Fresno City Council
June 13, 2024

1 PEER-TO-PEER VEHICLE SHARING GROUND TRANSPORTATION PERMIT

BETWEEN

CITY OF FRESNO
AND
TURO INC.

A Delaware Corporation







 






2 Table of Contents
RECITALS ....................................................................................................................... 4 ARTICLE I – DEFINITIONS ............................................................................................ 4 ARTICLE II – PERMITTEE’S RIGHTS, PRIVILEGES, AND OBLIGATIONS .................. 7 Section 2.01: Representations and Covenants by the Permittee ................................. 7 Section 2.02: Permittee’s Rights, Privileges, and Obligations ...................................... 8 ARTICLE III – TERM ..................................................................................................... 10 Section 3.01: Term ..................................................................................................... 10 Section 3.02: Option to Extend Term ......................................................................... 10 Section 3.03: Hold Over ............................................................................................. 10 Section 3.04: Early Termination ................................................................................. 10 ARTICLE IV – PERMIT AREA ...................................................................................... 10 Section 4.01: Permit Area .......................................................................................... 10 Section 4.02: Nature of Permit ................................................................................... 11 Section 4.03: Installation of Equipment Inside or Outside the Permit Area ................ 11 ARTICLE V – FEES ...................................................................................................... 12 Section 5.01: Permit Fee............................................................................................ 12 Section 5.02: Place and Manner of Payments ........................................................... 12 Section 5.03: Monthly Report ..................................................................................... 12 Section 5.04: Late Fees ............................................................................................. 12 Section 5.05: Parking Fees ........................................................................................ 13 Section 5.06: Taxes ................................................................................................... 13 Section 5.07: Security Deposit ................................................................................... 13 Section 5.08: Records ................................................................................................ 13 Section 5.09: Failure to Maintain Records ................................................................. 14 Section 5.10: Annual Certified Statement of Gross Revenues ................................... 14 ARTICLE VI – INDEMINIFICATION, EXCEPTION OF CITY, AND INSURANCE ......... 15 Section 6.01: Indemnification and Release ................................................................ 15 Section 6.02: Exemption ............................................................................................ 16 Section 6.03: Insurance ............................................................................................. 17 Section 6.04: Delivery of Director of Insurance .......................................................... 20 Section 6.05: Expiration of Insurance Policy .............................................................. 20 Section 6.06: Adjustment of Claims ........................................................................... 20 






 






3 ARTICLE VII – ASSIGNMENT ...................................................................................... 20 Section 7.01: Assignment .......................................................................................... 20 Section 7.02: Modification .......................................................................................... 20 ARTICLE VIII – DEFAULTS AND REMEDIES .............................................................. 21 Section 8.01: Default by City ...................................................................................... 21 Section 8.02: Default by Permittee ............................................................................. 21 Section 8.03: Additional Terms .................................................................................. 23 ARTICLE IX – NON-DISCRIMINATION ........................................................................ 23 Section 9.01: Non-Discrimination ............................................................................... 23 Section 9.02: Airport Concession Disadvantaged Business Enterprise (ACDBE) Program ..................................................................................................................... 24 Section 9.03: Federal Immigration Reform and Control Act ....................................... 25 ARTICLE X – MISCELLANEOUS PROVISIONS .......................................................... 25 Section 10.01: No Personal Liability .......................................................................... 25 Section 10.02: Agreements with the United States .................................................... 25 Section 10.03: Modifications for Granting FAA Funds ............................................... 25 Section 10.04: Notices ............................................................................................... 26








 






4 This PEER-TO-PEER VEHIC LE SHARING GROUND TRANSPORTATION PERMIT (Permit) is dated as of June 1, 2024, (Effective Date) by and between the City of Fresno Airports Department (Airports Department), a municipal corporation of the State of California, and Turo Inc. (Permittee), a corporation organized and existing under the laws of the state of Delaware.

RECITALS

WHEREAS, City of Fresno (City) owns, controls, operates, and maintains through the Airports Department a municipal airport known as Fresno Yosemite International Airport (FAT), in the City and County of Fresno, California, with the power to grant rights and privileges with respect thereto; and

WHEREAS, FAT is an enterprise of City, which is operated to be self-sufficient, grants rights to operate commercially and provide critical revenues that contribute to FAT’s operation and maintenance; and

WHEREAS, Permittee desires to provide Peer-to-Peer Vehicle Sharing on a non- exclusive basis, to connect Shared Vehicle Owners with FAT’s Customers through a Peer-to-Peer Vehicle Sharing platform; and

WHEREAS, Permittee acknowledges that this Permit is being entered into under the provisions of Sections 1939.01, 1939.38, and 1939.39 of the California Civil Code, and Sections 13995.65.5 and 50474.20 of the California Government Code; and

WHEREAS, Airports Department and Permittee (singularly referred to as, “Party”, or collectively referred to as, “Parties”) desire to enter into a Permit for the operation of Peer- to-Peer Vehicle Sharing at FAT.

NOW, THEREFORE, for and in consideration of the privileges, premises, mutual covenants and agreements herein contained, Parties agree, for themselves, their successors, and assigns, and bind themselves as follows:

ARTICLE I – DEFINITIONS

The following terms and phrases shall have the meaning and significance attached to them in this Article, unless otherwise apparent from the context, for the purposes of this Permit:

A. Airport Customer: Any person who selects Airport property for delivery of a Peer- to-Peer Shared Vehicle on FAT’s property. Permittee shall ensure Airport 






 






5 Customers comply with terms and conditions of this Permit.

B. City: The City of Fresno, California, owner of Airport.

C. DBE: Disadvantaged Business Enterprise as defined by the FAA.

D. Airports Department: City of Fresno Airports Department.

E. Director: The Director of Aviation for the City of Fresno Airports Department, or designee.

F. FAA: The Federal Aviation Administration of the U.S. Department of Transportation.

G. FAT: The Fresno Yosemite International Airport, as it currently exists or as it may exist in the future throughout the Term of this Permit.

H. Fiscal Year: The City of Fresno’s fiscal year, which begins July 1 and ends June 30 each year.

I. Gross Revenues: All revenues Permittee received from Peer-to-Peer Vehicle Sharing Reservations. Such monies or other consideration specifically shall include:

1. Fees paid for Vehicle Sharing pursuant to daily or time charges and/or mileage;

2. Fees paid for acceptance of personal accident or other types of insurance (but not including collision or loss damage waiver or protection plans);

3. Other Vehicle Sharing fees including, but not limited to, rental of car seats, GPS, additional driver fees, and underage driver fees.

No deduction shall be allowed from Gross Revenues for such items as the payment of franchise taxes or taxes levied on Permittee’s activities, facilities, or real or personal property of insurance/protection including any personal accident and liability insurance; for monies paid or payable for any shared vehicles originally secured at FAT but renewed at another location; or for any other reason not included in 1 through 7 below.

The only exclusions from such Gross Revenues shall be the following:








 






6 1. Federal, State, County, or Municipal sales or use taxes now in effect or hereinafter levied on Permittee’s operations, which are separately stated and collected from customers of Permittee.

2. Amounts received as insurance or protection plan proceeds or otherwise for damages to automobile and other property of Permittee.

3. Sums received for loss, conversion, or abandonment of its vehicle or other personal property.

4. Proceeds received by Permittee from any authorized sale of its vehicles on Airport, or any other capital assets, which sale may be conducted after prior written approval by Director as may be otherwise provided herein.

5. Amounts collected from customers as proceeds for collision or loss damage waiver or protection plans.

6. Amounts for State road tolls and government issued fines or citations that are (a) paid by Permittee and charged back to the Shared Vehicle Driver or (b) received by Permittee as payment on behalf of the Shared Vehicle Driver.

7. Amounts received by Permittee from Shared Vehicle drivers which are fully passed through to Shared Vehicle Owners as post-trip reimbursements, cancellation fees, smoking fees, etc.

J. Peer-to-Peer Shared Vehicle or Shared Vehicle: A vehicle that is shared for a fee pursuant to an arms-length, remote, web-based, or mobile Peer-to-Peer Vehicle Sharing transaction.

K. Peer-to-Peer Vehicle Sharing or Vehicle Sharing: An arms-length, remote, web- based, or mobile transaction where Shared Vehicle Owner allows a third party to use the Shared Vehicle(s) for a fee. This includes, but is not limited to, Reservations through Permittee’s website, mobile application, or any other virtual platform that connects Shared Vehicle Owners with Airport Customers seeking to reserve Shared Vehicle(s), with the Shared Vehicle(s) being dropped off to the Airport Customer on FAT’s property.

L. Peer-to-Peer Vehicle Sharing Reservation or Reservation: An online electronic reservation completed for an Airport Customer in Permittee’s Peer-to-Peer Vehicle Sharing platform, website, mobile application, or other virtual platform that initiates a reservation for a Shared Vehicle between Owner and an Airport Customer where 






 






7 the Shared Vehicle Owner delivers the vehicle to the Airport Customer.

M. Permittee: The Vehicle Sharing company that has been issued this Permit by the City of Fresno Airports Department.

N. Permit Area: The City of Fresno Airports Department grants Permittee the right to use that certain property hereinafter referred to as Permit Area shown on Exhibit A, which exhibit is attached hereto and by reference made a part hereof. Permittee is prohibited from utilizing the rental car Ready-Return Lot, Employee Lot, Economy Lot, and Cell Phone Waiting Area.

O. Permit Year: A period of twelve (12) consecutive months commencing as of the Effective Date or any subsequent 12-month extension term of this Permit.

P. Shared Vehicle: A vehicle that is available for sharing through Permittee’s reservation platform.

Q. Shared Vehicle Owner or Owner: An individual or company that owns, leases, or otherwise has control over a Shared Vehicle and uses Permittee’s website, mobile application, or any other platform for Peer-to-Peer Vehicle Sharing of a Shared Vehicle. Shared Vehicles are not required to display a decal or placard to identify the Shared Vehicle, but this requirement may be modified by the Director or designee. Permittee shall ensure Shared Vehicle Owners comply with the terms and conditions of this Permit.

R. Termination Date: The date this Permit expires.

S. TSA: The Transportation Security Administration of the U.S. Department of Homeland Security.

ARTICLE II – PERMITTEE’S RIGHTS, PRIVILEGES, AND OBLIGATIONS

Section 2.01: Representations and Covenants by the Permittee

Permittee hereby makes the following representations and covenants:

Permittee is a Corporation in good standing in the State of Delaware, is duly qualified in good standing to do business in/under the laws of the State of California, is not in violation of any provision of its governing documents (e.g., articles of incorporation, by-laws, partnership agreement, etc.), has full power to own its properties and conduct its business, has full legal right, power and authority to enter into this Permit and to 






 






8 consummate all transactions contemplated hereby and by proper action has duly authorized the execution and delivery of this Permit.

Section 2.02: Permittee’s Rights, Privileges, and Obligations

A. Rights and Privileges Granted

Subject to such terms, covenants, conditions, reservations, limitations, and restrictions as are herein provided, Airports Department hereby grants Permittee the non-exclusive right and privilege to access and use FAT’s parking lots for the purposes of conducting commercial ground transportation operations for passengers and other users of FAT using Permittee’s Peer-to-Peer Vehicle Sharing Reservation platform.

B. Expansion of Rights and Privileges Considered

City may consider requests by Permittee to expand its rights and privileges to include other related activities involving the exchange of Shared Vehicles. Airports Department’s consideration of such request will include the best interests of City and its obligations under its other concession agreements, leases and contracts, as well as the appropriate business terms for agreeing to Permittee’s request. Any expansion of rights and privileges Airports Department grants shall be implemented only by written amendment to this Permit and not verbally.

C. Operating Requirements

This Permit authorizes Permittee’s operation of Peer-to-Peer Vehicle Sharing ground transportation services to Airport Customers. Permittee, through their Peer-to-Peer Vehicle Sharing Reservation platform connects Shared Vehicle Owners with Airport Customers. Airport Customers who wish to reserve a Shared Vehicle can search Permittee’s platform and find Shared Vehicles available for delivery to FAT.

Shared Vehicle Owners shall either conduct in-person face-to-face Shared Vehicle exchanges in Permit Area or use FAT’s public parking lots in Permit Area, in the same manner as any other member of the public, in which Shared Vehicle Owners will drop off and pick up Shared Vehicle in FAT’s public parking lot and be responsible for any and all applicable parking fees.

Permittee is not authorized to perform any other services on FAT’s Property.

