BEFORE THE 

FEDERAL AVIATION ADMINISTRATION 

WASHINGTON, D.C. 

Sterling Aviation, LLC, 

Complainant, 

Milwaukee County, Wisconsin, 

Respondent. 

Docket No. 16-09-03 

COMPLAINANT'S RESPONSE TO REQUEST FOR ADDITIONAL 

INFORMATION 

Please serve: 

Kent S. Jackson 

Jackson & Wade, L.L.C 

21628 Midland Drive 

Shawnee, KS 66218 

Phone: (913) 338-1700 

Fax: (913)338-1755 

Email: kjackson@jetlaw.com 

Counsel for Complainant 

December 10,2009 

C 3 
BEFORE THE 

FEDERAL AVIATION ADMINISTRATION 

WASHINGTON, D.C. 

Sterling Aviation, LLC, 

Complainant, 

Milwaukee County, Wisconsin, 

Respondent. 

Docket No. 16-09-03 

COMPLAINANT'S RESPONSE TO REQUEST FOR ADDITIONAL INFORMATION 

Complainant Sterling Aviation, LLC ("Sterling") by and through its coimsel, submits the 

following information requested by the Federal Aviation Administration ("FAA") in their 

Request for Additional Information dated November 12, 2009. 

In response to the first request: 

Sterling currently holds Commercial Aeronautical Operating Permits for Air Charter and 

Air Taxi and for Airframe and Engine Maintenance and Repair and/or Modification. Sterling 

previously held a Commercial Aeronautical Operating Permit for Aircraft Management Services 

Operator and has requested the reissuance of the permit fi-om Milwaukee County. Copies of 

these operating permits are attached as: 

1. Exhibit A: Commercial Aeronautical Operating Permit for Air Charter and Air Taxi 
2. Exhibit B: Commercial Aeronautical Operating Permit for Airframe and Engine 

Maintenance and Repair and/or Modification 

Prior to the sale to Sterling, Scott Air Charter held Commercial Aeronautical Operating 

Permits for Aircraft Management Services Operator and Engine Maintenance and Repair and/or 

Modification. Scott Air Charter was not issued a Commercial Operating Permit to conduct Air 

Charter and Air Taxi because this right was granted in the Lease Agreement. See Complaint 

Exhibit 3 at Paragraph 3(C). Scott Air Charter was permitted to fiiel Part 91 flights for over two 

decades prior under this provision of the Lease Agreement. Copies of the operating permits are 

attached as: 

3. Exhibit C: Commercial Aeronautical Operating Permit for Airframe and Engine 

Maintenance and Repair and/or Modification and related amendment to the Scott Air 

Charter Lease 

4. Exhibit D: Commercial Aeronautical Operating Permit for Aircraft Management 

Services Operator and related amendment to the Scott Air Charter Lease 

In response to the FAA's request for an explanation of the current leasing arrangement 

with General Mitchell International Airport ("GMIA"), Sterling submits that their current leasing 

arrangement with GMIA remains the same as Scott Air Charter's arrangement with GMIA. In 

March 2004 the stock of Scott Air Charter was acquired by Sterling Aviation Holdings, Inc. 

Following the consummation of that transaction, Scott Air Charter changed its name to Sterling 

Aviation, Inc. and later converted into a limited liability company. Sterling Aviation, LLC. The 

Scott Air Charter lease had a ten (10) year term that expired on March 31, 2007, but included an 

option for renewal for an additional five (5) years. On January 26, 2007 Sterling sent notice to 
GMIA of their intent to exercise their option to renew the lease for five (5) years through March 

31,2012, which was acknowledged by GMIA's representative, Barry Bateman. 

5. Exhibit E: Sterling's Notice of Renewal to GMIA and GMIA Acknowledgment 

Respectfiilly submitted, 

Kent S. Jackson 

Jackson & Wade, L.L.C. 

Counsel for Complainant 
CERTIFICATE OF SERVICE 

I hereby certify that I have this day served the original and three copies of the foregoing 

Complainant's Response to Request for Additional Information on the following persons at the 

following address by Federal Express: 

Office of the Chief Counsel 

Attention: FAA Part 16 Airport Proceedings Docket 

AGC-610 

Federal Aviation Administration 

800 Independence Ave., SW 

Washington, DC 20591 

I hereby certify that I have this day served copies of the foregoing Complainant's 

Response to Request for Additional Information on the following persons at the following 

addresses by Federal Express: 

Timothy R. Karaskiewicz 

Office of the Milwaukee County Corporation Counsel 

Milwaukee County and General Mitchell International Airport 

901 North Ninth Street, Room 303 

Milwaukee, WI 53233 

T: (414) 747-5712 

F: (414) 747-4525 

Scott P. Lewis 

Melissa C. Allison 

Anderson & Kreiger, LLP 

One Canal Park, Suite 200 

Cambridge, MA 02141 

T: (617) 621.6560 

F: (617) 621-6501 

Dated this 10* day of December, 2009 

Kent S. Jackson 

Counsel For Complainant 
EXHIBIT A 

Copy of Sterling's Commercial Aeronautical Operating Permit for Air Charter and Air 

Taxi 
AGREEMENT FOR ISSUANCE OF A 

COMMERCIAL AERONAUTICAL OPERATING PERMIT 

AIRPORT 

By this Agreement, between the COUNTY OF MILWAUKEE, hereinafter the 

"County," and STERLING AVIATION, LLC , hereinafter, "Permittee," having 

offices at 5480 South Howell Avenue, Milwaukee, Wisconsin 53207, Permittee 

is authorized to perform the commercial services set forth in Exhibit A 

attached hereto at General Mitchell International Airport, hereinafter, the 

"Airport" in consideration for the payment of fees as set forth herein and 

in compliance with Airport Rules and Regulations and terms and conditions of 

this Agreement. Permittee's Federal Identification Number is 39-1443595. 

THAT, for the considerations hereinafter set forth and the mutual covenants 

and agreements between the parties herein contained to be kept, performed, 

and observed by the parties hereto, it is mutually agreed between the 

parties as follows: 

1. Services Authorized to be Performed 

a) Permittee is authorized to provide those commercial services 

(hereafter "Services") at the Airport as identified in Exhibit A 

hereto attached. 

b) In consideration of the granting of this Agreement by the County, 

the Permittee agrees that it shall: 

conduct its business and render its Services in a 

professional manner consistent with industry standards and 

current business practices; 

, - assure that all its employees, aircraft and vehicles on the 

Airport are properly licensed as required by law; and 

furnish all necessary and proper machinery fixtures, 

equipment, personnel, supplies, materials and other 

facilities and appropriate replacements for same. 
Aircraft 

The aircraft used by the Permittee for the conduct of its services are 

listed in Exhibit B which is attached hereto and-made a part hereof. 

Exhibit B Contains both the aircraft normally used by the Permitte in 

the provision of services as well as those anticipated to be used by 

the Permittee on a siibstitute basis. Permittee shall inform County 

within five (5) days of any additions to or deletions from the list of 

aircraft contained in Exhibit B; 

Location For the Performance of Services 

The County, for reasons of public safety and consistent with its 

responsibility for the safe and efficient operation of the Airport, 

shall, in its sole discretion, designate and/or approve the location 

on the Airport from which Permittee will provide its Services. The 

location designated and approved for the provision of Services under 

this Agreement is identified in Exhibit C attached hereto. 

Fee 

Permittee, in consideration of- the rights and privileges granted to it 

herein agrees to pay to the County an annual fee of Two Hundred Fifty 

and No/100 Dollars ($250.00) for the privilege of performing those 

Services listed in Exhibit A. 

a) Payment of the fee shall be by check or money order payable to 

the County of Milwaukee at General Mitchell International 

Airport, Box #78979, Milwaukee, Wisconsin 53278-0979; or to such 

other party or address, or both, as may be designated by County 

to Permittee upon written notice. The fee shall be paid annually 

in advance at the time of execution and delivery of this Permit 

by the Permittee to the County. No Permit shall be issued by the 

County, nor shall Permittee have the right to provide its 

Services at the Airport, until the fee is paid. 

b) In addition to the fixed fee provided for in Subparagraph a) of 

this Paragraph 3, Permittee agrees to pay when due all applicable 

Airport fees (hereinafter "Airport fees") including but not 

2 
limited to landing fees, fuel storage/flowage fees, tie down 

fees, and badging and security related fees at the rates 

established by the County. Permittee acknowledges that the 

Airport fees may be adjusted from time to time by the County, in 

its sole discretion, and that the County may terminate this 

Permit for nonpayment of Airport fees. 

c) Interest. Unless waived by the Coionty Board of Supervisors, 

Permittee shall be responsible for payment of interest on amounts 

not remitted in accordance with the terms of the Permit with 

Milwaukee County. The rate of interest shall be the statutory 

rate in effect for delinquent County property taxes (presently 1% 

per month or fraction of a month) as described in Siobsection 

74.47(1), Wis. Stats. The obligation for payment and calculation 

thereof shall commence upon the day following the due dates 

established herein. 

d) Penalty. In addition to the interest described above, Permittee 

may be responsible for payment of penalty on amounts not remitted 

in accordance with the terms of the Permit with Milwaukee County, 

as may be determined by the administrator of this Permit, or his 

designee. Said penalty shall be the statutory rate in effect for 

delinquent County property taxes (presently .5% per month, or 

fraction of a month) as described in Milwaukee County Ordinance 

Subsection 6.06(1) and Subsection 74.47(2), Wis. Stats. The 

obligation for payment and calculation thereof shall commence 

upon the day following the due dates established herein. 

e) Nonexclusivity. This provision permitting collection of interest 

and penalty by Milwaukee County on delinquent payments is not to 

be considered Milwaukee County's exclusive remedy for Permittee's 

default or breach with respect to delinquent payment. The 

exercise of this remedy is not a waiver by Milwaukee County of 

any other remedy permitted under the Permit, including but not 

limited to termination of this Permit. 
5. Term 

The term of this Agreement shall be from June 1, 2009 through May 31, 

2010, provided, however, that Permittee shall have the right to renew 

this Agreement for additional one (1) year terms upon the same terms 

and conditions, provided that such option to renew shall be exercised 

in writing to County's Airport Director not less than sixty (60) days 

prior to the expiration of the Agreement. 

6. Termination 

a) Termination by Lapse of Time. This Agreement will terminate of 

its own accord on the termination date as stated in Paragraph 4. 

b) Termination at Will. Either County or Permittee may terminate 

this Agreement for any reason with twenty-four (24) hours notice. 

c) Termination for Cause. If Permittee fails to perform, keep, or 

observe any of the terms or conditions herein contained on the 

part of Permittee to be perfoirmed, kept, or observed, or if 

Permittee violates the Airport Rules and Regulations or any other 

applicable Federal State or local rules and regulations, or if 

Permittee fails to cure any notice 'of correction issued by the 

Airport Director or his designee, then County at its sole 

discretion, shall have the right to immediately terminate this 

Agreement and Permittee hereby consents that it will, upon such 

termination, immediately cease and desist from performing any 

further Services at the Airport. 

7. Assignment and Sale 

Permittee agrees that it will not sell, convey, transfer, pledge, or 

assign this Agreement of any part hereof or any rights created hereby. 

Any attempted•sale, conveyance, transfer, pledge or assignment of the 

Agreement, or any rights of Permittee hereunder, shall be null and 

void, and shall be a material breach hereof and this Agreement shall 

immediately and automatically terminate at the time Permittee sells, 

conveys, transfers, pledges or assigns this Agreement. 
8 . Valid Agreement For Airport Space 

a) As a condition to Permittee providing the Services authorized 

herein, Permittee shall: 

1) if occupying space rented from the County, possess a 

current and valid agreement for the use of that space for 

commercial operations, or 

2) if occupying space rented through a Permittee of the 

County, obtain from said Permittee a current and valid 

sublease for commercial operations and submit a duly 

executed original of said sublease to the County, for its 

approval. 

b) If Permittee's use of the space does not, in the County's 

opinion, require a lease or sublease, then written permission 

from the County through a specific acknowledgement contained in 

this Agreement shall be sufficient. 

c) The absence of a valid sublease or written permission as noted 

above shall automatically and immediately terminate all of 

Permittee's rights under this Agreement and Permittee agrees it 

will immediately cease and desist from the rendering of Services 

at the Airport. 

9. No Interest in Real Property 

Permittee agrees that this Agreement constitutes merely a right to 

provide Services at the Airport and does not create or convey any 

interest in real property to Permittee. 

10 . Conduct of Personnel 

a) The operations of the Permittee, by its employees, agents and 

other invitees as well as those doing business with it, shall be 

conducted in an orderly and professional manner so as not to 

annoy, disturb or be offensive to others at the Airport. 

b) If directed by the County, the Permittee shall provide and its 

employees shall wear or carry badges or other suitable means of 

identification. 

5 
11. Repairs to County Property 

The Permittee shall promptly repair or replace to the satisfaction of 

the County all property of the County damaged by the operations of the 

Permittee. The Permittee shall not install any fixture or make any 

alterations or improvements in or additions or repairs to any property 

of the County except with the prior written approval of the County. 

