Exhibit 10.3


 


RICKENBACKER INTERNATIONAL AIRPORT


OPERATING AGREEMENT


 


Between


 


COLUMBUS REGIONAL AIRPORT AUTHORITY


 


and


 


AIRNET SYSTEMS, INC.


 


THIS OPERATING AGREEMENT (“Agreement”), is made and entered into this
20th day of January 2004 (the “Effective Date”) by and between
the COLUMBUS REGIONAL AIRPORT AUTHORITY (“Authority”), a port authority
organized and existing under the laws of the State of Ohio and AIRNET SYSTEMS,
INC. (“Operator”), a corporation organized and existing under the laws of the
State of Ohio.


 


BACKGROUND


 


Authority owns and operates Rickenbacker International Airport
(“Airport”) in Franklin and Pickaway Counties, Ohio.  Operator desires to use the facilities of the Airport in
connection with its operations.  This
Agreement shall set forth the terms and conditions of Operator’s use of Airport
facilities other than Operator’s lease of land pursuant to a lease of even date
herewith between Operator and the Authority (the “Lease”) or Operator’s use of
the Airport fuel system pursuant to a Commingling Fuel Agreement of even date
herewith between Operator and the Authority (the “Fuel Agreement”).


 


SECTION I


SUMMARY OF AGREEMENT


 


1.               Intent
of Agreement: It is the Authority’s policy to require all commercial
users of the Airport to enter into an agreement with the Authority to cover the
user’s activities at the Airport.  This
agreement details the Authority’s relationship with Operator relative to
Operator’s access and use of the Airport’s common use facilities.  This Agreement is a non-exclusive agreement.


 


2.               Classification
of Operators: To ensure the continued efficient operation and
maintenance of Airport facilities for the benefit of the Central Ohio region,
the Authority has established specific user fees according to the type or
classification of user.  Two general
classifications of Operator users are recognized: (1) Signatory Operators are those that (a)
lease or sublease more than 4,000 sq. ft. of space at the Airport or (b) have a
contractual operating agreement with an organization who has a lease with the
Authority that qualifies as set forth in this section. (2) Non-Signatory Operators are those who do
not qualify as a Signatory Operator.  A
Non-signatory Operator may become a Signatory Operator during the term of this
Agreement by submitting to the Authority verification that the Operator has met
the qualifications of a Signatory Operator as set forth in this paragraph.  Likewise, a Signatory Operator that fails to
continuously comply with the requirements for a Signatory Operator automatically
will become a Non-Signatory Operator. 
As of the Effective Date hereof


 


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Operator qualifies as a Signatory Operator.


 


3.               Use of Facilities: By entering into this
Agreement with the Authority, an Operator may use the Airport’s facilities as
set forth in the Agreement and for no other purpose. Operator must comply with
the terms and conditions set forth in this Agreement in its use of the
Airport’s facilities.


 


4.               General
Operator Fees: Operator is responsible for the payment of
established user fees as they relate to its activities at the Airport. User
fees assessed by the Authority for users of the Airport are detailed in the
Airport’s Schedule of Rates and Charges. The current version of such Schedule is
attached to this Agreement as Exhibit A, which Exhibit shall be updated as the
Schedule is amended.


 


5.               Conflicting
Documents: The Parties agree that this Agreement and the
Non-Exclusive License Agreement govern different aeronautical activities. To
the extent, if any, that the provisions of this Agreement (as the same may be
amended from time to time) address activities or subject matter that are
duplicative of, and are in conflict with, the provisions of that certain
Non-Exclusive License Agreement to Conduct an Aeronautical Business at
Rickenbacker International Airport between Operator and Authority of even date
herewith, the provisions of this Agreement shall control.


 


SECTION II


USE OF PREMISES


 


1.               Aircraft
Operations:  Operator shall
have the right to conduct activities at the Airport connected with the
operation of aircraft.  This includes
the nonexclusive right to enter upon and make customary and reasonable use of
the common use facilities of the Airport, including the runways, taxiways, and
public ramps for landing, taxiing, loading, unloading, and maintenance of its
aircraft in connection with Operator’s business.  In utilizing the Airport for the landing or takeoff of aircraft.  Operator agrees to abide by and follow the
noise abatement procedures established by Authority and approved by the FAA.


 


Operator may not use the runways, taxiways, or ramps for any aircraft
operated or controlled by Operator that exceeds the design strength or
capability of the surface as described in the current Airport Layout Plan as
approved by the FAA.


 


Operator shall remove disabled aircraft from the runways, taxiways,
aprons and ramps and shall place any such disabled aircraft only in such
storage areas as may be designated by Authority and may store such aircraft
only on such terms and conditions as may be established by Authority.  In the event Operator fails to remove any of
its disabled aircraft as expeditiously as possible, Authority may, but shall
not be obligated to, cause the removal of such disabled aircraft and Operator
agrees Authority shall not be liable to Operator for any damage caused to the
aircraft during such removal.  Operator
shall reimburse Authority for any and all expenses incurred in such removal.


 


Ramp Operations:  In addition to Operator’s rights to the use
of the Preferential Use Area as provided in Section 11.3. hereof,  Operator shall have access to other aircraft
parking ramps for the sole purpose of loading or unloading aircraft and the
ground movement of cargo and passengers. 
Operator’s aircraft shall be parked in areas of the ramps that are
designated by the Authority for the size of aircraft being operated.  During such operations, Operator shall
occupy only such ramp space as is needed in the immediate vicinity of the
aircraft being loaded or unloaded, and in such a manner as to insure the
unimpeded ingress


 


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and egress of other aircraft and ground movement operators. Use of the
ramps shall be in common, and in cooperation with, all other airlines and
ground operators. Operator is not authorized to park vehicles or store personal
or company property on the ramps or other areas of the Airport without
Authority permission. All ground support equipment shall be maintained in good
order and repair, and shall be stored within Operator’s leased area in
accordance with the Lease or in a common use area designated for such purpose
by Authority. During snow operations or ramp maintenance, the ramps shall be
kept free of all obstructions.


 


Operator’s pumping and storage of fuel shall comply with the
requirements of the Fuel Agreement.


 


Operator’s ground support and maintenance operations on the ramps shall
be conducted by regular Operator employees or by a third party contractor
operating under a license with Authority in accordance with Authority’s Minimum
Standards for Commercial Operators.


 


3.               Preferential
Use Area:  The approximately
ten (10) acre ramp to be constructed by the Authority for Operator’s use
pursuant to the Lease shall constitute the “Preferential Use Area” of Operator.
The Preferential Use Area is referred to as the “Ramp” in the Lease, and
further identified on the attached Exhibit C. Operator is not required to pay
rent for its use of the Preferential Use Area. The Authority may grant other
users of the Airport the right of use in common with Operator of all or a
designated portion of the Preferential Use Area and rights of ingress and
egress thereto. Such additional grant of use of the Preferential Use Area by
the Authority shall not unreasonably interfere with Operator’s simultaneous use
of the Preferential Use Area.  If a
conflict develops between the Operator’s and other users’ activities on the
Preferential Use Area, Operator shall immediately notify the Authority thereof.
Promptly thereafter Operator and the Authority shall jointly develop and
implement a plan to resolve the conflict, at all times with the understanding
and agreement that any such resulting plan shall afford Operator priority use
of the Preferential Use Area.