Permittee’s operations shall be in accordance with the laws of the federal government and the State of California, the ordinances, rules, regulations and procedures of City, FAA, TSA, and the requirements of any other duly authorized 






 






9 governmental agency.

Permittee agrees to work in good faith with Airports Department if/when Airports Department institutes a trip data collecting system. Airports Department agrees to provide Permittee with a fair and reasonable amount of time, subject to Permittee’s consent, not to be unreasonably withheld, to implement such technologies.

D. Prohibited Conduct

The following activities are prohibited while operating under this Permit:

1. Violating any term or obligation found in this Permit.

2. Failing to use commercially reasonable efforts to require that any Shared Vehicle Owner or Airport Customer operate a vehicle in a safe manner as required by the California Vehicle Code.

3. Failing to use commercially reasonable efforts to prevent the operation of a vehicle that is not in a safe mechanical condition or which lacks mandatory safety equipment as defined in the California Vehicle Code.

4. Other than Permittee’s marketing and advertising activities in the ordinary course of its business, engaging in any conduct or activity intended to or apparently intended to ask, implore, or persuade a passenger to alter their previously chosen mode of ground transportation or specific ground transportation operator, except as otherwise by contract or permit with Airports Department.

5. Soliciting for or on behalf of any hotel, motel, club, nightclub, or other business.

6. Littering on or around FAT’s premises.

7. Failing to use commercially reasonable efforts to prevent any Shared Vehicle Owner or Airport Customer operating under the influence of alcoholic beverages, dangerous drugs, or illegal narcotics while on FAT’s roadways.

Any complaints received by Airports Department regarding the age, quality, safety, operating order, or condition of vehicle shall provide Airports Department the ability to suspend or revoke that vehicle from being offered on the Peer-to-Peer Vehicle Sharing Platform.








 






10 E. Fines

Airports Department may issue citations, impose fines, and/or issue a temporary suspension or permanent revocation against Shared Vehicle Owners or Airport Customers for engaging in prohibited conduct.

Permittee is responsible to promptly remedy any violation(s) issued to Shared Vehicle Owners or Airport Customers. If it does not promptly act to remedy a violation(s), Permittee shall be liable for fines associated with said violation(s) of City Ordinances or terms of this Permit.

ARTICLE III – TERM

Section 3.01: Term

This permit shall have a one-year Term beginning on June 1, 2024, and terminating on May 31, 2025.

Section 3.02: Option to Extend Term

Director or designee may grant no more than one one-year extension that may extend the termination date to May 31, 2026.

Section 3.03: Hold Over

In the event Permittee continues in possession of Permit Area after the termination of this Permit, such possession shall not be considered an extension or renewal of this Permit.

Section 3.04: Early Termination

This Permit shall be subject to an earlier termination with or without cause by either Party giving sixty (60) days advance written notice to the other.

ARTICLE IV – PERMIT AREA

Section 4.01: Permit Area

City grants Permittee the non-exclusive right to use that certain property hereinafter referred to as “Permit Area” shown in Exhibit A, which exhibit is attached hereto and by reference made a part hereof. Permittee is prohibited from using the rental car Ready Return Lot, Cell Phone Lot, Employee Lot, and Economy Lot.








 






11 Shared Vehicle Owners conducting an in-person exchange are authorized to conduct the exchange in the designated stalls on the fourth floor of the parking garage.

Section 4.02: Nature of Permit

Permittee acknowledges and agrees:

A. Permittee shall have a non-exclusive, revocable, Permit, subject to all applicable laws, and to the ordinances, rules, and regulations of City and FAT, to:

1. Operate as a Peer-to-Peer Vehicle Sharing provider at FAT utilizing its Peer-to-Peer Vehicle Sharing Reservation platform to connect Airport Customers conducting prearranged transactions for Shared Vehicles;

2. This Permit allows Shared Vehicle Owners to access FAT parking lots in connection with Permittee’s Peer-to-Vehicle Sharing platform and park Shared Vehicles in Permit Area for pick-up by Airport Customer and later retrieval by Shared Vehicle Owners;

3. This Permit allows Airport Customer or Shared Vehicle Owner to access FAT parking lots in connection with Permittee’s Peer-to-Peer Vehicle Sharing platform and acquire possession of and to return pre-arranged Shared Vehicles in Permit Area; and

4. This Permit allows Airport Customers and Share Vehicle Owners to use common-use roadways for ingress and egress to and from FAT’s parking lots in connection with Permittee’s Peer-to-Peer Vehicle Sharing platform.

Permittee represents and warrants that it is not a rental car company as provided under any laws or regulations, and covenants to not conduct any rental car operations under this Permit or at FAT. Permittee agrees to take any actions required by Airports Department to prevent any such designation or determination during this Permit’s Term.

5. Permittee agrees that all Shared Vehicles will be maintained in good operating order, mechanically safe, and in a clean, neat and attractive condition, inside and out, free of exterior body damage. Any complaints received by Airports Department regarding the age, quality, safety, operating order, or condition of vehicle shall provide Airports Department the ability to suspend or revoke that vehicle from being offered on the Peer- to-Peer Vehicle Sharing platform.

Section 4.03: Installation of Equipment Inside or Outside the Permit Area








 






12 Permittee shall not install equipment of any kind, neither inside nor outside the Permit Area, unless authorized in writing by Director or designee prior to installation.

ARTICLE V – FEES

Section 5.01: Permit Fee

Commencing on the Effective Date and monthly, no later than the twentieth (20 th) day of
each month, Permittee agrees to pay a Permit Fee Percentage Fee of Gross Revenues.

The fee shall be equal to ten percent (10%) and is based on the Permittee’s monthly certified report.

Section 5.02: Place and Manner of Payments

Permit fee due to be paid to Airports Department by Permittee hereunder shall be paid in lawful money of the United States of America, without set off, by check or credit card, made payable to City of Fresno Airports Department and delivered, as applicable, to the following address:

Via Mail/Express
City of Fresno Airports Department
Attn: Airports Accounting
4995 E. Clinton Way
Fresno, CA 93727

Section 5.03: Monthly Report

Permittee shall submit to Airports Department within twenty (20) days following the last day of each month of operation, a detailed statement of Gross revenues, in the form attached hereto as Exhibit B in an electronic format to [email protected]. The statement shall be for the preceding calendar month and shall show such reasonable details and breakdown as Director or designee may require. At a minimum, the statement shall identify the calculation of the Percentage Fee owed to Airports Department for the preceding calendar month. An authorized representative must certify all statements. If the twentieth (20
th) day of the month is a Saturday, Sunday, or FAT holiday, the statement shall be due on the next succeeding business day.

Section 5.04: Late Fees

All fees and charges to Airports Department under the provisions of this Permit not be received by Airports Department within 15 calendar days after such shall be due, a late payment charge equal to one and a half percent (1.5%) of the overdue amount added 






 






13 thereto and constituting a part thereof shall be imposed by Airports Department each and every month until the entire delinquent amount is received by Airports Department.

Section 5.05: Parking Fees

Any and all parking fees associated with utilization of any FAT parking lots or Permit Area shall be paid directly by Permittee, Airport Customer, or Shared Vehicle Owner.

Section 5.06: Taxes

Permittee agrees to pay, before delinquency, as and when due, any and all lawful taxes, assessments, or charges which, during the life hereof, may be levied by the State, County, City, and/or other tax-levying body on any part or all of the personal property of Permittee and/or upon the Possessory Interest, if any, of Permittee in FAT’s premises under this Permit.

Section 5.07: Security Deposit

A. In order to guarantee monthly payment of any fees and charges due pursuant to this Permit, Permittee must remit to Airports Department within ten (10) business days prior to the Effective Date, a Security Deposit in the amount of $5,000. The Security Deposit must be in the form of (i) a payment bond or irrevocable letter of credit, renewable annually, from an insurer or bank reasonably acceptable to Airports Department, (ii) cash, or (iii) such other form of security as Airports Department may deem reasonably acceptable.

B. At any time that any of the fees or charges owed by Permittee, or any other amounts due hereunder, are more than thirty (30) days past due, Airports Department, upon written notice to Permittee, will be entitled to apply all or any portion of the Security Deposit to the payment of such paid amounts, including reasonable costs Airports Department incurs in collecting the amounts it is owed. In any such event, Permittee must again meet the Security Deposit requirements set forth above within seven (7) business days from its receipt of such written notice.

Section 5.08: Records

Permittee shall, at all times during this Permit’s Term, keep or cause to be kept true and complete books, records, and accounts of all financial transactions in the operation of all business activities, of whatever nature, cond ucted in pursuance of the rights granted herein. The records must be supported by source documents such as sales slips, cash register tapes, invoices, or other pertinent documents. All Permittee’s books of account and records and supporting source documents related to this Permit or to business 






 






14 operations conducted within or from FAT shall be kept and made available to Airports Department at one location within the limits of City or at such other location as may be acceptable to Airports Department. Airports Department shall have the right to any and all reasonable times and with reasonable notice to examine and audit said books, records, financial statements, and documentation, without restriction, for the purpose of determining the accuracy thereof, the accuracy of the monthly statements of gross revenue submitted, and the accuracy of the percentage of gross revenues paid to Airports Department. In the event that Permittee’s business operations conducted within or from FAT are part of a larger operation, and not solely for the business operations within or from FAT, then Airports Department shall also have the right to examine and audit that part of said books, records, financial statements, and documentation of the larger business operation.

Section 5.09: Failure to Maintain Records

Permittee’s failure to keep such books of account, records, financial statements, and documentation and make them available for inspection by Airports Department is a breach of this Permit and cause for termination. Director or designee shall have the discretion to require the installation of any additional accounting methods or controls deemed necessary, subject to prior written notice in the event Permittee does not make available the original records and books of account, within the limits of City.

Section 5.10: Annual Certified Statement of Gross Revenues

Within ninety (90) days of the end of Permit Year, being that commencing on the Effective Date previously described herein, Permittee shall furnish to Airports Department a certified statement by an independent public accountant or firm of certified public accountants showing the total gross revenues of Permittee at FAT for said year and stating that gross revenues have been correctly reported in accordance with this Permit’s terms.

Within ninety (90) days following the termination of any other prior permit with Airports Department, Permittee must provide, at its sole cost and expense, an audited statement by an independent certified public accountant or firm of certified public accountants, of monthly gross revenues, as defined in any other permit with Airports Department for the period beginning at the last audited month and ending at the commencement date of this Permit.

If any certified statement provided by Permittee to Airports Department indicates that the aggregate payments made for any Permit Year were less than the amount due for that year under this Permit’s terms, the Permittee shall pay the difference at the same time it provides the certified statement to Airports Department. In the event the underpayment 






 






15 is less than five percent (5%) of the total amount due for that year, Permittee shall pay a Late Fees charge hereinafter described on the amount of such difference.

Airports Department retains the right to request audits completed by an independent certified public accountant or firm of certified public accountants, upon written notice to Permittee, when there is reasonable belief of an issue in accounting practices.

ARTICLE VI – INDEMNIFICATION, EXCEPTION OF CITY, AND INSURANCE

Section 6.01: Indemnification and Release

A. Except to any extent expressly provided for in this Permit, and to the furthest extent allowed by law, Permittee shall indemnify, hold harmless and defend City and its officers, officials, employees, agents, and volunteers (hereinafter referred to collectively as "City") from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage, including damage by fire or other casualty) arising or alleged to have arisen directly or indirectly out of the Permittee's: (i) non-exclusive use of FAT’s parking facilities; or (ii) performance of, or failure to perform, this Permit. Permittee's obligations under the preceding sentence shall apply regardless of whether City or any of its officers, officials, employees, agents, or volunteers are passively negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs, or damages caused by the active or sole negligence, or t he willful misconduct, of City or any of its officers, officials, employees, agents, or volunteers.

B. Permittee acknowledges that any and all loss, liability, fines, penalties, forfeitures, costs, and damages (whether in contract, to rt or strict liability, including but not limited to personal injury, death at any time and property damage, including damage by fire or other casualty) arising out of or in any way connected with releases or discharges of a Hazardous Substance, or the exacerbation of a potential environmental hazard, occurring as a result of or in connection with: (i) Permittee's occupancy and/or use of FAT; (ii) Permittee's activities or the activities of any of Permittee's representatives (including, without limitation, any of Permittee's Shared Vehicle Owners, Airport Customers, officers, officials, employees, agents, volunteers, consultants, sub-consultants, contractors, or subcontractors), and all reasonable costs, expenses, and liabilities for environmental investigations, monitoring, containment, abatement, removal, repair, cleanup, restoration, remediation, and other response costs, including reasonable attorney's fees and disbursements and any fines and penalties imposed for the violation of any legal requirements relating to the environment or 






 






16 human health, are expressly within the scope of the indemnity set forth above.