12 . Liabilities and Indemnities 

a) Permittee agrees to indemnify and save County harmless against 

and from any and all claims, damages, costs and expenses, arising 

from the conduct or management of the operation conducted by 

Permittee in the Leased Premises or from negligent or intentional 

acts of Permittee, its agents, contractors, servants, employees, 

invitees, stiblessees, in or about the Leased Premises. In case 

any action or proceeding is brought against County by reason of 

any such claim. Permittee, upon notice from County, covenants to 

defend such action or proceedings by counsel reasonably 

satisfactory to County. 

b) Permittee understands and agrees that financial responsibility 

for such above referenced claims or damages to any person or 

property, or to Permittee's employees and agents shall rest with 

the Permittee. Permittee may effect and maintain any appropriate 

insurance coverages, including but not limited to Workers 

Compensation, Employers Liability, Aviation General Liability, 

Aircraft Owners Liability, and Environmental Impairment Liability 

Insurance to support such financial obligations. Permittee's 

indemnification obligation, however, shall not be reduced in any 

way by existence or non-existence, limitations, amount or type of 

damages, compensation or benefits payable under any insurance 

provisions. 

c) In addition to the Permittee's undertaking, as stated in this 

Article, and as a means of further protecting the County, its 

officers, agents, servants and employees, the Permittee shall at 

6 
all times during the term of the Permit obtain and maintain in 

effect Public Liability and Automobile Liability Insurance 

coverage as set forth in Exhibit D attached hereto and made a 

part hereof. In this connection the Permittee agrees to require 

its officers, agents, servants and employees doing work on the 

Airport to carry adequate insurance coverage, and if the 

Permittee so desires, it may accomplish same by an endorsement to 

the Permittee's policies to include such persons or parties as 

additional named insureds, including County. 

d) Permittee shall deliver to the County contemporaneous with the 

execution of this Agreement, a Certificate of Insurance for each 

of the insurance policies referred to above. Each such 

certificate shall contain an endorsement that it cannot be 

cancelled or materially changed unless the County is given at 

least thirty (30) days prior written notice and shall name the 

County and its officers, employees, agents and representatives, 

as additional insured. Permittee shall obtain renewals of such 

policies at least 3 0 days prior to the expiration thereof and 

promptly deliver to the County certificates for such renewal 

policies. 

e) The Permittee represents that it is the owner of or fully 

authorized to use any and all services, processes, machines, 

articles, marks, names or slogans used by it in its performance 

of Services under or in any way connected with this Agreement. 

The Permittee agrees to save and hold the County, its officers, 

employees, agents and representatives free and harmless of and 

from any loss, liability, expense suit or claim for damages in 

connection with any actual or alleged infringement of any patent, 

trademark or copyright, or arising from any alleged or actual 

unfair competition or other similar claim arising out of the 

activities of the Permittee or in any way connected with this 

Agreement. 
13 . Compliance With Rules and Regulations 

a) Airport Rules and Regulations. From time to time the County may 

adopt and enforce rules and regulations with respect to the 

occupancy and use of the Airport. The Permittee agrees to 

observe and to require its officers, agents employees, 

contractors, and suppliers, to observe and obey the same, 

including compliance with the Airport's Noise Abatement Plan, as 

promulgated. Permittee agrees to observe and obey any and all 

such rules and regulations and all other applicable Federal, 

State and local rules and regulations. 

b) Access. The County reserves the right to deny access to the 

Airport and its facilities to any person, firm or corporation 

that fails or refuses to obey and comply with and of the above 

identified rules, regulations or laws. 

c) Licenses, Certificates and Permits. Permittee shall obtain all 

licenses, certificates, permits or other authorization from all 

governmental authorities having jurisdiction over the Permittee's 

activities at the Airport and provide copies thereof to the 

County. Permittee shall pay all taxes, license, certification, 

permit and examination fees and excise taxes which may be 

assessed, levied, exacted or imposed on any of its property or in 

connection with the provision of Services at the Airport. 

d) Safety and Environmental. Permittee shall conduct its operations 

safely and responsibly, and take all reasonable precautions to 

prevent environmental damage, including chemical spills. In the 

event of a chemical spill, Permittee shall notify promptly notify 

the Airport Fire Department. Permittee shall submit Hazard 

Communication Standard 29 CFR 1910.1200 Material Safety Data 

Sheet on each chemical substance present to the Airport Fire 

Department. 

14. Signs and Antennae 

Permittee shall not post, install, erect or operate any sign, placard, 

poster, antenna or other device on any part of the Airport without the 

8 
prior written permission of the Airport Director. Such signs and 

devices, as may from time to time be permitted by the County, shall be 

made, posted, maintained, and removed at Permittee's own cost and 

expense. The County shall have the right to remove unauthorized signs 

and devices at Permittee's expense. 

15. Security 

Lessee covenants and agrees that it will at all times maintain the 

integrity of the Airport Security Plan and comply with all laws, 

statutes, rules, regulations and orders, including Federal Rules 4 9 

CFR 1542, promulgated by any federal, state or local agency, 

authority, or officer, including the Federal Aviation Administration, 

the Federal Transportation Security Administration and the US 

Department of Justice. Lessee, its employees, agents or contractors 

are expressly required at all times to comply, at Lessee's or its 

employees' own expense, with all laws, statutes, rules, regulations 

and orders, including Federal Rules 49 CFR 1542, promulgated by an 

federal, state or local agency, authority, or officer, including the 

Federal Aviation Administration, the Federal Transportation Security 

Administration and the US Department of Justice. Should a penalty be 

imposed on Lessor for art incident involving Lessee's breach of 

security, Lessee agrees to reimburse Lessor for any and all such 

penalties including, but not limited to, civil fines which may be 

imposed upon Lessor by any state, local or federal agency, or officer, 

including the Transportation Security Administration. 

16 . Nondiscriminat ion 

a) Permittee, for itself, its personal representatives, successors 

in interest and assigns, as part of the consideration hereof, 

does hereby covenant and agree that (i) no person shall be 

excluded from participation in regard to the Services to be 

performed, denied the benefits of these Services, or be otherwise 

subjected to discrimination on the grounds of race, creed, color, 

national origin or sex shall be excluded from participation in, 

9 
denied the benefits of, or otherwise be subjected to 

discrimination in the furnishing of Services, on the grounds of 

race, color or national origin, (ii) Permittee shall be in 

compliance with all other requirements imposed by or pursuant to 

Title 40, Code of Federal Regulations, Department of 

Transportation, Subtitle A, Office of the Secretary, Part 21, 

Nondiscrimination in Federally-Assisted Programs of the 

Department of Transportation-Effectuation of Title VI of the 

Civil Rights Act of 1964, and as said Regulation may be amended. 

b) Permittee shall furnish its Services at a fair, reasonable and 

not unjustly discriminatory basis to all users thereof, and it 

shall charge fair, reasonable and not unjustly discriminatory 

prices for each unit of Service, provided however, that Permittee 

may be allowed to make reasonable and nondiscriminatory 

discounts, rebates or other similar types of price reductions to 

volume purchasers. 

c) Noncompliance with subparagraphs a) or b) above shall constitute 

a material breach thereof, and, in the event of such 

noncompliance, (i) the County shall have the right to terminate 

this Agreement without liability therefore, or (ii) either 

Permittee or the United States shall have the right to judicially 

enforce subparagraphs a) or b) . 

d) The Permittee assures that it will undertake any affirmative 

action program as required by 14 CFR Part 152, Subpart E, to 

insure that no person a shall on the grounds of race, creed, 

color, national origin, or sex be excluded from participating in 

any employment activities covered in 14 CFR Part 152, Subpart E. 

Permittee assures that no person shall be excluded on these 

grounds from participating in or receiving the sei-vices or 

benefits of any program or activity covered by this subpart. The 

Permittee assures that it will require that its covered 

suborganizations provide assurances to the Licensee that they 

similarly will undertake affirmative action programs and that 

they will require assurances from their suborganizations, as 

10 
required by 14 CFR Part 152, Subpart E, to the same effect. 

17 . Rights Non-exclusive 

Permittee hereby acknowledges that all rights and privileges granted 

hereunder are non-exclusive and the County reserves the right to 

authorize others to perform the same, or similar services, at its sole 

discretion. 

18. Notice 

All notices, consents and approvals required or desired to be given by 

the parties hereto shall be sent in writing, and shall be deemed 

sufficiently given when same is personally delivered or deposited in 

the United States Mail, registered or certified mail, return receipt 

requested, addressed to the recipient, at the address set forth below: 

To the County: 

Airport Director 

General Mitchell International Airport 

53 00 South Howell Avenue 

Milwaukee, Wisconsin 53207-6189 

To Permittee: 

Sterling Aviation, LLC 

548 0 South Howell Avenue 

Milwaukee, Wisconsin 532 07 

19. Siibordination 

, This Agreement is s\ibject and subordinate to all laws, deeds and 

existing liens, encumbrances and agreements which may now or hereafter 

affect the title to or right to use of the space from which Permittee 

provides its Services and to all renewals, modifications, 

consolidations, replacements and extensions thereof. This clause 

shall be self-operative and no further instrument of subordination 

11 
shall be required. In confirmation of such s\ibordination. Permittee 

shall execute promptly any certificate requested by the County. 

2 0. Integration 

No change or modification of any of the covenants, terms, or 

provisions hereof shall be valid unless in writing and signed by the 

parties hereto. There are no understandings or agreements of any kind 

between the parties hereto, verbal or otherwise, other than as set 

forth herein. All additions, changes or deletions herein were made 

prior to execution by either party, except that additions, changes or 

deletions made after execution by one party and before execution by 

the other shall be marginally initialed by both parties. 

21. Severability 

The provisions of this Agreement are severable and it is the intention 

of the parties hereto that if this Agreement cannot take effect in its 

entirety because of the final judgment of any court of competent 

jurisdiction holding invalid any part or parts hereof, the remaining 

provisions of this Agreement shall be given full force and effect as 

completely as it the part or parts held invalid had not been included 

herein. 

22. Headings 

The headings of the several paragraphs of this Agreement are inserted 

only as a matter of convenience, and they in no way define, limit or 

describe the scope or intent of any provision of this Agreement, nor 

shall they be construed to affect in any manner the terms and 

provisions hereof or the interpretation or construction thereof. 

23. Cessation of Services by Permittee 

Upon the expiration or termination of this Agreement, Permittee shall 

immediately cease performing all its services and related activities 

at the Airport. Further, Permittee shall remove all signs, material 

equipment, supplies and any other possessions and paraphernalia used 

12 
or owned by Permittee within five (5) days of the expiration or 

earlier termination of the Agreement and restore the location for the 

provision of Permittee's Services to its original condition. Upon 

Permittee's failure to remove as provided herein. Permittee hereby 

grants permission to the County for it to remove Permittee's 

possessions and those of others used by the Permittee, and Permittee 

agrees to pay all of the County's costs associated therewith. 

2 4 . Applicable Law 

This Agreement shall be governed and construed in accordance with the 

laws of the State of Wisconsin. 

13 
Dated at Milwaukee, Wisconsin this ^ day of ,.yk«^g^-^ 

20 CPi. 

(^•>o ^ 

Date 

MILWAUKEE COUNTY 

By 

C. Barr^ Bateman 

Airport Director 

COUNTY 

'S^ ^ 

Witnass 

^3M^ 

STERLING AVIATION, LLC 

By 

Tit tie-^/^//^-^^ O 

Witness 

By 

Title 

PERMITTEE 

14 
EXHIBIT A 

SERVICES AUTHORIZED TO BE PERFORMED 

Aircraft Charter and Air Taxi 

1. statement of Concept: Air Charter and Air Taxi 

(a) An aircraft charter (Commercial Operator) and air taxi 

operator is a person or persons, firm, or corporation 

engaged in the business of providing air transportation (of 

persons or property) to the general public for hire, either 

on a charter basis (Commercial Operator) or as an air taxi 

operator, as defined in the Federal Aviation Act of 1958 or 

as said Act may be supplemented or amended from time to 

time. 

2 . Minimum Standards 

(a) The Commercial Operator subject to this section shall lease 

from the County an area of not less than 30,000 square feet 

of ground space on which shall be located a building of at 

least 6,000 square feet of floor space, including an office 

and customer lounge and rest rooms, all properly heated and 

lighted. The Operator shall provide adequate paved auto 

parking space within the leased area sufficient to 

accommodate all activities and operations. The Operator 

shall provide adec[uate paved aircraft parking apron within 

the leased area sufficient to accommodate all activities 

and operations. 

(b) In addition to the requirements of 2. (a) above, the Air 

Charter/Air Taxi Operator shall provide: 

(1) Aircraft charter service (Commercial Operations) as 

defined In Part 13 5 of the Federal Aviation 

Regulations; or 

(2) Air taxi service subject to Part 298 of the Economic 

* Regulations of the Federal Aviation Act and Part 13 5 

of the Federal Aviation Regulations. 

No less than two aircraft, one single—engine (four place) 

and one multi-engine aircraft, or two multi-engine 

aircraft, shall be maintained, leased, or owned, with the 

Operator being capable of providing air taxi service under 

instrument conditions. 

15 
(c) The Air Charter/Air Taxi Operator subject to this section 

and performing the services under this category will be 

required to carry the types of insurance contained in 

Exhibit D. 

(d) Air Charter and/or Air Taxi service shall be available 

twenty—four (24) hours a day, seven (7) days a week. 

(e) An Agreement between a Commercial Operator subject to this 

section shall be mutually agreed upon between the parties 

commensurate with the Operator's financial investment in 

his facility. 

(f) The Air Charter/Air Taxi Operator shall have in his employ, 

and on duty during the appropriate business hours, trained 

personnel in such numbers as are required to meet the 

minimum standards set forth in an efficient manner. The 

Operator shall also maintain, during all business hours, a 

responsible person in charge to supervise the operations in 

the leased area of the airport and with the authorization 

to represent and have available sufficient qualified 

operating crews and satisfactory number of personnel for 

checking in passengers, handling of luggage, ticketing, and 

for furnishing or arranging for suitable ground 

transportation. The prospective Operator shall provide 

reasonable assurance of a continued availability of 

qualified operating crews and approved aircraft within a 

reasonable or specified maximum notice period. 

(g) The Air Charter/Air Taxi Operator shall provide proof of 

adequate experience. The following shall be considered as 

one measure of adequate experience: The individual owner or 

one of the partners of the partnership, and, if a corporate 

structure, the full-time managing officer or employee, must 

have had three (3) years' experience during the last five 

(5) years as an air taxi or charter operator. 