 


4.               Signs
and Other Operations: 
Operator shall not post, erect, display, or maintain signs, posters, or
handbills in view of the general public, nor use sound equipment, at or near
the areas related to its ground movement service. Operator shall not conduct
from, or on, the Airport any business or any commercial operation not herein or
otherwise authorized by the Authority.


 


5.               Trash,
Garbage, etc.:  Operator
shall provide a complete and proper arrangement for the adequate sanitary
handling and disposal, away from the Airport, of all trash, garbage, and other
refuse caused as a result of the operation of its business. Operator shall
provide, use, and empty suitable covered metal receptacles (dumpsters) for all
such garbage, trash, and other refuse. Piling of boxes, cartons, barrels,
pallets, debris, or similar items in an unattractive or unsafe manner, on or
about the Airport, shall not be permitted. Operator shall require its employees
to pick up and properly dispose of any and all trash or FOD materials found on
the Preferential Use Area.


 


6.               Restrictions
on Use:  Operator shall not
do or permit to be done anything, either by act or failure to act, that is
within its reasonable control, that shall cause the cancellation or violate the
provisions of any policy of insurance for the Airport, or any part thereof, or
that shall cause a hazardous condition so as to increase the risks normally
associated with operations permitted by this Agreement.


 


The rights granted by this Agreement shall not be exercised in such a
way as to violate any


 


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of the Rickenbacker Airport Rules and Regulations, Schedule of
Rates and Charges, the Development Standards or the Minimum Standards (all as
defined in the Lease), as they are now in existence or may be amended from time
to time, all of which are incorporated herein by reference.  Nor shall they be exercised in such a way as
to unreasonably interfere with or adversely impact the operation, maintenance,
or development of the Airport or other operators at the Airport.


 


SECTION III


USER FEES


(For Current Schedule of Rates and
Charges see Exhibit A)


 


1.               Fees:  For
the privilege of accessing the runways, taxiways, and ramps, unloading and
loading aircraft, use of the Preferential Use Area, and conducting related
aircraft ground support services at the Rickenbacker International Airport,
Operator agrees to pay Authority in accordance with the Schedule of Rates
and Charges, attached as Exhibit A, as it exists now, or as the same may be
amended from time to time.  This
includes, but is not limited to, Landing Fees and General License/Commission
Fees.  The current rate for the General
License/Commission Fee is two percent (2%) of the gross revenues derived from
the conduct of all aeronautical activities. 
For the purpose of this Agreement, gross revenues shall mean the total
received or realized by, or accruing to, the Operator from all sales, excluding
fuel sales, for cash or credit of services, materials, or other merchandise
resulting from Operator’s operations under this Agreement.  All gross revenues shall be deemed to be
received at the time of the determination of the amount due to the Operator for
each transaction, whether for cash or credit, and not at the time of billing or
payment, unless otherwise authorized by the Authority in writing.  No deductions from gross revenues shall be
made for uncollected fees, uncollected checks or other Operator losses or for
the payment of franchise taxes levied on Operator’s activities or facilities.  Such revenues shall exclude any taxes
imposed by law which are separately stated and paid by the customer and
directly payable to the taxing authority by the Operator.  Operator recognizes that the current minimum
landing fee for commercial aircraft operations is $16.25 per landing. Authority
agrees that for the life of the Lease, total landings in excess of 450 per
month (average 15 per day x 30 days) will qualify Operator for landing fee
rates based on the actual MCGLW for each aircraft type as opposed to the
minimum landing fee


 


2.               Required
Activity Reports / Monthly Statement:  Operator agrees
that on or before the 1st of each month it will provide the Authority with a
flight schedule detailing its planned use of Airport facilities, including
aircraft size, number of landings, and parking; and access needs.


 


Before the 20th of the following month, Operator agrees to provide the
Authority a flight activity report detailing the Operator’s actual aircraft
landings, aircraft parking and days of access for the previous month along with
payment for the appropriate landing fees. 
Authority administration shall compare the reports of actual activity to
the Operator’s flight schedule and request justification for any
discrepancies (if not provided with the report).


 


The monthly activity report shall include, but is not limited to: (1)
the Operator’s total number of aircraft arrivals, by type of aircraft and
maximum gross landing weight for each aircraft as certificated by the FAA; (2)
the calculation of the landing fee for each aircraft and a total landing fee
for the month, (3) the parking fee for each aircraft and the total parking fee
for the month; (4) the amount by weight of freight, mail or other cargo for
such month, both inbound and outbound; and (5) such other information as the
Authority shall request. Exhibit B is a copy of the Authority’s current monthly
activity report form.


 


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3.               Payment
of Fees and Charges:  Operator agrees to pay all fees and charges
based upon the information contained in the monthly activity report, which
payment shall be made with the report. 
If the activity report is not filed, the Authority shall invoice
Operator according to Authority’s records, and payment shall be submitted
promptly thereafter.  If the Authority
invoices according to its records, and Operator thereafter submits a report,
Authority shall make the necessary adjustments to the Operator’s statement to
reflect the actual aircraft landing, parking and access days reported.


 


A late payment fee equal to 5% of the unpaid balance shall be paid by
the Operator to the Authority for all fees and charges that are due after the
reporting date (the 20th of the month following the activity), and
thereafter an additional 2% per month interest shall be charged for each month
or portion thereof that the balance remains outstanding.


 


4.               Books and Records
Required to be Kept:  During the term of this Agreement, Operator
hereby agrees to keep and preserve at Operator’s offices at the Airport, or at
the office of its agent at the Airport, full, true and accurate books of
account with records of all aircraft landings for aircraft operating on the
Airport by Operator for the immediately preceding 24 months, and the Operator
agrees for itself and its agent to make such books and records available to
Authority’s representatives for inspection and audit during normal usual
business hours.  Records will be made
available in Columbus, Ohio, unless the Operator requests the records be maintained
outside of Columbus, Ohio, and agrees to pay for all travel costs associated
with the audit by the Authority or its designated agent.  The Operator will provide the Authority or
its designated agent with adequate and appropriate workspace, with access and
usage of a photocopy machine.


 


The acceptance by Authority of any payment made by Operator shall not
preclude Authority from verifying the accuracy of Operator’s report or from
recovering any additional payment actually due from Operator.  Should Operator underpay Authority,
Authority shall have the right to charge late fees and interest from the date
the payment should have been made.


 


Authority, at its expense and upon reasonable notice, shall have the
right from time to time to inspect and audit, during regular business hours,
the books, records, and other data of the Operator relating to the provisions
and requirements hereof.  In the event
that any audit determines that Operator has more than a five percent (5%)
deficiency between the amounts due and the amounts paid to Authority, Operator
shall pay the cost of said audit. 
Operator shall pay all deficiencies so determined by the audit within
ten (10) working days after receipt of an invoice therefor.