C. Permittee’s occupancy and/or use of FAT, and use of all or any part of FAT shall be at Permittee’s sole risk and expense. Permittee accepts all risk relating to Permittee’s: (i) occupancy and/or use of FAT; (ii) performance of, or failure to perform, this Permit. City shall not be liable to Permittee and its insurer(s) for, and Permittee and its insurer(s) hereby waive and release City from, any and all loss, liability, fines, penalties, forfeitures, costs, or damages resulting from or attributable to an occurrence on or about FAT, or all or any part of FAT in any way related to the Permittee’s operations and activities. This waiver shall not extend to any and all loss, liability, fines, penalties, forfeitures, costs, or damages caused solely by the gross- negligence, or by the willful misconduct of City.

D. Permittee shall immediately notify City of any occurrence on Permittee’s use of any Permit Areas at FAT, resulting in injury or death to any person or damage to property of any person.

E. If Permittee should contract any work at FAT or subcontract any of its obligations under this Permit, Permittee shall require each consultant, sub-consultant, contractor, and subcontractor to indemnify, hold harmless and defend City and its officers, officials, employees, agents and volunteers in accordance with the terms of this Section.

F. The provisions of this Section shall survive the termination or expiration of this Permit.

Section 6.02: Exemption

Permittee hereby specifically warrants, covenants, and agrees that City shall not be liable for injury to Permittee’s business or any loss of income therefrom or for damage to the goods, wares, merchandise or other property of Permittee, Permittee’s Shared Vehicle Owners, Airport Customers, employees, patrons, invitees, or any other person whomsoever, in or about Airport, nor shall City be liable for injury to the person of Permittee, Permittee’s Shared Vehicle Owners, Airport Customers, agents, employees, contractors, subcontractors, or invitees, whether or not said damage or injury is caused by or results from fire, steam, electricity, gas, water or rain, or from the leakage, breakage, obstruction or other defects of pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures, or from any other cause, whether or not said damage or injury results from conditions arising in or on any part or all of FAT or in or on any of the improvement(s) and facilities appurtenant thereto located ther ein or from other sources or places, and regardless of whether or not the cause of such damage or injury or the means of repairing the same is inaccessible to Permittee, except where such injury, damage, and/or loss shall have been caused solely by the gross negligence or willful misconduct of City.

Permittee also covenants and agrees that City shall not be liable for any damages arising 






 






17 from any act or neglect on the part of any third parties.

Section 6.03: Insurance

A. Throughout this Permit’s life, Permittee shall pay for and maintain in full force and effect all insurance as required herein with an insurance company(ies) rated no less than "A-VII" in the Best's Insurance Rating Guide, or (ii) as may be authorized in writing by City’s Risk Manager or designee at any time and in its sole discretion.

The City, its officers, officials, employees, agents, and volunteers (referred to collectively as “City”) requires policies of insurance as stated herein shall maintain limits of liability of not less than those amounts stated therein. However, the insurance limits available to City, shall be the greater of the minimum limits specified therein or the full limit of any insurance proceeds to the name insured.

B. If at any time during this Permit’s life or any extension, Permittee or any of its subcontractors fail to maintain any required insurance in full force and effect, all services and work under this Permit shall be discontinued immediately until notice is received by City that the required insurance has been restored to full force and effect and that the premiums therefore have been paid for a period satisfactory to City. Any failure to maintain the required insurance shall be sufficient cause for City to terminate this Permit. No action taken by City pursuant to this section shall in any way relieve Permittee of its responsibilities under this Permit. The phrase “fail to maintain any required insurance” shall include, without limitation, notification received by City that an insurer has commenced proceedings, or has had proceedings commenced against it, indicating that the insurer is insolvent.

C. The fact that insurance is obtained by Permittee shall not be deemed to release or diminish the liability of Permittee, including, without limitation, liability under the indemnity provisions of this Permit. The duty to indemnify City shall apply to all claims and liability regardless of whether any insu rance policies are applicable.

The policy limits do not act as a limitation upon the amount of indemnification to be provided by Permittee. Approval or purchase of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of Permittee, vendors, suppliers, invitees, contractors, subcontractors, or anyone employed directly or indirectly by any of them.

Coverage shall be at least as broad as:

1. The most current version of Insurance Services Office (ISO) Commercial General Liability Coverage Form CG 00 01, providing liability coverage arising out of your business operations. The Commercial General Liability policy shall be written on an occurrence form and shall provide coverage for "bodily injury," "property damage," and "personal and advertising injury" 






 






18 with coverage for premises and operations (including the use of owned and non-owned equipment), products and completed operations, and contractual liability (including, without limitation, indemnity obligations under the License) with limits of liabilit y not less than those set forth under "Minimum Limits of Insurance."

2. The most current version of ISO Commercial Auto Coverage Form CA 00 01, providing liability coverage arising out of the ownership, maintenance or use of automobiles in the course of your business operations. The Automobile Policy shall be written on an occurrence form and shall provide coverage for all owned, hired, and non-owned automobiles or other licensed vehicles (Code 1 – Any Auto).

3. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance.

Minimum Limits of Insurance

Permittee shall maintain limits of liability of not less than those set forth below. However, insurance limits available to City and each of its officers, officials, employees, agents, and volunteers as additional insureds, shall be greater of the minimum limits specified herein or the full limit of any insurance proceeds available to the name insured:

A. COMMERCIAL GENERAL LIABILITY: insurance which shall be at least as broad as the most current version of Insurance Services Office (ISO) form CG 00 01 and shall include insurance for “bodily injury”, “property damage”, and “personal and advertising injury”, including premises and operation, products and completed operations an d contractual liability (including without limitation, indemnity obligations under the Permit) with limits of liability not less than $1,000,000 per occurrence and $2,000,000 general aggregate for bodily injury and property damage, $1,000,000 per occurrence for personal and advertising injury and $2,000,000 aggregate for products and complete operations.

B. COMMERCIAL AUTOMOBILE LIABILITY: insurance which shall be at least as broad as the most current version of Insurance Services Office (ISO) form CA 00 01 10 13 and shall include coverage for “non-owned vehicles” with limits of liability of not less than $1,000,000 per accident for bodily and property damage.

C. WORKERS’ COMPENSATION: insurance as required under the California Labor Code.

D. EMPLOYER’S LIABILITY INSURANCE: insurance with limits of liability not less than $1,000,000 each accident, $1,000,000 disease each employee, 






 






19 and $1,000,000 disease policy limit.

Permittee shall be responsible for payment of any deductibles contained in any insurance policies required hereunder and Permittee shall also be responsible for payment of any self-insured retentions.

The above-described policies of insurance shall provide an unrestricted thirty day written notice in favor of City, of policy cancellation, or reduction of coverage, except for the Workers' Compensation policy, which shall provide a ten (10) day written notice of such cancellation, or reduction of coverage. Upon issuance by the insurer, broker, or agent of a notice of cancellation, or reduction in coverage, Permittee shall file with City a certified copy of the certificates and endorsements for such policy, and applicable sections of the insurance policy to verify coverages required herein.

The General Liability and Automobile Liability insurance policies shall be written on an occurrence form and shall include the City of Fresno, its officers, officials, employees, agents, and volunteers as an additional insured. Such policy(ies) of insurance shall be endorsed so Permittee's insurance shall be primary, and no contribution shall be required of City. Any Workers' Compensation insurance policy shall contain a waiver of subrogation as to City, its officers, officials, agents, employees, and volunteers. Permittee shall furnish City with the certificate(s) and applicable endorsements for ALL required insurance prior to City's execution of this Permit via e-mail at the following address:

City of Fresno Airports Department
Attn: Properties Division
4995 E. Clinton Way
Fresno, CA 93727
[email protected]

or to such other address as City may, from time to time, provide Permittee in writing during the Term.

Any failure to maintain the required insurance shall be sufficient cause for City to terminate this Permit provided that the Permittee shall have five (5) business days to provide City with replacement coverage
.

Permittee shall have the right to provide the coverage specified in this Article by a program of self-insurance, which has been approved by the State of California. Permittee shall furnish City with a self-insured certificate of insurance and applicable endorsements. Said certificate and applicable endorsements shall document that Permittee's self-insurance program is approved by the State of California; the retention level of such self-insurance program; and that the policy of insurance is primary, and no contribution shall be required 






 






20 by City. Permittee shall also supply the name of Permittee's excess insurance carrier at the time the certificate of self-insurance is supplied to City.

Section 6.04: Delivery of Insurance to Director

Permittee must deliver, without request or demand, to Director or designee, a certificate of insurance and all applicable endorsements or other evidence of insurance coverage required by this Article in form and content satisfactory to City's Risk Manager or designee. Permittee must update such evidence of insurance not less frequently than annually.

Section 6.05: Expiration of Insurance Policy

Promptly following the expiration of any insurance policy required by this Article, Permittee must submit to Director or designee a certificate of insurance and all applicable endorsements showing that such insurance coverage has been renewed. If such coverage is cancelled, reduced or obtained through another insurer or insurers on at least as broad of terms, Permittee, within five business days following the date of written notice from the insurer of such cancellation or reduction in coverage, must file with Director or designee a certificate of insurance and all applicable endorsements showing that the required insurance has been reinstated or provided through another insurer or insurers.

Section 6.06: Adjustment of Claims

In the event that Permittee agrees to self-insure in accordance with Section 6.03, Permittee must provide for the prompt and efficient handling of all claims for bodily injury, property damage arising out of the activities of Permittee under this Permit .

ARTICLE VII – ASSIGNMENT

Section 7.01: Assignment

During the Term, neither Party shall assign this Permit to any other person or entity, whatsoever.

Section 7.02: Modification

Unless stated otherwise in this Permit, no provision of this Permit may be waived, modified, or amended except by written amendment signed by City and Permittee.

No act, conversation, or communication with any officer, agent, or employee of Airports Department, either before or after the execution of this Permit, will affect or modify the 






 






21 term or terminology of this Permit and any such act, conversation, or communication will not be binding upon Airports Department or Permittee.

ARTICLE VIII – DEFAULTS AND REMEDIES

Section 8.01: Default by Airports Department

The City has no obligations to perform under this Permit and therefore shall not be in default.

Section 8.02: Default by Permittee

A. Defaults: The occurrence of any of the following events shall constitute a material default and breach of this Permit by Permittee:

1. The failure by Permittee to use FAT for lawful purposes only and/or failure by it to comply with or observe any statute, law, ordinance, rule, regulation, standard or requirement of any federal, state, or local government entity with respect to its occupancy(ies) and/or use(s) of any part or all of the Airport, as such statutes, laws, ordinances, rules, regulations, standards or requirements exist(ed) on the commencement date of the Term or as such may exist at any time and from time to time during the Term, where any such failure shall be evidenced by either a finding or judgment of any court of competent jurisdiction or where any such shall be admitted by Permittee in any proceeding brought against Permittee by any government entity.

2. The inability of and/or failure of Permittee to obtain, pay for, and maintain in full force and effect at all times during this Permit’s life, without any lapse in coverage, such insurance as shall be required of Permittee hereunder.

3. The occurrence of any of the following:

a. Permittee's becoming insolvent or the making by it, of any general arrangement or an assignment for the benefit of creditors;

b. The filing by or against Permittee of a petition to have it adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy unless, in the case of a petition filed against Permittee, the same is dismissed within sixty (60) calendar days;








 






22 c. The appointment of a receiver to take possession of substantially all of Permittee’s assets located in, on or about, or of Permittee’s interest in this Permit, where such seizure is not discharged within thirty (30) calendar days.

d. The attachment, execution, or other judicial seizure of substantially all of Permittee’s assets located in, on or about FAT, or of Permittee’s interest in this Permit, where such seizure is not discharged within thirty (30) calendar days.

4. The discovery by Airports Department that any financial statement provided to Airports Department by Permittee was materially false.

5. Any attempted/purported assignment, of this Permit, in whole or in part.

6. The failure by Permittee to make any payment of Permit Fees or any other required payment, or to furnish any Security Deposit or instrument, as and when due hereunder, where such failure shall continue for a period of ten (10) days following service of notice thereof upon Permittee by Airports Department.