(h) The Air Charter/Air Taxi Operator shall obtain the 

necessary operating permit from the Airport Director. 

16 
EXHIBIT B 

AIRCRAFT USED IN THE PROVISION OF AIRCRAFT CHARTER 

AND AIR TAXI SERVICES 

FAA DOS5 OPERATING SPECS ATTACHED 

17 
U.S. Department 

of Transportation 

[-ederal Aviation 

Administration 

Operations Specifications 

DOSS. Aircraft Listing H Q Control: 

HQ Revision: 

02/06/98 

02a 

;i The Lx-nificato hoklcr is authorized to conduct operations under 14 CFR Pan J35-t)j;ing the aircraft 

iJoniificd on this opertilions specification. 

Registmtion No. 

Nf.X.I\' 

.V'l.^CiK 

vifi.sr 

N22(I(:M 

N'W15SA 

N'678EO 

Nn2MV 

S\25ST 

N.i:6P)-

N.> !?(.•( ' 

N:UI.J 

m^5Hi.^ 

m6i]K 

Serial No. 

RK-2% 

RK.-0027 

fi5()-(j025 

650-0160 

65()-0i.52 

650-7008 

680-0148 

5052 

5046 

25S532 

45-241 

45-109 

A(.)07 S.A. 

Aircraft M/M/S 

BE-400-A 

BE-400-A 

CE-650-650 

CE-650-650 

CE-65n-650 

CE-650-650 

CE-680 

CL-600-2B16 

CL-600-2B16 

HAWKER-S()0XP-800XP 

LR-45-45 

LR-45-45 

MU-300-300 

Thi.- Ccriiiiciiic Holder applies tor the Operations in this paragraph. 

Support inl'orniatioii reference; 

("hese Operations Specifications are approved by direction of the Administrator. 

(.'iippernoll. William D. 

i'lim.'ipai Maintenance Inspector 

1 Dale ..\pprovHl is effective: 1)1/08/2009 Amendment Number: 38 

1 hereby accept and receive the Operations Specifications in this paragraph. 

Mayer, Cihristopher W 

Dir. of Operations. Part 135 Date: 01/07/2009 

I'rint Date: 1/20/2009 D085-1 

.Sterling Aviation, LLC 

Certificate No.: DBCAS68D 
EXHIBIT C 

LOCATION FOR THE PERFORMANCE OF SERVICES 

Permittee is a tenant at General Mitchell International Airport (GMIA) and 

will perform services in Permittee's facilities on the GMIA premises. 

18 
EXHIBIT D 

PUBLIC LIABILITY AND AUTOMOBILE LIABILITY INSURANCE 

(1) Aircraft Liability: 

Bodily Injury 

$1,000,000 per occurrence 

Passenger Liability 

$1,000,000 each passenger, each accident 

Property Damage 

$1,000,000 each accident 

(2) Commercial General Liability and 

Property Damage: 

Bodily Injury 

$1,000,000 each occurrence 

Property Damage 

$1,000,000 each accident 

(3) Motor Vehicle Liability: 

$1,000,000 CSL '• 

(4) Workers Compensation and Disability coverage as 

required by law 

H:\Private\t>roperties\Airside\Pennits\2009\Sterling Aviation Air Charter Operating Agt.doc 

19 
EXHIBIT B 

Copy of Sterling's Commercial Aeronautical Operating Permit for Airframe and Engine 

Maintenance and Repair and/or Modification 
AGREEMENT FOR ISSUANCE OF A 

COMMERCIAL OPERATING PERMIT 

AIRPORT 

By this Agreement, between the COUNTY OF MILWAUKEE, hereinafter the 

"County," and STERLING AVIATION, LLC, hereinafter, "Permittee," having 

offices at 5480 South Howell Avenue, Milwaukee, Wisconsin 53207, Permittee 

is authorized to perform the commercial services set forth in Exhibit A 

attached hereto at General Mitchell International Airport, hereinafter, the 

"Airport" in consideration for the payment of fees as set forth herein and 

in compliance with Airport Rules and Regulations and terms and conditions of 

this Agreement. 

THAT, for the considerations hereinafter set forth and the mutual covenants 

and agreements between the parties herein contained to be kept, performed, 

and observed by the parties hereto, it is mutually agreed between the 

parties as follows: 

1. Services Authorized to be Performed 

a) Permittee is authorized to provide those commercial services 

(hereafter "Services") at the Airport as identified in Exhibit A 

hereto attached. 

b) In consideration of the granting of this Agreement by the County, 

the Permittee agrees that it shall: 

conduct its business and render its Services in a 

professional manner consistent with industry standards and 

current business practices; 

assure that all its employees, aircraft and vehicles on the 

Airport are properly licensed as required by law; and 

- . furnish all necessary and proper machinery fixtures, 

equipment, personnel, supplies, materials and other 

facilities and appropriate replacements for same. 
Location For the Performance of Services 

The County, for reasons of piiblic safety and consistent with its 

responsibility for the safe and efficient operation of the Airport, 

shall, in its sole discretion, designate and/or approve the location 

on the Airport from which Permittee will provide its Services. The 

location designated and approved for the provision of Services under 

this Agreement is identified in Exhibit B attached hereto. 

Fee 

Permittee, in consideration of the rights and privileges granted to it 

herein agrees to pay to the County an annual fee of Two Hundred Fifty 

and No/100 Dollars ($250.00) for the privilege of performing those 

Services listed in Exhibit A. 

a) Payment of the fee shall be by check or money order payable to 

the County of Milwaukee at General Mitchell International 

Airport, Box #78979, Milwaukee, Wisconsin 53278-0979; or to such 

other party or address, or both, as may be designated by County 

to Permittee upon written notice. The fee shall be paid annually 

in advance at the time of execution and delivery of this Permit 

by the Permittee to the County. No Permit shall be issued by the 

County, nor shall Permittee have the right to provide its 

Services at the Airport, until the fee is paid. 

b) In addition to the fixed fee provided for in Subparagraph a) of 

this Paragraph 3, Permittee agrees to pay when due all applicable 

Airport fees (hereinafter "Airport fees") including but not 

limited to landing fees, fuel storage/flowage fees, tie down 

fees, and badging and security related fees at the rates 

established by the County. Permittee acknowledges that the 

Airport .fees may be adjusted from time to time by the County, in 

its sole discretion, and that the County may terTiiinate this 

Permit for nonpayment of Airport fees. 

c) Interest. Unless waived by the County Board of Supervisors, 

Permittee shall be responsible for payment of interest on amounts 

not remitted in accordance with the terms of the Permit with 

2 
Milwaukee County. The rate of interest shall be the statutory 

rate in effect for delinquent County property taxes (presently 1% 

per month or fraction of a month) as described in Subsection 

74.47(1), Wis. Stats. The obligation for payment and calculation 

thereof shall commence upon the day following the due dates 

established herein. 

d) Penalty. In addition to the interest described above. Permittee 

may be responsible for payment of penalty on amounts not remitted 

in accordance with the terms of the Permit with Milwaukee County, 

as may be determined by the administrator of this Permit, or his 

designee. Said penalty shall be the•statutory rate in effect for 

delinquent County property taxes (presently .5% per month, or 

fraction of a month) as described in Milwaukee County Ordinance 

Subsection 6.06(1) and Subsection 74.47(2), Wis. Stats. The 

obligation for payment and calculation thereof shall commence 

upon the day following the due dates established herein. 

e) Nonexclusivity. This provision permitting collection of interest 

and penalty by Milwaukee County on delinquent payments is not to 

be considered Milwaukee County's exclusive remedy for Permittee's 

default or breach with respect to delinquent payment. The 

exercise of this remedy is not a waiver by Milwaukee County of 

any other remedy permitted under the Permit, including but not 

limited to termination of this Permit. 

Term 

The term of this Agreement shall be from June 1, 2009 through May 31, 

2010, provided, however, that Permittee shall have the right to renew 

this Agreement for additional one (1) year terms upon the same terms 

and conditions, provided that such option to renew shall be exercised 

in writing to County's Airport Director not less than sixty (60) days 

prior to the expiration of the Agreement. 
5. Termination 

a) Termination by Lapse of Time. This Agreement will terminate of 

its own accord on the termination date as stated in Paragraph 4. 

b) Termination at Will. Either County or Permittee may terminate 

this Agreement for any reason with twenty-four (24) hours notice. 

c) Termination for Cause. If Permittee fails to perform, keep, or 

observe any of the terms or conditions herein contained on the 

part of Permittee to be performed, kept, or observed, or if 

Permittee violates the Airport Rules and Regulations or any other 

applicable Federal State or local rules and regulations, or if 

Permittee fails to cure any notice of correction issued by the 

Airport Director or his designee, then County at its sole 

discretion, shall have the right to immediately terminate this 

Agreement and Permittee hereby consents that it will, upon such 

termination, immediately cease and desist from performing any 

further Services at the Airport. 

6 . Assignment and Sale 

Permittee agrees that it will not sell, convey, transfer, pledge, or 

assign this Agreement of any part hereof or any rights created hereby. 

Any attempted sale, conveyance, transfer, pledge or assignment of the 

Agreement, or any rights of Permittee hereunder, shall be null and 

void, and shall be a material breach hereof and this Agreement shall 

immediately and automatically terminate at the time Permittee sells, 

conveys, transfers, pledges or assigns this Agreement. 

7 . Valid Agreement For Airport Space 

a) As a condition to Permittee providing the Services authorized 

herein, Permittee shall: 

1) if occupying space rented from the County, possess a 

current and valid agreement for the use of that space for 

commercial operations, or 

2) if occupying space rented through a Permittee of the 

County, obtain from said Permittee a current and valid 

4 
b) 

sublease for commercial operations and submit a duly 

executed original of said sublease to the County, for its 

approval. 

If Permittee's use of the space does not, in the County's 

opinion, require a lease or sublease, then written permission 

from the County through a specific acknowledgement contained in 

this Agreement shall be sufficient, 

c) The absence of a valid sublease or written permission as noted 

above shall automatically and immediately terminate all of 

Permittee's rights under this Agreement and Permittee agrees it 

will immediately cease and desist from the rendering of Services 

at the Airport. 

8. No Interest in Real Property 

Permittee agrees that this Agreement constitutes merely a right to 

provide Services at the Airport and does not create or convey any 

interest in real property to Permittee. 

9. Conduct of Personnel 

a) The operations of the Permittee, by its employees, agents and 

other invitees as well as those doing business with it, shall be 

conducted in an orderly and professional manner so as not to 

annoy, disturb or be offensive to others at the Airport. 

b) . If directed by the County, the Permittee shall provide and its 

employees shall wear or carry badges or other suitable means of 

identification. 

10. Repairs to County Property 

The Permittee,shall promptly repair or replace to the satisfaction of 

the County all property of the County damaged by the operations of the 

Permittee. The Permittee shall not install any fixture or make any 

alterations or improvements in or additions or repairs to any property 

of the County except with the prior written approval of the County. 
11. Liabilities and Indemnities 

a) Permittee agrees to indemnify and save County harmless against 

and from any and all claims, damages, costs and expenses, arising 

from the conduct or management of the operation conducted by 

Permittee in the Leased Premises or from negligent or intentional 

acts of Permittee, its agents, contractors, servants, employees, 

invitees, sublessees, in or about the Leased Premises. In case 

any action or proceeding is brought against County by reason of 

any such claim. Permittee, upon notice from County, covenants to 

defend such action or proceedings by counsel reasonably 

satisfactory to County. 

b) Permittee understands and agrees that financial responsibility 

for such above referenced claims or damages to any person or 

property, or to Permittee's employees and agents shall rest with 

the Permittee. Permittee may effect and maintain any appropriate 

insurance coverages, including but not limited to Workers 

Compensation, Employers Liability, Aviation General Liability, 

Aircraft Owners Liability, and Environmental Impairment Liability 

Insurance to support such financial obligations. Permittee's 

indemnification obligation, however, shall not be reduced in any 

way by existence or non-existence, limitations, amount or type of 

damages, compensation or benefits payable under any insurance 

provisions. 

c) . In addition to the Permittee's undertaking, as stated in this 

Article, and as a means of further protecting the County, its 

officers, agents, servants and employees, the Permittee shall at 

all times during the term of the Permit obtain and maintain in 

effect Public Liability and Automobile Liability Insurance 

coverage, as set forth in Exhibit C attached hereto and made a 

part hereof. In this connection the Permittee agrees to require 

its officers, agents, servants and employees doing work on the 

Airport to carry adequate insurance coverage, and if the 

Permittee so desires, it may accomplish same by an endorsement to 

the Permittee's policies to include such persons or parties as 

6 
additional named insureds, including Coiinty. 

d) Permittee shall deliver to the County contemporaneous with the 

execution of this Agreement, a Certificate of Insurance for each 

of the insurance policies referred to above. Each such 

certificate shall contain an endorsement that it cannot be 

cancelled or materially changed unless the Coiinty is given at 

least thirty (3 0.) days prior written notice and shall name the 

County and its officers, employees, agents and representatives, 

as additional insured. Permittee shall obtain renewals of such 

policies at least 3 0 days prior to the expiration thereof and 

promptly deliver to the County certificates for such renewal 

policies. 

e) The Permittee represents that it is the owner of or fully 

authorized to use any and all services, processes, machines, 

articles, marks, names or slogans used by it in its performance 

of Services under or in any way connected with this Agreement. 

The Permittee agrees to save and hold the County, its officers, 

employees, agents and representatives free and harmless of and 

from any loss, liability,, expense suit or claim for damages in 

connection with any actual or alleged infringement of any patent, 

trademark or copyright, or arising from any alleged or actual 

unfair competition or other similar claim arising out of the 

activities of the Permittee or in any way connected with this 

Agreement. 