 


Operator shall, upon request and to the greatest extent possible,
furnish Authority information pertinent to Authority’s planning purposes
regarding Operator’s future operations (including forecasts) at the
Airport.  Except for consolidated
statistics for all airlines, Authority shall not release such information
without first obtaining Operator’s consent unless (1) required to do so by law,
or (2) required to do so to facilitate the sale of bonds for the use of
Airport.


 


Operator shall, for financial planning purposes, at earliest date
possible and to the greatest extent possible, discuss with Authority its
consideration of any changes to its schedule of operations or the type and
series of aircraft used at the Airport (other than equipment substitution
necessitated by occurrences beyond the control of Operator).  Such discussions will be kept confidential
unless disclosure is required by law.


 


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5.               Payments
for Additional Services:


 


(a)          Maintenance
of Preferential Use Area: The Authority agrees to maintain the Preferential Use
Area and make repairs, restorations, and replacements to the Preferential Use
Area, as and when needed, and to preserve the Preferential Use Area in good
working order and condition. Operator Agrees to reimburse the Authority for any
and all reasonable and documental costs incurred by the Authority to meet this
obligation that exceed $50,000 annually. Such expense will be collectible as an
additional charge and will be paid by Tenant within thirty (30) days after
delivery of a statement for such expense. Notwithstanding the foregoing, such
costs shall not include those incurred to (a) remedy construction defects. (b)
repair damage caused by other operators or users of the Preferential Use Area.
(c) perform the Authority’s environmental compliance obligations as they relate
to the Preferential Use Area. (d) repair items where the necessity for such
repair results from a failure by the Authority to adequately maintain, (e)
upgrade the Preferential Use Area from its original condition unless such
upgrade is previously approved by Operator, or (f) replace the Preferential Use
Area at the end of its useful life. In addition, to the extent the Authority
does not, in any given year, expend $50,000 in maintaining, repairing or
restoring the Preferential Use Area, then the difference between $50,000 and
the amount actually expended shall be carried over (on a cumulative basis) to
the next ensuing year(s) so as to increase the expense threshold that must be
exceeded before Operator must reimburse the Authority under this
Section III. 5(a).  Finally, snow
removal shall not be included as a maintenance cost as Operator will be
directly responsible for removing snow from that portion of the Preferential
Use Area used by it.


 


In the event Authority provides Operator, at Operator’s request, with
services other than the normal use of runway and taxiway surfaces, including,
but not limited to, special security services, janitorial services,
environmental containment or remediation, maintenance and repair of Operator’s
facilities or equipment, snow and ice removal, foreign object debris removal,
or utilities, Operator shall pay all charges therefor within thirty (30) days
after receipt of a statement for said additional services. Should these same
services be required under emergency circumstances or in order to comply with
applicable governmental rules and regulations, or required for public health,
safety or welfare, Operator shall, at the request of the Authority, and if
Operator is able and equipped to do so, perform the necessary services in a
manner and within a lime frame acceptable to the Authority. If Operator elects
not to perform or is unable to perform those services in the manner prescribed
by the Authority, the Authority reserves the right to provide for the
performance of those services necessary and Operator shall pay all charges
therefor within thirty (30) days after receipt of a statement for said
additional services.


 


A late payment fee equal to 5% of the unpaid balance of the fees for
such additional services shall be paid by the Operator to the Authority for all
fees and charges that remain unpaid after their due date, and thereafter an
additional 2% per month interest shall be charged for each month or portion
thereof that the balance remains outstanding.


 


(c)          Authority is not obligated to Operator to
furnish any fire fighting services or security services. Operator agrees that
the maintenance by Authority of either security or fire fighting services for
any reason or at any time shall not constitute a waiver of this provision nor a
covenant, condition or promise by Authority to provide such services at any
later time. Operator acknowledges that the Ohio National Guard provides the
primary fire fighting and rescue services, although the Airport is within the
service areas of the Townships of Hamilton and Madison in Franklin County and
Harrison and Madison in Pickaway County.


 


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6.               Contract
Security: Unless Operator has provided regularly scheduled flights
to and from the Airport, or any Airport controlled by the Authority, during the
eighteen (18) months prior to the effective date of this Agreement without the
occurrence of any act or omission that would have been an event of default if
this Agreement had been in effect during that period, Operator shall provide
Authority at the effective date of this Agreement an irrevocable letter of
credit, surety bond, or other similar security acceptable to Authority, in a
form acceptable to Authority, an amount equal to the estimate of six months’
fees and charges due hereunder. Operator shall be required to maintain such
security in effect until the expiration of eighteen (18) consecutive months
during which Operator commits no event of default. Such contract security shall
be in a form and with a company reasonably acceptable to Authority.


 


Notwithstanding the above, Authority shall have the right to waive such
contract security requirements for an Operator which has not provided regularly
scheduled flights to and from the Airport during the eighteen months prior to
the effective date of this Agreement. Any such waiver by Authority shall be
conditioned upon said Operator having provided regularly scheduled flights at
six other airports with characteristics similar to Airport during the most
recent eighteen month period without committing any material default under the
terms of the respective lease or use agreements at each of the six facilities
and without any history or untimely payments for rentals, fees, and charges.
The burden shall be on Operator to demonstrate to Authority its compliance with
these requirements at the six other airports.


 


Said letter of credit shall be effective at least
one (1) year and shall be renewed by Operator in the amount as set forth in
this section each year until the termination of this Agreement, or until
termination of Operator’s requirement to have a letter of credit pursuant to
the provisions of this section, and shall be delivered to the Authority thirty
(30) days before expiration of the then current letter of credit. Failure to
deliver said renewed letter of credit on or before said date shall constitute a
material breach of this Agreement and the Authority shall be entitled to
present the existing letter of credit for payment in an amount then due.


 


In the event Operator defaults with respect to any provision of this
Agreement, including, but not limited to, the provisions relating to the
payment of any Landing and Parking Fees on a timely basis. Authority may draw
against said security deposit and apply such draw as payment of any such fees
or charges in default, or to cure any other default or to repair damage to the
Airport caused by Operator. In the event any portion of said contract security
is so used or applied, Operator shall, within 10 days after written demand
therefore, obtain and deliver to Authority an amount sufficient to restore the
contract security and Operator’s failure to do so shall result in immediate
termination of this Agreement. In the event Authority draws against the
required letter of credit, such action shall not constitute a waiver of any
other rights or remedies which Authority may have by virtue of Operator’s
default.


 


In the event Operator defaults with respect to any provision of this
Agreement, including, but not limited to, the provisions relating to the
payment of any Landing or Parking Fees, and Operator does not have a security
deposit on file with the Authority, the Authority may require Operator to
obtain and maintain a security deposit in the amounts and format set forth
above.