7. The failure of Permittee to keep, observe, undertake, fulfill, or perform any of the material terms, covenants, conditions, warranties, agreements, obligations, and/or provisions of this Permit.

B. City’s Remedies.

1. Termination. Upon the occurrence of any material default and Permittee's failure to cure such default within a reasonable period of time, but in no event later than thirty (30) days after written notice is served upon Permittee by Airports Department specifying wherein Permittee has failed to perform any such obligations and breach of this Permit by Permittee as set forth within this Article, above, Airports Department may then immediately, or at any time thereafter, terminate this Permit by service of a minimum of ten (10) days advance written notice to such effect upon Permittee and this Permit shall terminate at 11:59:59 p.m., on the termination date specified within such notice.

a. Such notice shall as a minimum, set forth the following the default and breach which resulted in such termination by Airports Department.








 






23 b. Such notice may contain any other notice which Airports Department may, at its option, desire or be required to give (e.g., “Demand for Payment” of any and all monies due and owing).

2. Recovery. The amount of damages Airports Department may recover following such termination of this Permit shall include unpaid fees, which had been earned at the time of this Permit’s termination.

Section 8.03: Additional Terms

A. Other. In the event Permittee causes or threatens to cause a breach of any of the covenants, terms or conditions contained in this Permit, Airports Department shall be entitled to obtain all sums held by Permittee, by any trustee or in any account provided for herein, to enjoin such breach or threatened breach and to invoke any remedy allowed at law, in equity, by statute or otherwise as though re-entry, summary proceedings and other remedies were not provided for in this Permit.

B. Cumulative Remedies. Each right and remedy of the City provided for in this Article or now or hereafter existing at law, in equity, by statute or otherwise shall be cumulative and shall not preclude the City from exercising any other rights or from pursuing any other remedies provided for in this Permit or now or hereafter available to the City under the laws or judicial decisions of the State of California.

C. Indemnification. Nothing contained within this Section of this Article affects the right of the City to indemnification by Permittee, as herein provided, for liability arising from personal injuries or property damage prior to the termination of this Permit.

ARTICLE IX – NON-DISCRIMINATION

Section 9.01: Non-Discrimination

A. To the extent required by controlling federal, state and local law, Permittee shall not employ discriminatory practices in the provision of services, employment of personnel, or in any other respect on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era. Subject to the foregoing and during the performance of this Permit, Permittee agrees as follows:

1. Permittee will comply with all applic able laws and regulations providing that no person shall, on the grounds of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, 






 






24 marital status, sex, age, sexual orientation, gender identification, ethnicity, status as a disabled veteran or veteran of the Vietnam era be excluded from participation in, be denied the benefits of, or be subject to discrimination under any program or activity made possible by or resulting from this Permit.

2. Permittee will not discriminate ag ainst any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, gender identification, ethnicity, status as a disabled veteran or veteran of the Vietnam era. Permittee shall ensure that applicants are employed, and the employees are treated during employment, without regard to their race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, gender identification, ethnicity, status as a disabled veteran or veteran of the Vietnam era. Such requirement shall apply to Permittee's employment practices including, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. Permittee agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provision of this nondiscrimination clause.

3. Permittee will, in all solicitations or advertisements for employees placed by or on behalf of Permittee in pursuit hereof, state that all qualified applicants will receive consideration for employment without regard to race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era.

4. Permittee will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice advising such labor union or workers' representatives of Permittee's commitment under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

Section 9.02: Airport Concession Disad vantaged Business Enterprise (ACDBE) Program

City has developed and maintains and Permittee at all times hereunder, when applicable, shall comply with the Disadvantaged Business Enterprise Concession Plan for the Airport in accordance with U.S. Department of Transportation regulations 49 CFR Part 23, 






 






25 Subpart F, which plan establishes policies and procedures designed to promote City's interest in establishing FAT’s concession opportunities for Disadvantaged Business Enterprises and sets lawful, realistic and reasonable goals therefore, as enforceable in the Ninth Circuit.

Any questions concerning Disadvantage d Business Enterprise (DBE) issues should be director to DBE Program Coordi nator, City of Fresno General Services Department, Purchasing Division, 2101 G Street, Bldg. A, Fresno, CA 93706; telephone (559) 621-1154.

Section 9.03: Federal Immigration Reform and Control Act

As a material part of any permit or concession on a City property, every Permittee who has employees who will work on a City property is required to comply with all of the provisions of the Federal Immigration Reform and Control Act of 1986 (P.L. 99-603, 100 Stat. 3359), as applicable. This requirement includes compliance with all of the employee documentation provisions. Furthermore, Permittee will make any employee documentation required to comply with such Act immediately available to City, upon its request for each individual employee working on a City property.

ARTICLE X – MISCELLANEOUS PROVISIONS

Section 10.01: No Personal Liability

No City of Fresno Councilperson, Director, officer, employee or other agent of either Party shall be personally liable under or in connection with this Permit.

Section 10.02: Agreements with the United States

This Permit is subject and subordinate to the provisions of any agreements heretofore made between City and the United States relative to the operation, security, or maintenance of FAT, the execution of which has been required as a condition precedent to the transfer of federal rights or property to City for airport purposes, or to the expenditure of federal funds for development of FAT, in accordance with the provisions of the Federal Aviation Act as it has been amended from time to time. This may include rules and regulations promulgated by the TSA and/or Airport security plan/requirements including pursuant to 49 CFR Part 1542, as modified from time to time by legislative/regulatory action. These FAA Grant Assurances attached hereto as Exhibit C are incorporated herein.

Section 10.03: Modifications for Granting FAA Funds








 






26 In the event that the FAA or TSA requires modifications or changes to this Permit, Permittee agrees to consent to such amendments, modifications, revisions, supplements or deletions of any of the terms, conditions or requirements of this Permit as reasonably may be required to enable Airports Department to obtain FAA funds.

Section 10.04: Notices

A. All notices required to be served by Airports Department or Permittee, one upon the other, under the terms of this Permit shall be in writing.

B. All notices or demands of any kind which Airports Department shall have cause to serve upon Permittee under this Permit’s terms shall be served upon Permittee by mailing a copy thereof by certified or registered mail, return receipt requested, to Permittee at the address shown below or to such other address as Permittee may, from time to time, specify to Airports Department in writing.

All notices or demands of any kind which Permittee shall have cause to serve upon Airports Department under this Permit’s terms shall be served upon Airports Department by mailing a copy thereof by certified or registered mail, return receipt requested, to Airports Department at the address shown below or to such other address as Airports Departments may, from time to time, specify to Permittee in writing.

City of Fresno Airports Department
Attn: Properties Division
4995 E. Clinton Way
Fresno, CA 93727

In the event of any service of notice or demand by mail, as aforesaid, such notice or demand shall be deemed to have been sufficiently served as of 12:00:01 a.m., on the fourth (4th) calendar day following the date of deposit in the United States mail of such certified or registered mail properly addressed and postage prepaid.

Section 10.05: Amendments

This Permit may be amended from time to time by written Amendment, duly authorized and executed by Parties’ representatives hereto.

Section 10.06: Headings, Construction of Permit; Gender

The headings of each Section of this Permit are for reference only. Unless the context of this Permit clearly requires otherwise, all terms and words used herein, regardless of the 






 






27 number and gender in which used, shall be construed to include any other number, singular or plural, or any other gender, masculine, feminine or neuter, the same as if such words had been fully and properly written in that number or gender. Words of any gender in this Permit will be held and construed to include any other gender.

Section 10.07: Force Majeure

Neither Airports Department nor Permittee will be deemed in violation of this Permit if either is prevented from performing any of the obligations hereunder by reason of strikes, boycotts, labor disputes, embargoes, shortages of materials, acts of God, acts of public enemy, acts of superior governmental autho rity, weather condition s, riots, rebellion, sabotage, pandemic, or any other circumstances for which it is not responsible or which are not within its control.

Section 10.08: Exclusiveness of Permittee’s Rights

Nothing herein contained shall be deemed to grant to Permittee any exclusive right or privilege within the meaning of Section 3.08 of the Federal Aviation Act for the conduct of any activity on the FAT.

Section 10.09: Withholding Required Approvals

Whenever the approval of Airports Department or Director or Permittee is required herein, no such approval shall be unreasonably conditioned, delayed or withheld.

Section 10.10: Inspection of City Records

Permittee, at its expense and upon reasonable notice, shall have the right to inspect the books, records and other data of City relating to the provisions and requirements hereof, provided such inspection is made during regular business hours.

Section 10.11: Successors and Assigns

Subject to the limitations on assignment contained herein, all of the terms, provisions, covenants, stipulations, conditions and considerations in this Permit shall extend to and bind the legal representatives, successors and assigns of the Parties hereto.

Section 10.12: Accord and Satisfaction

No payment by Permittee or receipt by Airports Department of a lesser amount than the rent, fees and/or charges due to be made by Permittee hereunder shall be deemed to be other than on account of the rent, fees and/or charges due. No endorsement or statement 






 






28 on any check or in any letter accompanying any check or payment as rent; fees and or charges shall be deemed an accord and satisfaction. Airports Department may accept such check or payment without prejudice to Airports Department’s right to recover the balance of such rent, fees and/or charges or to pursue any other remedy provided in this Permit.

Section 10.13: Observation of Governmental Regulations

Airports Department’s FAT Rules and Regulations: Airports Department reserves the right to adopt, amend, and enforce reasonable rules and regulations governing FAT, including but not limited to the public areas and any facilities used by Permittee in connection therewith. Such rules and regulations shall be consistent with the safety, security and overall public utility of Airport and with the rules, regulations and orders of the FAA (or such successor agency[ies] as may, at any time and from time to time during the Term be designated by the Federal Government to perform either similar, new, additional, and/or supplemental functions, powers and/or duties with respect to air transportation, aircraft, Airports, etc.), and such rules and regulations shall not be inconsistent with the provisions of this Permit or the procedures prescribed and approved, from time to time, by the FAA with respect to the operation of aircraft at FAT. Permittee agrees to observe, obey and abide by all such rules and regulations heretofore or hereafter adopted or amended by Airports Department, including compliance with all FAA and FAT’s security rules, regulations and plans, including any and all measures mandated by the FAA from time to time to provide increased levels of security at FAT, and Permittee shall be fully liable to Airports Department for any and all claims, demands, damages, fines and/or penalties of any nature whatsoever which may be imposed upon City by the United States Government as a result of any unauthorized entry by Permittee, Permittee's employees, agents, representatives, servants, tenants, and/or sub-lessees, or vehicle operated by any of these or by a customer of Permittee, into any area of FAT to which access by persons or vehicles is restricted/controlled pursuant to FAA/FAT’s Security Rules and Regulations.

Other Governmental Regulations: Permittee shall, at all times during the Term, observe, obey and comply with any and all laws, statutes, ordinances, codes, rules, regulations, and/or orders of any governmental entity(ies) lawfully exercising any control(s) over either FAT or over any part or all of Permittee's activities/ operations thereon and/or therefrom, including, without limitation, any and all local business license and/or permit requirements.

Increased Levels of Security: In the event Airports Department must provide for an increased level of security in the areas occupied or used by any or all of the Permittees as mandated by the TSA, the Permittee agrees that the Airports Department shall have the following options:








 






29 1. Require Permittee to take whatever steps are necessary to meet the security requirements of the TSA mandate, at its own cost and expense; or

2. In the event of closure of any part of Permit Area (as designated in Exhibit A hereto) Airports Department may, at its option provide an alternate location for such area, but shall not be required to do so.

Section 10.14: Governing Law and Venue

This Permit shall be construed and governed in accordance with the laws of the State of California. The parties submit to the jurisdiction of the courts of the State of California, Fresno County.

Section 10.15: Waiver

Waiver by the City of any term, covenant, or condition hereof shall not operate as a waiver of any subsequent breach of the same or of any other term, covenant or condition. No term, covenant, or condition of this Permit can be waived except by written consent of the City, and forbearance or indulgence by the City in any regard whatsoever shall not constitute a waiver of same to be performed by Permittee to which the same may apply and, until complete performance by Permittee of the term, covenant or condition, the City shall be entitled to invoke any remedy available to it under this Permit or by law despite any such forbearance or indulgence.

Section 10.16: Modification

Unless stated otherwise in this Permit, no provision of this Permit may be waived, modified, or amended except in writing and signed by both Parties hereto.