12 . Compliance With Rules and Regulations 

a) Airport Rules and Regulations. From time to time the County may 

adopt and enforce rules and regulations with respect to the 

occupancy and use of the Airport. The Permittee agrees to 

observe and to require its officers, agents employees, 

contractors, and suppliers, to observe and obey the same, 

including compliance with the Airport's Noise Abatement Plan, as 

promulgated. Permittee agrees to observe and obey any and all 

such rules and regulations and all other applicable Federal, 

7 
state and local rules and regulations. 

b) Access. The County reserves the right to deny access to the 

Airport and its facilities to any person, firm or corporation 

that fails or refuses to obey and comply with and of the above 

identified rules, regulations or laws. 

c) Licenses, Certificates and Permits. Permittee shall obtain all 

licenses, certificates, permits or other authorization from all 

governmental authorities having jurisdiction over the Permittee's 

activities at the Airport and provide copies thereof to the 

County. Permittee shall pay all taxes, license, certification, 

permit and examination fees and excise taxes which may be 

assessed, levied, exacted or imposed on any of its property or in 

connection with the provision of Services at the Airport. 

d) Safety and Environmental. Permittee shall conduct its operations 

safely and responsibly, and take all reasonable precautions to 

prevent environmental damage, including chemical spills. In the 

event of a chemical spill. Permittee shall notify promptly notify 

the Airport Fire Department. Permittee shall submit Hazard 

Communication Standard 29. CFR 1910.1200 Material Safety Data 

Sheet on each chemical substance present to the Airport Fire 

Department. 

13 . Signs and Antennae 

Permittee shall not post, install, erect or operate any sign, placard, 

poster, antenna or other device on any part of the Airport without the 

prior written permission of the Airport Director. Such signs and 

devices, as may from time to time be permitted by the County, shall be 

made, posted, maintained, and removed at Permittee's own cost and 

" expense. The County shall have the right to remove unauthorized signs 

and devices at Permittee's expense. 

14. Security 

Lessee covenants and agrees that it will at all times maintain the 

integrity of the Airport Security Plan and comply with all laws, 

8 
statutes, rules, regulations and orders, including Federal Rules 4 9 

CFR 1542, promulgated by any federal, state or local agency, 

authority, or officer, including the Federal Aviation Administration, 

the Federal Transportation Security Administration and the US 

Department of Justice. Lessee, its employees, agents or contractors 

are expressly required at all times to comply, at Lessee's or its 

employees' own expense, with all laws, statutes, rules, regulations 

and orders, including Federal Rules 4 9 CFR 1542, promulgated by an 

federal, state or local agency, authority, or officer, including the 

Federal Aviation Administration, the Federal Transportation Security 

Administration and the US Department of Justice. Should a penalty be 

imposed on Lessor for an incident involving Lessee's breach of 

security. Lessee agrees to reimburse Lessor for any and all such 

penalties including, but not limited to, civil fines which may be 

imposed upon Lessor by any state, local or federal agency, or officer, 

including the Transportation Security Administration. 

15. Nondiscrimination 

a) Permittee, for itself, its personal representatives, successors 

in interest and assigns, a? part of the consideration hereof, 

does hereby covenant and agree that (i) no person shall be 

excluded from participation in regard to the Services to be 

performed, denied the benefits of these Services, or be otherwise 

subjected to discrimination on the grounds of race, creed, color, 

national origin or sex shall be excluded from participation in, 

denied the benefits of, or otherwise be sxibjected to 

discrimination in the furnishing of Services, on the grounds of 

race, color or national origin, (ii) Permittee shall be in 

* compliance with all other requirements imposed by or pursuant to 

Title 40, Code of Federal Regulations, Department of 

Transportation, Subtitle A, Office of the Secretary, Part 21, 

Nondiscrimination in Federally-Assisted Programs of the 

Department of Transportation-Effectuation of Title VI of the 

Civil Rights Act of 1964, and as said Regulation may be amended. 

9 
b) Permittee shall furnish its Services at a fair, reasonable and 

not unjustly discriminatory basis to all users thereof, and it 

shall charge fair, reasonable and not unjustly discriminatory 

prices for each iinit of Service, provided however, that Permittee 

may be allowed to make reasonable and nondiscriminatory 

discounts, rebates or other similar types of price reductions to 

volume purchasers. 

c) Noncompliance with subparagraphs a) or b) above shall constitute 

a material breach thereof, and, in the event of such 

noncompliance, (i) the County shall have the right to terminate 

this Agreement without liability therefore, or (ii) either 

Permittee or the United States shall have the right to judicially 

enforce subparagraphs a) or b) . 

d) The Permittee assures that it will undertake any affirmative 

action program as required by 14 CFR Part 152, Siibpart E, to 

insure that no person a shall on the grounds of race, creed, 

color, national origin, or sex be excluded from participating in 

any employment activities covered in 14 CFR Part 152, Subpart E. 

Permittee assures that no person shall be excluded on these 

grounds from participating , in or receiving the services or 

benefits of any program or activity covered by this subpart. The 

Permittee assures that it will require that its covered 

suborganizations provide assurances to the Licensee 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. 

16. Rights Non-exclusive 

* Permittee hereby acknowledges that all rights and privileges granted 

hereunder are non-exclusive and the County reserves the right to 

authorize others to perform the same, or similar services, at its sole 

discretion. 

10 
17. Notice 

All notices, consents and approvals required or desired to be given by 

the parties hereto shall be sent in writing, and shall be deemed 

sufficiently given when same is personally delivered or deposited in 

the United States Mail, registered or certified mail, return receipt 

requested, addressed to the recipient, at the address set forth below: 

To the County: 

Airport Director 

General Mitchell International Airport 

53 00 South Howell Avenue 

Milwaukee, Wisconsin 53207-6189 

To Permittee: 

Sterling Aviation, LLC 

5480 South Howell Avenue 

Milwaukee, Wisconsin 532(D7 

18. Subordination 

This Agreement is subject and stibordinate to all laws, deeds and 

existing liens, encumbrances and agreements which may now or hereafter 

affect the title to or right to use of the space from which Permittee 

provides its Services and to all renewals, modifications, 

consolidations, replacements and extensions thereof. This clause 

shall be self-operative and no further instrument of subordination 

shall be required. In confirmation of such subordination. Permittee 

shall execute promptly any certificate requested by the County. 

19. Integration 

No change or modification of any of the covenants, terms, or 

provisions hereof shall be valid unless in writing and signed by the 

parties hereto. There are no understandings or agreements of any kind 

between the parties hereto, verbal or otherwise, other than as set 

11 
forth herein. All additions, changes or deletions herein were made 

prior to execution by either party, except that additions, changes or 

deletions made after execution by one party and before execution by 

the other shall be marginally initialed by both parties. 

19. Severability 

The provisions of this Agreement are severable and it is the intention 

of the parties hereto that if this Agreement cannot take effect in its 

entirety because of the final judgment of any court of competent 

jurisdiction holding invalid any part or parts hereof, the remaining 

provisions of this Agreement shall be given full force and effect as 

completely as it the part or parts held invalid had not been included 

herein. 

20. Headings 

The headings of the several paragraphs of this Agreement are inserted 

only as a matter of convenience, and they in no way define, limit or 

describe the scope or intent of any provision of this Agreement, nor 

shall they be construed to affect in any manner the terms and 

provisions hereof or the interpretation or construction thereof. 

21. Cessation of Services by Permittee 

Upon the expiration or termination of this Agreement, Permittee shall 

immediately cease performing all its services and related activities 

at the Airport. Further, Permittee shall remove all signs, material 

equipment, supplies and any other possessions and paraphernalia used 

or owned by Permittee within five (5) days of the expiration or 

earlier termination of the Agreement and restore the location for the 

* provision of Permittee's Services to its original condition. Upon 

Permittee's failure to remove as provided herein. Permittee hereby 

grants permission to the County for it to remove Permittee's 

possessions and those of others used by the Permittee, and Permittee 

agrees to pay all of the County's costs associated therewith. 

12 
22 . Applicable Law 

This Agreement shall be governed and consti'ued in accordance with the 

laws of the State of Wisconsin. 

13 
Dated at Milwaukee, Wisconsin this 2-*^ day of J^t^ng^ 

20 C)<\ . 

MILWAUKEE COUNTY 

/' ^ ' ^.^ By (L/6xA^.^y^^JL.^U^ 

Date C. Bar»^ Bateman 

Airport Director 

COUNTY 

WitMfe-ss 

STERLING AVIATION, LLC 

By 

:itie irf^fc^^^'f'; (^o.<^^ 

Witness 

By 

Titl e 

PERMITTEE 

14 
EXHIBIT A 

SERVICES AUTHORIZED TO BE PERFORMED 

Airframe and Engine Maintenance and Repair and/or Modification 

1. Statetnent of Concept. 

An aircraft engine and airframe maintenance and repair operator 

is a person or persons, firm, or corporation engaged in a 

business capable of providing one or a combination of Federal 

Aviation Agency-approved shop(s) for airframe and power plant 

overhaul and repair services on a general aviation aircraft. 

This category of aeronautical services shall also include the 

sale of aircraft parts and accessories, but such is not an 

exclus ive r i ght. 

2 . Minimum Standards. 

(a) The Operator shall lease from the County an area of not 

less than 30,000 square feet of groiond space on which shall 

be located a building of at least 6,000 square feet of 

floor space, including an office, shop and and customer 

lounge and rest rooms, all properly heated and lighted. 

The Operator shall provide adequate paved auto parking 

space within .the leased area sufficient to accommodate all 

activities and operations. The Operator shall provide 

adequate paved aircraft parking apron within the leased 

area sufficient to accommodate all activities and 

operations. 

(b) Operator shall obtain and maintain, as a minimum, the 

Repair Station Certificates as described in the Federal 

Aviation Regulations under Part 145 as modified or 

succeeded which are applicable to the operations 

contemplated. 

15 
EXHIBIT B 

LOCATION FOR THE PERFORMANCE OF SERVICES 

Permittee is a tenant at General Mitchell International Airport (GMIA) and 

will perform services in Permittee's facilities on the GMIA premises. 

16 
EXHIBIT C 

PUBLIC LIABILITY AND AUTOMOBILE LIABILITY INSURANCE 

(1) Commercial General Liability and 

Property Damage: 

Bodily Injury 

$1,000,000 each occurrence 

Property Damage 

$1,000,000 each accident 

(2) Motor Vehicle Liability:* 

$1,000,000 CSL 

(3) Workers Compensation and Disability coverage as 

required by law 

*As may apply 

H:\Private\Properties\Airside\PerTnits\2009\Sterling Aviation Repair Station Com Op Permit.doc 

17 
EXHIBIT C 

Copy of Scott Air Charter's Commercial Aeronautical Operating Permit for Airframe and 

Engine Maintenance and Repair and/or Modification and related amendment to the Scott 

Air Charter Lease 
MILWAUKE E COUNTY' S 

Q E N E R A L 

MITCHELL 

INTERNATIONA L AIRPOR T 

October 28, 2003 

Mr. Tom Scott 

President 

Scott Air Charte r 

P.O. Box 370316 

5480 South Howell Avenue 

Milwaukee, Wisconsin 53207-0554 

Dear Mr. Scott: 

Enclosed for your file is an executed copy of Amendment No. 

1 to Airport Agreement No. HP-1207 between Milwaukee County 

and Scott Air Charter, Inc. for the rights to perform 

airframe and power plant overhauls, lot sections, 

inspections and repair services on aircraft engines at 

General Mitchell International Airport. The amendment is 

dated October 23, 2003, and has been assigned Airport No. 

HP-1207a. 

Please sign the amendment on page 4. 

Thank you for your assistance in bringing this matter to a 

close. 

Sincerely, 

Kathy Nelson 

Airport Properties Manager 

Enclosure 

KN: jp 

F:\shared\Properties\Airside\Scott Air Charter Lessee HP-1207a.doc 

5300 SOUT H HOWEL L AVENU E MILWAUKEE . W I 53207-615 6 TEL 4 M 747 530 0 FAX 414 747 4525 
Agreement with Lessor, Lessee shall have the right, 

but not exclusively, to perform to airframe and power 

plant overhauls, hot sections, inspections, and repair 

services on aircraft engines. In the performance of 

such services. Lessee shall obtain and maintain the 

Repair Station Certificates as described in the 

Federal Aviation Regulations under Part 145, and shall 

adhere to and be governed by the "Schedule of Minimum 

Standards for Commercial Aeronautical Activities on 

Milwaukee County's Airports" as adopted by the 

Milwaukee County Board of Supervisors on July 12, 

1966, under File No. 66-578, as they now exist or as 

may be hereafter amended, modified, or otherwise 

changed by said Board." 

Paragraph 26 shall be deleted in its entirety and the following 

Paragraph 2 6 shall be added to read as follows: 

"26. SECURITY 

Lessee covenants and agrees that it will at all times 

maintain the integrity of the Airport Security Plan and 

comply with all laws, statutes, rules, regulations and 

orders, including Federal Rules 4 9 CFR 1542, promulgated by 

any federal, state or local agency, authority, or officer, 

including the Federal Aviation Administration, the Federal 

Transportation Security Administration and the US 

Department of Justice. Lessee, its employees, agents or 

contractors are expressly required at all times to comply, 

at Lessee's or its employees' own expense, with all laws, 

statutes, rules, regulations and orders, including Federal 

Rules 49 CFR 1542, promulgated by an federal, state or 

local agency, authority, or officer, including the Federal 

2 -
Aviation Administration, the Federal Transportation 

Security Administration and the US Department of Justice. 

Should a penalty be imposed on Lessor for an incident 

involving Lessee's breach of security, Lessee agrees to 

reimburse Lessor for any and all such penalties including, 

but not limited to, civil fines which may be imposed upon 

Lessor by any state, local or federal agency, or officer, 

including the Transportation Security Administration." 

