ofthe grant agreement and to have thepower, authority, and finand:d**r~oouroos** to oarry ont "11 ,uch obligations. the sponsor shallinsertinthe contract or document transferring ordisposing ofthe sponsor's interest, and make bindingupon the transferee, all ofthe terms, con.ditlons and assmances contained in this grant agreement.
Pagc3 of 11

316725&849 64/67/68 1&:42 Pg: 1304/07/2008 13:05 3107255849 FAA LAX ADO PAGE 14

Fax fro"' c. "fvr all uolsc <Ompatlbility programproject• ,.;,;cit are to b•, oomed outby ;u>Otbor unit oflocal government or ateon proporty ownedbya unit oflocal government other than the sponsor,itwm enter into ""agreement with that government. Except as otherwise specifiedbythe Secretary, that agreement shall obligate that go11Crnment to the same terms, condilious, ami aoourancoo that would be applicable to it ifit applied directlyto theF M for agranttoundertake the noise compatibility progrnm project.That agreement and

**<h•n~es** thereto mustbeMtisfactory tothe Secretary. Itwill take steps to enforce this agreement against the local government ifthere is substantial non-compliance with the tenns ofthe agreement. d. For noise compatibility program projects to be cnrricd

**out.~** privatelyowood property, it will enter into an agreement with the owner ofthe propertywhicliincludes provisions specifiedbythe Secretary. Itwill take steps to enforee this agreement againstthe property ownerwhenever there is substantialnon-eomplianco with the terro• ofthe agreemettt.

e. Ifthe sponsoris a private

**sponsor~** itwill take .steps satisfactoryto the Secretaryto ensure that the ajrpQrt will continue to function as a. public-usc airport in accordance with these assnrattces for the duration ofthese assurant:es. f. Ifan arranaoment is made for tnanagement and operation ofthe airport byany agency or person other thanthe sponsor or an employee.ofthe sponsor, the sponsorwill reserve sufficient rights and authority toinsure that the airportwillbe operated and maintained in aceordanec with the Airport and Airway

**Impruvtru~ent** Acto£ 1982, the regu.L\tions and the ternu:, conditions

**~:net as..~urances**  in the grant agreement andshall insure thatsuch arrangements alao requires compliance therewith. 6. Consistencywitll Local Plans. Theproject i1! reawnably consistentwith pl;u>s (.,Ustiug atthetime o£ submission ofthls application) ofpublic agencies that are authorized by the Statein which theproject is lo.,..tod topl.,for

**~** developmont ofthe area surroundingtho airport. Fornoise compatibility progr:un projectS, other then land acquisition, tcbe carried out onpropertynot ownedby the airport and ovc:r which propertyanother public agencybas land use control orauthority, the sponsor shall obtainfrom each .such ageo.cy a. written declaration tb.atsuch agellcy !)uppu.rt.:s chat p.rojec::t and the px-ojoct

**i~ ~a:l&ol12bly**  consistent withthe agency's plans regarding the property. 7. Consideration with Loatl lnt«est. It has givenfair oon:!idcration to the interestofcommunities in ornearwbich the project maybe located. 8. Consultation with Users, 1n making a decision to undortake any airport development project under the Airport and Ai.rway Improvement Act of 1982,it h"'undertaken reasonable consultations with affected parties using the

**~~** atwhich project isproposed. 9. PubHc: llcnr:ing:J. In projects involvi.:ng thelol"!dion ofan airpOrt, an airportrunway, or amajor runway extension, it has afforded the opportunity for public hearings for the purpose ofconsideringthe economic, social, and environmental effects ofthe airport or runway location and its oonsisteoeywith goala and objectives ofsuchplanning as has be<n carried out bythe OOIJlJllunity

**~~nd** itshall,when rcqu-edby theSecret,ary, submit acopy ofthe transcript ofsuch heurings to the Sec:retary. Further, for suchprojects, it h::u;; on it& management board e.ithf.'.r vnting representation from tb.c commu:nities where the project is located orbas advised the communities that theyhave the right to petitionthe Secretary concerning a proposedproject, 10. Air

**~nd** Water QualityStandurds. Inprojects involving airport location, a major !11llway enen•inn, nr mnwayloeatlon itwillprovide for the Governor ofthe state illwhich the projectis located to certify in writing to the Secretary that tbe projectwill be located, designed, constructed, andopetated 

## ""as to complywith applicable air and·water quality standards. In ony c..cwhere such standardshavenot lx:en approved and where

**appli~.::~4tt;;** a.U: and watc.t quality .rt.and.atd.." han- bcctt promulgatetf hythe Administrator ofthe Enviroomeni:alProtectionAgeru;y, certification shallbe obtained from such Administrator. Notice ofcertificationorrefusalto certify shallbeprovidedwithin sixty (60) days after tho project application has been received bythe Secretary. , Page 4 of l1

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Fax frorr. PAGE 15

lt. Local Approval, In projects involving the construction or extension ofany runway at any l:l"n"ral aviation airport located ascride aline separating two counties within a single state, it has received approval for the proje<;t fruw t!.c**g~rning** body ofallvillages inoorporat•.rl nnder the laws ofthe state which are located entirelywithin fi.., miles ofthe nearestboundary ofthe airport. U. 1'enniaal Development l'rerequisltes. Forprojects which include tenninal**J~velopmcnt** at**~** public airport, it has, on the date ofsubmittal ofthe project IJ1'ant application, all the safetyequipmentrequired for certif><:otion ofsuoh airport nnder .ection 612 ofthe Federal Aviation Act of1958 and all the security equipment requiredbyrule ofregulation, and has providedfor access to the passenger enplaning and deplaning area ofsuch airport to passengers enplaning or deplaningfrom aircraft other than air carrier aircraft. .;

### ... 13. Ar.r.nnnting Sr,Jtcrn, Audit:'o and**~ec:ordkeeping** Requirementsw

a. Itshall keep all project accounts and records which fully disclose the amonnt and dlsp<>sition by**th~;-** recipient o£the**proce~dA** oft.he gran.t. tht-; totnl cost ofthe project in coonecdon'With which the grantis givenor usod, ond the amonnt and natnre ofthatportion ofthe cost ofthe project suppliedby other sources, and such ather financial records pertinent to the project. The accounts andrecords shall be kept in accordance 'With an accounting sy.::;lt}.lll that will.Ea.dllmte M. offective auWt in**accm~rlAn~** mththe Single AuditAct of 1984

. b. Itshall make available to the'Secretary and the Comptroller Generol ofthe United States,or any oftheir dulyauthorized representatives, for the pUI'JlOSO ofaudit and exatnittation, anybook<, documc;.nb,**pap~e 1**  aud record$. ofthe rt:::cipi,..n.t th:d Me pertinent to the grant. The Secretorymay require that an appropriate audit be condnctedby arecipient. Inany case inwhich an independent audit is made ofthe accounts ofa sponSor relating to th.e dispQsition ofthe proceeds ofa grant or relating to the project in wJJJJcctlon with which the grant ws.a given o.r used.. it !:.hallme a certified copy ofsuch audit with**th~** Compl:toller General ofthe UnitedStatesnot later than si:c ( 6) months fnllnwing the close ofthe fiscal year lorwhichthe auditwas made. 14. Minimum Wage Rates. It shall include, in all contracts in excess of$2,000 lor work on anyprojects funded under the graiJ.t**agt·eewc~** whic:b. involve labort provis:ioru: es.tablishine; minimum rates of**wage~** to be predetermined bythe SecretaryofLabor, in accordance with the Davis-Bacon Act, as amended (40 U.S.C 276a-276a-5), which coottactors shall payto skilled and unskilled labor, and such minimum rates shall be stated in theinvitation for bids and sball beinc.luded inprupuoaJs '"bicb for work. 15. Veteran's PJ.'e£ereucc. It shallinclude, in

### an contracts forwork on any projects funded under the grant agreement which involve labor, such provisions as are necessary to insure that, in theemployment of labor(except in executive, admittisttative, and supervisory ,posltlons), prcf.,roncc shoJIbe given to veto=• ofthe Vietnam era and disabled vtle.rans as defined in Section S15(c)(l) and (2) ofthe Airport andNtway Improvoment Act of 1982. However, thi.< preference shall apply onlywhere the individnnls are avallable and qualifiedto perform the work to which the employmentrelates. 16. Confonnityto Plans andi'ipecl!lcations. Itwillexccule lho project oubjcctto plans, specilicatioos, •nd schedules approved by the Secretary. Such pla.us, specifications, and schedules**~hall** be submitted to the Secretary priorto oom.m•n<t>ment ofsite preparation, construction, or otherperformance under this grant agreement, and, upon approval bythe Secratary, shallbeincorporated into this IJ1'an! agreement. Any modifications to the appra...d plans, specifications, and schedhles shall alsobe subjectto approvalby the Secretary and mcorporatlon into lhc ll''""tagreement. 17. Construction**lns~~Cction** and Approval. Itwillprovide and mMntain competent technical supervision at the construction site throughout the proje<t to ensure that the wod< con.li:Jnhs with the plans, specifications, and schedules approved bythe Secretaryfor the projeet. Itshallsubject the**con~U ~ctiou**  work OAany project cont:amed in an appJ:oved project A.l'ttlicatioD. to inspection and approval by the Secretary and suchworkshallbe i.o. accordance with regltlations and**pro~dves** Pogo 5 of U

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Fax froJ'I'I prescribedby theSecretary. Such regulations and procedure••hall roqu;rc ouch coot =dproweo• reporting bythe sponsor or sponsors ofsuch project as the Secretary shalldeem necessary. 18. PlllllJ1ing Project:J, In carrying outplanningprojects: PAGE 15

a. It will execute the prujt:d i.n ac..ordance with the apptoved**prog;r~m** narrativecontainedin the project application or with roodifications similarlyapproved. b. It will furnish the Secretarywith such periodic reports as**requll:e~** P"-'talllingIQ theplmtniog project andplanningwork activities.

c. ltwill include in all published material preparedin connection with the planningproject a notice that the materialwas preparedunder agrantprovided bytheUnited States. d. It willmake such material available for CJC3lllwation by thepublic, and agreesthat no mater;.,! prepared withfunds under thisproject shallbe subjectto copyright inthe UnitedStates or any other COW>try,
•· ItwillgiV< the**Secr~t•ry**uruestrictcd authority to publish, disclose, distribute, and otherwise usc any ofthe material preparedin**ronne~tion** with this grant. f. lt will grant the Secretary**lh~** de,ht to d4appro.,;c the**Sponsot'~** employment of**~pec:ific** consultn.nl:!t andtheir subcontractors to do all oranypartofthis project aswell as theright to disapprove the proposed scope and cost ofprofessional services. g. 