 


Notwithstanding the foregoing, Authority acknowledges that Operator,
through its operations at Port Columbus International Airport, has qualified
for a waiver of the requirements of Section III. 6., and such a waiver is
hereby granted by Authority


 


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7.               Assignment
/ Delegation of Fee Payment: Operator may delegate the obligation
for the payment of fees (all or in part) to the cargo company who is chartering
the Operator’s cargo under contract if the cargo company has a separate
operating agreement with Authority. Such assignment or delegation shall be in
writing in a form acceptable to the Authority, and signed by both the Operator
and cargo company, and approved by the Authority. The fact that the Authority
may approve of an assignment of the Operator’s obligation to pay user fees does
not release the Operator from the duty to pay the user fees provided for in
this Agreement. In the event the cargo company fails to pay assigned fees and
charges within 60 days from the original statement date, the statement will be
sent to the Operator for payment.


 


9.               Adjustment
of Fees: The Authority reserves the right to change, modify, or
otherwise adjust user fees and fee categories from time to time on a
non-discriminatory basis, provided that any increase in such fees will be
proceeded by prior notice of at least 60 days to Operator.


 


SECTION IV


TERM OF AGREEMENT / TERMINATION


 


1.               Term: The
term of this Agreement shall commence on the Rent Commencement Date (as such
term is defined in the Lease), and shall continue for a term of one year from
such date, unless sooner terminated as otherwise provided herein. This
Agreement shall automatically renew thereafter for additional one-year terms
for the balance of the Lease term.


 


2.               Termination:
This Agreement may be amended by the Authority upon thirty (30) days written
notice to Operator, provided the terms and conditions and user fees continue to
provide Operator access to the Airport at a level that permits Operator to use
the Airport facilities and Preferential Use Area consistent with the terms and
conditions of the Lease and consistent with terms and conditions provided to
other similar users of the Airport. Upon the termination of this Agreement, by
lapse of time or otherwise, Operator shall promptly and peaceably surrender and
deliver to the Authority, any assigned Airport use areas, Airport
identification badges, security access cards, and all fees to which Authority
is entitled hereunder.


 


SECTION V


INDEMNITY AND INSURANCE


 


1.               Indemnification:
Except for matters resulting from the negligence or intentional wrongful acts
of Authority or its directors, officers, employees, public officials or agents,
Operator will indemnify and hold harmless Authority and its directors,
officers, and employees, public officials, and agents, against any and all
demands, claims, causes of action, fines, penalties, damages, losses,
liabilities, judgments, and expenses for bodily injury, death, damage to
property, any other personal injury, and business interruption (including,
without limitation, attorneys’ fees and court costs) incurred in connection
with or arising from: (1) the use or occupancy of the Airport facilities by
Operator, or its employees, agents, contractors, invitees, visitors, any other
person entering upon the Airport facilities under the express or implied
invitation of Operator, or any person claiming under Operator; (2) any
activity, work, or thing done, or permitted or suffered on or about the Airport
facilities by Operator, or its employees, agents, contractors, invitees,
visitors, any other person entering upon the Airport facilities under the
express


 


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or implied invitation of Operator, or any person claiming under
Operator; (3) any acts, omissions, or negligence of Operator, or its employees,
agents, contractors, invitees, visitors, any other person entering upon the
Airport facilities under the express or implied invitation of Operator, or any
person claiming under Operator; (4) any breach, violation, or nonperformance by
Operator, or its employees, agents, contractors, invitees, visitors, any other
person entering upon the Airport facilities under the express or implied invitation
of Operator, or any person claiming under Operator, of any term, covenant, or
provision of this Agreement or any law, ordinance, or governmental requirement
of any kind; or, (5) any injury or damage to the person, property, or business
of Operator, or its employees, agents, contractors, invitees, visitors, any
other person entering upon the Airport facilities under the express or implied
invitation of Operator, or any person claiming under Operator.  If any action or proceeding is brought
against Authority, its directors, officers, employees, public officials, or
agents, by reason of any such claim, Operator, upon notice from Authority will
defend the claim at Operator’s expense with counsel satisfactory to Authority.


 


2.               Waiver
and Release: Operator waives and releases all claims against
Authority, its directors, officers, employees, public officials, and agents,
customers, invitees, and licensees with respect to all matters for which
Operator has indemnified Authority and its directors, officers, employees,
public officials, customers, invitees, and licensees and as provided in
Section V.1. above


 


3.               Subordination:
This Agreement will be subordinate to the provisions and requirements of any
existing or future agreement between the Authority and the United States,
relative to the development, operation, or maintenance of Rickenbacker
International Airport, provided that in the event such existing or future
agreements substantially alter the terms and conditions of this Agreement,
Operator will have the option to terminate this Agreement, whereupon Authority
shall pay to Operator the Undepreciated Leasehold Improvements Cost (as such
term is defined in the Lease).


 


4.               Penalties
and Fines: Operator covenants and agrees to pay (or reimburse
Authority) within thirty (30) days of written notice, and to indemnify, defend
and hold Authority harmless from liability for, any and all penalties or fines
imposed against Authority by any Federal, State, or local governmental body
(especially those relating to Airport Security as set forth in 49 CFR Parts
1540 & 1542 Transportation Security Regulations and 14 CFR Part 139 Federal
Aviation Regulations) on account of, or arising from, any acts or omissions of
Operator, its contractors, agents, employees, invitees, or visitors or any such
person upon the Airport properties.


 


5.               Non-Waiver
of Rights: No receipt of money by Authority from Operator with
knowledge of the breach of any covenants of this Agreement, or after the
termination hereof, or after the service of any notice, the commencement of any
suit or final judgment, will be deemed a waiver of such breach, nor will it
reinstate, continue or extend the Term of this Agreement or affect any such
notice, demand or suit.


 


Payment by Operator or receipt by Authority of a lesser amount than
due, or charges herein stipulated, will not be deemed to be other than on the
account of the earliest stipulated fees or charges, nor will any endorsement or
any statement on any check or any letter accompanying any check or payment, fee
or charge be deemed an accord and satisfaction, and Authority may accept such
check or payment without prejudice to Authority’s right to recover the balance
of such fee or charge, or pursue any other remedy available to Authority.


 


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No delay or failure on the part of Authority in exercising or enforcing
any right, power or privilege hereunder will operate as a waiver thereof, nor
will any single or partial exercise of any right, power or privilege preclude any
other, or further exercise thereof or the exercise of any other right, power,
or privilege.


 


No act done or thing said by Authority or Authority’s agents or
employees will constitute a cancellation, termination or modification of this
Agreement, or a waiver of any covenant, agreement or condition hereof, nor
relieve Operator from Operator’s obligations to pay the fees or charges to be
paid hereunder. Any waiver or release by Authority, and any cancellation,
termination or modification of this Agreement, must be in writing signed by
Authority.