Except as otherwise specifically provided hereinabove, the terms 

and conditions of the aforesaid agreement, as amended, dated 

April 17, 1997, shall remain in full force and effect. 
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to 

be executed by their risspective proper officers and have affixed 

their corporate seals hereto on the dates hereinafter set forth. 

APPROVED; 

MILWAUKEE COUNTY 

a municipal corporation 

UX LimA 

AirporpyDi rector Date 

^^/Ow/S 

Date 

Thomas C. Kenney 

Acting Director of^^ublic Works 

LESSOR 

SCOTT AIR CH/IRTER, INC. 

a Wisconsin corporation 

By 

Title; 

By 

Title: 

LESSEE 
STATE OF WISCONSIN ) 

) s s 

MILWAUKEE COUNTY ) 

Personally came before me this o?<3- day o£ \Jchf(>cK^ ^ 

20 0^ , the above named Thomas C. Kenney, Acting Director of Public 

Works for Milwaukee County, to me known to be the person who executed 

the foregoing instrument on behalf of Milwaukee County, and acknowledged 

the same to be the free act and deed of said County, made, by its 

authority. 

Nottrryy Public Public,, Milwauke Mil\^ e Co., Wis, 

My commission expires '" ""»' *^" ^^ 

STATE OF WISCONSIN ) 

) ss 

MILWAUKEE COUNTY 

Personally came before me this e3L3 day of QCX^6^>0^ ^ , 

20 Q 3 , the above named Mark Ryan, County Clerk of Milwaukee County, tc 

me known to be the person who executed the foregoing instrument on 

behalf of Milwaukee County, and acknowledged the same to be the free act 

and deed of said County, made by its authority. 

g; Notar baryy Public, 

^YY^i.oOQ.-^ 

Milwaukee Co., Wis. 

? § My commission expires IQ- jM O"^ 

Co ^ 

- 5 
STATE OF ) 

) ss 

COUNTY OF ) 

Personally came before me this ' * day of C/C4V'^ 

TNlame £ ) (Title) 

and , 

(Name) (Title) 

of SCOTT AIR CHARTER, INC., Lessee above, to me known to be the persons 

who executed the foregoing instrument and to me known to be such 

officers of said corporation, and acknowledged that they executed the 

foregoing instrument as such officers as the deed of said corporation, 

by its authority. 

Notary P?\iblic i , bJiSCoMS/iy^^ 

My commission expires: / - 3.2- O'J 

H:\kathy's old files\WPSl\AA07\DOCUMENT\Scott 1207 Amendment l.doc 

6 -
AGREEMENT FOR ISSUANCE OF A 

COMMERCIAL AERONAUTICAL OPERATING PERMIT 

By this Agreement, between the County of Milwaukee, hereinafter the 

"County," and SCOTT AIR CHARTER, INC., hereinafter, "Permittee," having 

offices in Milwaukee, Wisconsin, Permittee is authorized to perform the 

commercial services set forth in Exhibit A attached hereto at General 

Mitchell International Airport, hereinafter, the "Airport" in consideration 

for the payment of fees as set forth herein and in compliance with Airport 

Rules and Regulations and terms and conditions of this Agreement. 

Permittee's Federal Identification Number is 39-14443595. 

THAT, for the considerations hereinafter set forth and the mutual covenants 

and agreements between the parties herein contained to be kept, performed, 

and observed by the parties hereto, it is mutually agreed between the 

parties as follows: 

1. Services Authorized to be Performed 

a) Permittee is authorized to provide those commercial services 

(hereafter "Services") at the Airport as identified in the 

"Milwaukee County Department of Public Works Airport Division 

Schedule of Minimum Standards for Commercial Aeronautical 

Activities on Milwaukee County's Airports," attached hereto as 

Exhibit A. 

b) In consideration of the granting of this Agreement by the County, 

the Permittee agrees that it shall: 

conduct its business and render its Services in a 

professional manner consistent with industry standards and 

current business practices; 

assure that all its employees, aircraft and vehicles on the 

Airport are properly licensed as required by law; and 

furnish all necessary and proper machinery fixtures. 
equipment, personnel, supplies, materials and other 

facilities and appropriate replacements for same. 

Aircraft 

The aircraft to be overhauled and maintained by the Permittee for the 

conduct of its services are,listed in Exhibit B which is attached 

hereto and made a part hereof. 

Location For the Performance of Services 

The County, for reasons of public safety and consistent with its 

responsibility for the safe and efficient operation of the Airport, 

shall, in its sole discretion, designate and/or approve the location 

on the Airport from which Permittee will provide its Services. The 

location designated and approved for the provision of Services under 

this Agreement is identified in Exhibit C attached hereto. 

4. Fee 

Permittee, in consideration of the rights and privileges granted to it 

herein agrees to pay to the County an annual fee of One Hundred Fifty 

and No/100 Dollars ($150.00) for the privilege of performing those 

Services listed in Exhibit A. 

a) Payment of the fee shall be by check or money order payable to 

the County of Milwaukee at General Mitchell International 

Airport, Box #78979, Milwaukee, Wisconsin 53278-0979; or to such 

other party or address, or both, as may be designated by County 

to Permittee upon written notice. The fee shall be paid annually 

in advance at the time of execution and delivery of this Permit 

by the Permittee to the County. No Permit shall be issued by the 

County, nor shall Permittee have the right to provide its 

Services at the Airport, until the fee is paid. 

b) In addition to the fixed fee provided for in Subparagraph a) of 

this Paragraph 4, Permittee agrees to pay when due all applicable 

Airport fees (hereinafter "Airport fees") including but not 

limited to landing fees, fuel storage/flowage fees, and tie down 

2 
fees, and badging and security related fees at the rates 

established by the County. Permittee acknowledges that the 

Airport fees may be adjusted from time to time by the County, in 

its sole discretion, and that the County may terminate this 

Permit for nonpayment of Airport fees. 

c) Interest. Unless waived by the County Board of Supervisors, 

Permittee shall be responsible for payment of interest on amounts 

not remitted in accordance with the terms of the Permit with 

Milwaukee County. The rate of interest shall be the statutory 

rate in effect for delinquent County property taxes (presently 1% 

per month or fraction of a month) as described in Subsection 

74.47(1), Wis. Stats. The obligation for payment and calculation 

thereof shall commence upon the day following the due dates 

established herein. 

"^^ Penalty. In addition to the interest described above. Permittee 

may be responsible for payment of penalty on amounts not remitted 

in accordance with the terms of the Permit with Milwaukee County, 

as may be determined by the administrator of this Permit, or his 

designee. Said penalty shall be the statutory rate in effect for 

delinquent County property taxes (presently .5% per month, or 

fraction of a month) as described in Milwaukee County Ordinance 

Subsection 6.06(1) and Subsection 74.47(2), Wis. Stats. The 

obligation for payment and calculation thereof shall commence 

upon the day following the due dates established herein. 

e) Nonexclusivity. This provision permitting collection of interest 

and penalty by Milwaukee County on delinquent payments is not to 

be considered Milwaukee County's exclusive remedy for Permittee's 

default or breach with respect to delinquent payment. The 

exercise of this remedy is not a waiver by Milwaukee County of 

any other remedy permitted under the Permit, including but not 

limited to termination of this Permit. 
Term 

The term of this Permit shall be for a period of one year, commencing 

July 1, 2003 and terminating June 30, 2004, provided, however, that 

Permittee shall have the right to renew this Permit for additional one 

(1) year terms upon the same terms and conditions, but not beyond 

March 31, 2017; provided that such option to renew shall be exercised 

in writing to County's Airport Director not less than sixty (60) days 

prior to the expiration of the Permit. 

Termination 

a) Termination by Lapse of Time. This Agreement will terminate of 

its own accord on the termination date as stated in Paragraph 5. 

b) Termination at Will. Permittee may terminate this Agreement for 

any reason with twenty-four (24) hours notice. 

c) Termination for Cause. If Permittee fails to perform, keep, or 

observe any of the terms or conditions herein contained on the 

part of Permittee to be performed, kept, or observed, or if 

Permittee violates the Airport Rules and Regulations or any other 

applicable Federal State or local rules and regulations, or if 

Permittee fails to cure any notice of correction issued by the 

Airport Director or his designee, then County at its sole 

discretion, shall have the right to immediately terminate this 

Agreement and Permittee hereby consents that it will, upon such 

termination, immediately cease and desist from performing any 

further Services at the Airport. 

Assignment and Sale 

Permittee agrees that it will not sell, convey, transfer, pledge, or 

assign this Agreement of any part hereof or any rights created hereby. 

Any attempted sale, conveyance, transfer, pledge or assignment of the 

Agreement, or any rights of Permittee hereunder, shall be null and 

void, and shall be a material breach hereof and this Agreement shall 

immediately and automatically terminate at the time Permittee sells, 

conveys, transfers, pledges or assigns this Agreement. 

4 
8 . Valid Agreement For Airport Space 

a) As a condition to Permittee providing the Services authorized 

herein, Permittee shall: 

1) if occupying space rented from the County, possess a 

current and valid agreement for the use of that space for 

commercial operations, or 

2) if occupying space rented through a Permittee of the 

County, obtain from said Permittee a current and valid 

siiblease for commercial operations and submit a duly 

executed original of said sublease to the County, for its 

approval. 

b) If Permittee's use of the space does not, in the County's 

opinion, require a lease or sublease, then written permission 

from the County (via this Agreement) or its Permittee (who shall 

acknowledge same by signing off on this Agreement) allowing the 

Permittee to utilize a particular location for the provision of 

commercial Services shall be sufficient. 

c) The absence of a valid sublease or written permission as noted 

above shall automatically and immediately terminate all of 

Permittee's rights under this Agreement and Permittee agrees it 

will immediately cease and desist from the rendering of Services 

at the Airport. 

9. No Interest in Real Property 

Permittee agrees that this Agreement constitutes merely a right to 

provide Services at the Airport and does not create or convey any 

interest in real property to Permittee. 

10 . Conduct of Personnel 

a) The operations of the Permittee, by its employees, agents and 

other invitees as well as those doing business with it, shall be 

conducted in an orderly and professional manner so as not to 

annoy, disturb or be offensive to others at the Airport. 

5 
b) If directed by the County, the Permittee shall provide and its 

employees shall wear or carry badges or other suitable means of 

identification. 

11. Repairs to County Property 

The Permittee shall promptly repair or replace to the satisfaction of 

the County all property of the County damaged by the operations of the 

Permittee. The Permittee shall not install any fixture or make any 

alterations or improvements in or additions or repairs to any property 

of the County except with the prior written approval of the County. 

12 . Liabilities and Indemnities 

a) Permittee agrees to indemnify and save County harmless against 

and from any and all claims, damages, costs and expenses, arising 

from the conduct or management of the operation conducted by 

Permittee in the Leased Premises or from negligent or intentional 

acts of Permittee, its agents, contractors, servants, employees, 

invitees, sublessees, in or about the Leased Premises. In case 

any action or proceeding is brought against County by reason of 

any such claim. Permittee, upon notice from County, covenants to 

defend such action or proceedings by counsel reasonably 

satisfactory to County. 

b) Permittee understands and agrees that financial responsibility 

for such above referenced claims or damages to any person or 

property, or to Permittee's employees and agents shall rest with 

the Permittee. Permittee may effect and maintain any appropriate 

insurance coverages, including but not limited to Workers 

Compensation, Employers Liability, Aviation General Liability, 

Aircraft Owners Liability, and Environmental Impairment Liability 

Insurance to support such financial obligations. Permittee's 

indemnification obligation, however, shall not be reduced in any 

way by existence or non-existence, limitations, amount or type of 

damages, compensation or benefits payable under any insurance 

provisions. 

6 
c) In addition to the Permittee's undertaking, as stated in this 

Article, and as a means of further protecting the County, its 

officers, agents, servants and employees, the Permittee shall at 

all times during the term of the Permit obtain and maintain in 

effect Public Liability and Automobile Liability Insurance 

coverage as set forth in Exhibit D attached hereto and made a 

part hereof. In this connection the Permittee agrees to require 

its officers, agents, servants and employees doing work on the 

Airport to carry adequate insurance coverage, and if the 

Permittee so desires, it may accomplish same by an endorsement to 

the Permittee's policies to include such persons or parties as 

additional named insureds, including County. 

d) Permittee shall deliver to the County contemporaneous with the 

execution of this Agreement, a Certificate of Insurance for each 

of the insurance policies referred to above. Each such 

certificate shall contain an endorsement that it cannot be 

cancelled or materially changed unless the County is given at 

least thirty (30) days prior written notice and shall name the 

County and its officers, employees, agents and representatives, 

as additional insured. Permittee shall obtain renewals of such 

policies at least 3 0 days prior to the expiration thereof and 

promptly deliver to the County certificates for such renewal 

policies. 

e) The Permittee represents that it is the owner of or fully 

authorized to use any and all services, processes, machines, 

articles, marks, names or slogans used by it in its performance 

of Services under or in any way connected with this Agreement. 