Section 10.17: Severability of Provisions

Except, as specifically provided in this Permit, all of the provisions of this Permit shall be severable. In the event that any provision of this Permit is found by a court of competent jurisdiction to be unconstitutional or unlawful, the remaining provisions of this Permit shall be valid unless the court finds that the valid provisions of this Permit are so essentially and inseparably connected with and so dependent upon the invalid provision(s) that it cannot be presumed that Parties could have included the valid provisions without the invalid provision(s); or unless the court finds that the valid provisions, standing alone, are incapable of being performed in accordance with the Parties’ intentions.

Section 10.18: Conflicts of Interest








 






30 No officer or employee shall have any financial interest, direct or indirect, in any contract with City or be financially interested, directly or indirectly, in the sale to the City of any land, materials, supplies or services, except on behalf of the City as an officer or employee. No officer or employee shall be in litigation with City or any of its agents at the time this Permit is executed. Permittee shall complete Exhibit D “Disclosure of Conflict of Interest,” and update same if/when any re sponses there to change, so that City may determine whether a conflict exists. Any violation of this section, with knowledge, express or implied, of the person or corporation contracting with City shall render the Permit involved voidable by Fresno’s City Manager or the Fresno City Council.

Section 10.19: Entire Permit

This Permit, together with all documents referenced herein and exhibits attached hereto, constitutes the entire Permit between Parties. All other representations or statements heretofore made, verbal or written, are merged herein.

Section 10.20: Confidentiality

As used herein, "Confidential Information" means all confidential information disclosed by a party (Disclosing Party) to the other party (Receiving Party), whether orally or written, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

Confidential Information shall include, but not be limited to, business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information shall not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, (iv) was independently developed by the Receiving Party or (v) was disclosed with the prior written approval of the Disclosing Party. Except as otherwise permitted in writing by the Disclosing Party, (i) the Receiving Party shall protect the Disclosing Party's Confidential Information by using the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care), and shall not disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of these terms, and (ii) the Receiving Party shall limit access to Confidential Information of the Disclosing Party to those of its employees, contractors and agents who need such access for purposes consistent with these terms and who are bound by confidentiality agreements with the Receiving Party containing protections no less stringent than those herein. The Receiving Party may disclose Confidential Information of the Disclosing Party if it is compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the 






 






31 Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure. Except as expressly set forth herein, no license or other rights to Confidential Information are granted or implied hereby by either. Upon termination of this Permit, each Party shall, within fifteen (15) days promptly return or destroy the other Party’s Confidential Information except as may be required for backup, disaster recovery or business continuity and in such case the obligations hereunder shall survive until such Confidential Information is destroyed or returned.

Any information that Permittee makes available to Airports Department pursuant to this Permit is deemed to be confidential and proprietary information (Permittee confidential information), regardless of whether the records are marked as such, and shall not be disclosed to anyone without Permittee's express written permission unless required to be disclosed by applicable law or a court order; including without limitation the public records laws, provided that City notifies Permittee of such requirement promptly prior to disclosure, and provided further that City makes diligent efforts to limit disclosure pursuant to any available bases set forth in the Public Records Act or other applicable law. If City is required to release Permittee's confidential information, it nevertheless shall use any available authorities to redact personal or business confidential information from such records to the extent consistent with applicable law and the final judgment.

This provision shall survive any termination of this Permit.

Section 10.21: Limitation on Damages

Notwithstanding anything in this Permit to the contrary, in no event will either Party be liable to the other Party for any consequential, incidental, or special damages, or lost revenues or lost profits.

[Signatures on following page]








 






32 ARTICLE XI: SIGNATURE

IN WITNESS WHEREOF, Airports Department has caused this Permit to be executed and issued by its Director of Aviation, and Permittee, by the signature(s) of its duly authorized officer(s) hereunto below affixed, has accepted this Permit and acknowledged and/or agreed to all the terms, covenants, conditions, warranties, agreements, and provisions herein contained, as of the day and year first above written.

CITY OF FRESNO, CALIFORNIA
A Municipal Corporation

By:

Henry Thompson, A.A.E., IAP
Director of Aviation

Address for Notice:

City of Fresno Airports Department
4995 E. Clinton Way
Fresno, CA 93727

APPROVED AS TO FORM:

Andrew Janz
City Attorney

By:

Brandon M. Collet Date
Assistant City Attorney

ATTEST:

Todd Stermer, CMC
City Clerk
By:

Deputy

TURO INC
A Delaware Corporation

By:

Name: ________________________

Title:
(If corporation or LLC., must be CEO/
President of Board/Vice President of
Board)

By:

Name: ________________________
Title:
(If corporation or LLC., must be
CFO/Treasurer/Secretary)

Address for Notice:

Turo, Inc.

___________________________

___________________________

Exhibit A Permit Area
Exhibit B Monthly Report
Exhibit C Grant Assurances
Exhibit D Disclosure of Conflict of Interest







 






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PEER-TO-PEER VEHICLE SHARING GROSS RECEIPTS REPORT
Permittee Name: _______________________________________________________ For Period: ____________________________ Through ____________________ Total Monthly Gross Receipts: _____________________ Total Number of Airport Transactions: _____________________ Gross Receipts Generated for the Month Fee Rate Percentage Fee Due ________________________________ x 10% = ____________________ I, ______________________, do hereby certify that I am the ______________________________ , of _______________________, and that in accordance with the terms of our peer-to-peer vehicle sharing ground transportation permit, there is set forth below, a true statement of our revenue received from our operations.

Prepared By: _________________________ Title: _______________________________ Signature of Preparer: __________________________________________________________ Date: _________________________ Phone: _____________________________

Instructions:

1. Complete report, leaving no blank space.

2. Submit report via email to [email protected].

3. Make check payable to City of Fresno and mail to:

City of Fresno Phone (559) 621-4500
Airports Department
4995 E. Clinton Way
Fresno, CA 93727

4. Submit report and fees by the 20th day of the month, for the prior month. 






 







EXHIBIT &







 






Airport Sponsor Assurances 5/2022 Page 1 of 19
FAA
Airports

ASSURANCES

AIRPORT SPONSORS
A. General.

1. These assurances shall be complied with in the performance of grant agreements for airport development, airport planning, and noise compatibility program grants for airport sponsors.

2. These assurances are required to be submitted as part of the project application by sponsors requesting funds under the provisions of Title 49, U.S.C., subtitle VII, as amended. As used herein, the term "public agency sponsor" means a public agency with control of a public-use airport; the term "private sponsor" means a private owner of a public-use airport; and the term "sponsor" includes both public agency sponsors and private sponsors.

3. Upon acceptance of this grant offer by the sp onsor, these assurances are incorporated in and become part of this Grant Agreement.

B. Duration and Applicability.

1. Airport development or Noise Compatibility Program Projects Undertaken by a Public Agency Sponsor.

The terms, conditions and assurances of this Grant Agreement shall remain in full force and effect throughout the useful life of the facilities developed or equipment acquired for an airport development or noise compatibility program project, or throughout the useful life of the project items installed within a facility under a noise compatibility program project, but in any event not to exceed twenty (20) years from the date of acceptance of a grant offer of Federal funds for the project. However, there shall be no limit on the duration of the assurances regarding Exclusive Rights and Airport Revenue so long as the airport is used as an airport. There shall be no limit on the duration of the terms, conditions, and assurances with respect to real property acquired with federal funds. Furthermore, the duration of the Civil Rights assurance shall be specified in the assurances.

2. Airport Development or Noise Compatibility Projects Undertaken by a Private Sponsor.

The preceding paragraph (1) also applies to a private sponsor except that the useful life of project items installed within a facility or the useful life of the facilities developed or equipment acquired under an airport development or noise compatibility program project shall be no less than ten (10) years from the date of acceptance of Federal aid for the project.

3. Airport Planning Undertaken by a Sponsor.

Unless otherwise specified in this Grant Agreement, only Assurances 1, 2, 3, 5, 6, 13, 18, 23, 25, 30, 32, 33, 34, and 37 in Section C apply to planning projects. The terms, conditions, and 






 







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assurances of this Grant Agreement shall remain in full force and effect during the life of the project; there shall be no limit on the duration of the assurances regarding Exclusive Rights and Airport Revenue so long as the airport is used as an airport.

C. Sponsor Certification.

The sponsor hereby assures and certifies, with respect to this grant that:

1. General Federal Requirements
It will comply with all applicable Federal laws, regulations, executive orders, policies, guidelines, and requirements as they relate to the application, acceptance, and use of Federal funds for this Grant including but not limited to the following:

FEDERAL LEGISLATION
a. 49 U.S.C. subtitle VII, as amended.
b. Davis-Bacon Act, as amended — 40 U.S.C. §§ 3141-3144, 3146, and 3147, et seq. 1 c. Federal Fair Labor Standards Act – 29 U.S.C. § 201, et seq. d. Hatch Act – 5 U.S.C. § 1501, et seq.2
e. Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, 42 U.S.C. § 4601, et seq.1, 2
f. National Historic Preservation Act of 1966 – Section 106 – 54 U.S.C. § 306108.1 g. Archeological and Historic Preservation Act of 1974 – 54 U.S.C. § 312501, et seq.1 h. Native Americans Grave Repatriation Act – 25 U.S.C. § 3001, et seq. i. Clean Air Act, P.L. 90-148, as amended – 42 U.S.C. § 7401, et seq. j. Coastal Zone Management Act, P.L. 92-583, as amended – 16 U.S.C. § 1451, et seq. k. Flood Disaster Protection Act of 1973 – Section 102(a) - 42 U.S.C. § 4012a.1 l. 49 U.S.C. § 303, (formerly known as Section 4(f)).
m. Rehabilitation Act of 1973 – 29 U.S.C. § 794.
n. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color, national origin). o. Americans with Disabilities Act of 1990, as amended, (42 U.S.C. § 12101 et seq.) (prohibits discrimination on the basis of disability).
p. Age Discrimination Act of 1975 – 42 U.S.C. § 6101, et seq. q. American Indian Religious Freedom Act, P.L. 95-341, as amended. r. Architectural Barriers Act of 1968, as amended – 42 U.S.C. § 4151, et seq.1 s. Powerplant and Industrial Fuel Use Act of 1978 – Section 403 – 42 U.S.C. § 8373.1 t. Contract Work Hours and Safety Standards Act – 40 U.S.C. § 3701, et seq.1 u. Copeland Anti-kickback Act – 18 U.S.C. § 874.1







 







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v. National Environmental Policy Act of 1969 – 42 U.S.C. § 4321, et seq.1 w. Wild and Scenic Rivers Act, P.L. 90-542, as amended – 16 U.S.C. § 1271, et seq. x. Single Audit Act of 1984 – 31 U.S.C. § 7501, et seq.2 y. Drug-Free Workplace Act of 1988 – 41 U.S.C. §§ 8101 through 8105. z. The Federal Funding Accountability and Transparency Act of 2006, as amended (P.L. 109-282, as amended by section 6202 of P.L. 110-252).
aa. Civil Rights Restoration Act of 1987, P.L. 100-259. bb. Build America, Buy America Act, P.L. 117-58, Title IX.

EXECUTIVE ORDERS
a. Executive Order 11246 – Equal Employment Opportunity1 b. Executive Order 11990 – Protection of Wetlands
c. Executive Order 11998 – Flood Plain Management
d. Executive Order 12372 – Intergovernmental Review of Federal Programs e. Executive Order 12699 – Seismic Safety of Federal and Federally Assisted New Building Construction1
f. Executive Order 12898 – Environmental Justice
g. Executive Order 13166 – Improving Access to Services for Persons with Limited English Proficiency
h. Executive Order 13985 – Executive Order on Advancing Racial Equity and Support for Underserved Communities Through the Federal Government
i. Executive Order 13988 – Preventing and Combating Discrimination on the Basis of Gender Identity or Sexual Orientation
j. Executive Order 14005 – Ensuring the Future is Made in all of America by All of America’s Workers
k. Executive Order 14008 – Tackling the Climate Crisis at Home and Abroad

FEDERAL REGULATIONS
a. 2 CFR Part 180 – OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement).
b. 2 CFR Part 200 – Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. 4, 5
c. 2 CFR Part 1200 – Nonprocurement Suspension and Debarment. d. 14 CFR Part 13 – Investigative and Enforcement Procedures. e. 14 CFR Part 16 – Rules of Practice for Federally-Assisted Airport Enforcement Proceedings. f. 14 CFR Part 150 – Airport Noise Compatibility Planning. 