 


6.               Insurance:
Operator will maintain in full force and effect and at its own expense during
the entire Term of this Agreement, the insurance coverage required under the
Lease, as the same may be modified or amended from time to time


 


If Operator fails either to acquire the insurance required pursuant to
this paragraph or to deliver required certificates, Authority after 30 days’
written notice to Operator may, but is not required to, acquire such insurance
and pay the requisite premiums for Operator. Operator shall reimburse such
premiums to Authority upon demand. If Authority elects not to purchase any
required insurance, Operator’s failure shall constitute a material breach of
this agreement.


 


Authority and Operator waive any rights each may have against the other
for loss or damage to its property or property in which it may have an interest
where such loss is caused by a peril of the type generally covered by property
insurance with extended coverage or arising from any cause which the claiming
party was obligated to insure against under this Agreement or the Lease.
Operator agrees to cause its insurance company insuring its property to execute
a waiver of any such rights of subrogation. Operator waives any right of
subrogation that its property insurers might otherwise have against the
Authority.


 


SECTION VI


ENVIRONMENTAL IMPAIRMENT


 


1.               Environmental:
Operator will comply with any environmental regulations affecting its
operations. The Authority shall provide an area within the Preferential Use
Area for Operator’s maintenance and washing activities. Operator will not
conduct any maintenance or washing activities in the Preferential Use Area
outside of the area provided by the Authority and will take all necessary precautions
to capture any of Operator’s spills and to keep the Preferential Use Area
reasonably free of discharges of hazardous chemicals or petroleum products.
Operator shall not engage in any activity or conduct at the Airport, including
but not limited to the use, treatment, generation, transportation, processing,
handling, disposal, production or storage of hazardous substances, or the use
of solvents, lubricants, petroleum, degreasers, or other compounds, in such a
manner as to cause contamination of the soil or ground or open waters or the
emission of vapors or gases which constitute atmospheric pollutants, which
creates, or contributes to the creation of, a dangerous, injurious, or noxious
condition or that violates the terms or conditions of the Airport’s
environmental permits,


 


10

















 


except as permitted by law.


 


With respect to Operator’s activities on the Preferential Use Area,
Operator shall, or shall engage an authorized operator on Operator’s behalf, to
become familiar with the requirements of Authority’s spill protection plan and
to maintain containment materials in close proximity to Operator’s activities.
The Authority shall have the right to monitor Operator’s activities, whether in
the Preferential Use Area or in a common use area, for compliance with
Authority’s spill prevention control and counter measure plan (SPCC) or storm
water pollution prevention plan (SWPPP). 
Authority’s monitoring shall not interfere with Operator’s activities.


 


Within twenty-four hours of use, Operator shall report deicing
activities to Authority, including the volume and type of deicing chemicals
utilized by Operator.


 


To the extent, if any, that the provisions of this Section (as the
same may be amended from time to time) address subject matter that is
duplicative of, or are in conflict with, the provisions of the Lease, the
provisions of the Lease shall control.


 


SECTION VII


REGULATORY PROVISIONS


 


1.               State
Industrial Compensation: Operator will comply with the state law
known as the Worker’s Compensation Act, and pay the necessary premiums required
by the Act to cover all employees furnishing the services contemplated by this
Agreement and under the control of Operator.


 


2.               Social
Security Act: Operator will be and remain an independent contractor
with respect to all services performed hereunder and covenants and agrees to
accept full and exclusive liabilities for the payment of any and all
contributions or taxes for social security, unemployment insurance, or old age
retirement benefits, pensions or annuities now or hereafter imposed under any
state or federal law which are measured by wages, salaries or other
remuneration paid to persons employed by Operator on work performed under the
terms of this Agreement. Operator also covenants and agrees to indemnify and
save harmless the Authority from any such contributions or taxes or liability
therefor.


 


3.               Federal
Aviation Administration: In order for this Agreement to be
unobjectionable to the Federal Aviation Administration, the following clauses
are a part of this Agreement:


 


a)                                      In the event that
any of the provisions in this Section VIII. 3 or any of the other
requirements of the Federal Aviation Administration, are violated by Operator,
such violation shall be a breach of this Agreement and, in addition to any
other rights it may have, Authority shall have the right, but not the
obligation, to abate or cause the abatement of such violation. The costs
incurred by Authority in causing such abatement shall, upon demand by Authority,
be immediately paid by Operator to Authority.


b)                                     In the event
facilities are constructed, maintained, or otherwise operated by Operator at
the Airport, Operator will maintain and operate such facilities and services in
compliance with all other requirements imposed pursuant to 49 CFR Part 21.
Nondiscrimination in Federally Assisted Programs of the


 


11

















 


Department of Transportation, and as said Regulations may be amended.


c.                                       Operator
covenants and agrees that (1) no person on the grounds of race, color or
national origin will be excluded from participation in, denied the benefits of,
or be otherwise subjected to discrimination in, the use of said facilities; (2)
that in the construction of any Leasehold improvements on, over or under the
Airport and the furnishing of services thereon, no person on the grounds of
race, color or national origin will be excluded from participation in, denied
the benefits of, or otherwise be subjected to discrimination by Operator; and,
(3) Operator will use the Airport in compliance with all other requirements
imposed by or pursuant to 49 CFR Part 21, Nondiscrimination in Federally
Assisted Programs of the Department of Transportation, and as said Regulations
may be amended.


d.                                      Operator agrees
to furnish service on a fair, equal and not unjustly discriminatory basis to
all users thereof, and to charge fair, reasonable and no unjustly
discriminatory prices for each unit or service; provided, that Operator may be
allowed to make reasonable and nondiscriminatory discounts, rebates or other
similar types of price reductions to volume purchasers.


e.                                       Operator assures
that, with respect to its activities at the Airport, it will undertake an
affirmative action program as required by 14 CFR Part 152, Subpart E, to insure
that no person will on the grounds of race, creed, color, national origin or
sex be excluded from participating in any employment activities covered by 14
CFR Part 152, Subpart E. Operator assures that no person will be excluded on
these grounds from participating in or receiving the services or benefits of
any program or activity covered by 14 CFR Part 152, Subpart E. Operator assures
that it will require that its covered suborganizations provide assurances to
the Authority that they similarly will undertake affirmative action programs,
and that they will require assurances from their suborganizations, as required
by 14 CFR Part 152, Subpart E, to the same effect.


f.                                         Operator
agrees that it will insert the above three provisions in any lease or other
such document by which Operator grants a right or privilege to any person, firm
or corporation to render accommodations and/or services to the public on the
Preferential Use Area.


g.                                      Operator
understands and agrees that nothing herein contained will be construed to grant
or authorize the granting of an exclusive right to provide aeronautical
services to the public as prohibited by Section 308(a) of the Federal
Aviation Act of 1958, as amended, and the Authority reserves the right to grant
to others the privilege and right of conducting any one or all activities of an
aeronautical nature.


h.                                      Operator agrees
to comply with the notification and requirements covered in Part 77 of the
Federal Aviation Regulations in the event 
any future structure or building is planned for the Preferential Use
Area, or in the event of any planned modification or alteration of any present
or future building or structure situated on the Preferential Use Area.


i.                                          Authority
reserves for the use and benefit of the public, a right of flight for the
passage of aircraft in the airspace above the surface of the Preferential Use
Area.  This public right of flight will
include the right to cause in said airspace any noise inherent in the operation
of any aircraft used for navigation or flight through the said airspace or
landing at, taking off from, or operation on the Airport.


j.                                          Operator
agrees that it will not make use of the Preferential Use Area in any


 


12

















 


manner which might interfere with the landing and taking off of
aircraft from the Airport or otherwise constitute a hazard.  In the event the aforesaid covenant is
breached.  Authority reserves the right
to enter upon the Preferential Use Area and cause the abatement of such
interference at the expense of Operator.


k.                                       Operator
understands that no right or privilege has been granted which would operate to
prevent any person, firm, or corporation operating aircraft on the Airport from
performing any services on its own aircraft with its own regular employees
(including but not limited to, maintenance and repair) that it may choose to
perform.