The Permittee agrees to save and hold the County, its officers, 

employees, agents and representatives free and harmless of and 

from any loss, liability, expense suit or claim for damages in 

connection with any actual or alleged infringement of any patent, 

trademark or copyright, or arising from any alleged or actual 

unfair competition or other similar claim arising out of the 

activities of the Permittee or in any way connected with this 

7 
Agreement. 

13 . Compliance With Rules and Regulations 

a) Airport Rules and Regulations. From time to time the County may 

adopt and enforce rules and regulations with respect to the 

occupancy and use of the Airport. The Permittee agrees to 

observe and to require its officers, agents employees, 

contractors, and suppliers, to observe and obey the same, 

including compliance with the Airport's Noise Abatement Plan, as 

promulgated. Permittee agrees to observe and obey any and all 

such rules and regulations and all other applicable Federal, 

State and local rules and regulations. 

b) Access. The County reserves the right to deny access to the 

Airport and its facilities to any person, firm or corporation 

that fails or refuses to obey and comply with and of the above 

identified rules, regulations or laws. 

c) Licenses, Certificates and Permits. Permittee shall obtain all 

licenses, certificates, permits or other authorization from all 

governmental authorities having jurisdiction over the Permittee's 

activities at the Airport and provide copies thereof to the 

County. Permittee shall pay all taxes, license, certification, 

permit and examination fees and excise taxes which may be 

assessed, levied, exacted or imposed on any of its property or in 

connection with the provision of Services at the Airport. 

d) Safety and Environmental. Permittee shall conduct its operations 

safely and responsibly, and take all reasonable precautions to 

prevent environmental damage, including chemical spills. In the 

event of a chemical spill. Permittee shall notify promptly notify 

the Airport Fire Department. Permittee shall submit Hazard 

Communication Standard 29 CFR 1910.1200 Material Safety Data 

Sheet on each chemical substance present to the Airport Fire 

Department. 
14 . Signs and Antennae 

Permittee shall not post, install, erect or operate any sign, placard, 

poster, antenna or other device on any part of the Airport without the 

prior written permission of the Airport Director. Such signs and 

devices, as may from time to time be permitted by the County, shall be 

made, posted, maintained, and removed at Permittee's own cost and 

expense. The County shall have the right to remove unauthorized signs 

and devices at Permittee's expense. 

15. Security 

Lessee covenants and agrees that it will at all times maintain the 

integrity of the Airport Security Plan and comply with all laws, 

statutes, rules, regulations and orders, including Federal Rules 4 9 

CFR 1542, promulgated by any federal, state or local agency, 

authority, or officer, including the Federal Aviation Administration, 

the Federal Transportation Security Administration and the US 

Department of Justice. Lessee, its employees, agents or contractors 

are expressly required at all times to comply, at Lessee's or its 

employees' own expense, with all laws, statutes, rules, regulations 

and orders, including Federal Rules 49 CFR 1542, promulgated by an 

federal, state or local agency, authority, or officer, including the 

Federal Aviation Administration, the Federal Transportation Security 

Administration and the US Department of Justice. Should a penalty be 

imposed on Lessor for an incident involving Lessee's breach of 

security. Lessee agrees to reimburse Lessor for any and all such 

penalties including, but not limited to, civil fines which may be 

imposed upon Lessor by any state, local or federal agency, or officer, 

including the Transportation Security Administration. 

16. Nondiscrimination 

a) Permittee, for itself, its personal representatives, successors 

in interest and assigns, as part of the consideration hereof, 

does hereby covenant and agree that (i) no person shall be 

excluded from participation in regard to the Services to be 

9 
performed, denied the benefits of these Services, or be otherwise 

subjected to discrimination on the grounds of race, creed, color, 

national origin or sex shall be excluded from participation in, 

denied the benefits of, or otherwise be subjected to 

discrimination in the furnishing of Services, on the grounds of 

race, color or national origin, (ii) Permittee shall be in 

compliance with all other requirements imposed by or pursuant to 

Title 40, Code of Federal Regulations, Department of 

Transportation, Subtitle A, Office of the Secretary, Part 21, 

Nondiscrimination in Federally-Assisted Programs of the 

Department of Transportation-Effectuation of Title VI of the 

Civil Rights Act of 1964, and as said Regulation may be amended. 

b) Permittee shall furnish its Services at a fair, reasonable and 

not unjustly discriminatory basis to all users thereof, and it 

shall charge fair, reasonable and not unjustly discriminatory 

prices for each unit of Service, provided however, that Permittee 

may be allowed to make reasonable and nondiscriminatory 

discounts, rebates or other similar types of price reductions to 

volume purchasers. 

c) Noncompliance with subparagraphs a) or b) above shall constitute 

a material breach thereof, and, in the event of such 

noncompliance, (i) the County shall have the right to terminate 

this Agreement without liability therefore, or (ii) either 

Permittee or the United States shall have the right to judicially 

enforce subparagraphs a) or b) . 

d) The Permittee assures that it will undertake any affirmative 

action program as required by 14 CFR Part 152, Subpart E, to 

insure that no person a shall on the grounds of race, creed, 

color, national origin, or sex be excluded from participating in 

any employment activities covered in 14 CFR Part 152, Subpart E. 

Permittee assures that no person shall be excluded on these 

grounds from participating in or receiving the services or 

benefits of any program or activity covered by this subpart. The 

Permittee assures that it will require that its covered 

10 
suborganizations provide assurances to the Licensee 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. 

17. Rights Non-exclusive 

Permittee hereby acknowledges that all rights and privileges granted 

hereunder are non-exclusive and the County reserves the right to 

authorize others to perform the same, or similar services, at its sole 

discretion. 

18. Notice 

All notices, consents and approvals required or desired to be given by 

the parties hereto shall be sent in writing, and shall be deemed 

sufficiently given when same is personally delivered or deposited in 

the United States Mail, registered or certified mail, return receipt 

requested, addressed to the recipient, at the address set forth below: 

To the County: 

Airport Director 

General Mitchell International Airport 

5300 South Howell Avenue 

Milwaukee, Wisconsin 53207-6189 

To Permittee; 

19. Subordination 

This Agreement is subject and subordinate to all laws, deeds and 

existing liens, encumbrances and agreements which may now or hereafter 

affect the title to or right to use of the space from which Permittee 

11 
provides its Services and to all renewals, modifications, 

consolidations, replacements and extensions thereof. This clause 

shall be self-operative and no further instrument of siibordination 

shall be required. In confirmation of such subordination. Permittee 

shall execute promptly any certificate requested by the County. 

20. Integration 

No change or modification of any of the covenants, terms, or 

provisions hereof shall be valid unless in writing and signed by the 

parties hereto. There are no understandings or agreements of any kind 

between the parties hereto, verbal or otherwise, other than as set 

forth herein. All additions, changes or deletions herein were made 

prior to execution by either party, except that additions, changes or 

deletions made after execution by one party and before execution by 

the other shall be marginally initialed by both parties. 

21. Severability 

The provisions of this Agreement are severable and it is the intention 

of the parties hereto that if this Agreement cannot take effect in its 

entirety because of the final judgment of any court of competent 

jurisdiction holding invalid any part or parts hereof, the remaining 

provisions of this Agreement shall be given full force and effect as 

completely as it the part or parts held invalid had not been included 

herein. 

22. Headings 

The headings of the several paragraphs of this Agreement are inserted 

only as a matter of convenience, and they in no way define, limit or 

describe the scope or intent of any provision of this Agreement, not 

shall they be construed to affect in any manner the terms and 

provisions hereof or the interpretation or construction thereof. 

23 . Cessation of Services by Permittee 

Upon the expiration or termination of this Agreement, Permittee shall 

12 
immediately cease performing all its services and related activities 

at the Airport. Further, Permittee shall remove all signs, material 

equipment, supplies and any other possessions and paraphernalia used 

or owned by Permittee within five (5) days of the expiration or 

earlier termination of the Agreement and restore the location for the 

provision of Permittee's Services to its original condition. Upon 

Permittee's failure to remove as provided herein. Permittee hereby 

grants permission to the County for it to remove Permittee's 

possessions and those of others used by the Permittee, and Permittee 

agrees to pay all of the County's costs associated therewith. 

24. Applicable Law 

This Agreement shall be governed and construed in accordance with the 

laws of the State of Wisconsin. 

13 
Dated at Milwaukee, Wisconsin this ^3S ^ day of O<^r-o&. 

20 ^ 3 . 

MILWAUKEE COUNTY 

1 Date C. Bar^y Bateman 

Airport Director 

/D 2XoJ 

Date 

COUNTY 

Witness 

SCOTT .?y!EjR CH^TER, INC. 

By 

T i t le feg fpewT 

Witness 

By 

Titl e 

PERMITTEE 

14 
EXHIBIT A 

SERVICES AUTHORIZED TO BE PERFORMED 

Airframe and Engine Maintenance and Repair and/or Modification 

1. Statement of Concept. 

An aircraft engine and airframe maintenance and repair operator 

is a person or persons, firm, or corporation engaged in a 

business capable of providing one or a combination of Federal 

Aviation Agency-approved shop(s) for airframe and power plant 

overhaul and repair services on a general aviation aircraft. 

This category of aeronautical services shall also include the 

sale of aircraft parts and accessories, but such is not an 

exclusive right. 

2 . Minimum Standards. 

(a) The Operator shall lease from the County an area of not 

less than 30,000 square feet of ground space on which shall 

be located a building of at least 6,000 square feet of 

floor space, including an office, shop and and customer 

lounge and rest rooms, all properly heated and lighted. 

The Operator shall provide adequate paved auto parking 

space within the leased area sufficient to accommodate all 

activities and operations. The Operator shall provide 

adequate paved aircraft parking apron within the leased 

area sufficient to accommodate all activities and 

operations. 

(b) The Operator shall obtain and maintain, as a minimum, the 

Repair station Certificates as described in the Federal 

Aviation Regulations under Part 145 as modified or 

succeeded which are applicable to the operations 

contemplated. 

15 
EXHIBIT B 

AIRCRAFT 

Permittee is authorized to perform airframe and power plant overhauls, hot 

sections, and repair services on aircraft engines. 

16 
EXHIBIT C 

LOCATION FOR THE PERFORMANCE OF SERVICES 

Permittee is a tenant at General Mitchell International Airport (GMIA) and 

will perform services in Permittee's facilities on the GMIA premises. 

17 
EXHIBIT D 

PUBLIC LIABILITY AND AUTOMOBILE LIABILITY INSURANCE 

(1) Aircraft Liability: 

Bodily Injury 

$1,000,000 per occurrence 

Passenger Liability 

$ 300,000 each passenger, each accident 

Property Damage 

$1,000,000 each accident 

(2) Commercial General Liability and 

Property Damage: 

Bodily Injury 

$1,000,000 each occurrence 

Property Damage 

$1,000,000 each accident 

(3) Motor Vehicle Liability:* 

$1,000,000 CSL 

(4) Workers Compensation and Disability coverage as 

required by law 

*As may apply 

F:\Private\Pr0perties\Airside\Permit3\C0nunercial Operating Agt Scott Repair.doc 

18 
EXHIBIT D 

Copy of Scott Air Charter's Commercial Aeronautical Operating Permit for Aircraft 

Management Services Operator and related amendment to the Scott Air Charter Lease 
MiLWAUKE £ COUNTY' S 

GENERA L 

MITCHELL 

INTERNATIONA L AIRPOR T 

March 16, 2 0 04 

Mr. Tom Scott 

President 

Scott Air Charter 

P.O. Box 370316 

54 80 South Howell Avenue 

Milwaukee, Wisconsin 53207-0554 

Dear Mr. Scott: 

Enclosed for your file is an executed copy of Amendment No. 

2 to Airport Agreement No. HP-1207 between Milwaukee County 

and Scott Air Charter, Inc., which grants Scott Air Charter 

the right to perform aircraft management services at 

General Mitchell International Airport. The amendment is 

dated March 5, 2004, and has been assigned Airport No. HP1207b. 

Thank you for your assistance in bringing this matter to a 

close. 

Sincerely, 

7 

Kathy Nelson 

Airport Properties Manager 

Enclosure 

KN: jp 

Fi\Shared\PropertleB\AltBidB\SCOTT AIR CHARTER LESSEE HP-12enB.DOC 

5300 SOUT H HOWEL L AVENU E MILWAUKEE . W I 53207-615 6 TEL 41 4 747 530 0 FAX 414 747 4525 
AMENDMENT NO. 2 

TO 

AIRPORT AGREEMENT NO. HP-1207 

THIS AMENDMENT TO AGREEMENT made and entered into this 3 day 

of AMi^f^ 200 7 , by and between MILWAUKEE COUNTY, a 

municipal corporation in the State of Wisconsin (hereinafter called 

"Lessor") and SCOTT AIR CHARTER, INC., a Wisconsin corporation 

(hereinafter referred to as "Lessee"). 

WITNESSETH : 

THAT, WHEREAS, Lessor and Lessee have heretofore entered into a 

written agreement dated April 17, 1997, more specifically known as 

Airport Agreement No. HP-1207 for the lease of certain lands 

situated on the premises of General Mitchell International Airport; 

and 

1 

WHEREAS, Lessee requested and Lessor, by action of 'the Milwaukee 

County Board of Supervisors in its meeting of December 18, 2003, 

Journal of Proceedings File No. 03-617, to amend Airport Agreement 

No. HP-1207, 

NOW, THEREFORE, for and in consideration of the mutual covenants 

hereinafter set forth, and other rentals and fees to be paid to 

Lessor by Lessee and other valuable considerations, it is mutually 

understood and agreed between the parties that the aforesaid 

agreement dated April 17, 1997, is amended effective in the 

following particulars, to wit: 

1 -
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to 

be executed by their respective proper officers and have affixed 

their corporate seals hereto on the dates hereinafter set forth. 

APPROVED; 

MILWAUKEE COUNTY 

a municipal corporation 

-1^-0 / 

AirpoBt Director Date 

By -<^^^=£_JC:^:;^^= ^ 

Deputy Thomas C.Kenn^y^ 

Director of Public Works 

2yJ^>cif^ 

1 Date Mark Ryan 

County Clerk/ 

LESSOR 

SCOTT AIR CHARTER, INC. 

a Wisconsin corporation 

By 

Title : md ^ 

By 

Title; 

LESSEE 
STATE ^WISCONSIN ) 

) ss 

MILWAUKEE COl 

Personally came before mSvthis 

200 T , the above named Thortic 

^3fii? of F^8/ej>ftev/ 

Works for Milwaukee County, 

the foregoing instrumjpjton behalf 

acknowledged the 

by its autl 

be the free 

Kenney, Deputy Director of Public 

own to be the person who executed 

waukee County, and 

deed of said County, made 

UAil ^ 

Notary Public, Milwaukee!^Co. , Wis" 

My commission expires h Q^i-d H 

STATE OF WISCONSIN ) 

) ss 

MILWAUKEE COUNTY ) 

Personally came before me this S> day of fV\CXA>oH 

200^ , the above named Mark Ryan, County Clerk of Milwaukee County, 

to me known to be the person who executed the foregoing instrument on 

behalf of Milwaukee County, and acknowledged the same to be the free 

act and deed of said County, made by its authority. 