### It will granttheSecretary the right to disapprove'theuse ofthe sponsor's employees to do all or any pax-t ofthe p;coject. b. Itunderstands and agrees that the Secretary's approval ofthis project grant or the Secretary's approval ofany plan:ningmaterial developed as part o(thiti grant doe-3 not constitute ar imply any =uranceor commitnlcnt oo the part ofthe Secretaryto approve any pending orfuture application for "'Fedel':al airport gr.qnt. 1?. Operation and Maiu..,an

... a. Itwill suitablyoperate and maintain the airport andall facilities thereon or connected therewith, with due regardtoclimactic andflood coodltioru;, Anyproposal to t=pornrilyclosethe airpo:n for nono.cYonn.utical py,rpos=s must first bl'!; 01-pprnved by the**S~c:rcli:U**y.**~c.ltirport** «nd all facilities which arenecessaryto ""rve tbe aeronautical users ofthe airport, otherthan facilities owned or eo:11uolled bythe United**Stat!."'~~,** $;haD be operated at all times in asafe and scniceablecondition and in accordancewith theminimum standards as maybe required orprescribed byapplicable Federal, state and localagencies for maintenance and operation. Itwill not cause orpennit any activityor action thereon whicb would inter.ferc wilh its u5c for airport purpot.es. lnfurtherance nft.hi• assurance, the sponsor willbave in effect at alltimes arrangements for- (1) Operatingthe airport's aeronantical facilities wheneverrcqnired;**(~)** Promptly :marking and ll!lhting hazards resulting from airport conditions, incluiliog temporary conditions; and (3) Promptly**no~** airmen ofany condition all'ecting aeronautical use ofthe airport. Nothing containedherein shall be construed to require that the airpor.t be operatedfor aeronautical use during temporary periodswhen snow, flood or other climactic conditions interferewith sucil operation.**~d**maintenance. Furlher, notbh:lg herciD. shnllbe construed as rr.rJ.uiring the maintcnancct :Poge6 Ql 11

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repair, restoration, orreplacement of any structure or facility wbicb is substantially damaged or destroyed due to an act ofGodor other condition or circumstancebeyond the control ofthe spousor. b. Itwill suitably operate and maintain noise compatibilityproll'am item$ that it OWD8 or <ontrols upon which. Federalfunds have been expeuded. 20. HazardRemoval andMitigation. Itwill take appropriate action to assure that sucb terminal airspace**~** Urcq"Uixcd to protect i.DE;tnmteJlt a:ndvisnl'll operations to the aitport(including established minimum flight altitudes) willbeadequately cleared audprotectedbyremoving, lowering, relocating, marking, or lighting or otherwise mitigating existing airporthazarii'{.and bypreventing the estab6sbment or croation ot"future airport hazard.,, t· 2.l. rnmj>lltible Land Use. ltwilltake appropriate action, including the adoptionofzoning**.law.~,** to tbe extent rea:sonable. to restrict the use ofthe land adjacent to orin tbe itnntediatevicinityolthe airport to aCtivities and purposes compatiblewith normal airport operatio!IS, iududlng landing andtakeoffof uiroa..Ct. I.u addition, itthe project ir. for**noi~e:** eomp:atlbility prngnun implementation, it 'will not**cau~e** or permit any chllllgc inlanduse, within itsjurisdiction, that will reduce the compatibility,with respect to the airport, ofthe noise compatibilityJlfOll'aJll measures upon wbieh Federal funds have beenexpended. 22.. EconomicNondiscrimination.
n. Itwill make its airport available as an airport for public use on fair and reasonable tams and without unjust discrimination, to 

## all type..., kinds, and classes ofaeronauti<al uses. b. In any agreemc11t, contract, lease or other arrangement underwhich a right or privl1egc at the airpo.rt is grantedto any person, finn, orcorporation to conduct orengage inany aeronautical activity for furnishing servi.ces to tb.e public at the airport, the:::**~po!.l:;or** will in:scrt nnd enforce pl'ovisions requiring the contractor to- (1) fumish said services on afair, equal, and not unjustly discriminatory blll<is toall users**thoreo~** and (2) charge fair, remionable, audnotunjustly disminatoryprices for eacb unit or service, provided, that the contractor may be allowed to makereasonable and nondiscriminatory discounts, rebaccs, or other similar type.s ofpricereducUOil!i to**vohuu~** purchase

...
c. EachfJXCd bru::ed**op~ra.tor** at any**ah~pnrt** nwnedby the sponsorshallbe sUbject to the same rates, fees, rentals, and other cbargcs as arcuniformly applicable to all otherfixed-based operators making the same or similar**~es** ofsucb airport andutilizingthe sa.ne or similarfacillties. d. Each air carrierusing such airport shall have the right to service itselfor to use any fixed-based nperator that

### is authorized or permittedby the airport to serve any sir carrier at such airport.
e. Each air carrierusing such airport (whether as a tenant, nontenant, or subtenant ofanother air carrier tenanl) >hall uesubjoct to ouch**nondiscrimin~tory**and oub<tantiolly comparablerule$, regulations, conditions, rates, fees, rentals, and other charges with respect to facillties directly and substantially related toproviding air transportation as are applicable to all sucbair carriers which make similar useofsuch airport and which utilize similar !acilities, subject toreasonableclaMili<ations aucb. as tenants ot nontenants and sig:uatorycuriers and non-signatory curiers. Classification or status a.s**ten~"\** or signatory shall .wtbe u.tu·e.a.,,nSihlywithheld by anyairport provided an air carrier assumes obligations substantially similarto.thoso already irnposed onair carriersio such classifications ot statns. L ltwill note."<Crcise orgrant any right or privilegewbicb operate.• to prevent any person,frrm, or <.nf1>0mtion operatine aircraft onthe airport from porforrniD$; any oervices onits own aircraftwithits own employees (iDdudlng, but not limited to maintenance, repair, andfueliog) that itrnoy chuosc tu perform. !:'age'/ of 11
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g. Inthe event the sponsor itselfexercises any ofthe rights !llldprivileges referred tu U. thls assurance, the services involvedwill beprovided on the same conditioru; as would apPly to the furnishings ofsuch**~t;.rvlc~'\** by**cotU.r~~tors** or**ctJnl':~~::~ionaires** ofthe sponsor under these provisionz. h. The sponsormay establish such fair, equal, and not unjustly discriminatory conditions to bemetby all users ofthe airpOTt as maybe necessary for tbe oale and cffloi<IJJ.t**op~ratiou** ofthe airport_ i. The spoD!lor mayprohibit nr limit any giv,:n typo, kind, or class ofaeronautical use oftheairport i£ suchaction is necessary for the safe operation ofthe airport or necessaryto servo the civl1 aviatiu.u needs ofthe public. 23. Exclusive Rights. Itwillpermit no exclusive rightfor tbeuoc ofthe airport by !IllY persons proViding, n.**intendin~** toprovide, aeronautical services to the publio. Fotpurposes ofthis p..-agrapb, theproviding ofservices at anairport bya single lixf:d-bw;ed operator shall not bo .:on.:;tn>od aa ""<o<cludve .-ight ii both ofthefoUowing apply:
a. Itwouldbeunreasonably costly, burdensome, or impractical for more than one fued·bascd operator to provide s71-ch servic.es, and b. Ifall<:JWing more tban onefixed-based aperatorto provide ,uoh services would require lhe reductions o£ space leasedpursuant to .ai1.**~ting** agreement 'between Sllc.b. single-based operator and such aitport. · Itfw:thcr agrcco lhetitwill**no~** oither directly orindirectly, Jll'anl orpermit aoy person, firm or corporation the e:<clusive right at the airport, or at anyother airport now owned or controlled by it, to conduct any aeronauticalactivities, inclndwg, but notlimited to ch..-tcr flights, pilot training. aircraft reDtal and**sightseeio~** aerial photography,**t;.~-op** du8tia.g. tleria.l advertising 2!'rl .,.urveying. air carrier operations, aircraft sales and services, sale of aviation petroleum products whether ornot conductedin eoajUXlction

## mth**~ther** aeronautical activity, repair and maintenance ofaircraft, sale ofaircraft parts, and any other activities which because oftheir direct relationship to the operation ofaircr.rtcan bercgorded as an aeronautical activity, and that itwill terminate any o:xdusive right to conduct anaeronautical activity now eldsting at such ""airport ®foretb• grant ofony**•~•i•t•nce** nuder theAirport andAi.Jway ImprovementAct of 1982. 24. Fee nod Rental Structure.. It'Will n'taintain afee and renLal ;,tructu:re <:onlli::J.tent with**M~1.1r~nce**22 and 23, lor the facilities and services being .Provided the airportuserswhich will makethe airport as self- >u>taluing ••po53ible w:u!M**~** d.r<urn.•t•nces c>isting at the particular airport, takinginto account such factor> a.the volumo ofttaffic and economy ofcolkctioiL No part oftheFt:deral share ofan airport development, airportplan:ning ornoise compatibilityproject for wbich a graot is mado1111der theAirport andAirwayImprovement Act of 1982, lbeI'ederalAirport Acto< theAjrport andAirwayDevelopment Act of1970 

### shall beincludedin the ratebase in establishingfeeo, rates, andchargesfor users ofthat airport. 25. Airport Re

.. nu._ Ifthe airport is under.the control ofapublic agency, 

### all revenues generated by the airport and anylrn:al

# = on a.;atioo.fuel e<t>bUobe<l •fterDeCOIDber30, 1987,willbe apendedbyitfor the capital or operating costs oftheairport; the local airport system; at other 10<:01facilities**wbic~** are QWlled or operatedbythe owner oroperated by the owner or operatorofthe airportand directly and subotantiaUyrelatedto the actual a1rtransportation ofP"''""'l!"'" orpraporty; orfa.- noi!t\ mitigation purposes on or offthe airport. Provided, however, that ifcovenants or assurances indebt obllgatioos losucd before September 3,**l~.** by the owner or operator ofthe airport, or provisions euaaedbefore September3, 1982, in goverciug •tatutccontrolling the owner or operator's financing. provide fuf tho rue ofthe revenues from any o.fthe airportowner orop.,rator's facilities, including tbeairport, to support not only the airport but also tlle aiipurt vwncr or opc,.ator's genlllral <icbt obligations or other fadl.ities, then this limitation onthe use of aUrevenues genetatcdbythe llirport (and, inthe case ofthe public ailJ>ort, local taxes on aviation fucl) shaUnot apPly.Page 8 of 11