 


4.               Foreign-Trade
Zone Usage and Commitment: 
Operator acknowledges that that all real property within the Airport is
within Foreign-Trade Zone (FTZ) 138, and as such is subject to the
Foreign-Trade Zones Act of 1934, as amended (19 U.S.C. 81a-81u), and all of the
laws, rules and regulations relating thereto, including the US Department of
Commerce rules for the Foreign-Trade Zones Board set forth in 15 C.F.R. Part
400 (collectively the “FTZ Regulations”) and all laws, rules and regulations
promulgated by the US  Customs Service
for the operation of activated sites, including the rules set forth at 19
C.F.R. Part 146 (collectively the “Customs Regulations).


 


If Operator at anytime elects to activate or cause to be activated a
portion of the Preferential Use Area for use as a “zone site” within the Zone,
within the meaning and in accordance with the procedures set forth in the FTZ
Regulations and the Customs Regulations, Operator shall enter into an Agreement
with Authority (in such form as Authority may require) and file an application
and take all other actions which are necessary or appropriate to cause the zone
site to be approved and maintained for activation. Authority and Operator
acknowledge and confirm that they intend that Operator’s obligations under this
section shall be binding on any successive lessee, sublessee, or other
user of the Preferential Use Area, or any part thereof, taking into account the
nature of the use of the Preferential Use Area made by such successive lessee,
sublessee, or user, so that Authority retains a level of control which allows
it to carry out its responsibilities as the “grantee” of the Zone.


 


SECTION VIII


OBSERVANCE OF STATUTES, RULES, AND
REGULATIONS


 


1.               Rules
and Regulations: Authority reserves the right to make other and
further reasonable rules and regulations of general applicability as in its
judgment may from time to time be needful for the safety and protection, care
and cleanliness, and for the preservation of good order of the Airport
properties, and Authority agrees that it will not discriminate against Operator
in its enforcement of such rules and regulations.  Operator will, at its sole cost and expense, observe and comply
with any such rules as enacted from time to time.


 


Operator will, at its sole cost and expense, observe and comply with
any and all valid and applicable requirements of duly constituted public
authorities and with all Federal, State, and local statutes, ordinances, rules,
regulations, [together with all regulations, policies, and directives
implemented by the Authority to comply with regulations relating to Airport
Security as set forth in 49 CFR Parts 1540 & 1542 [(Transportation Security
Regulations) and 14 CFR Part 139 (Federal Aviation Regulations)] and standards
applicable to Operator and all areas of the Airport as they currently exist or
as they may be amended in the future. 
These requirements include all those now in force, or which


 


13

















 


may hereafter be in force, which shall impose any duty upon Authority
or Operator with respect to the use, occupation or alteration of the Airport,
including but not limited to, reasonable rules and regulations of uniform
application promulgated from time to time by or  at the direction of Authority. Notwithstanding the foregoing, in
the event that as a result of changes in the law, or governmental policies
regarding enforcement of the law occurring after the date hereof, the Operator
is unable to lawfully operate at the Airport, the Operator may, at Operator’s
election, terminate this Agreement, provided that no termination of the
Agreement shall act to limit Operator’s responsibility for compliance with
Environmental Laws or Regulations.


 


SECTION IX


AIRPORT SECURITY


 


1.               Airport
Security: Operator recognizes Authority’s required compliance with
Federal Aviation Regulations concerning airport security and agrees to
cooperate and comply with such regulations and Authority’s Security Program as
it relates to its operations at the Airport. Operator shall take the necessary
steps to prevent or deter unauthorized persons from obtaining access to the
secured areas of the Airport. To the extent possible, Operator agrees to
cooperate with Airport and/or any other air carrier in dealing with aircraft or
airline related emergencies at the Airport. 
Operator agrees to provide Authority with its current emergency
procedures manual, and, in the event of an emergency, to fully cooperate with
the Authority and assist in the implementation of the then current Airport
Emergency Plan.


 


SECTION X


OPERATION AS A PUBLIC AIRPORT


 


1.               Public
Airport: Authority covenants and agrees that at all times it will
operate and maintain the Airport facilities; as a public airport consistent
with and pursuant to the “Sponsor’s Assurances” given by Authority to the
United States Government under the Federal Airport Act. Authority shall not be
liable to Operator for temporary closures of one or more areas of the Airport,
whether due to mechanical breakdowns, maintenance or construction, security,
weather, or other reasons beyond the control of Authority.


 


SECTION XI


NATIONAL EMERGENCY


 


1.               National
Emergency: During time of war or emergency the United States
Government shall have the right to use part or all of the landing area,
taxiways and ramps, on either an exclusive or nonexclusive basis, and any
provisions of this Agreement to the contrary shall be suspended.


 


SECTION XII


INGRESS AND EGRESS


 


1.               Ingress
and Egress: Upon paying the user fees hereunder and performing the
covenants of this Agreement, Operator shall have the right of ingress to and
egress from the Air Cargo Area for the Operator, its officers, employees,
agents, servants, customers, vendors, suppliers, patrons, and invites over the
runways, taxiways and


 


14

















 


roadways serving the area. Airport roadways, ramps, taxiways, and
runways shall be used jointly with other operators of the Airport, and Operator
shall not interfere with the rights and privileges of other persons or firms
using said facilities and shall be subject to such weight and type use
restrictions as Authority reasonably deems necessary.


 


SECTION XIII


AUTHORITY RESERVATIONS


 


1.               Authority
Reservations: Authority reserves the right to operate and to further
add to, develop, improve, repair and alter the Airport and all roadways,
parking areas, terminal facilities, aprons, landing areas and taxiways
(together referred to as “Airport Improvements”), as it may see fit, regardless
of the desires or views of Operator, and without interference or hindrance by
Operator and free from any and all liability to Operator for loss of business
or damages of any nature whatsoever to Operator occasioned during the making
of, or because of, such Airport Improvements, and to establish such fees and
charges for the use of the Airport by Operator and all others as Authority
shall deem advisable.