STATE OF WISCONSIN ) 

^aiv'Q •moo.aQix 

^r;;!>%. 

MILWAUKEE COUNTY 

) SS 

) 

Notary ablic . Mi Public , Milwaukee Co., Wi^. 

My commission expire s »Q~lS-0~1i 

Personally came before me this / day of Wi o-'-^y 

J O ^ 

200 i^ , the above named Thomas C. Kenney/ Deputy Director of Public 

Works for Milwaukee County/ to me known to be the person who executed 

the foregoing instrument on behalf of Milwaukee County/ and 

acknowledged the same to be the free aqjfe'and deed of said County/ made 

be its authority. 

Not^Jry Public Lic// Milwatflke Milwaflke e Co./ Wis. 

My commission expires Qe^it^t^ /t/, ^i>7 

-^ 

4 -
STATE OF ) 

) ss 

COUNTY OF ) 

Personally came before me this day of 

200 _ , VpuA\t. m i T^ ^c^rr /r^^/ ^ i 

(iir 

(Name) (Title ) 

and , 

(Name) (Title ) 

of SCOTT AIR CHARTER, INC., Lessee above, to me known to be the persons 

who executed the foregoing instrument and to me known to be such 

officers of said corporation, and acknowledged that they executed the 

foregoing instrument as such officers as the deed of said corporation, 

by its authority. 

Notary- Public, 

My commission expires: 

, F:\Private\Propertie3\Airside\Amendment8\2003\Scott Air Charter HP-1207 Amendment No 2.doc 
AGREEMENT FOR ISSUANCE OF A f 

COMMERCIAL AERONAUTICAL OPERATING PERMIT 

AIRPORT 

N o . 4li.-'V«) 

By this Agreement, between the County of Milwaukee, hereinafter the 

"County," and SCOTT AIR CHARTER, INC., hereinafter, "Permittee," having 

offices in Milwaukee, Wisconsin, Permittee is authorized to perform the 

commercial services set forth in Exhibit A attached hereto at General 

Mitchell International Airport, hereinafter, the "Airport" in consideration 

for the payment of fees as set forth herein and in compliance with Airport 

Rules and Regulations and terms and conditions of this Agreement. 

Permittee's Federal Identification Number is 39-14443595. 

THAT, for the considerations hereinafter set forth and the mutual covenants 

and agreements between the parties herein contained to be kept, performed, 

and observed by the parties hereto, it is mutually agreed between the 

parties as follows: 

1. Services Authorized to be Performed 

a) Permittee is authorized to provide those commercial services 

(hereafter "Services") at the Airport as identified in the 

"Milwaukee County Department of Pviblic Works Airport Division 

Schedule of Minimum Standards for Commercial Aeronautical 

Activities on Milwaukee County's Airports," attached hereto as 

Exhibit A. 

b) In consideration of the granting of this Agreement by the County, 

the Permittee agrees that it shall: 

conduct its business and render its Services in a 

professional manner consistent with industry standards and 

current business practices; 

assure that all its employees, aircraft and vehicles on the 

Airport are properly licensed as required by law; and 

furnish all necessary and proper machinery fixtures, 
equipment, personnel, supplies, materials and other 

facilities and appropriate replacements for same. 

Aircraft 

The aircraft to be managed by the Permittee for the conduct of its 

services are listed in Exhibit B which is attached hereto and made a 

part hereof. 

Location For the Performance of Services 

The County, for reasons of public safety and consistent with its 

responsibility for the safe and efficient operation of the Airport, 

shall, in its sole discretion, designate and/or approve the location 

on the Airport from which Permittee will provide its Services. The 

location designated and approved for the provision of Services under 

this Agreement is identified in Exhibit C attached hereto. 

Fee 

Permittee, in consideration of the rights and privileges granted to it 

herein agrees to pay to the County an annual fee of One Hundred Fifty 

and No/100 Dollars ($150.00) for the privilege of performing those 

Services listed in Exhibit A. 

a) Payment of the fee shall be by check or money order payable to 

the County of Milwaukee at General Mitchell International 

Airport, Box #78979, Milwaukee, Wisconsin 53278-0979; or to such 

other party or address, or both, as may be designated by County 

to Permittee upon written notice. The fee shall be paid annually 

in advance at the time of execution and delivery of this Permit 

by the Permittee to the County. No Permit shall be issued by the 

County, nor shall Permittee have the right to provide its 

Services at the Airport, until the fee is paid. 

b) In addition to the fixed fee provided for in Subparagraph a) of 

this Paragraph 4, Permittee agrees to pay when due all applicable 

Airport fees (hereinafter "Airport fees") including but not 

limited to landing fees, fuel storage/flowage fees, and tie down 

2 
fees, and badging and security related fees at the rates 

established by the County. Permittee acknowledges that the 

Airport fees may be adjusted from time to time by the County, in 

its sole discretion, and that the County may terminate this 

Permit for nonpayment of Airport fees. 

c) Interest. Unless waived by the County Board of Supervisors, 

Permittee shall be responsible for payment of interest on amounts 

not remitted in accordance with the terms of the Permit with 

Milwaukee County. The rate of interest shall be the statutory 

rate in effect for delinquent County property taxes (presently 1% 

per month or fraction of a month) as described in Subsection 

74.47(1), Wis. Stats. The obligation for payment and calculation 

thereof shall commence upon the day following the due dates 

established herein. 

d) Penalty. In addition to the interest described above. Permittee 

may be responsible for payment of penalty on amounts not remitted 

in accordance with the terms of the Permit with Milwaukee County, 

as may be determined by the administrator of this Permit, or his 

designee. Said penalty shall be the statutory rate in effect for 

delinquent County property taxes (presently .5% per month, or 

fraction of a month) as described in Milwaukee County Ordinance 

Subsection 6.06(1) and Subsection 74.47(2), Wis. Stats. The 

obligation for payment and calculation thereof shall commence 

upon the day following the due dates established herein. 

e) Nonexclusivity. This provision permitting collection of interest 

and penalty by Milwaukee County on delinquent payments is not to 

be considered Milwaukee County's exclusive remedy for Permittee's 

default or breach with respect to delinquent payment. The 

exercise of this remedy is not a waiver by Milwaukee County of 

any other remedy permitted under the Permit, including but not 

limited to termination of this Permit. 
Term 

The term of this Permit shall be for a period of one year, commencing 

February 1, 2004 and terminating January 31 2005, provided, however, 

that Permittee shall have the right to renew this Permit for 

additional one (1) year terms upon the same terms and conditions, but 

not beyond March 31, 2017; provided that such option to renew shall be 

exercised in writing to County's Airport Director not less than sixty 

(60) days prior to the expiration of the Permit. 

Termination 

a) Termination by Lapse of Time. This Agreement will terminate of 

its own accord on the termination date as stated in Paragraph 5. 

b) Termination at Will. Peinnittee may terminate this Agreement for 

any reason with twenty-four (24) hours notice. 

c) Termination for Cause. If Permittee fails to perform, keep, or 

observe any of the terms or conditions herein contained on the 

part of Permittee to be performed, kept, or observed, or if 

Permittee violates the Airport Rules and Regulations or any other 

applicable Federal State or local rules and regulations, or if 

Permittee fails to cure any notice of correction issued by the 

Airport Director or his designee, then County at its sole 

discretion, shall have the right to immediately terminate this 

Agreement and Permittee hereby consents that it will, upon such 

termination, immediately cease and desist from performing any 

further Services at the Airport. 

Assignment and Sale 

Permittee agrees that it will not sell, convey, transfer, pledge, or 

assign this Agreement of any part hereof or any rights created hereby. 

Any attempted sale, conveyance, transfer, pledge or assignment of the 

Agreement, or any rights of Permittee hereunder, shall be null and 

void, and shall be a material breach hereof and this Agreement shall 

immediately and automatically terminate at the time Permittee sells, 

conveys, transfers, pledges or assigns this Agreement. 

4 
8 . Valid Agreement For Airport Space 

a) As a condition to Permittee providing the Services authorized 

herein. Permittee shall: 

1) if occupying space rented from the County, possess a 

current and valid agreement for the use of that space for 

commercial operations, or 

2) if occupying space rented through a Permittee of the 

County, obtain from said Permittee a current and valid 

sublease for commercial operations and submit a duly 

executed original of said sublease to the County, for its 

approval. 

b) If Permittee's use of the space does not, in the County's 

opinion, require a lease or sublease, then written permission 

from the County (via this Agreement) or its Permittee (who shall 

acknowledge same by signing off on this Agreement) allowing the 

Permittee to utilize a particular location for the provision of 

commercial Services shall be sufficient. 

c) The absence of a valid sublease or written permission as noted 

above shall automatically and immediately terminate all of 

. Permittee's rights under this Agreement and Permittee agrees it 

will immediately cease and desist from the rendering of Services 

at the Airport. 

9. No Interest in Real Property 

Permittee agrees that this Agreement constitutes merely a right to 

provide Services at the Airport and does not create or convey any 

interest in real property to Permittee. 

10 . Conduct of Personnel 

a) The operations of the Permittee, by its employees, agents and 

other invitees as well as those doing business with it, shall be 

conducted in an orderly and professional manner so as not to 

annoy, disturb or be offensive to others at the Airport. 

5 
b) If directed by the County, the Permittee shall provide and its 

employees shall wear or carry badges or other suitable means of 

identification. 

11. Repairs to County Property 

The Permittee shall promptly repair or replace to the satisfaction of 

the County all property of the County damaged by the operations of the 

Permittee. The Permittee shall not install any fixture or make any 

alterations or improvements in or additions or repairs to any property 

of the County except with the prior written approval of the County. 

12 . Liabilities and Indemnities 

a) Permittee agrees to indemnify and save County harmless against 

and from any and all claims, damages, costs and expenses, arising 

from the conduct or management of the operation conducted by 

Permittee in the Leased Premises or from negligent or intentional 

acts of Permittee, its agents, contractors, servants, employees, 

invitees, sublessees, in or about the Leased Premises. In case 

any action or proceeding is brought against County by reason of 

any such claim. Permittee, upon notice from County, covenants to 

defend such action or proceedings by counsel reasonably 

satisfactory to County. 

b) Permittee understands and agrees that financial responsibility 

for such above referenced claims or damages to any person or 

property, or to Permittee's employees and agents shall rest with 

the Permittee. Permittee may effect and maintain any appropriate 

insurance coverages, including but not limited to Workers 

Compensation, Employers Liability, Aviation General Liability, 

Aircraft Owners Liability, and Environmental Impairment Liability 

Insurance to support such financial obligations. Permittee's 

indemnification obligation, however, shall not be reduced in any 

way by existence or non-existence, limitations, amount or type of 

damages, compensation or benefits payable under any insurance 

provisions. 

6 
c) In addition to the Permittee's undertaking, as stated in this 

Article, and as a means of further protecting the County, its 

officers, agents, servants and employees, the Permittee shall at 

all times during the term of the Permit obtain and maintain in 

effect Public Liability and Automobile Liability Insurance 

coverage as set forth in Exhibit D attached hereto and made a 

part hereof. In this connection the Permittee agrees to require 

its officers, agents, servants and employees doing work on the 

Airport to carry adequate insurance coverage, and if the 

Permittee so desires, it may accomplish same by an endorsement to 

the Permittee's policies to include such persons or parties as 

additional named insureds, including County. 

d) Permittee shall deliver to the County contemporaneous with the 

execution of this Agreement, a Certificate of Insurance for each 

of the insurance policies referred to above. Each such 

certificate shall contain an endorsement that it cannot be 

cancelled or materially changed unless the County is given at 

least thirty (30) days prior written notice and shall name the 

County and its officers, employees, agents and representatives, 

as additional insured. Permittee shall obtain renewals of such 

policies at least 30 days prior to the expiration thereof and 

promptly deliver to the County certificates for such renewal 

policies. 

e) The Permittee represents that it is the owner of or fully 

authorized to use any and all services, processes, machines, 

articles, marks, names or slogans used by it in its performance 

of Seirvices under or in any way connected with this Agreement. 

The Permittee agrees to save and hold the County, its officers, 

employees, agents and representatives free and harmless of and 

from any loss, liability, expense suit or claim for damages in 

connection with any actual or alleged infringement of any patent, 

trademark or copyright, or arising from any alleged or actual 

unfair competition or other similar claim arising out of the 

activities of the Permittee or in any way connected with this 

7 
Agreement. 

13. Compliance With Rules and Regulations 

a) Airport Rules and Regulations. From time to time the County may 

adopt and enforce rules and regulations with respect to the 

occupancy and use of the Airport. The Permittee agrees to 

observe and to require its officers, agents employees, 

contractors, and suppliers, to observe and obey the same, 

including compliance with the Airport's Noise Abatement Plan, as 

promulgated. Permittee agrees to observe and obey any and all 

such rules and regulations and all other applicable Federal, 

State and local rules and regulations. 

b) Access. The County reserves the right to deny access to the 

Airport and its facilities to any person, firm or corporation 

that fails or refuses to obey and comply with and of the above 

identified rules, regulations or laws. 

c) Licenses, Certificates and Permits. Permittee shall obtain all 

licenses, certificates, permits or other authorization from all 

governmental authorities having jurisdiction over the Permittee's 

activities at the Airport and provide copies thereof to the 

County. Permittee shall pay all taxes, license, certification, 

permit and examination fees and excise taxes which may be 

assessed, levied, exacted or imposed on any of its property or in 

connection with the provision of Services at the Airport. 

d) Safety and Environmental. Permittee shall conduct its operations 

safely and responsibly, and take all reasonable precautions to 

prevent environmental damage, including chemical spills. In the 

event of a chemical spill. Permittee shall notify promptly notify 

the Airport Fire Department. Permittee shall submit Hazard 

Communication Standard 29 CFR 1910.1200 Material Safety Data 

Sheet on each chemical substance present to the Airport Fire 

Department. 
14 . Signs and Antennae 

Permittee shall not post, install, erect or operate any sign, placard, 

poster, antenna or other device on any part of the Airport without the 

prior written permission of the Airport Director. Such signs and 

devices, as may from time to time be permitted by the County, shall be 

made, posted, maintained, and removed at Permittee's own cost and 

expense. The County shall have the right to remove unauthorized signs 

and devices at Permittee's expense. 