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Fax fro111 21t Reports and lu:spections. It will submit co**Lb~** &\.;J:ctary such oll.J3nual orapceiol**fi~cid** und operationsreports as the Secretaryway rellSoWJblyrequest. Areport ofthe Airport budgetWl"U be available to the public at reasonable times and places. For airport devt:lopment projects, it will also make the airport and all airport records and documents affecting the airport, including deeds, leases, operation and use agree.ments, regulations and otherinstruments, available for inspectionbyany duly authorized agent of**th~** S<lcrctaty**u~ou** rca:>Oll•blc rcquoot. For noloo eom,patibilityprogram prnjects, it will also make records and doCWJJents relating to the project and continued compliance with terms, conditions, and assurances ofthe graot agreement including deeds, leases, agreements, regulations, and other instrunlents, available for in..<pection by any duly authoril!fld agent ofthe Secretaryupon reasonablereq**•~•t.** l7. U•• ofGoVP.rnm•nt Alrcran. ltwillmake available all ofthe fu.cilitics ofthe airport developedwith Federal financial assiStance and all those usable far landing and takeoffofaireraft to the UnitedStates fQr use by Government aircraft in commonwith other aireraft at all times without charge, except, ifthe usc byGovernment airaaflis sul.Jsht.utiat, cb.Mgc :may bexno.d6 for a r¢:.\.SOnable sh:a.re., propottlonal tn such usc, for t.he cost ofoperating and maintaining thefacilities used. Unless otherwise determined by the Secretary, orotherwise agreed to bythe spon.<or and the using agency, substantialuse ofan airportby GovcrDillent aircraft will be**consid~red** to exist when operations ofsuch aircraft are in exce5s oC**lh~** which, inthe opinion ofthe Secretary, would undulyinterferewith use ofthe landing areas by other**~uthorized** :Vr,raft,cr durms •ny<:>Iendar month tbat"

a. Five (5) ormore Government aircraft are regularlybased at the airport or on land adjacent thereto; or**~** · b. The total number ofmovements (counting each landing as a mo•cment) ofGoverwnent aircraft is 300 or more, orthe gross aceumulativeweight ofGovemment wrcraft using the airport (thetotal movements ofGovernment aircraftmultiplied bygrossweights ofsuch aircraft) is in**~** oC five million pounds. 18. Landfor Federal Fa<IUties. Itwill furnish without cost to the Federal Governmentfor use in connection with any air traffic control or air na'rigatlon acti:viUc:s, or**w~r-I"cpcttillg** and**eommuoi«~.tion** activities related to air traffic control, any areas ofland orwater, or estate therein, orrights inbuildings ofthe sponsor as the Secretary cqnsiders necessary or desirable for construction, operation, and maintenance atFederalexpense 

### of space or focilities fur suchpurposes. Such areas or any portion tllereof willbe made availAble as provided hereinwithin four months after.receipt ofa written request from the Secretary. 29. AirportLayout l'!lUI
a. ltwill keep up to date at alltimes an airport layoutplan oftheairport showing (1) boundari.es of airport andall proposed additions thereto, togetherwith the boundarie• ofall offsite areas ()Wiled or -controlled by the sponsor for 

### airport purposes and proposed additions thereto; (2) the location and nature ofaU oxioting and proposed airport facilities and structures (such as runways, taxiways, aprons, terminal bulliling., haugan; iiDd roads), iDcluding allproposed extensio.,. a.nd rodnc.tinn.< ofexisting airport faCllitics; and (3) the location ofall existing and proposed nonaviation areas and of

### all existing improvements**ther~on.** Such airport layout**~Jan** and each amendment, revision, or modification thereof, shallbe subject tothe approval ofthe Secretarywhich approval sballbe evidenced by !.he sigoature ofa duly authorized representative ofthe Secretary on the face ofthe airport layout plan. Tho, 3pot150r will not :make or perntit anychang('_<;, or**;~lteration5** in the airport or in any ofits facilities 

### which are not in conformitywith the airport layout plan as approved by the Secretary and which might, in the opinion oftheSecretary, adverselyaffect the safety, 

### utility, or efficiency ofthe airport. b. Ifa clumge or alteration in lhe· airport orits facilities is made which the Secretary determines**~dmr<~ly**affect• the s'lfety, utility, orefficiency ofany federally owned, leased, orfunded property on oroffthe airport andwhich is not in conformitywitb the airport layout plan as approved bythe Secretary, the owner or operatorwill, ifreque•ted by the Secretary (1) eliminate such adverse effect in a ;uotu.u.er apprcrvcdby the:. Sc.actnry; Of' (2) bear :ill costs of:reloc.ati.:og SU('.h pmpe:rty (or replacement thereof) to a site acceptable to the Secretary and all costs ofrestoring such property (orreplacement P•ge 9 of 11

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Fax frof!l F'AGE 20

tbc.reot) to the level ofsafety, utility,**emctc:~,** a.nU**~ost** qfopcru,tion elri&ting. before the**111t~:rproved** change intheau-port orits facilities. 30. CivU Rigltt!i. Itwill comply with such rules as are promulgated to asl!Utethatnopo•ooo shall, onthe ground$ ofrace, creed, color, national origin, sex, age, or handicap be**e~uded** from participatingin any activity conducted wjiJl orbcucfiting fro.w funds received from this grant. This assurance obligatesthe sponsor for the period duriDg whichFederal financial assistance is extended to the program,**e~cept** where Federalfinancial assistance is to provide, or io in the form ofpersonal property orreal propertyor interest therein or structures or**impravem.~;nts** thereon, inwhich case the;: .a$Surancc. obligntC$ the 6ponso.r or any transferee for thelonger ofthe foUowing periods: (a) the period duringwhich the propertyis used for a purpcoe for whlclt Fe.dr.r"l financial assistanceis extended, or for another purpose inYOlvmgthe provision ofsimilar services orbenefits or (b) the period duringwhichthe·sponsor retains ownership or po...,cs.sion u( the propetty. 31. Disposal orLund.

a. Forlandpurchasedunder a g•ant for airportnoise cOlllpadbiUcy purpv>cs, ltwill, whenthe land is nolonger neededfor suchpurposes, di<por.e ofsuch land atfair market value atthe earliestpracticable time. 'l'h.o.t portio"ofthe**pro~'""'** ofsuch disposition which is proportionate to the United States share ofae<jui&itiou ofsuch landwill, at the discretion ofthe Secretary, (1) bepaid to the liecretllryfor deposit in tho TrustFund, or (2) bereinvested in an approvednoisecompatibilityproject as prescribed by the Seerctary. : h. (1) Forlandpurchased under agrant for airportdevelopment (othet than noise compatibility) purposes, itwill, whenthe land isno longer needed lor airport purpoS£5, <lllipo>e o£ouchbnd nt foir market value ormake available to the Secret:uyan amoun.t equal to the UnitedSlates proportionate ohoro ofthefair markot value <>fthe land. Thatportion ofthe proceeds ofsuch disposition, wbicb is proportionateto tb.e UnitedStareo share ofthe cost ofacquisition ofsuch land will, (a) upon application to theSecretary, be<einvested inanother eligible ai,-port improvementproject orprojects approved by the Secretary at that**airp01~** or within tho national :riq>ort &yste.m, or (b)bepaidtothe Secretary for deposit in theTnLStFund ifno such eligible project'exists. (2) Land shallbe considered to be needed for airportpW'pOses nuder this**.,,~rauc~**i£ (a) itmny be needed fur aeronautical purpoi<'S (iucluding runway protectionzone) or serves asnoise bulierland, aud (b) the rcvcnuo from mtcrimuses ol'"<h lAnd contribotcs to the finandalself-sufficiency ofthe airport. Further, !WJd purchased with a grant receivedbyan airport operator orownerbefore December31, 1987, willbeconsidered to be neededfor airport purposes ifthe Secretary orthe Federal agenqmaking such grantbeforeDecember 31, 1987, wa>notified by tho operator or owMrnf the use ofsuch land, did not object to such use, and the landcontinues to be used for thatpurpose, •uch ru;e having commencednotlater than December 15, 1989.

c. Disposition ofsuch landunder (a) or (b) will be subject to the retention orreservation ofany interest orright therein necessary to =u<= tbat ouob. landw.1l only be used for purposes which are compatlblo with noise levels associated with the operation ofthe ai,-port. 3l. Engineering andDesign Servl.,.s. Itwill award each<ontract, or sub-contractfur v•·ogran>. management, constructionmanagement, planning •tudios, feaS1billty studios, architectural oerviccs, prdimin:uy**""gin~ering,** de$ign, engineeri.ne, <nrveying, mapping. orrelated services with respect to the project in the same manner as a contractfo.r architectural and engineering services is negotiatedunder title IX ofthe FederalPropertyandAdministrative ServicesAct of1949 or an eqWvalent quallf\cationsbasedre<Jniremcnt prescribed for orby the spQil!lor

### ottbeailpml. 33. Forol!P' 1\:lslrkct Restriction•. ltwillnot allow fnndS pro'l'ided under this g<311t to be used to fund aJJ.Y projectwhich uses allJ' product or $ervice ofaforeign country during the period in which s11dl foreign country is listed by the United State.<Tradell.cpresentative as denying fair and equitable market opportunitlc., tor product$ and :sup!Jllcr:; ofthe: United Stat0c in procurement anrJ**~nn!'ttruction.** l'agc 10 of 11

3187256849 84/87/88 16:45 Pg: ZB04/07/2008 13:05 3107255849 FAA LAX ADO PAGE 21

Fax frol'l'l 34. Polici•s, Standards,and Specifications. Itwill cattyout the project m accOTdanco with poUcics, standards, and specifications approved bythe Secretaryincludingbutnot limited to the advisory circulars listed in th, CurrentFAAAdvi•ory r.irculors for AlPProjects, dated J.une I. 1924 and included in tlris grant, and in accordance with applicable statepolicieo, standards, and specifications approved bythe Secretary. 35. Relncar;on and Real PropertyAcquisition. (1) Itwillbe guided in acquiring real property,tothe greatestrotten! practicable under State law, bythe land acquisition policies in SubpartB of49 CFRPart24 and will pay or reimburse propertyOW!lers for necessaryexpenses as specified inSubpart B. (2) Itwill provide a relocation assistance program offering the services des&ihed in Subpart C andfair and n:asooablc relocation paymCDts and G:::l=)i!lto.nc.e to dkpla,ced persons u required in**Subp~J'1:1;**

### n ""d E of49 CFRPart24. (3) Itwill make available within areasonableperiod oftime priorto dlsplacement comparable replacement dwellings to displaced pen;om; in accordancewith SubpartE of49 CFRPart24. 36. Drug·Free Workplace. Itwill provide a d>:ug-fteeworkplace at the site ofVl<lrk specified inthe 

### !!"'"'' appll•JO<inn in accordance with 49 CF.R Part 29 by (1)**publis~** a statementnotifying its employcc:s thatthe Ulllawfulmanufacture, distnbution, dispensing, possession oruse ofa controlledsubstance is prolubitcd inthe sponsor'sWO>"kplaee and specifying the actions that willbe taken against its employees for violaliou uf•uchproluoitions; (2) c:.mbJi.bing a**<~rug.froe** o.wn:ren.,.. program to in{.,tts employc!!S about the dangers ofdJ:ug abwe inthe workplace and any available drug counseling, rehabilitation, and**employe<:~~** assistance programs; (3) notifyingthe FAA within ten (10) days afterrecei>ingnotice ofan employee**~l.nal** drug staMe conviction for aviolation occuningintheworkplace; and (4) maldng a good faith effortto mainWII a drug-free workplace.