 







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g. 28 CFR Part 35 – Nondiscrimination on the Basis of Disability in State and Local Government Services.
h. 28 CFR § 50.3 – U.S. Department of Justice Guidelines for the Enforcement of Title VI of the Civil Rights Act of 1964.
i. 29 CFR Part 1 – Procedures for Predetermination of Wage Rates.1 j. 29 CFR Part 3 – Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States.1 k. 29 CFR Part 5 – Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction (Also Labor Standards Provisions Applicable to Nonconstruction Contracts Subject to the Contract Work Hours and Safety Standards Act). 1 l. 41 CFR Part 60 – Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor (Federal and Federally-assisted contracting requirements).1 m. 49 CFR Part 20 – New Restrictions on Lobbying.
n. 49 CFR Part 21 – Nondiscrimination in Federally-Assisted Programs of the Department of Transportation - Effectuation of Title VI of the Civil Rights Act of 1964. o. 49 CFR Part 23 – Participation by Disadvantage Business Enterprise in Airport Concessions. p. 49 CFR Part 24 – Uniform Relocation Assistance and Real Property Acquisition for Federal and Federally-Assisted Programs.1, 2
q. 49 CFR Part 26 – Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs.
r. 49 CFR Part 27 – Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance.1
s. 49 CFR Part 28 – Enforcement of Nondiscrimination on the Basis of Handicap in Programs or Activities Conducted by the Department of Transportation. t. 49 CFR Part 30 – Denial of Public Works Contracts to Suppliers of Goods and Services of Countries That Deny Procurement Market Access to U.S. Contractors. u. 49 CFR Part 32 – Governmentwide Requirements for Drug-Free Workplace (Financial Assistance).
v. 49 CFR Part 37 – Transportation Services for Individuals with Disabilities (ADA). w. 49 CFR Part 38 – Americans with Disabilities Act (ADA) Accessibility Specifications for Transportation Vehicles.
x. 49 CFR Part 41 – Seismic Safety.

FOOTNOTES TO ASSURANCE (C)(1)
1 These laws do not apply to airport planning sponsors. 2 These laws do not apply to private sponsors.
3 2 CFR Part 200 contains requirements for State and Local Governments receiving Federal assistance. Any requirement levied upon State and Local Governments by this regulation shall 






 







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apply where applicable to private sponsors receiving Federal assistance under Title 49, United States Code.
4 Cost principles established in 2 CFR part 200 subpart E must be used as guidelines for determining the eligibility of specific types of expenses. 5 Audit requirements established in 2 CFR part 200 subpart F are the guidelines for audits.

SPECIFIC ASSURANCES
Specific assurances required to be included in grant agreements by any of the above laws, regulations or circulars are incorporated by reference in this Grant Agreement.

2. Responsibility and Authority of the Sponsor.
a. Public Agency Sponsor:

It has legal authority to apply for this Grant, and to finance and carry out the proposed project; that a resolution, motion or similar action has been duly adopted or passed as an official act of the applicant's governing body authorizing the filing of the application, including all understandings and assurances contained therein, and directing and authorizing the person identified as the official representative of the applicant to act in connection with the application and to provide such additional information as may be required. b. Private Sponsor:

It has legal authority to apply for this Grant and to finance and carry out the proposed project and comply with all terms, conditions, and assurances of this Grant Agreement. It shall designate an official representative and shall in writing direct and authorize that person to file this application, including all understandings and assurances contained therein; to act in connection with this application; and to provide such additional information as may be required.

3. Sponsor Fund Availability.

It has sufficient funds available for that portion of the project costs which are not to be paid by the United States. It has sufficient funds available to assure operation and maintenance of items funded under this Grant Agreement which it will own or control.

4. Good Title.
a. It, a public agency or the Federal government, holds good title, satisfactory to the Secretary, to the landing area of the airport or site thereof, or will give assurance satisfactory to the Secretary that good title will be acquired.
b. For noise compatibility program projects to be carried out on the property of the sponsor, it holds good title satisfactory to the Secretary to that portion of the property upon which Federal funds will be expended or will give assurance to the Secretary that good title will be obtained.

5. Preserving Rights and Powers.
a. It will not take or permit any action which would operate to deprive it of any of the rights and powers necessary to perform any or all of the terms, conditions, and assurances in this Grant Agreement without the written approval of the Secretary, and will act promptly to acquire, extinguish or modify any outstanding rights or claims of right of others which would interfere 






 







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with such performance by the sponsor. This shall be done in a manner acceptable to the Secretary.
b. Subject to the FAA Act of 2018, Public Law 115-254, Section 163, it will not sell, lease, encumber, or otherwise transfer or dispose of any part of its title or other interests in the property shown on Exhibit A to this application or, for a noise compatibility program project, that portion of the property upon which Federal funds have been expended, for the duration of the terms, conditions, and assurances in this Grant Agreement without approval by the Secretary. If the transferee is found by the Secretary to be eligible under Title 49, United States Code, to assume the obligations of this Grant Agreement and to have the power, authority, and financial resources to carry out all such obligations, the sponsor shall insert in the contract or document transferring or disposing of the sponsor's interest, and make binding upon the transferee all of the terms, conditions, and assurances contained in this Grant Agreement. c. For all noise compatibility program projects which are to be carried out by another unit of local government or are on property owned by a unit of local government other than the sponsor, it will enter into an agreement with that government. Except as otherwise specified by the Secretary, that agreement shall obligate that government to the same terms, conditions, and assurances that would be applicable to it if it applied directly to the FAA for a grant to undertake the noise compatibility program project. That agreement and changes thereto must be satisfactory to the Secretary. It will take steps to enforce this agreement against the local government if there is substantial non-compliance with the terms of the agreement. d. For noise compatibility program projects to be carried out on privately owned property, it will enter into an agreement with the owner of that property which includes provisions specified by the Secretary. It will take steps to enforce this agreement against the property owner whenever there is substantial non-compliance with the terms of the agreement. e. If the sponsor is a private sponsor, it will take steps satisfactory to the Secretary to ensure that the airport will continue to function as a public-use airport in accordance with these assurances for the duration of these assurances.
f. If an arrangement is made for management and operation of the airport by any agency or person other than the sponsor or an employee of the sponsor, the sponsor will reserve sufficient rights and authority to ensure that the airport will be operated and maintained in accordance with Title 49, United States Code, the regulations and the terms, conditions and assurances in this Grant Agreement and shall ensure that such arrangement also requires compliance therewith.
g. Sponsors of commercial service airports will not permit or enter into any arrangement that results in permission for the owner or tenant of a property used as a residence, or zoned for residential use, to taxi an aircraft between that property and any location on airport. Sponsors of general aviation airports entering into any arrangement that results in permission for the owner of residential real property adjacent to or near the airport must comply with the requirements of Sec. 136 of Public Law 112-95 and the sponsor assurances.

6. Consistency with Local Plans.

The project is reasonably consistent with plans (existing at the time of submission of this application) of public agencies that are authorized by the State in which the project is located to plan for the development of the area surrounding the airport. 






 







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7. Consideration of Local Interest.

It has given fair consideration to the interest of communities in or near where the project may be located.

8. Consultation with Users.

In making a decision to undertake any airport development project under Title 49, United States Code, it has undertaken reasonable consultations with affected parties using the airport at which project is proposed.

9. Public Hearings.

In projects involving the location of an airport, an airport runway, or a major runway extension, it has afforded the opportunity for public hearings for the purpose of considering the economic, social, and environmental effects of the airport or runway location and its consistency with goals and objectives of such planning as has been carried out by the community and it shall, when requested by the Secretary, submit a copy of the transcript of such hearings to the Secretary.

Further, for such projects, it has on its management board either voting representation from the communities where the project is located or has advised the communities that they have the right to petition the Secretary concerning a proposed project.

10. Metropolitan Planning Organization.

In projects involving the location of an airport, an airport runway, or a major runway extension at a medium or large hub airport, the sponsor has made available to and has provided upon request to the metropolitan planning organization in the area in which the airport is located, if any, a copy of the proposed amendment to the airport layout plan to depict the project and a copy of any airport master plan in which the project is described or depicted.

11. Pavement Preventive Maintenance-Management.

With respect to a project approved after January 1, 1995, for the replacement or reconstruction of pavement at the airport, it assures or certifies that it has implemented an effective airport pavement maintenance-management program and it assures that it will use such program for the useful life of any pavement constructed, reconstructed or repaired with Federal financial assistance at the airport. It will provide such reports on pavement condition and pavement management programs as the Secretary determines may be useful.

12. Terminal Development Prerequisites.

For projects which include terminal development at a public use airport, as defined in Title 49, it has, on the date of submittal of the project grant application, all the safety equipment required for certification of such airport under 49 U.S.C. § 44706, and all the security equipment required by rule or regulation, and has provided for access to the passenger enplaning and deplaning area of such airport to passengers enplaning and deplaning from aircraft other than air carrier aircraft.

13. Accounting System, Audit, and Record Keeping Requirements.

a. It shall keep all project accounts and records which fully disclose the amount and disposition by the recipient of the proceeds of this Grant, the total cost of the project in connection with which this Grant is given or used, and the amount or nature of that portion of the cost of the project supplied by other sources, and such other financial records pertinent to the project. The 






 







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accounts and records shall be kept in accordance with an accounting system that will facilitate an effective audit in accordance with the Single Audit Act of 1984. b. It shall make available to the Secretary and the Comptroller General of the United States, or any of their duly authorized representatives, for the purpose of audit and examination, any books, documents, papers, and records of the recipient that are pertinent to this Grant. The Secretary may require that an appropriate audit be conducted by a recipient. In any case in which an independent audit is made of the accounts of a sponsor relating to the disposition of the proceeds of a grant or relating to the project in connection with which this Grant was given or used, it shall file a certified copy of such audit with the Comptroller General of the United States not later than six (6) months following the close of the fiscal year for which the audit was made.

14. Minimum Wage Rates.

It shall include, in all contracts in excess of $2,000 for work on any projects funded under this Grant Agreement which involve labor, provisions establishing minimum rates of wages, to be predetermined by the Secretary of Labor under 40 U.S.C. §§ 3141-3144, 3146, and 3147, Public Building, Property, and Works), which contractors shall pay to skilled and unskilled labor, and such minimum rates shall be stated in the invitation for bids and shall be included in proposals or bids for the work.

15. Veteran's Preference.

It shall include in all contracts for work on any project funded under this Grant Agreement which involve labor, such provisions as are necessary to insure that, in the employment of labor (except in executive, administrative, and supervisory positions), preference shall be given to Vietnam era veterans, Persian Gulf veterans, Afghanistan-Iraq war veterans, disabled veterans, and small business concerns owned and controlled by disabled veterans as defined in 49 U.S.C. § 47112.

However, this preference shall apply only where the individuals are available and qualified to perform the work to which the employment relates.

16. Conformity to Plans and Specifications.

It will execute the project subject to plans, specifications, and schedules approved by the Secretary.

Such plans, specifications, and schedules shall be submitted to the Secretary prior to commencement of site preparation, construction, or other performance under this Grant Agreement, and, upon approval of the Secretary, shall be incorporated into this Grant Agreement.

Any modification to the approved plans, specifications, and schedules shall also be subject to approval of the Secretary, and incorporated into this Grant Agreement.

17. Construction Inspection and Approval.

It will provide and maintain competent technical supervision at the construction site throughout the project to assure that the work conforms to the plans, specifications, and schedules approved by the Secretary for the project. It shall subject the construction work on any project contained in an approved project application to inspection and approval by the Secretary and such work shall be in accordance with regulations and procedures prescribed by the Secretary. Such regulations and procedures shall require such cost and progress reporting by the sponsor or sponsors of such project as the Secretary shall deem necessary.







 







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18. Planning Projects.

In carrying out planning projects:
a. It will execute the project in accordance with the approved program narrative contained in the project application or with the modifications similarly approved. b. It will furnish the Secretary with such periodic reports as required pertaining to the planning project and planning work activities.
c. It will include in all published material prepared in connection with the planning project a notice that the material was prepared under a grant provided by the United States. d. It will make such material available for examination by the public, and agrees that no material prepared with funds under this project shall be subject to copyright in the United States or any other country.
e. It will give the Secretary unrestricted authority to publish, disclose, distribute, and otherwise use any of the material prepared in connection with this grant. f. It will grant the Secretary the right to disapprove the sponsor's employment of specific consultants and their subcontractors to do all or any part of this project as well as the right to disapprove the proposed scope and cost of professional services. g. It will grant the Secretary the right to disapprove the use of the sponsor's employees to do all or any part of the project.
h. It understands and agrees that the Secretary's approval of this project grant or the Secretary's approval of any planning material developed as part of this grant does not constitute or imply any assurance or commitment on the part of the Secretary to approve any pending or future application for a Federal airport grant.