15. Security 

Lessee covenants and agrees that it will at all times maintain the 

integrity of the Airport Security Plan and comply with all laws, 

statutes, rules, regulations and orders, including Federal Rules 4 9 

CFR 1542, promulgated by any federal, state or local agency, 

authority, or officer, including the Federal Aviation Administration, 

the Federal Transportation Security Administration and the US 

Department of Justice. Lessee, its employees, agents or contractors 

are expressly required at all times to comply, at Lessee's or its 

employees' own expense, with all laws, statutes, rules, regulations 

and orders, including Federal Rules 49 CFR 1542, promulgated by an 

federal, state or local agency, authority, or officer, including the 

Federal Aviation Administration, the Federal Transportation Security 

Administration and the US Department of Justice. Should a penalty be 

imposed on Lessor for an incident involving Lessee's breach of 

security. Lessee agrees to reimburse Lessor for any and all such 

penalties including, but not limited to, civil fines which may be 

imposed upon Lessor by any state, local or federal agency, or officer, 

including the Transportation Security Administration. 

16. Nondiscrimination 

a) Permittee, for itself, its personal representatives, successors 

in interest and assigns, as part of the consideration hereof, 

does hereby covenant and agree that (i) no person shall be 

excluded from participation in regard to the Services to be 

9 
performed, denied the benefits of these Services, or be otherwise 

subjected to discrimination on the grounds of race, creed, color, 

national origin or sex shall be excluded from participation in, 

denied the benefits of, or otherwise be subjected to 

discrimination in the furnishing of Services, on the grounds of 

race, color or national origin, (ii) Permittee shall be in 

compliance with all other requirements imposed by or pursuant to 

Title 40, Code of Federal Regulations, Department of 

Transportation, Subtitle A, Office of the Secretary, Part 21, 

Nondiscrimination in Federally-Assisted Programs of the 

Department of Transportation-Effectuation of Title VI of the 

Civil Rights Act of 1964, and as said Regulation may be amended. 

b) Permittee shall furnish its Services at a fair, reasonable and 

not unjustly discriminatory basis to all users thereof, and it 

shall charge fair, reasonable and not unjustly discriminatory 

prices for each unit of Service, provided however, that Permittee 

may be allowed to make reasonable and nondiscriminatory 

discounts, rebates or other similar types of price reductions to 

volume purchasers. 

c) Noncompliance with subparagraphs a) or b) above shall constitute 

a material breach thereof, and, in the event of such 

noncompliance, (i) the County shall have the right to terminate 

this Agreement without liability therefore, or (ii) either 

Permittee or the United States shall have the right to judicially 

enforce subparagraphs a) or b) . 

d) The Permittee assures that it will undertake any affirmative 

action program as required by 14 CFR Part 152, Subpart E, to 

insure that no person a shall on the grounds of race, creed, 

color, national origin, or sex be excluded from participating in 

any employment activities covered in 14 CFR Part 152, Subpart E. 

Permittee assures that no person shall be excluded on these 

grounds from participating in or receiving the services or 

benefits of any program or activity covered by this subpart. The 

Permittee assures that it will require that its covered 

10 
suborganizations provide assurances to the Licensee 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. 

17. Rights Non-exclusive 

Permittee hereby acknowledges that all rights and privileges granted 

hereunder are non-exclusive and the County reserves the right to 

authorize others to perform the same, or similar services, at its sole 

discretion. 

18. Notice 

All notices, consents and approvals required or desired to be given by 

the parties hereto shall be sent in writing, and shall be deemed 

sufficiently given when same is personally delivered or deposited in 

the United States Mail, registered or certified mail, return receipt 

requested, addressed to the recipient, at the address set forth below: 

To the County: 

Airport Director 

General Mitchell International Airport 

53 00 South Howell Avenue 

Milwaukee, Wisconsin 53207-6189 

To Permittee: 

19. Subordinat ion 

This Agreement is subject and subordinate to all laws, deeds and 

existing liens, encumbrances and agreements which may now or hereafter 

affect the title to or right to use of the space from which Permittee 

11 
provides its Services and to all renewals, modifications, 

consolidations, replacements and extensions thereof. This clause 

shall be self-operative and no further instrument of subordination 

shall be required. In confirmation of such subordination, Permittee 

shall execute promptly any certificate requested by the County. 

20. Integration 

No change or modification of any of the covenants, terms, or 

provisions hereof shall be valid unless in writing and signed by the 

parties hereto. There are no understandings or agreements of any kind 

between the parties hereto, verbal or otherwise, other than as set 

forth herein. All additions, changes or deletions herein were made 

prior to execution by either party, except that additions, changes or 

deletions made after execution by one party and before execution by 

the other shall be marginally initialed by both parties. 

21. Severability 

The provisions of this Agreement are severable and it is the intention 

of the parties hereto that if this Agreement cannot take effect in its 

entirety because of the final judgment of any court of competent 

jurisdiction holding invalid any part or parts hereof, the remaining 

provisions of this Agreement shall be given full force and effect as 

completely as it the part or parts held invalid had not been included 

herein. 

22. Headings 

The headings of the several paragraphs of this Agreement are inserted 

only as a matter of convenience, and they in no way define, limit or 

describe the scope or intent of any provision of this Agreement, not 

shall they be construed to affect in any manner the terms and 

provisions hereof or the interpretation or construction thereof. 

23. Cessation of Services by Permittee 

Upon the expiration or termination of this Agreement, Permittee shall 

12 
immediately cease performing all its services and related activities 

at the Airport. Further, Permittee shall remove all signs, material 

equipment, supplies and any other possessions and paraphernalia used 

or owned by Permittee within five (5) days of the expiration or 

earlier termination of the Agreement and restore the location for the 

provision of Permittee's Services to its original condition. Upon 

Permittee's failure to remove as provided herein. Permittee hereby 

grants permission to the County for it to remove Permittee's 

possessions and those of others used by the Permittee, and Permittee 

agrees to pay all of the County's costs associated therewith. 

24. Applicable Law 

This Agreement shall be governed and construed in accordance with the 

laws of the State of Wisconsin. 

13 
Dated at Milwaukee, Wisconsin this Jly day of /W4f2^ f^ 

20 fi'-l . 

^r \ Tr^Y 

MILWAUKEE COUNTY 

By [1 'A.lX{^ 

C. BaMy Bateman 

Airport Director 

COUNTY 

Witness 

l-^tdtr 

SCOTT AIR CHARTER, INC. 

By Pgt/tffft'^ T- Sa>rT 

Title fU^l^^^\~ 

witness 

By 

Title 

PERMITTEE 

14 
EXHIBIT A 

SERVICES AUTHORIZED TO BE PERFORMED 

Aircraft Management Services Operator 

1. Statement of Concept: Aircraft Management Services Operator 

(a) An Aircraft Management Services Operator (Commercial Operator) is 

a person, persons, firm or corporation engaged in the business of 

providing management of another person's aircraft based on the 

airport, including aircraft storage, aircraft crewing, aircraft 

maintenance and repair, records management, and other aircraft 

related services. 

(b) Aircraft management does not include the control or operation of 

aircraft under FAR 121, FAR 125, FAR 12 9, FAR 135, or FAR 13 7. 

(c) Aircraft Management does not include the into-plane delivery of 

aircraft fuel. 

(d) The aircraft management services are provided by a person, 

persons, firm, or corporation engaged in the business of 

providing aircraft management services to individual owners with 

(1) multi-year aircraft management program agreements 

contemplated by and consistent with FAA regulations 

(2) a designated program manager; 

(3) one owner per aircraft. 

(e) No less than two aircraft, one single-engine (four place) and one 

multi-engine aircraft, or two multi-engine aircraft, shall be 

managed, with the Operator being capable of providing service 

under instrument conditions. 

2 . Minimum Standards. 

(a) The Commercial Operator subject to this section shall lease from 

the County an area of not less than 3 0,000 square feet of ground 

space on which shall be located a building of at least 6,000 

square feet of floor space, including an office and customer 

lounge and rest rooms, all properly heated and lighted. The 

Operator shall provide adequate paved auto parking space within 

the leased area sufficient to accommodate all activities and 

operations. The Operator shall provide adequate paved aircraft 

15 
parking apron within the leased area sufficient to accommodate 

all activities and operations. 

(b) In addition to the requirements of 2. (a) above, the Operator 

shall provide aircraft management services consistent with all 

applicable FAA regulations including, but not limited to, 

aircraft maintenance and repair, the hiring and scheduling of 

crewmembers, flight arrangements, and aircraft storage. The 

multi-engine passenger aircraft managed by the Operator, shall 

» meet the requirements of all applicable FAA regulations 

including, but not limited to 

(1) multi-year aircraft management program agreements 

contemplated by and consistent with FAA regulations; 

(2) a designated program manager; 

(3) one owner per aircraft. 

(c) Aircraft management services shall be available twenty-four (24) 

hours a day, seven (7) days a week. 

(d) An agreement between a Commercial Operator subject to this 

section shall be for a term mutually agreed upon between the 

parties commensurate with the Operator's financial investment in 

his facility. 

(e) The Aircraft Management Services Operator shall have in his 

employ, and on duty during the appropriate business hours, trained 

personnel in such numbers as are required to meet the minimum 

standards set forth in an efficient manner. The Operator shall 

also maintain, during all business hours, a responsible person in 

charge to supervise the operations in the leased area of the 

airport and with the authorization to represent and have available 

sufficient qualified operating crews and a satisfactory number of 

personnel for checking in passengers, handling of luggage, 

ticketing, and for furnishing or arranging for able assurance of a 

continued availability of qualified operating crews within a 

reasonable specified maximum notice period. 

(f) The Aircraft Management Services Operator shall provide proof of 

adequate experience. The following shall be considered as one 

measure of adequate experience: the individual owner or one of the 

partners of the partnership, and, if a corporate structure, the 

full-time managing officer or employee, must have had three (3) 

years' experience during the last five (5) years as an aircraft 

manager. 

16 
EXHIBIT B 

AIRCRAFT 

Permittee is authorized to perform aircraft management services of another 

person's aircraft based at General Mitchell International Airport. 

17 
EXHIBIT C 

LOCATION FOR THE PERFORMANCE OF SERVICES 

Permittee is a tenant at General Mitchell International Airport (GMIA) and 

will perform services in Permittee's facilities on the GMIA premises. 

18 
EXHIBIT D 

PUBLIC LIABILITY AND AUTOMOBILE LIABILITY INSURANCE 

(1) Aircraft Liability: 

Bodily Injury 

$1,000,000 per occurrence 

Passenger Liability 

•$ 300,000 each passenger, each accident 

Property Damage 

$1,000,000 each accident 

(2) Commercial General Liability and 

Property Damage: 

Bodily Injury 

$1,000,000 each occurrence 

Property Damage 

$1,000,000 each accident 

(3) Motor Vehicle Liability:* 

$1,000,000 CSL 

(4) Workers Compensation and Disability coverage as 

required by law 

*As may apply 

F:\Private\Properties\Airside\Permit3\Coramercial Operating Agt Scott Repair.doc 

19 
EXHIBIT E 

Copy of Sterling's Notice of Renewal to GMIA and GMIA's Acknowledgment 
Sterling Aviatioii 

January 26, 2007 

Barry Bateman 

General Mitchell International Airport 

5300 S. Howell Avenue 

Milwaukee, WI 53207 

Dear Mr. Bateman; 

This letters serves as notice that Sterling Aviation exercises its option to renew for five 

(5) years its land lease for both the North hangar and South hangar property as referenced 

in lease numbers HP 1205 and HP 1206; as amended. This renewal will extend our lease 

from April 1, 2007 until March 31, 2012; whereupon we have an additional option to 

renew for five (5) more years ending on March 31, 2017. 

In addition to extending the leases, we would like to discuss the provisions of Section 12 

"Eminent Domain" and Exhibit B of each lease. We would like to amend each lease to 

reflect the improvements made to the facilities in 2005 and 2006. These improvements 

are described in the attached Exhibit B2s which could be made part of each lease. We 

propose these improvements be amortized over twenty (20) years effective January 1, 

2006, which is the amortization period used for the last improvements made. While we 

would like to discuss the above with you, amending the leases is not a condition to the 

exercise of our option to renew. 

Please contact me when you have had an opportunity to review. 

Sincerely, 

Rob Gort, President 

Sterling Aviation 

5480 South Howell Avenue Milwaukee, WI 53207 ..:^ 414.744.1300 414.744.0547 
SterliiigAviation 

January 26, 2007 

By my signature I acknowledge receipt of a letter marked HP1206/HP1207 on this date. 

This letter contains a notification to the Airport Director of Sterling Aviation's intention 

to renew our land lease. This letter is to be delivered to Mr. Barry Bateman. 

3 02t?(e, iUA u^ 

Print Name 

Signature Q 

5480 South Howell Avenue Milwaukee, WI 53207 414.744.1300 414.744.0547