Page 11 of 11
31117256849 114/117/IIB Pg: 2104/07/2008 13:05

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Fax frol'tl 311!7256849. 3107255849 FAA LAX ADO

CURRENTFAAADVISORY CIRCULARS FOR AIP PROJECI'S Effective Date: 6/l/94

and Lighting and

**~**CorumltiW.t Grant

,and 1l<>htl

.... •F'<re andl1.

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### ·r.... :

**F~te** andRescue ,for Wlltct Su!>lllv

. Guide forWmr/Foam'lyPeAi<craftReoeue

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,sensor. :Fu:e 313d Rescue

::Rcoouc oGuide oGuide :for 'of

**~,** SllOWandlee r,.,ntrnl Guide.

. 'forLifts Usedto I Airline• With Airport Design Deshm of ·n.;..;, U•e

**~for** 'n, .;, :Grm>t, A Aiiport PavementDesign and E'laluati011 Coru:trudioo, and MainterlaJlce ofSkid ResistantAirport RunwayLength Requirem01ll6 forAirport Design :for Aimnrl WstallationDetails fur RunW11y TouchdownZom:; l.l<>h,;..,Systems ICircle.• 1•, MarkerSystem EconomyApproach I

**i<>hNn~**Aids

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1!4/1!7 /I!B 16 :45 PAGE 22

Pg: 2204/07/2008 13:05 3107255849 FAA LAX ADO PAGE 23

150 5340-19 Taxiwav Centerline'**·~•.:** S1'5tem 150 5340-21 Airoort MisceUaneoos**u.ilitin~** Visual Aids 150 5340-238 ::>uoolementalW"!ll<l Cones 150/5:340-24 Runway and T.OOway Edge Lig!J.ting System CHGl 150 5340-27A Air·to-GroWld Radio Control of**AiroortTiaht;~.,** S1'5tems 150 5345-30 Soecifieation forL821 Panels lorRemote Control ofAimort Lirlltin1< 150**534~C.)A** CircuitSCl.:a:or Switch 150/5345-70 Specificatiou for U!24 Underground Electrical**~!e** for Airport Lighting CI'IG1**~'** ' . 

### -- . 150/5345-10£ Specification for

## cOn.•tant CurrentRt:R)t]ators Rerodator Mo!Utors 1S0/5345-12C S.,..,dfi,..tion for Aimort and HelioortBeactJn 150/5345-13A**::>~!ion** for J-841 AU>iliary Relay CabinetA.1:1omblyfor Pik>t Controlof AirnortLiohtiru>: Circuits 150/5345-?<;B Spcci6cationfor Lll23 Plug andReceptacle, Cable Conneotorn CHG 1&.2 150 /5345-Z?C SoecilkationforWmdCone Assemblic:J 150/2'15·Z8D ·**~:"recision**ApproachPathladk:ttO< (:1' API) S)"'tem< CHG1 150/5345-398 FAA Soec:ifieati011LSS3, Runway andTaltiwayCentC,.Jinc Rctro<cllcd:ive CHG1. Marlcets**150/5:345~** Specificationfor Airport Light Bases, Transfonner Housings, JunctionB<>xcs CHOl ud.A.c:ccO!Iorieo 150/5345-430 Suecifieationfor Obstruction :"'luioment**150/534;H4~** Soecili<:ationfor Ta:xiwav and Runwav Sill:llS 150 5345-45A J- 

## - t Aooroacll LWit Structure 1SO 5345-46A Snedli<:ationfor Runwav and TaxiwavLW!tFcttures 150 5345-47A IsolationTrllll>ifOImasfor Ak!>ort ' -•" '**~SvstettJS** 150 5345-49A Sllcc:ificationL854 RadioCootrolEouioment**150/534~,.'1()** Specification for-PortableRunwayLights CHGl 150/5345·51 Specification for Di$charger Type Flasher Equipment CHGl 150/5345-52 Generic V'ISual Glidcslooe Indicators (GVGI) 150/5360-9 Plannin• andPesil1ll. ofAiroortTell!ll!!al Facilities atNouHub Locatious 150/5360·12 Airoort SiM.iD£ & Graphics 150 /536()..13 Planning and DesignGuidance for**Airpo~**TenninalFacilities CHGl l5QL5370-2C OllCtlltional**Saf<;~Y.** on Airoorts Durin•Construction 150/5370-68 f'.nn<lrtlction Provre.-.. and Insoection**Report~rt** Grant PrOlll'am 150/5370-lOA Standardsfor Specitying ConstructionofAirports CHG 1,Z, 3, 4, 5, 6, 7 150/5370-11 Usc ofNondestructiveTestingDevices in the EvaluationofAirport Pavements C:::HGl 150.15370-12 Quali!Y Control ofConstruction for Airoort GrantProiecls l50/5390-2A Hetioort DcsiiZ!l 150/j390-3 Vcrtiport Desil!,n

Fax fr-orr. 31117256849 Pg: 23' ll4/07/201l8 13:65 3107256849 

### FAA LAX ADO PAGE 84

U.S. Department of

**Tre~nspurtation** Federal Aviation Admlniall'l!1lon f'ago 1 of2.Pogoo Contract No, DTFADB-94-C-20857 Santa Monica Airport · Santa Monica, California
AMENDMENT NO. 1 TO GRANT AGREEMENT FOR PROJECT NO. 3-06-<l23!t-()6

**WHEREAG~** the f'ederBJ Avimion /\dm1niatrat!on

**(h~reinsfter** rBf9rTf.'lr1 tn as the "FAA..} has d$term!ned lt to be In the

·' Interest of !he Unibod States that the Grant Agreement between the FM, acting for and on behalf of the United States, and the city of Santa Monica, (hereinafter referred to as the 'Sponsor"), accepted by said Sponsoron the 6th dayatJune, 1994,be amended a$ nereinaftsr provldod.

Fax froM NOW I Ht:f<EFORE, WITNeSSETH: That In consideration of the beneflts to accrue lo the parties hereto, the FM on behalf ofthe'\Jnltad States, on the one part, and the Sponsor, on the other part, co hereoy mutually agree u,.,t .,.;d GrantAgreement b<l and lc noreby amended as fellows: Delete the airport de'lelopment described on page ana and substituts in lieu thereof the rollowing d""cribed airport development. · Pava infield areas; install runway distance remaining sigM $nd guidance sJgns andtlush.mounted ta>dway lights; seal and mark north and south parallel taxiways; construct blastwalls .Phasa 11: install PorimQt;QrfQnee. JncfOOino

**o~tA.e;.;** mhabirrtate north and south aircrafttledown areas; rehablfttate alrt:taft tiedown areas

**adj~nt**to Taxiway B.

. ' . ' IN WITNESS

**WHEREO~,** the parties here!D have oaused this Amendment to said GrantAgreementto be duly exee<obld as ofthe 8th day of·...JiQYember , 1999. UNl'fEO STATES OF Al\IIERICA FEDERALAVIATION ADMINISTRATION WESTERN-PACIFIC REGION 

### '

3187256849 B4/B7/B8 16:38 Pg: 404/07/2088 13:85 3187256849 

### FAA LAX ADO PAGE 85

Fax fro"' 

### TiHe: City Manager (SEAL) 

# A=ll•

# e·~g,,**Q!Py=-~** Iilla: City Clerk

CERTIFICATE OF SPONSOR'SATIORNEY Page 2 of2 Page$ Project No. 3·0tHl239·06 

### C<JntractNo. OTFAOS-94-C-20857 City of:_Santa Monjca {Nameof Sponsor)



### 1. Marsha Jones Moutrie the "Sponsor") do**~ereby** certify: , acting as Attorney forthe city ofSanta Monica, (hereinafter referred to as

That 1have examined the foregoing Amendment to lhe Grant**Agreernt~nl** and the proQ!odlng:t "taken by itlo Sponsor reletlng thereto, and finding the ••ecutlon thereof by said Spon•or has. been duly allll1or1zed and is In all nospects due arid proper and In acwrdance with the law. of the State of Califomla, end fUrther that, in my opinion. said Amendment to Grant Agreement consfltutes a legal and binding Obligation Of me Sponsor In au"-ur<lance with the terms thereof. · Dated at 

### Santa Monjca , this 8th day of November ,1999.

By:

# --I-[Y]l..jJ-(.tl)._J~~Li,...,~~!AM.,_"'-"Jd:£..JhL...!.,~~rtL'-"'{.~~~- c........·**11He:_......:C"-'ic..::t:.Ly_,A~t:..!t~o:!.r~ne yr.._** ________ _

318725&849 1&:39 Pg: 504(07!2008 13:05

U.S. Department ofTransportation ·FederalAviation Administration 3107256849 FAA LAX ADO PAGE 82

Page 1 of2 Pages Contrnct No. OTFAOR-94-C-20857 Santa Monica Airport/Planning Nea Santa Mon'lca, California
AMENDMENT NO. 2 TO GRANT AGREEMENT FOR PROJECT NO. NO. 3-Q6·0239-o6 WHEREAS, the Federal Aviation Administra.tion (hereinafter referred to as the "FAA") has determined itto be in the Interest Of the United States that the Grant Agreement between the FAA, acting for and on behalf of the United States, and the city of Santa Monica, (hereinafter referred to as the "Sponsor"), accepted by said Sponsor on tho 29th dayofJune, 1994, be amended in conformance With Sponsor's letter dated September 27, 2002. NOW THEREFORE, WITNESSETH: Tl1at In con•ideratlon of the benefits to.accrue to th'" parties hereto, the FAA on