19. Operation and Maintenance.
a. The airport and all facilities which are necessary to serve the aeronautical users of the airport, other than facilities owned or controlled by the United States, shall be operated at all times in a safe and serviceable condition and in accordance with the minimum standards as may be required or prescribed by applicable Federal, state, and local agencies for maintenance and operation. It will not cause or permit any activity or action thereon which would interfere with its use for airport purposes. It will suitably operate and maintain the airport and all facilities thereon or connected therewith, with due regard to climatic and flood conditions. Any proposal to temporarily close the airport for non-aeronautical purposes must first be approved by the Secretary. In furtherance of this assurance, the sponsor will have in effect arrangements for:

1. Operating the airport's aeronautical facilities whenever required;

2. Promptly marking and lighting hazards resulting from airport conditions, including temporary conditions; and

3. Promptly notifying pilots of any condition affecting aeronautical use of the airport. Nothing contained herein shall be construed to require that the airport be operated for aeronautical use during temporary periods when snow, flood, or other climatic conditions interfere with such operation and maintenance. Further, nothing herein shall be construed as requiring the maintenance, repair, restoration, or replacement of any structure or 






 







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facility which is substantially damaged or destroyed due to an act of God or other condition or circumstance beyond the control of the sponsor. b. It will suitably operate and maintain noise compatibility program items that it owns or controls upon which Federal funds have been expended.

20. Hazard Removal and Mitigation.

It will take appropriate action to assure that such terminal airspace as is required to protect instrument and visual operations to the airport (including established minimum flight altitudes) will be adequately cleared and protected by removing, lowering, relocating, marking, or lighting or otherwise mitigating existing airport hazards and by preventing the establishment or creation of future airport hazards.

21. Compatible Land Use.

It will take appropriate action, to the extent reasonable, including the adoption of zoning laws, to restrict the use of land adjacent to or in the immediate vicinity of the airport to activities and purposes compatible with normal airport operations, including landing and takeoff of aircraft. In addition, if the project is for noise compatibility program implementation, it will not cause or permit any change in land use, within its jurisdiction, that will reduce its compatibility, with respect to the airport, of the noise compatibility program measures upon which Federal funds have been expended.

22. Economic Nondiscrimination.
a. It will make the airport available as an airport for public use on reasonable terms and without unjust discrimination to all types, kinds and classes of aeronautical activities, including commercial aeronautical activities offering services to the public at the airport. b. In any agreement, contract, lease, or other arrangement under which a right or privilege at the airport is granted to any person, firm, or corporation to conduct or to engage in any aeronautical activity for furnishing services to the public at the airport, the sponsor will insert and enforce provisions requiring the contractor to:

1. Furnish said services on a reasonable, and not unjustly discriminatory, basis to all users thereof, and

2. Charge reasonable, and not unjustly discriminatory, prices for each unit or service, provided that the contractor may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. c. Each fixed-based operator at the airport shall be subject to the same rates, fees, rentals, and other charges as are uniformly applicable to all other fixed-based operators making the same or similar uses of such airport and utilizing the same or similar facilities. d. Each air carrier using such airport shall have the right to service itself or to use any fixed-based operator that is authorized or permitted by the airport to serve any air carrier at such airport. e. Each air carrier using such airport (whether as a tenant, non-tenant, or subtenant of another air carrier tenant) shall be subject to such nondiscriminatory and substantially comparable rules, regulations, conditions, rates, fees, rentals, and other charges with respect to facilities directly and substantially related to providing air transportation as are applicable to all such air carriers which make similar use of such airport and utilize similar facilities, subject to reasonable 






 







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classifications such as tenants or non-tenants and signatory carriers and non-signatory carriers.

Classification or status as tenant or signatory shall not be unreasonably withheld by any airport provided an air carrier assumes obligations substantially similar to those already imposed on air carriers in such classification or status.
f. It will not exercise or grant any right or privilege which operates to prevent any person, firm, or corporation operating aircraft on the airport from performing any services on its own aircraft with its own employees (including, but not limited to maintenance, repair, and fueling) that it may choose to perform.
g. In the event the sponsor itself exercises any of the rights and privileges referred to in this assurance, the services involved will be provided on the same conditions as would apply to the furnishing of such services by commercial aeronautical service providers authorized by the sponsor under these provisions.
h. The sponsor may establish such reasonable, and not unjustly discriminatory, conditions to be met by all users of the airport as may be necessary for the safe and efficient operation of the airport.
i. The sponsor may prohibit or limit any given type, kind or class of aeronautical use of the airport if such action is necessary for the safe operation of the airport or necessary to serve the civil aviation needs of the public.

23. Exclusive Rights.

It will permit no exclusive right for the use of the airport by any person providing, or intending to provide, aeronautical services to the public. For purposes of this paragraph, the providing of the services at an airport by a single fixed-based operator shall not be construed as an exclusive right if both of the following apply:
a. It would be unreasonably costly, burdensome, or impractical for more than one fixed-based operator to provide such services, and
b. If allowing more than one fixed-based operator to provide such services would require the reduction of space leased pursuant to an existing agreement between such single fixed-based operator and such airport. It further agrees that it will not, either directly or indirectly, grant or permit any person, firm, or corporation, the exclusive right at the airport to conduct any aeronautical activities, including, but not limited to charter flights, pilot training, aircraft rental and sightseeing, aerial photography, crop dusting, aerial advertising and surveying, air carrier operations, aircraft sales and services, sale of aviation petroleum products whether or not conducted in conjunction with other aeronautical activity, repair and maintenance of aircraft, sale of aircraft parts, and any other activities which because of their direct relationship to the operation of aircraft can be regarded as an aeronautical activity, and that it will terminate any exclusive right to conduct an aeronautical activity now existing at such an airport before the grant of any assistance under Title 49, United States Code.

24. Fee and Rental Structure.

It will maintain a fee and rental structure for the facilities and services at the airport which will make the airport as self-sustaining as possible under the circumstances existing at the particular airport, taking into account such factors as the volume of traffic and economy of collection. No part of the Federal share of an airport development, airport planning or noise compatibility project for 






 







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which a Grant is made under Title 49, United States Code, the Airport and Airway Improvement Act of 1982, the Federal Airport Act or the Airport and Airway Development Act of 1970 shall be included in the rate basis in establishing fees, rates, and charges for users of that airport.

25. Airport Revenues.
a. All revenues generated by the airport and any local taxes on aviation fuel established after December 30, 1987, will be expended by it for the capital or operating costs of the airport; the local airport system; or other local facilities which are owned or operated by the owner or operator of the airport and which are directly and substantially related to the actual air transportation of passengers or property; or for noise mitigation purposes on or off the airport.

The following exceptions apply to this paragraph:

1. If covenants or assurances in debt obligations issued before September 3, 1982, by the owner or operator of the airport, or provisions enacted before September 3, 1982, in governing statutes controlling the owner or operator's financing, provide for the use of the revenues from any of the airport owner or operator's facilities, including the airport, to support not only the airport but also the airport owner or operator's general debt obligations or other facilities, then this limitation on the use of all revenues generated by the airport (and, in the case of a public airport, local taxes on aviation fuel) shall not apply.

2. If the Secretary approves the sale of a privately owned airport to a public sponsor and provides funding for any portion of the public sponsor’s acquisition of land, this limitation on the use of all revenues generated by the sale shall not apply to certain proceeds from the sale. This is conditioned on repayment to the Secretary by the private owner of an amount equal to the remaining unamortized portion (amortized over a 20-year period) of any airport improvement grant made to the private owner for any purpose other than land acquisition on or after October 1, 1996, plus an amount equal to the federal share of the current fair market value of any land acquired with an airport improvement grant made to that airport on or after October 1, 1996.

3. Certain revenue derived from or generated by mineral extraction, production, lease, or other means at a general aviation airport (as defined at 49 U.S.C. § 47102), if the FAA determines the airport sponsor meets the requirements set forth in Section 813 of Public Law 112-95.
b. As part of the annual audit required under the Single Audit Act of 1984, the sponsor will direct that the audit will review, and the resulting audit report will provide an opinion concerning, the use of airport revenue and taxes in paragraph (a), and indicating whether funds paid or transferred to the owner or operator are paid or transferred in a manner consistent with Title 49, United States Code and any other applicable provision of law, including any regulation promulgated by the Secretary or Administrator.
c. Any civil penalties or other sanctions will be imposed for violation of this assurance in accordance with the provisions of 49 U.S.C. § 47107.

26. Reports and Inspections.

It will:
a. submit to the Secretary such annual or special financial and operations reports as the Secretary may reasonably request and make such reports available to the public; make available to the 






 







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public at reasonable times and places a report of the airport budget in a format prescribed by the Secretary;
b. for airport development projects, make the airport and all airport records and documents affecting the airport, including deeds, leases, operation and use agreements, regulations and other instruments, available for inspection by any duly authorized agent of the Secretary upon reasonable request;
c. for noise compatibility program projects, make records and documents relating to the project and continued compliance with the terms, conditions, and assurances of this Grant Agreement including deeds, leases, agreements, regulations, and other instruments, available for inspection by any duly authorized agent of the Secretary upon reasonable request; and d. in a format and time prescribed by the Secretary, provide to the Secretary and make available to the public following each of its fiscal years, an annual report listing in detail:

1. all amounts paid by the airport to any other unit of government and the purposes for which each such payment was made; and

2. all services and property provided by the airport to other units of government and the amount of compensation received for provision of each such service and property.

27. Use by Government Aircraft.

It will make available all of the facilities of the airport developed with Federal financial assistance and all those usable for landing and takeoff of aircraft to the United States for use by Government aircraft in common with other aircraft at all times without charge, except, if the use by Government aircraft is substantial, charge may be made for a reasonable share, proportional to such use, for the cost of operating and maintaining the facilities used. Unless otherwise determined by the Secretary, or otherwise agreed to by the sponsor and the using agency, substantial use of an airport by Government aircraft will be considered to exist when operations of such aircraft are in excess of those which, in the opinion of the Secretary, would unduly interfere with use of the landing areas by other authorized aircraft, or during any calendar month that:
a. Five (5) or more Government aircraft are regularly based at the airport or on land adjacent thereto; or
b. The total number of movements (counting each landing as a movement) of Government aircraft is 300 or more, or the gross accumulative weight of Government aircraft using the airport (the total movement of Government aircraft multiplied by gross weights of such aircraft) is in excess of five million pounds.

28. Land for Federal Facilities.

It will furnish without cost to the Federal Government for use in connection with any air traffic control or air navigation activities, or weather-reporting and communication activities related to air traffic control, any areas of land or water, or estate therein as the Secretary considers necessary or desirable for construction, operation, and maintenance at Federal expense of space or facilities for such purposes. Such areas or any portion thereof will be made available as provided herein within four months after receipt of a written request from the Secretary. 






 







Airport Sponsor Assurances 5/2022 Page 14 of 19

29. Airport Layout Plan.
a. Subject to the FAA Reauthorization Act of 2018, Public Law 115-254, Section 163, it will keep up to date at all times an airport layout plan of the airport showing:

1. boundaries of the airport and all proposed additions thereto, together with the boundaries of all offsite areas owned or controlled by the sponsor for airport purposes and proposed additions thereto;

2. the location and nature of all existing and proposed airport facilities and structures (such as runways, taxiways, aprons, terminal buildings, hangars and roads), including all proposed extensions and reductions of existing airport facilities;

3. the location of all existing and proposed non-aviation areas and of all existing improvements thereon; and

4. all proposed and existing access points used to taxi aircraft across the airport’s property boundary.