 


SECTION XIV


ASSIGNMENT


 


1.               Assignment:
Operator will not assign this Agreement, in whole or in part, without the
Authority’s prior consent.  Any
assignment without the Authority’s prior consent will be void at Authority’s
option.  Notwithstanding the
foregoing.  Operator may assign this
Agreement to an affiliated company or any successor by virtue of merger,
acquisition, or consolidation of Operator as a whole without Authority’s prior
consent, provided that Operator shall not be released from its obligations
under this Agreement.  Any assignee
shall be liable to the Authority to the same extent as Operator and shall be
bound by all terms and conditions contained herein.


 


If Operator requests Authority’s consent to a specific assignment,
Operator will give Authority: (1) the name and address of the proposed
assignee; (2) a copy of the proposed assignment; (3) information satisfactory
to the Authority about the nature, business and business history of the
proposed assignee, and its proposed operations at the Airport; (4) banking, financial
or other credit information, and references about the proposed assignee
sufficient to enable Authority to determine the financial responsibility and
character of the proposed assignee; and, (5) insurance information as required
in this Agreement.


 


15

















 


SECTION XV


EVENTS OF DEFAULT


 


1.               Events
of Default - Operator:  Each
of the following shall be considered an event of default by Operator:


 


a.               Operator fails to pay any fee or charge
hereunder when due and such failure continues for ten (10) days after written
notice from the Authority;


b.              Operator fails to obtain or maintain the
required contract security required by this Agreement;


c.               Operator fails to keep, perform, or
observe any term or condition of this Agreement and such failure continues for
a period of thirty (30) days after written notice by the Authority to Operator,
provided that if the default cannot be cured within thirty (30) days, then if
Operator commences such cure within thirty (30) days and diligently pursues
such cure to completion, such event shall not constitute an event of default
hereunder by Operator;


d.              Operator becomes insolvent, makes an
assignment for the benefit of creditors, files a petition in bankruptcy or
reorganization or a trustee, receiver or liquidator is appointed to take
possession of Operator and, in the case of the appointment of a trustee,
receiver or liquidator, such appointment is not vacated within sixty (60) days
after such appointment;


e.               Operator discontinues operations at the
Airport without the consent of Authority; or


f.                 Operator fails to comply with the
Airport’s Rules and Regulations or the Minimum Standards for Commercial
Operators, and such failure continues for thirty (30) days after written notice
from the Authority.


 


In the event of termination of this Agreement for an event of default
Operator shall remain liable to Authority for all fees and charges payable
hereunder.  Authority shall have the
right to terminate this Agreement in addition to any other rights or remedies
it may have at law or in equity.


 


2.               Events
of Default - Authority:  The
following shall be considered an event of default by Authority:


 


a.               Authority fails to keep, perform or
observe any material term or condition herein contained and such failure
continues for ten (10) days following notice from Operator;


b.              Authority closes the Airport to flights
in general for reasons other than weather, acts of God or other reasons beyond
its control, and fails to reopen Airport to such flights within sixty (60) days
of such closure;


c.               The Airport is permanently closed by act
of any federal, state or local government agency having jurisdiction to do so;


d.              Operator is unable to use the Airport for
a period of at least sixty (60) days due to any law or any order, rule, or
regulation of any governmental authority having jurisdiction over the
operations of Airport, or the order of any court of competent jurisdiction;


e.               The United States Government or any
authorized agency of the same assumes the operation, control or use of the
Airport and its facilities in such a manner as to substantially restrict
Operator from conducting its operations, and such restriction shall continue
for a period of at least sixty (60) days


 


Upon the occurrence of an event of default by Authority, Operator shall
have the right to


 


16

















 


suspend or terminate this Agreement.


 


SECTION XVI


GENERAL PROVISIONS


 


1.               Non-Interference
with Operations of Airport:  
Operator, by accepting this Agreement, expressly agrees for itself, its
successors and assigns that it will not make use of Airport facilities in any
manner which interferes with the landing and taking off of aircraft at the
Airport or otherwise constitutes a hazard. 
Authority shall maintain and keep in repair the Airport’s public use
landing areas, including taxiways, and aircraft parking aprons and shall have
the right to direct and control all activities of the Operator in this regard.


 


2.               Attorney’s
Fees:  In any action brought
by either party for the enforcement of the obligations of the other party, the
prevailing party shall be entitled to recover its reasonable attorney’s fees.


 


3.               Taxes:
 Operator shall pay any and
all taxes which may be assessed against the activities, equipment, merchandise,
or other personal property belonging to Operator located on the Airport
property, or other permitted portions of the Airport.


 


4.               License
Fees and Permits:  Operator
shall obtain and pay for all licenses, permits, fees or other authorizations or
charges as required under Federal, State or local laws and regulations insofar
as they are necessary to comply with the requirements of this Agreement and the
privileges extended hereunder.


 


5.               Non
Exclusive Rights:  It is
hereby specifically understood and agreed between the parties that nothing
herein contained shall be construed as granting or authorizing the granting of
exclusive rights to Operator or others, as defined in Section 308 of the
Federal Aviation Act of 1958, as amended.


 


6.               Paragraph
Headings:  The paragraph
headings contained herein are for convenience of reference and are not intended
to define or limit the scope of any provision of this Agreement.


 


7.               Interpretations:  This Agreement shall be interpreted in
accordance with the laws of the State of Ohio. 
Should any part of this Agreement need to be adjudicated, venue shall be
proper only in Franklin County, Ohio.


 


8.               Non-Waiver:  No waiver of any condition or covenant
contained in this Agreement, or of any breach thereof, shall be taken to
constitute a waiver of any subsequent condition, covenant or breach.


 


9.               Binding
Effect:  This Agreement,
including all of its covenants, terms, provisions, and conditions, shall be
binding upon and inure to the benefit of the parties hereto and their
respective successors and assigns.


 


10.         No
Partnership:  Nothing
contained in this Agreement shall be deemed to create the relationship of
principal and agent or of partnership or joint venture or any relationship
between Authority and Operator other than the relationship of Authority and
Operator.


 


11.         Remedies:  For any breach of any provision hereof, the
other party may from time to time,


 


17

















 


 


at its option, exercise all rights or remedies which it may have either
at law or in equity, and nothing herein contained shall be construed as in any
way abridging or waiving any such rights and/or remedies. Consent, waiver, or
compromise of any of the provisions of this Agreement, or as to any breach or default
hereunder, shall not constitute or be construed as a waiver of the right to
enforce strict interpretation and performance of the conditions and terms
hereof at all other times and as to the same and all other matters herein
contained.


 


SECTION XVII


NOTICES


 


1.                                       Operator: Any notice to Operator, required
under this Agreement, will be written and will be deemed to have been given (a)
when personally delivered, (b) when deposited with a reliable overnight courier
service or (c) on the day it is deposited in any depository regularly
maintained by the United States Postal Service, postage prepaid, certified or
registered mail, return receipt requested, addressed to:


 


Prior to Operator’s commencement of actual use at the Airport


Airnet Systems Inc.