**beha~** ofthe United States, on the one part, and the Sponsor, on the other part, do hereby mutually agree that said Grant Agreement be and Is hereby amended as follows:
The maximum obligation stated on page 2, condition 1, is hereby increased by $240,600.00, from $1,604.700.00 to $1,845,300.00. ·

All other tenms and conditions ofthe Grant Agreement remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this Amendment

### to said GrantAgreement to be duly executed as otthe 27

**d~;y** ofAugust, 2000.

Fax

**frotr~** 31B725&849 UNITED STATES OF AMe"JCA FEDERAL AVIATION ADMINISTRATION WESTERN-PACIFIC REGION



# JJ~~~ Supervisor, Standards Section

B4/ll7/BB 1&:38 Pg: 2(SEAL)

Titlo: CiS-y CJs=-rk By:
Title: rAA LAX ADO PAGE 03

page2 of2 Pages Contract No. DTFAOB-94-C-20857 Santa MonicaAirport/Planning Area SOJnta Monica, Callfcmha

City Manager

CERTlFlCATE OF SPONSOR'S ATTORNEY I, Marsha Jones Moutrie ,acting as Attorneyfor the Sponsor do herebycertify:
That I have examined the foregoing Amendment to the Grant Agreement and the proceedings**take~**

### by the Sponsor relating tl1crclo, 3Md liqding ths execution thereof by said Sponsor**h•~** bQen duly**authorize~** and rs .rn all respects due and proper and in accordance with the laws of the State of California, and further that, rn my**oprnr~n.** said Amendment to Grant Agreement constitutes a legal and binding obligation of the Sponsor in accordance Wllh the terms tnereat.
Dated at Santa Monica , this 27th day of

_ _;A:=u.:.g.;:.u:.:s:.:t::._

__,2003
. By:

Fax from 3lll7ZS6B4'3 l'g: 3

### State ofCalifornia County of Los Angeles City of Santa Monica I, Vernice Hankins, Staff Assistant to the City Clerk of the City of Santa Monica, do hereby certify that to the best of my knowledge and beliefthe foregoing is a full, true and correct copy of Staff Report Item 8-A (Santa Monica Leasing Guidelines) from the August 12, 2014 City Council meeting, which is on file in the City Clerk's Department, and that I have carefully compared the same with the original. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal ofthe City ofSanta Monica, this 131h

### day ofAugust, 2014.

Vernice Hankins StaffAssistant Ill, City Clerk's dffice City ofSanta Monica

# e_.

**~** City.of Santa Monica ..



### To: Mayor and City Council 

# City Council Report

City Council Meeting: August 12, 2014 Agenda Item:



### S~A



### . From: Martin Pastucha, Director of PublicWorks/Airport Director 

### ' Subject: Santa Monica Airport Leasing Guidelines Recommended Action 

### Staff recommends thatthe City Council approve the attached Leasing Guidelines forthe leasehold and license management of properties at the Santa Monica Airport (Airport or SMO). Executive Summary 

### The Santa Monica Airport Leasing Guidelines (SMO Leasing Guidelines) set forth the

. general policy objectives and practices for leasing and licensing for all properties

currently situated at the Airport. The parameters provided are intended to promote standardized, equitable, efficient, and transparent management of the tenant recruitment, selection, and negotiation process, as well as identify the standards of performance that are expected of the Airport tenants. If Council ·approves these proposed guidelines, staff will administer them and approve

**le~ses** 

### that are consistent with them; leases not conforming to the proposed guidelines would require Council approval. · These guidelines were formulated based on: Council's direction to staff at its meeting on March 25, 2014; the legal obligations and legal constraints presently associated with the Airport land and its uses; environmental and remediation requirements; concerns about compatibility with surrounding neighborhoods; and the viability of the Airport Fund to remain independent from General Fund subsidies. Background 

### Santa Monica Airport is located on 227 acres, closely surrounded by single-family residential neighborhoods. The Airport consists of 187 acres of land currently designated and used for aviation activities and 40 acres currently

.used for other purposes compatible with airport activities. As of the date of these guidelines the Airportfacilities are comprised ofapproximately 114 non-aviation and 11 

### aviation leases

.as well as 186 license agreements for airplane hangars and aircraft parking areas (tiedowns).
1

### The current Non-Aviation Airport Property leasing guidelines were approved by Council at its December 5, 2000 meeting. A majOr objective of those leasing guidelines was to provide leasing opportunities for the local arts community, which was being forced out of the City by new development and rising land values. Through the years artists have occupied various spaces at the Airport.
In recent years the City undertook an extensive visioning process for the future of the Airport property. Among other things, that process was intended to identify any opportunities for the Airport's future, short of closure,. that would be more compatible with surrounding neighborhoods and to identifY improvements to the infrastructure that might benefitthe community.
Most recently, at the March 25, 2014 meeting Council provided direction to staff that,

. upon expiration, current leases may be renewed for three years with unlimited one-year

renewals at the City's option. The direction to staff was to develop leasing guidelines sensitive to the environment, to neighbors' concerns and to remediation needs; and, once adopted, to apply the guidelines in assessing applications for lease renewals. Council also directed staff to consider the former Light Manufacturing and Studio District zoning standards as a model and to evaluate options regarding fuel sales atthe Airport. Presently, use of the non-aviation Airport property is diverse and comprised of a

.museum, technical offices, artist day studios, educational facilities,. contractor facilities, architectural offices, law offices, film related businesses, and general office space. Aviation use leases include flight schools, aviation service providers, hangars, and 'Fixed Based Operators (FBOs).

All Airport leases will expire on or before June 30, 2015. Staff from various City departments collaborated in engaging a qualified appraiser and auditors to establish future lease rates that will be applied to all new leases on the Airport in 2015. Prior to negotiating new leases with existing tenants staff will ensure that the tenants have met their obligations undertheir current lease agreements. 

### 2

### Discussion 

### The proposed Guidelines contain new policies and practices for leasing and licensing of Airport properties (Attachment A). They would supersede the current guidelines and become effective upon the date of Council's adoption.
The Guidelines identify programs that mitigate, as much as possible, environmental impacts to the community, and maintain the viability of the Airport Fund independent from General Fund subsidies while the legal constraints on the City's authority to control the Airport and Airport usage is resolved.
The new Guidelines have been developed with the following objectives: 1. Establish practices and procedures for evaluating potential leasehold interests, and for lease management and administration. 2. Foster uses and practices that are sensitive to the environment and protect the

**he~lth** 

### of Airport neighbors and users and protect the City from future environmental exposure. · 3. Maintain compatibility of uses of non-aviation airport property with Santa Monica Airport operations and, consistent with applicable law, promote use of the aviation property in a manner compatible with the adjacent residential community. · · 4. Continue to provide opportunities for arts, education, and culture, including, but not limited to, the Artist Space Program administered in conjunction with Cultural Affairs Division. 5. Serve as the framework for achieving and maintaining a viable, sustainable Airport Fund that is independent from the General Fund ant;! other subsidies. 6. Incorporate within these Guidelines the City's rights, legal obligations and legal constraints that relate to the Airport, the aviation leases and the use of the Airport. To ensure that the leasing program achieves its objectives it shall be managed in a manner consistentwith the following standards: 1. Term: The lease term may be month-to-month, or year-to-year for up to threeyears. However, the initial term of leases approved under these guidelines shall expire by June .30, 2018. After that date,. annual renewals may be granted pursuant to these guidelines at City's discretion. Leases longer than three years


### 3

### are outside the purview of these guidelines and therefore require Council approval. 2. Allowable Uses: 

### To the extent allowed by law, uses would be aviation, arts/cultural, creative space, professional, theaters, museum, educational, professional offices and other uses that are low intensity and serve the adjacent communitywhile implementing standards that are sensitive to the environment. 3. Environmental Responsibility:· 

### New lessee. requests shall be reviewed to assess potential negative effects on the environment. The Airport may require environmental-studies ortesting as appropriate and necessary, and any needed remediation shall be peiformed prior to establishment of new uses. ·.Lessees seeking renewal or extended leases will also be responsible for any environmental contamination, resulting from their prior use, as a condition to a renewed or extended lease. Atthe time ofthe application, an assessment of the

. proposed use will be conducted, and appropriate insurance and/or remediation requirements will be incorporated into the lease based on proposed usage. 4. Right of Refusal: 

### The Airport may refuse a lease application ifit determines that the proposed use may create a high intensity use and/or expose the City to additional environmental exposure, or otherwise poses an unacceptable potential for harm to the public health and welfare orthe environment.
The majority of the Airport revenue is derived from leases. To help support the Airport's fiscal self-sufficiency, all rents, fees, and charges on the Airport must reflect fair market ·value for both aviation and non-aviation properties
.. Fair market rents for individual buildings on non-aviation airport properties and prevailing market rents for aviation properties will be appraised in the as-is condition quantified in the spring 2014 appraisal. Rental rates for new or renewed leases of airport properties will be set as · follows: 1. Rates: 

### All new and renewed leases will be leased at Market Rate based on the appraisal commissioned by the City in 2014. The initial lease rates will be adjusted by the change in the Consumer Price Index (CPI) to stay accurate with market conditions as new/renewed leases arise. 2. Renewals: 

### For tenants who have three year leases, and who wish to be considered for lease extensions, would need to contact City staff in writing, no more than one year or less than 60 days before the lease terminates, to request th!3 one-year lease extension. The City at its own discretion will approve or disapprove the one year extension for that year or any yearthereafter. 3. Percentage Rent Provision: 

### In addition to a base rent, the City may elect to require that certain leases include a percentage rent provision, which can be differentiated by categories of sales. The City, as Landlord, shall have the right to 4

### audit tenant's financial records to ascertain that the gross sales figures reported bythe tenant are accurate. · 4. Existing Tenants: All existing airport tenants in good standing that are current in rent payments, not otherwise in default of their current agreements, and agree to abide by the rules of the Airport as stipulated in Section 5 "Performance Standards" of the guidelines, will be offered the opportunity to retain use and occupancy oftheir currently leased premises subjectto the "Term" provisions

.. 5. Whole Building Leases: Whole building leases may, at the City's d,iscretion, be subject to public Requests for Proposals intended to optimize leasehold occupancy and the self-sustainability ofthe airport 6. Sub-Leases: Assignment or subletting of leases or**spac~** 