Such airport layout plans and each amendment, revision, or modification thereof, shall be subject to the approval of the Secretary which approval shall be evidenced by the signature of a duly authorized representative of the Secretary on the face of the airport layout plan. The sponsor will not make or permit any changes or alterations in the airport or any of its facilities which are not in conformity with the airport layout plan as approved by the Secretary and which might, in the opinion of the Secretary, adversely affect the safety, utility or efficiency of the airport.
b. Subject to the FAA Reauthorization Act of 2018, Public Law 115-254, Section 163, if a change or alteration in the airport or the facilities is made which the Secretary determines adversely affects the safety, utility, or efficiency of any federally owned, leased, or funded property on or off the airport and which is not in conformity with the airport layout plan as approved by the Secretary, the owner or operator will, if requested, by the Secretary:

1. eliminate such adverse effect in a manner approved by the Secretary; or

2. bear all costs of relocating such property (or replacement thereof) to a site acceptable to the Secretary and all costs of restoring such property (or replacement thereof) to the level of safety, utility, efficiency, and cost of operation existing before the unapproved change in the airport or its facilities except in the case of a relocation or replacement of an existing airport facility due to a change in the Secretary’s design standards beyond the control of the airport sponsor.

30. Civil Rights.

It will promptly take any measures necessary to ensure that no person in the United States shall, on the grounds of race, color, and national origin (including limited English proficiency) in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C. §§ 2000d to 2000d-4); creed and sex (including sexual orientation and gender identity) per 49 U.S.C. § 47123 and related requirements; age per the Age Discrimination Act of 1975 and related requirements; or disability per the Americans with Disabilities Act of 1990 and related requirements, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination in any program and activity conducted with, or benefiting from, funds received from this Grant. 






 







Airport Sponsor Assurances 5/2022 Page 15 of 19

a. Using the definitions of activity, facility, and program as found and defined in 49 CFR §§ 21.23(b) and 21.23(e), the sponsor will facilitate all programs, operate all facilities, or conduct all programs in compliance with all non-discrimination requirements imposed by or pursuant to these assurances.
b. Applicability

1. Programs and Activities. If the sponsor has received a grant (or other federal assistance) for any of the sponsor’s program or activities, these requirements extend to all of the sponsor’s programs and activities.

2. Facilities. Where it receives a grant or other federal financial assistance to construct, expand, renovate, remodel, alter, or acquire a facility, or part of a facility, the assurance extends to the entire facility and facilities operated in connection therewith.

3. Real Property. Where the sponsor receives a grant or other Federal financial assistance in the form of, or for the acquisition of real property or an interest in real property, the assurance will extend to rights to space on, over, or under such property. c. Duration.

The sponsor agrees that it is obligated to this assurance for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of, personal property, or real property, or interest therein, or structures or improvements thereon, in which case the assurance obligates the sponsor, or any transferee for the longer of the following periods:

1. So long as the airport is used as an airport, or for another purpose involving the provision of similar services or benefits; or

2. So long as the sponsor retains ownership or possession of the property. d. Required Solicitation Language. It will include the following notification in all solicitations for bids, Requests For Proposals for work, or material under this Grant Agreement and in all proposals for agreements, including airport concessions, regardless of funding source:
“The ([Selection Criteria: Sponsor Name]), in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C. §§ 2000d to 2000d-4) and the Regulations, hereby notifies all bidders or offerors that it will affirmatively ensure that for any contract entered into pursuant to this advertisement, [select businesses, or disadvantaged business enterprises or airport concession disadvantaged business enterprises] will be afforded full and fair opportunity to submit bids in response to this invitation and no businesses will be discriminated against on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability in consideration for an award.”
e. Required Contract Provisions.

1. It will insert the non-discrimination contract clauses requiring compliance with the acts and regulations relative to non-discrimination in Federally-assisted programs of the Department of Transportation (DOT), and incorporating the acts and regulations into the contracts by reference in every contract or agreement subject to the non-discrimination in Federally-assisted programs of the DOT acts and regulations. 






 







Airport Sponsor Assurances 5/2022 Page 16 of 19

2. It will include a list of the pertinent non-discrimination authorities in every contract that is subject to the non-discrimination acts and regulations.

3. It will insert non-discrimination contract clauses as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a sponsor.

4. It will insert non-discrimination contract clauses prohibiting discrimination on the basis of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability as a covenant running with the land, in any future deeds, leases, license, permits, or similar instruments entered into by the sponsor with other parties:
a. For the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and
b. For the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program. f. It will provide for such methods of administration for the program as are found by the Secretary to give reasonable guarantee that it, other recipients, sub-recipients, sub-grantees, contractors, subcontractors, consultants, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the acts, the regulations, and this assurance. g. It agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the acts, the regulations, and this assurance.

31. Disposal of Land.
a. For land purchased under a grant for airport noise compatibility purposes, including land serving as a noise buffer, it will dispose of the land, when the land is no longer needed for such purposes, at fair market value, at the earliest practicable time. That portion of the proceeds of such disposition which is proportionate to the United States' share of acquisition of such land will be, at the discretion of the Secretary, (1) reinvested in another project at the airport, or (2) transferred to another eligible airport as prescribed by the Secretary. The Secretary shall give preference to the following, in descending order:

1. Reinvestment in an approved noise compatibility project;

2. Reinvestment in an approved project that is eligible for grant funding under 49 U.S.C. § 47117(e);

3. Reinvestment in an approved airport development project that is eligible for grant funding under 49 U.S.C. §§ 47114, 47115, or 47117;

4. Transfer to an eligible sponsor of another public airport to be reinvested in an approved noise compatibility project at that airport; or

5. Payment to the Secretary for deposit in the Airport and Airway Trust Fund.

If land acquired under a grant for noise compatibility purposes is leased at fair market value and consistent with noise buffering purposes, the lease will not be considered a disposal of the land. Revenues derived from such a lease may be used for an approved airport development 






 







Airport Sponsor Assurances 5/2022 Page 17 of 19

project that would otherwise be eligible for grant funding or any permitted use of airport revenue.
b. For land purchased under a grant for airport development purposes (other than noise compatibility), it will, when the land is no longer needed for airport purposes, dispose of such land at fair market value or make available to the Secretary an amount equal to the United States' proportionate share of the fair market value of the land. That portion of the proceeds of such disposition which is proportionate to the United States' share of the cost of acquisition of such land will, upon application to the Secretary, be reinvested or transferred to another eligible airport as prescribed by the Secretary. The Secretary shall give preference to the following, in descending order:

1. Reinvestment in an approved noise compatibility project;

2. Reinvestment in an approved project that is eligible for grant funding under 49 U.S.C. § 47117(e);

3. Reinvestment in an approved airport development project that is eligible for grant funding under 49 U.S.C. §§ 47114, 47115, or 47117;

4. Transfer to an eligible sponsor of another public airport to be reinvested in an approved noise compatibility project at that airport; or

5. Payment to the Secretary for deposit in the Airport and Airway Trust Fund. c. Land shall be considered to be needed for airport purposes under this assurance if (1) it may be needed for aeronautical purposes (including runway protection zones) or serve as noise buffer land, and (2) the revenue from interim uses of such land contributes to the financial self- sufficiency of the airport. Further, land purchased with a grant received by an airport operator or owner before December 31, 1987, will be considered to be needed for airport purposes if the Secretary or Federal agency making such grant before December 31, 1987, was notified by the operator or owner of the uses of such land, did not object to such use, and the land continues to be used for that purpose, such use having commenced no later than December 15, 1989.
d. Disposition of such land under (a), (b), or (c) will be subject to the retention or reservation of any interest or right therein necessary to ensure that such land will only be used for purposes which are compatible with noise levels associated with operation of the airport.

32. Engineering and Design Services.

If any phase of such project has received Federal funds under Chapter 471 subchapter 1 of Title 49 U.S.C., it will award each contract, or sub-contract for program management, construction management, planning studies, feasibility studies, architectural services, preliminary engineering, design, engineering, surveying, mapping or related services in the same manner as a contract for architectural and engineering services is negotiated under Chapter 11 of Title 40 U S.C., or an equivalent qualifications-based requirement prescribed for or by the sponsor of the airport.

33. Foreign Market Restrictions.

It will not allow funds provided under this Grant to be used to fund any project which uses any product or service of a foreign country during the period in which such foreign country is listed by 






 







Airport Sponsor Assurances 5/2022 Page 18 of 19

the United States Trade Representative as denying fair and equitable market opportunities for products and suppliers of the United States in procurement and construction.

34. Policies, Standards, and Specifications.

It will carry out any project funded under an Airport Improvement Program Grant in accordance with policies, standards, and specifications approved by the Secretary including, but not limited to, current FAA Advisory Circulars (https://www.faa.gov/airports/aip/media/aip-pfc-checklist.pdf) for AIP projects as of [Selection Criteria: Project Application Date].

35. Relocation and Real Property Acquisition.
a. It will be guided in acquiring real property, to the greatest extent practicable under State law, by the land acquisition policies in Subpart B of 49 CFR Part 24 and will pay or reimburse property owners for necessary expenses as specified in Subpart B. b. It will provide a relocation assistance program offering the services described in Subpart C of 49 CFR Part 24 and fair and reasonable relocation payments and assistance to displaced persons as required in Subpart D and E of 49 CFR Part 24.
c. It will make available within a reasonable period of time prior to displacement, comparable replacement dwellings to displaced persons in accordance with Subpart E of 49 CFR Part 24.

36. Access By Intercity Buses.

The airport owner or operator will permit, to the maximum extent practicable, intercity buses or other modes of transportation to have access to the airport; however, it has no obligation to fund special facilities for intercity buses or for other modes of transportation.

37. Disadvantaged Business Enterprises.

The sponsor shall not discriminate on the basis of race, color, national origin, or sex, in the award and performance of any DOT-assisted contract covered by 49 CFR Part 26, or in the award and performance of any concession activity contract covered by 49 CFR Part 23. In addition, the sponsor shall not discriminate on the basis of race, color, national origin or sex in the administration of its Disadvantaged Business Enterprise (DBE) and Airport Concessions Disadvantaged Business Enterprise (ACDBE) programs or the requirements of 49 CFR Parts 23 and 26. The sponsor shall take all necessary and reasonable steps under 49 CFR Parts 23 and 26 to ensure nondiscrimination in the award and administration of DOT-assisted contracts, and/or concession contracts. The sponsor’s DBE and ACDBE programs, as required by 49 CFR Parts 26 and 23, and as approved by DOT, are incorporated by reference in this agreement. Implementation of these programs is a legal obligation and failure to carry out its terms shall be treated as a violation of this agreement. Upon notification to the sponsor of its failure to carry out its approved program, the Department may impose sanctions as provided for under Parts 26 and 23 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. § 1001 and/or the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. §§ 3801-3809, 3812).

38. Hangar Construction.

If the airport owner or operator and a person who owns an aircraft agree that a hangar is to be constructed at the airport for the aircraft at the aircraft owner’s expense, the airport owner or operator will grant to the aircraft owner for the hangar a long term lease that is subject to such terms and conditions on the hangar as the airport owner or operator may impose. 






 







Airport Sponsor Assurances 5/2022 Page 19 of 19

39. Competitive Access.
a. If the airport owner or operator of a medium or large hub airport (as defined in 49 U.S.C. § 47102) has been unable to accommodate one or more requests by an air carrier for access to gates or other facilities at that airport in order to allow the air carrier to provide service to the airport or to expand service at the airport, the airport owner or operator shall transmit a report to the Secretary that:

1. Describes the requests;

2. Provides an explanation as to why the requests could not be accommodated; and

3. Provides a time frame within which, if any, the airport will be able to accommodate the requests.

b. Such report shall be due on either February 1 or August 1 of each year if the airport has been unable to accommodate the request(s) in the six month period prior to the applicable due date.








 







EXHIBIT '







 







DISCLOSURE OF CONFLICT OF INTEREST
between City of Fresno (“Fresno”)
(“ ”)
YES* NO
1 Are you currently in litigation with the City of Fresno or any of its agents?
2 Do you represent any firm, organization or person who is in litigation with the City of Fresno?
3 Do you currently represent or perform work for any clients who do business with the City of Fresno?
4 Are you or any of your principals, managers or professionals, owners or investors in a business which does business with the City of Fresno, or in a business which is in litigation with the City of Fresno? 5 Are you or any of your principals, managers or professionals, related by blood or marriage to any City of Fresno employee who has any significant role in the subject matter of this service? 6 Do you or any of your subcontract ors have, or expect to have, any interest, direct or indirect, in any other contract in connection with this Project?
* If the answer to any question is yes, please explain in full below.

Explanation:

Signature
Date
(name)
(company)
(address)
Additional page(s) attached.
(city state zip)
3HHUWR3HHU9HKLFOH6KDULQJ*URXQG7UDQVSRUWDWLRQ3HUPLW 7XUR 3HUPLWWHH







 






















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