3939 International Gateway


Columbus, OH 43219


Attn: Chief Executive Officer


 


After Operator’s commencement of actual use at the Airport:


Addressed to the Operator’s Premises at the Airport.


Attn: Chief Executive Officer


 


2.                                       Authority: Any notice to Authority, required
under this Agreement, will be written and will be deemed to have been
given (a) when personally delivered, (b) when deposited with a reliable
overnight courier service, or (c) on the day it is deposited in any depository
regularly maintained by the United States Postal Service, postage prepaid,
certified or registered mail, return receipt requested, addressed to:


 


President & CEO


Columbus Regional Airport Authority


4600 International Gateway


Columbus, OH 43219


 


With copy to General Counsel


 


Either Authority or Operator may change its addresses or addressees for
purposes of this paragraph by giving ten (10) days prior notice according to
this paragraph. Any notice from Authority to Operator will be deemed to have
been given if delivered to the last notice address received by Authority.


 


18

















 


SECTION XVIII


ENTIRE AGREEMENT


 


This Agreement contains twenty-two (22) pages, and, together with
Exhibits A through C, collectively constitutes the entire Agreement between the
parties hereto, and will not be modified in any manner except by an instrument
in writing executed by said parties or their respective successors in interest.
This Agreement shall be construed according to the laws of the State of Ohio,
and such laws, rules, and regulations of the United States of America as may be
applicable.


 


In witness whereof, the Columbus Regional Airport Authority has caused
its name to be subscribed to these presents by Elaine Roberts. A.A.E.,
President & CEO of the Columbus Regional Airport Authority, and Airnet
Systems, Inc., has caused this instrument to be executed on its behalf by Joel
E Biggerstaff, its CEO.


 


 


	
   

  	
   

  	
   

  	
   

  	
   

  	
  Columbus Regional Airport Authority

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  /s/ Elaine Roberts

  	
  1-20-04

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Elaine Roberts, A.A.E.

  	
   

  	
  Date

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  President & CEO

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Airnet Systems, Inc.

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  /s/ Joel E Biggerstaff

  	
   

  	
  1/15/04

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Name: Joel E. Biggerstaff

  	
   

  	
  Date

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  Title: CEO

  	
   

  	
   

  	
   

  
										



 


19

















 


Exhibit A – Rates and Charges


 


RICKENBACKER INTERNATIONAL, AIRPORT


SCHEDULE OF RATES AND CHARGES


EXHIBIT “A” (EFFECTIVE JULY 1, 2003)


 


Landing Fees:


 


•                  Signatory
Airline                                                 $1.44
per 1000 pounds MCGLW


•                  Non-Signatory
Airline                                         $1.81
per 1000 pounds MCGLW


•                  Commercial
Minimum Landing Fee (12,500 lbs. or Less) - $16.25 per landing


•                  General Aviation
Landing Fee (Only aircraft over 60,000 MCGLW): Same as Signatory/Non-Signatory
depending on the classification of the owner/operator.


 


Fuel Flowage Fees
(General Aviation Landing Fee / Aircraft less
than 60,000 MCGLW):


 


•                  Per Gallon of
Aviation Fuel Sold at Retail/Wholesale
             $.05
per gallon.


 


Fuel System Management Fees
(on all gallons processed into storage)      $.045 per
gallon


 


General License / Commission Fees:


 


•                  Aeronautical
Activities: Two percent (2%) of the gross revenues derived from the conduct of
all approved aeronautical activities.


 


•                  Non-aeronautical
Activities:


Car rental agencies:                                        On
airport agencies shall pay 10% of the gross revenues derived from their
activities


Off airport car rental agencies shall pay 8%
of the gross revenues derived from such activities


Hotels:                                                                                                          On
airport hotel operators shall pay 3% of the gross revenues derived from their
activities.


 


Aircraft Parking Charges: (Daily Rates)


 


	
  Single Engine

  	
   

  	
  $

  	
  6

  	
   

  
	
  Light Twin

  	
   

  	
  $

  	
  8

  	
   

  
	
  12,500-40,000

  	
   

  	
  $

  	
  20

  	
   

  
	
  40,001-90,000

  	
   

  	
  $

  	
  30

  	
   

  
	
  90,001-150,000

  	
   

  	
  $

  	
  50

  	
   

  
	
  150,001-250,000

  	
   

  	
  $

  	
  80

  	
   

  
	
  250,001-400,000

  	
   

  	
  $

  	
  100

  	
   

  
	
  400,001- Over

  	
   

  	
  $

  	
  150

  	
   

  



 


•                  Parking Charges
for Signatory Airlines do not apply on
the first 24 hours, weekends or holidays.


•                  Parking Charges
for Non-Signatory Airlines apply after the first 6 hours.


•                  Parking Charges
for General Aviation aircraft exceeding 60,000 lbs. apply after the first 6
hours.


•                  Parking Charges
for General Aviation aircraft less than 60,000 lbs. apply when remaining over
night.


•                  Parking Charges
for any General Aviation aircraft based at the airport do not apply if the
owner/operator rents hanger or lie-down space from the Port Authority or the
FBO.


•                  Monthly Parking
Charges for based aircraft using remote aircraft ramp, as designated by the
Authority, will be assessed at a rate equal to 30% of the daily rate.


 


Definitions:


•                  Signatory - Having a lease of sublease or
a ground site or building space on in accordance with the Authority’s Rates
& Charges Policy.  An airline having
a contractual airline operating arrangement with an organization who has such a
lease on airport property.


•                  Non-signatory - These operators who do not
have an on airport lease agreement with the Authority in accordance with the
Rates & Charges Policy.


•                  MCGLW - Maximum Certificated Grass Landing
Weight.


 


Rates and Charges
are calculated within an annual period beginning January 1st
and ending December 31st.


 


20

















 


Exhibit B


 


RICKENBACKER INTERNATIONAL AIRPORT


MONTHLY LANDED WEIGHT/FEE REPORT


 


Return to the following address


by the 20th day
of each month, for


the previous month’s activities.


 


Finance Director


Rickenbacker International Airport


7400 Alum Creek Drive


Columbus, Ohio 43217


 


Operator
Name                                                                     Month/Year                                         


 


	
  AIRCRAFT TYPE

  	
   

  	
  FAA CERTIFIED

  MAXIMUM GROSS

  LANDING WEIGHT

  	
   

  	
  REVENUE

  LANDINGS

  	
   

  	
  TOTAL
  LANDED

  WEIGHT

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  



 


	
  TOTAL LANDINGS

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  TOTAL LANDED WEIGHT

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  LANDING
  FEES                per
  1000 lb

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  TOTAL

  	
   

  	
   

  	
   

  



 


I hereby certify that the above information is correct to the best of
my knowledge and belief.


 


	
   

  	
   

  	
   

  	
   

  
	
  Signature

  	
   

  	
  Title

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  Printed Name

  	
  Date

  	
   

  	
   

  



 


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Exhibit C - Preferential Use Area (or Ramp)


 


[GRAPHIC]


 


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