### sharing is prohibited without the written consent of the City, and granting or withholding ·consent will be conditioned on express standards and conditions set forth in the lease. · 7. Lease and License Areas: Operation and improvements to lease and license areas are subject to the City's standard regulatory rules, review and approval process. 8. Triple Net Leases: Unless otherwise specified, tenants shall pay all property taxes and assessments (including Possessory Interest Tax), insurance, and utilities. · 9. Commercial Operations Permit (COP): Prospective tenants proposing to use the Santa Monica Airport to engage in an activity that requires a business license from the City, are required to acquire a commercial operations permit issued by the City Manager. All COPs will be presented to the Airport Commission for their recommendation and comment priorto City Manager's approval. 10.Annual Adjustments: All leases will be subject to annual CPI adjustment on their anniversary month. 11.Appraisals: Properties will be appraised for fair market rental rates at three year intervals. Independence from General Fund Subsidies All Airport leases expire on or before June 30, 2015. Whatever the Airport's future, it is a City asset used by members ofthe public. And, to support its core public services, it must be self-sustaining as an enterprise and not dependent upon alternate funding.
·Given that the Airport's future is presently unknown and that it may take years until the City's-legal authority is clarified by the courts, lease revenues at the Airport must be ·maintained to promote the Airport's ongoing self-sufficiency, avoid future subsidies from


### 5

### the General Fund, and repay the General Fund, which has historically subsidized the Airport.
General Fund subsidies, as ofJune 30, 2013, reached $13.6 million. In contrast, during fiscal year 2013-14, the Airport Fund remained free of additional General Fund subsidies due in part to the adoption of the new landing fee structure that became effective August 1, 2013. Leasing is the Airport Fund's main revenue source. Revenue from current leases comprises approximately 63% oftotal Airport revenues, which is the largest component of the Airport Fund. The percentage of lease revenue contributing to the Airport Fund's total revenue will increase after July 1, ·2015 with the addition of properties that will revert back ,to the City of Santa Monica. Atlantic Aviation and Gunnell Properties manage two ofthese properties. Both are located on Donald Douglas Loop North and were established under.a 30 year development agreement, which currently provides a land lease rental rate to the Airport. As the development agreements expire, the lease revenue for these properties will significantly increase as a result. of new rental agreements with prospective tenants, whiCh include improvements on the properties.
Use of Low Intensity Zoning Regulations Council Suggested the use of the former Light Manufacturing and Studio District (LMSD) zoning standard as a model for the Guidelines. Some community members and the Airport Commission recommended LMSD as a Viable solution in drafting the Airport's guidelines with the belief that LMSD satisfies the current federal obligations for the Airport. However, staff has significant concerns about the legality of this approach. LMSD's only permitted aviation use is for aircraft parts other than engines. Staff doubts thatthis sole aviation use will satisfy the City's current federal obligations. Nonetheless, the former LMSD standards may be useful, later, for planning future use of the Airport land.



### 6

### Environmental Concerns and Impacts on the Community At Council's direction to evaluate options regarding fuel sales at the Airport, staff has been in contact with major fuel providers to find alternative solutions to current aviation fuels available throughout· the aviation industry today capable of reducing the environmental impact to the community. Although some community members believe that the City can cease allowing the sale offuel altogether, it is staff's opinion that such actio,n would most likely lead to litigation.
It is uncertain when an alternative to 

### 100 low lead 

### (1 OOLL) Avgas will become available in the industry. 

### 1OOLL is the standard fuel used by piston engine aircraft and has been· in the center of controversy due to the low levels oftetraethyllead contained in the fuel. Although the federal government has provided funding to find an unleaded alternative to this fuel, staff's research revealed that it will be a long and timely process until a replacement fuel to 

### 100LL makes its way to common use. Staff has continued their efforts and found approved alternatives to 

### 1OOLL available in the markettoday. Currently, only a handful of aviation fuel manufacturers have an unleaded aviation fuel alternative that can be used by most piston engine aircraft based at the Airport. The unleaded fuel requires operators to acquire an approved Supplemental Type Certificate (STC) from the



### Fed~ral Aviation Administration (FAA) prior to utilizing the fuel and it also requires that the Airport build the appropriate infrastructure (i.e. fuel tanks) to support the storage and dispensing of the fuel. Also, there is a 

### 100 octane very low ·lead 

### (1 OOVLL) alternative fuel that can replace the 

### 1OOLL and can be used bythe entire mix of aircraft using the Airport. This fuel does not require an STC prior to dispensing nor does it require



## additio~al infrastructure. The 

### 1OOVLL fuel uses approximately 

### 20- 30% less tetraethyl lead than the maximum allowed for standard 

### 1OOLL fuel. Staff is currently in talks with fuel manufacturers to detenmine the timeline ofavail.ability'ofthese fuels. Once commercially available, fuel service providers at the Airport would be required to offer unleaded avgas and 

### 1 OOVLL in lieu of 

### 1OOLL.



### 7

### The proposed Guidelines also address a replacement fuel for JetA, the common fuel for reducing the turbine engine aircraft. The Guidelines propose that once an alternative fuel (e.g. biofuel) becomes available in the industry, fuel service providers at SMO will be required to sell a blended biofuel in lieu of JetA. Staff conducted research in the
areas of biofuel, specifically blended biofuels (usually up to 

### 50/50 blends), that could be used by all turbine engine aircraft without the requirement of an STC from the FAA. Studies have shown that biofuels, even at a 

### 50/50 blend, could reduce ultra-fine particulars by as much as 

### 60%. Furthermore, on June4, 

### 2013 United Airlines announced that they have executed an agreement with AltAir for delivery of 5 million gallons of biofuel sometime in 

### 2014 for United Airline's operations out of Los Angeles International Airport
.. Staff js currently in talks with biofuel manufacturers, including AltAir, to determine biofuels' environmental benefits and timeline of availability to the industry of such biofuels. Because of these recent developments, staff is .confidentthat biofuels could be made available at SMO in the future. Offering alternative aviation fuels would be an incremental step in the City's effort to mitigate Airport impacts on the community, and it would avoid litigation as to whether the City has a federal obligation in providing fuel available for all aircraft currently using the Airport.
Additional provisions in the proposed guidelines that would address impacts on neighbors and the environment are as follows: 1. Flight schools will be. requested to use newer type of aircraft that are quieter or use Federal Aviation Administration approved noise reduction technologies and leasing preference would be given to those that do. 2. Flight schools and tenants of the Airport will .be requested to avoid pattern operations during certain hours (i.e. weekends, holidays, nights) and leasing preferencewould be given to those that do

.

. 3. Fixed Based Operators will be required to provide annual inspection reports to the City that show the condition of the existing underground fuel.tanks, to make repairs and remediate leaks, and to install any new tanks above ground. 

### 4. Fixed Based Operators, maintenance facilities, and flight schools will have one year to replace existing gas or diesel-powered vehicles used to perform their


### 8

### primary functions (i.e. fleet vehicles, Ground Power Units, aircraft tugs, etc.) with alternative fuel vehicles (i.e. CNG, Electric, etc.)
Environmental Analysis The leasing guidelines identify the types of airport leases that will be Within the authority

· of the City

**M~;mager** 

### to administer and approve. There is no issuance of a lease

.

involved, nor doany ofthe guidelines commit the Managerto approve certain leases, or limit the Manager's discretion to impose mitigation measures, adopt alternatives, or deny a lease application altogether. Further, these guidelines do not limit the City Council's full leasing authority going forward, nor do they commit the Council to lease or not lease any property in the future. Because .the City Council's action to approve the guidelines does not commit the City to a definite course of action on a project, it does not involve a project "approval" within the meaning of CEQA Guidelines section 15352(a). In addition, the approval of the guidelines is not a "project" under CEQA ·pursuant to CEQA Guidelines section 15378(b)(2)•. which excludes "general policy and

procedure making." Finally, even ifthe guidelines may be viewed as an activity that will ultimately involve the issuance of a lease, there is no possibility that their approval may have a significant effect on theenvironment given thatthey do not commit the City to any course of action and are so general as to make the evaluation of particular impacts too speculative for review. Consequently, even if the guidelines were to constitute a CEQA project, their approval is subject to the common sense exemption pursuant to CEQA Guidelines section 15061(b)(3).
Commission Action Staff presented an overview of the objectives and standards of the proposed leasing guidelines to the Airport Commission during their meeting on July 28, 2014 for consideration and comment. The Commission did not provide a formal recommendation orfeedback regarding these guidelines.

9

### Financial Impacts 

### & BudgetActions 

### There is no immediate financial impact or budget action necessary as a result of the recommended action. Prepared 

### by: Stelios Makrides, Airport Manager Approved:



### Martin Pastucha Director of Public Works/Airport Director
Attachments: Forwarded to Council:



### Rod Gould· City Manager

A- Proposed Santa Monica Airport Leasing Guidelines



### 10ATTACHMENT A Approved bytheAirport Commission:-'--- Approved by City Council:
___ _ SANTA MONICAAIRPORT LEASING GUIDELINES 

### The Santa Monica Airport Leasing Guidelines ("Guidelines") provide the frameworkfor ·fair and consistent leasing and licensing ofCity-owned properties at the Santa Monica Airport. The Guidelines provide parameters and general policy on allowed uses, standards and terms, and tenant recruitment and selection. They reflect the general intent and goals ofthe City ofSanta Monica ("City") Cit the time they were approved and do not convey any right upon anyone, or impose any obligation on the City. iNTRODUCTION Santa Monica Airport is one of the oldest single-runway, general aviation airports in the country. It is located on 227 acres, bordered on three sides by single-family residential neighborhoods. The Airport consists of 187 acres currently designated for aviation related activities and 40



### ~cres currently designated for compatible "non-aviation" uses- specifically commercial activitiesthat do not depend orrely on the airport fortheirbusiness. · As ofthe date ofthese guidelines there are approximately 11 aviation leases, 186 licenses for airplane hangars and aircraft·parking areas (tie-downs) and 114 non-aviation leases and licenses on the Airport. Aviation uses include flight schoois, aviation service providers, hangars, and Fixed Based Operators. Non-aviation uses are diverse, and include restaurants, museum,theatre, arts studios, and creative and general office uses. Lease and license revenue accounts for 63% oftotal annual Airport revenues and supports the Airport's goal of achieving financial self-sufficiency, reduction in future subsidies from the General Fund; and the repayment of the principal of past General Fund subsidies. -Historically, the Airport's operation and maintenance has been subsidized by the General Fund.- As ofJune 30, 2013, the Airport has a principal debt obligation tothe General Fund· of$13.6 million. · All Airport leases expire on or before June 30, 20i5. Whatever its future, the airport and its property remains a City asset. These leasing guidelines take into account Council's direction on March 25, 2014, the legal obligations and constraints relating to the airport, the aviation leases and the use ofthe airport, and the purpose for which airport leases have been developed, as specified below.

11. PURPOSE OF THESE LEASING GUIDELINES These guidelineshavebeen developed to: I. Establish practices and procedures for evaluating potential leasehold interests, and for lease management and administration. II. Foster uses and practices that are sensitive to the environment and protect the health of Airport neighbors and users and protect the City from future environmental exposure.

· Ill. Maintain compatibility of uses ofnon-aviation airport property with Santa Monica Airport operations and, consistent with applicable law, promote use of the aviation property in a manner compatible with the adjacent residential community. IV. Continue. to provide opportunities for arts, education, and culture, including, but not limited to, the Artist Space Program administered in conjunction with Cultural Affairs Division. V. Serve as theframeworkfor achieving and maintaining a viable, sustainable Airport Fund that is independent from the General Fund and other subsidies. VI. Incorporate within these guidelines the City's rights, legal obligations and legal constraints that relate to the airport, the aviation leases and the use ofthe airport.

2. MANAGEMENTSTRUCTURE Leasing and licensing atthe Airport is the responsibility ofthe City ofSanta Monica Airport Division in coordination with the City's Economic Development Division.
3. GENERAL LEASING STANDARDS To ensure a program that achieves the purposes described above, the leasing p_rogram at the Airport shall be managed in a manner consistent with the following · standards: I. Term: The lease term may be month-to-month, or year-to-year; for up to three-years. However, the initial term of leases approved under these guidelines shall .expire by June 30, 2018. After that date, annual renewals may be granted pursuant to these guidelines at City.'s discretion. Leases longer than three years are outside the purview of these guidelines and therefore require Council approval. II. Allowable Uses: To the extent allowed by law,

**u~es** would be aviation, arts/cultural, creative space, professional, theaters, museum, educational, professional offices and other uses that are low intensity and serve the adjacent community while implementing standards that are sensitive to the environment

.. 2Ill. Environmental Responsibility: New lessee requests shall be reviewed to assess potential negative effects on the environment. The Airport may require environmental studies or testing as appropriate and necessary, and any needed remediation shall be performed prior to establishment of new uses.

. Lessees seeking renewal or extended leases will also be responsible for any environmental contamination, resulting from their prior use, as a condition to a renewed or extended lease. At thetime ofthe application, an assessment of the proposed use will be conducted, and appropriate insurance and/or remediation requirements will be incorporated into the lease based on proposed usage. IV. Right of Refusal: The Airport may refuse a lease application if it determines thatthe proposed use may ·create a high intensity use and/or expose the City to.additional environmental exposure, or otherwise poses an unacceptable potential for harm to the public health and welfare or the environment and it's within the City's legal constraints presently associated with the Airport land and its uses 4. RATES AND RENEWALS Rents, fees and charges on the Airport shall reflect fair market value for both aviation and non-aviation properties. Fair market rentsfor individual buildings on non-aviation airport properties and prevailing market rentsfor aviation properties will be appraised in the as-is condition quantified in the spring 2014 appraisal. Rental ratesfor new or renewed leases ofairport propertieswill be set as follows:
I. Rates: All new and renewed leases will be leased at Market Rate based on the appraisal commissioned by the City in 2014. The initial appraisal lease rates will be adjusted by the change in the Consumer Price Index (CPI) as to stay accurate to market conditions as new/renewed leases arise, and until the next marketstudyis conducted.· II. Renewals: For tenants who have three (3) year leases, and who wish to be considered for lease extensions, would need to contact City staffin writing, no more than one year or less than 60 days before the lease terminates, to request the one-year lease extension. The City at its own discretion will approve or disapprove the one year extension fc;>r that year or any year thereafter. Ill. Percentage Rent provision: In addition to a base rent, the City may elect to require that a lease include a percentage rent provision, which can be differentiated by categories ofsales. The City, as Lan'dlord, shall have the right to audit tenant's financial records to ascertain that the gross sales figures reported by thetenant are accurate and thatthe appropriate percentage rent amountis.paid. 3IV. ExistingTenants: All existing airporttenants in good standingthat·are current in rent payments, not otherwise in default of their current agreements, and agree to abide by the rules of the Airport as stipulated in Section 5 "Performance Standards" below, will be offered the opportunityto retain use and occupancy of their currently leased premises· subject to the "Term" provisions prescribed in Section 3.1 of-this report. 

# v. Whole Building Leases: Whole building leases may, atthe City's discretion, be subject to public Requests for Proposals intended to optimize l_easehold occupancy and the self-sustainability ofthe airport. VI. Sub-Leases: Assignment or subletting of leases or space sharingis prohibited without the

.written consent of the Landlord. Landlord's granting or withholding consent will be subject to express standards and conditions set forth in the lease. VII. Lease and License Areas: Operation and improvements to lease and license areas are subject to the City's standard regulatory rules, review and approval process. VIII. Triple Net Leases: Unless otherwise specified, tenants shall pay all property taxes and assessments (including Possessory Interest Tax), insurance, and· utilities. IX. Commercial Operations Permit (COP): Prospective tenants proposing to use the Santa Monica Airport to engage in an activity that requires a business· license from the City, are required to acquire a commercial operations permit issued by the City Manager. All COPs will be presented to the Airport Commission for their recommendation and comment prior to City Manager's approval.


## x-. Annual Adjustments: All leases will be subject to annual CPI adjustment on their anniversary month. XI. Appraisals: Properties will be appraised for fair market rental rates at three year intervals. 5. PERFORMANCE STANDARDS All lessees shall use the airport and any airport property in a manner that is compatible with Santa Monica Airport operations and with the adjacent residential uses; to encourage activities that complement adjacent residential and commercial uses; and to establish practices that are sensitive to the environment and protect the Cityfrom future environmental exposure.

I. Flight Schools & Flying clubs Existing flight schools·and flying clubs will be provided the opportunity to renew 

### 4their leases and preference will be given to prospective tenantsthat abide by the following performance standards:
a. All flight schools and flying clubs will be requested to use newertype aircraft that are quieter (i.e. light sport) or use Federal Aviation Administration approved noise reduction technologies in reducingtheir noise footprint. b. All flight schools and flying clubs will be requested to avoid performing pattern operations at Santa Monica Airport during weekends, holidays, and evening hours.
II. Fixed Based Operators {FBOs) Existing FBOs will be provided the opportunity to renew their leases and prospective FBOs to obtain a lease ifthey abide by the following environmental standards. All FBOs will be required to minimize their environmental impact by performing the following improvements to current or as applicable proposed facilities:
a. Ground Power Units {GPU) used to powerjet aircraft on t[!e ramp must be performed by CNG or electric power vehicles, or by in-ground wiring. FBOs will have 1 yearfrom thesigning ofthe lease to meetthis requirement. b. All newfuel tanks constructed mustbe above ground.
c. Annual inspection reports will be provided to the Airport that shows the condition ofthe existing underground tanks. d. All diesel- or gas-powered vehicles and equipment used by the FBOs to perform their primary functions, such as fleet vehicles and equipment, must be powered by alternative fuels (i.e. CNG, Electric, etc.). FBOs will have 1 year from the sighingofthe lease to meetthis requirement.
e. Hangars must be used only for the storage of aircraft and auxiliary equipment. f. Biofuels will be sold in lieu ·of JetA and 100 Very Low Lead and aviation

· unleaded fuels will be sold in lieu of 100" Low Lead as soon as these fuels are

approved and commercially available.
Ill. Aviation MaintenanceFacilities Maintenance facilities will be required to minimize their environmental impact by ensuring that all vehicles used inside the Airport Operations Area {AOA) are powered by alternative fuels. I;V. Hangars · a. Hangars that have

# a land lease agreementwith the Citywill be on a monthto month tenancy under a .City approved lease agreement which will be updated as deemed necessary bythe City. b. Hangars must be used only for the storage of aircraft and auxiliary 

### 5equipment.
c. No subleasing is allowed. d. The City will request hangar owners to avoid from performing pattern operations at Santa Monica Airport during weekends, holidays, and evening hours. V. Tenants shall respond to Landlord's written inquiries regarding.any complaints or issues, including postings on social media sites related to Tenant's operations. Tenant will provide an action·plan for ·improvement if so requested by the Landlord. VI. As applicable, the above requirements may be incorporated in leases, licenses and other agreements. In addition, the City may add to· any Lease or License further or different or additional operational and performance standards as the airport concludes are appropriatetothe particularTenant's operation.
6. MAINTENANCE AND TENANT IMPROVEMENTS All leaseholders shall be responsible for maintaining their facilities in attractive and safe condition, in compliance with applicable building and life safety codes and all ·applicable environmental laws, ordinances, regulations and standards.

Airport facilities will be inspected prior to new or extended leasehold occupancy and refurbished, bythe City ortenant (atthe City's election}, to a decent, safe and sanitary condition appropriate for use. If tenant makes improvements to the facility as a mutually agreed upon condition of a lease, the City must first review and approve the proposed design and scope ofwork. All necessary building permits must be obtained and thework must be inspected for compliance with applicable code(s). Appropriate rental credits for the approved work performed may be negotiated as part of the lease. Any Tenant Improvement Credit

**th<,~t** exceeds two months' worth of tenant monthlyrent must be approved bytheAirport.Director.
7. TENANCY RELATIONSHIPS Each tenant or licensee will be responsible for interior maintenance an·d repair at its sole expense, and the City generally will retain responsibility for maintenance and repair ofroofs, building exteriors, landscaping and common use parking for all Airportmanaged leaseholds unless otherwise specified in the lease or license. Tenants who lease whole buildings from the City will be responsible for any and all maintenance, repair and improvements including roofs, building equipment and exteriors of the facilities as well as interior maintenance and repairs. · 8. TENANT RECRUITMENT All City:owned buildings appropriate and suitable for leasing r:nay be subject to a pl,lblic procurement and solicitation process to identify prospective tenants and licensees whose financial and professional experience, and products and/or services are consistent with the Leasing Standardssetforth herein. 6.All prospective tenants must submit a Lease. or License Application to the City. Information contained in the Lease Application shall describe the proposed use for the available space; provide information about the respondent; ·provide references; describe in detail the financial capability ofthe respondent to perform; and setforth preliminarytermsand conditions. Upon confirmation that the proposed tenancy is consistent with: General Leasing Standards; verification of references and credit history; mutual preliminary concurrence in proposed lease terms and conditions; and approval of a Comme'rcial Operations Permit, a lease agreement will be prepared for review by the City Attorney and execution by the prospective tenant before being referred to the City Manager for approval. Leases for terms greater than terms specified in these guidelines require Council approval. S'taff may cooperate with commercial real estate brokers who are authorized to negotiate leases on behalfofprospective tenants. Recruitmentfor artist day studios will adhere tothe criteria setforth bythe Cultural 

### ' Affairs Division of Community and Cultural Services Department. The Airport and Cultural Affairs work together to maintain the list and update ·financial qualificat'ions. Candidate tenants for available Artist Day Studio space are required to file Program applications for screening purposes, and qualifying artists are selected onlyfrom the screened waiting list.
9. LEASE APPROVALS & DELEGATION OF AUTHORITY

. The City Manager has the authority to negotiate and execute leases with terms of

.three years or less on terms consistent with these Leasing Guidelines.' To be valid, such leases must be on the basis ofwritten agreements prepared and approved as toform by the CityAttorney. Leases forterms ofoccupancy greaterthan threeyears or otherwise outside the parameters established by these guidelines will be n·egotiated by City staffunderthe direction ofthe City Manager and will require City Council approval.
10. GENERAL PROVISIONS These guidelines may be altered by the City at any time, in its sole discretion, and shall not create any right or reliance interest for any person. These guidelines are intended to be consistent with, a·nd subjectto all requirements of law applicable to the City's operation of the airport, and shall not be interpreted or construed to conflictwith ortoviolate any such provision oflaw.

7Civil Engineering and Architecture Division 1918 Main Street, Suite 300 Santa Monica, California 90405

City of Santa lU.onica" Septe'mber 27, 2002

Ruben Cabalbag, P.E. Airports Program Engineer Federal Aviation Administration P.O. Box 92007, WWPC Lawndale, CA 90009 Post-It' Fax Note 7671 To 

### 'j;

### o

### b 

## Tr•"beY"" CoJDepl. AtfiP0/2-f Phone I# Fax# 

### S7Z-'11.fo/.5 Data h"of )> pages Ftom 

## 8,,

## I

## L

# -z:.etiJ Co. Phone# Fax•

Subject ·Santa Monica Airport Grant Amendment for Project No. AlP 3-06-0239-06 (II) Dear Mr. Cabalbag: The City of Santa Monica requests to amend the Federal Grantfor Project No. AlP 3-06- 0239-06 (II)to increase participation amountby$240,600toatotal of$1 ,845,300to reflect increased costs and changed conditions which occurred during construction. These modifications are outlined In Attachment 1. This modification to the grant will more effectively enhance and Improve the overall condition and safetyofthe public-use areas ofthe Airport. This requestwill not require an update and approval ofthe Airport Layout Plan. lf you have any questions or desire additional information regarding this matter, please don't hesitate to contact our Airport Manager Mr. Robert Trimborn at (310) 458-8591.
Sincerely,

Susan McCarthy City Manager ) cc: Robert Trimborn, Airport Manager Anthony Antich, P.E., City Engineer Bill Zein, P.E., Sr. Civil Engineer Donald Patterson, Sr. Administrative Analyst

tel: 310 458-8721 • fax: 310 393-4425 H:\Grants\AirportAmendment.docATTACHMENT 1 CHANGE ORDER SUMMARY AIRPORTIMPROVEMENTS SANTAMONICAAIRPORT AIPPROJECTNO.

**~-06-0239-06** (II)

Two change orders were issued for the project. One to Clarke Contracting Corporation for ' theconstruction, and the other to Hy-com & Associates for constmctionmanagement. The

details ofthose change orders are summarizedbelow.
Construction Contract Change OrderNo.1 Construction Contract Change Order No. 1 was issued at the end ofthe project to adjust the contract to reflect actual quantities measured in the field, and revise the scope ofwork as necessitatedbytheproject. Specifically, thefollo,wing changeswereordered: 1. Drill additional 6' depth for each blast wall foundation pile to provide total embedment of12' -6"in native soil. 2. Repair AC pavementinaircraft service aieaprlorto slurrysealing. 3. Relocate existing irrigationlines in conflictwithblastwallfoundation. 4. Tag and relocate umnarked electrical conduit and irrigation control wires exposed during drilling forblastwall foundation. 5. Revise surveyandlayout oftie-downspaces andtaxiwayinSouthApronare.a: 6. Fill abandoned tie-down PVCcaps with concretetoprovide level surfacefor sluny seal application. 7. Increase width ofblast wall foundation from 

### 7' to 

### 7'-6" to accommodate location ofanchorbolts forprefabticatedblast

**w~ll** andconcretewall. 8. Remove existing taxiway striping in conflict with new taxiway striping using wet sandblasting method. 9. Install12 additional tie-downs in concrete

**ar,~a**on south sideofrunway. 10. Installtie-down stallnumbers asrequestedbyAirportManager.

Page 1of4·11. Repair electrical conduit and irrigation control wires damaged during drilling of blast wall foundation. 12. Install additional stripingfor helipad. 13. Delete requirement to ·provide tie-down chains and hooks from Item 8 -Tie-Down Anchors. 14. Replacerubberized asphaltwith conventiomil asphalt inresurfacing areas.. 15. Adjustbid items as follows: a. Increasethe quantity ofBidItem 2,·crackSeal b. Reduce the quantityofBidItem 3,AsphaltSlurrySeal c. DeleteBidItem4, Asphalt Slurry Seal (Fuel Resistant) d. Increase the quantity ofBidItem 5,AsphaltRubberHotMix e. Increasethe quantity ofBidItem 8, Tie-downAnchors 16. Adjustasphalt quantities and costto balance contract. Thereasons for the changes ordered are as follows:· 1. The additional drilling depth was required to achieve the required embedment depth of 12'-6"in native soil as shown on the plans. The additional drilling depth in native soil was determined by the geotechnical inspector based on the logs 'and observation ofthedrilling operation.

... · ' 2. The AC pavement in the aircraft service itreawas low in some spots and needed to berepaired to provide a smoothgrade transitionpriorto application ofslurry seal. 3. The irrigation lines were located where the foundation ofthe blast wall would be constructed andhadto berelocated. 4. Thedrilling ofthe foundationpileshadto bestoppedwhile the conduit and electric wires were identified and taggedfor futurerepair. 5. The location ofaircraft tie-downs next to the hangars onthe south apron shown on theplandid notmatchfield dimensions andhadto berevised. 

### 6. 14 tie-downs needed to be relocated because of taxiway clearance requirements, which were not identified before the tie-dcrwns were installed. The abandoned tiedown cups had to be filled to provide a'sniooth

. surface for application of slurry seal. 7. The width ofthe foundation as shown on the plan did not provide room for the anchorbolts andthe concrete wall. · · ' ·

Page2 of48. The existing taxiway striping in the south tie-down area was in conflict with the new tie-down layout and taxiway striping. The conflicting striping was removed using a wet sandblastingmethod. 9. Airport management requested 12 additional tie-downs in the concrete area south ofAirport Avenue due to the shortage oftie-down stalls. Since Bid Item 

### 8, Tiedown Anchors did not specify concrete coring for installation this was considered extrawork and was done on time and material. 

### 10. Numbering ofthe aircraft tie-down stallswas not specified in the original contract. The striping sub-contractor provided a reasonable cost, and Airport management authorized this additional work. ·· 11. The irrigation controller conduit and wiring was not marked in the field or shown on the plans. They were

**d~maged** during the drilling operation and needed to be repaired. 12, Additional striping was necessary to provide aircraft access to some ofthe newly installed aircraft tie-down stalls, andtore-stripethe Helipad area, whichwas added to the slurry seal work.

,, 13. Airport management elected to provide the tie-down chains and hooks, The Contractorwasrequested to provide a creditfor this deleted requirement. •,·),· 14. Rubberized asphalt is not suitablefor



### appli~~tion in layers of 

### 1" or less. Part ofthe
· pavement rehabilitation involved complete

**J;econstru~tion** or new construction of the full asphalt pavement section. Both app1ications were better suited

.to conventional asphalt installation. The Contractor was requested to provide a credit for switchingto conventional asphalt. 

### 15, The adjustments to bid items reflect the change between bid quantities and actual material quantities measuredin the field andnecessitatedbytheprojept, 16. Costadjustmentto balance the contract


### ConstructionManagementContract Cltange OrderNo. 1 Construction Management Contract Change OrderNo. 1 was issued to provide additional inspection, constructionmanagement, and coordination services associated withincreasein scope and design modifications to the constructioh contract. Specifically, the following changes wen' ordered: ·· · • I

. .,. 1. Provide additional inspection,



## constmcti~d",management, and coordination services associated with increase in scope and with necessary design modifications to the construction contract
Page 3 of4

### Thereasons for the changes ordered are as follows: 1. 

### Additional services were needed to coordinate changes· to the drilling and construction of blast wall foundation, .m<;Jdify the anchor plate design, provide layoutplan for the installation ofaircraft tie-downs, and revisions 

### I adjustments to stripping layout to accommodate field conditions.

Page4of4PROOF OF SERVICE 

### STATE OF CALIFORNIA, COUNTY OF LOS ANGELES I, 

### Bradley C. Michaud, declare: I am employedinthe County ofLos Angeles, State ofCalifornia. My business address is 1685 Main Street; Santa Monica, California 90401. I am overthe age ofeighteenyears and not a party to the actioninwhichthis service is made. On October20,2014,

### I servedthe document(s) described as CITY OF SANTA MONICA'S ANSWERTO COMPLAINT AND SUPPORTINGEXHIBITS 

### on the interestedparties inthis actionby enclosing the document(s) ina sealed envelope addressed as follows: Richard 

### K. Simon,Esq. 1700 Decker SchoolLane Malibu, CA 90265 rsimon3@verizon.net Office ofthe ChiefCounsel Attention: FAAPart 16 Docket Clerk AGC-600 FederalAviationAdministration

800 IndependenceAvenue SW Washington, DC 20591 9-AWA-AGC-Part-16@faa.gov Jjg 

### BY MAIL: I am "readily familiar" with this firm's practice for the collection and the processing of correspondence for mailing with the United States Postal Service. In the ordinary course ofbusiness, the correspondence would be deposited with the United States Postal Service at 1685 Main Street, Santa Monica, California 90401, with postage thereon fully prepaid the same day on which the correspondence was placed for collection and mailing atthe firm. Fallowing ordinarybusiness practices, I placed for collection and mailing with the United States Postal Service such envelope at 1685 Main Street, Santa Monica, California 90401. Jjg 

### COURTESY COPYTO COMPLAINANT'S COUNSEL BYELECTRONIC DELIVERY D [State] I declare under penalty ofperjury underthe laws ofthe State ofCaliforniathat the above is true and correct. Jjg 

### [Federal] I declare that I am employed inthe office ofa member ofthe Bar ofthis Court at whose directionthe service was made. Executed on October20, 2014, 

### at SantaMonica, Califo