HomeMy WebLinkAboutRes.3222.01-07-2019BILL NO. 19-01
RESOLUTION N0. o?o
A RESOLUTION AUTHORIZING THE CITY MANAGER TO
EXECUTE A FIRST AMENDMENT TO THE REFUELER
LEASE AGREEMENT WITH EASTERN AVIATION FUELS,
INC., AT THE CAPE GIRARDEAU REGIONAL AIRPORT
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF CAPE
GIRARDEAU, MISSOURI, AS FOLLOWS:
ARTICLE 1. The City Manager, for and on behalf of the City
of Cape Girardeau, Missouri, is hereby authorized to execute a
First Amendment to the original Refueler Lease Agreement with
Eastern Aviation Fuels, Inc., for refueling services at the Cape
Girardeau Regional Airport, in the City of Cape Girardeau,
Missouri. The Agreement shall be in substantially the form
attached hereto as Exhibit A, which document is hereby approved
by the City Council, and incorporated herein by reference, with
such changes therein as shall be approved by the officers of the
City executing the same.
PASSED AND ADOPTED THIS
ATTEST:
7th DAY OF January , 2019.
Bob Fox, Mayor
t 90
Gayl Conrad, City Clerk
FIRST AMENDEMNT TO REFUELER LEASE AGREEMENT
4331 John E. Godwin Memorial Drive, Cape Girardeau, MO 63780
City of Cape Girardeau
Eastern Aviation Fuels, Inc.
This FIRST AMENDMENT TO REFUELER LEASE AGREEMENT ("Amendment") is effective
January 1, 2019, ("Effective Date"), by and between Eastern Aviation Fuels, Inc. ("Lessor") and the City
of Cape Girardeau, Missouri ("Lessee").
WHEREAS, Lessor and Lessee entered into a Ref ieler Lease Agreement ("Original Agreement")
effective September 1, 2012, where the Lessor agrees to lease and deliver, and Lessee agrees to lease,
receive and pay for from Lessor, Lessee's aviation refueling equipment for the purpose of dispensing
aviation fuels for use or resale at the Cape Girardeau Regional Airport, at or near Cape Girardeau, MO;
and
WHEREAS, Lessor and Lessee desire to modify certain provisions of the Agreement as set forth
below in order that the Agreement, as modified, is acceptable to both parties for execution.
THEREFORE, it is understood and agreed upon by the parties to add an additional refueling truck
to the agreement, as follows:
WITNESSETH
Lessor agrees to deliver and lease to Lessee for Lessee's use at the Cape Girardeau Regional
Airport, one (1) additional aviation refueling truck (hereinafter referred to as "refueling equipment")
described as follows:
2010 or newer — 3,000 gallon Jet -A refueling truck $750.00/month
This confirms our mutual understanding that the above described refueling equipment is, as of the
above date, leased to Lessee subject to the same terms and conditions as set forth in the original
agreement, except that lease payment will not be waived for the first two years of any rental term for the
additional refueling equipment.
All other terms of the Original Agreement shall remain in full force and effect. Except as
otherwise set out herein, the terms of the Original Agreement will control.
[Remainder of Page Intentionally Left Blank — Signature Page to Follow]
IN WITNESS, WHEREOF, the parties have hereunto caused this instrument to be executed in their
corporate names by their Presidents, attested by their Secretaries, and their corporate seals to be hereto
axed, all by order of their respective Boards of Directors and this instrument is execute in duplicate
originals, with each party retaining a copy thereof.
This day of , 20
EASTERN AVIATION FUELS, INC.
y, _ , 112-- -��7
Robert L. StalliIV
President 6
WITNESS
i
CITY OF C E GIRARDEAU, MISSOURI
/"
By.
City Manager j
WITNESS
STATE OF MISSOURI
COUNTY OF CAPE GIRARDEAU
REFUELER LEASE AGREEMENT
THIS AGREEMENT, made and entered into this the 1' day of September, 2012, by and between
EASTERN AVIATION FUELS, INC., a corporation existing under and by virtue of the laws of the State of
North Carolina, with its principal office in New Bern,North Carolina,and hereinafter referred to as"Lessor" and
THE CITY OF CAPE GIRARDEAU,MISSOURI,hereinafter referred to as"Lessee":
WITNESSETH
Lessor agrees to deliver and lease to Lessee for Lessee's use at the Cape Girardeau Regional Airport,the
two(2)aviation refueling trucks(hereinafter referred to as"refueling equipment")described as follows:
New—5,000 gallon Jet-A refueling truck $2,500.00/month
New 2012 or newer— 1,000 gallon Avgas 100LL refueling truck $500.00/month
No lease payments for first two years of five(5)year agreement.
This confirms our mutual understanding that the above described refueling equipment is, as of the above
date,leased to Lessee subject to the following terms and conditions:
1. For the use of said refueling equipment during the term hereof,Lessor hereby agrees to lease to Lessee
the refueling equipment for a rental fee of$3,000.00 per month plus applicable sales and use tax,to commence as
of the 1st day of September,2012. Lessor shall be permitted after the primary term of five(5)years to increase said
rental while this agreement is in effect by giving Lessee at least sixty (60) days advance written notice of the
effective date of said increased rental. In the event of any increase in rental, Lessee shall have the right to
terminate this agreement on the effective date of said increase by giving Lessor thirty (30) days advance written
notice of its intention to terminate on said effective date.
2. This agreement shall remain in effect for a primary term of five (5) years beginning on the 1'`day of
September, 2012, and for an indefinite period thereafter unless and until either party shall notify the other of its
desire to terminate this agreement after expiration of the primary term with thirty (30) days written notice;
provided however, this agreement may be terminated at any time without notice on account of breach or default of
the terms of this agreement.
3. Said refueling equipment shall in no way become the property of Lessee, or anyone claiming
thereunder, and shall be used solely by Lessee or its representatives at the Cape Girardeau Regional Airport for
handling the aviation fuels supplied by Eastern Aviation Fuels,Inc.
4. Lessee shall pay all sales and property taxes, assessments, and licenses and registrations on said
refueling equipment during the term of the lease, and furnish to Lessor's reasonable satisfaction, verification that
payment has been made before said taxes,assessments,or fees become delinquent.
5. It is understood and agreed that Lessee will not encumber said refueling equipment or do or permit
anything to prejudice the title of the owner thereto; will comply with all laws, ordinances, and regulations
applicable to the refueling equipment; and except for acts or omissions of the Lessor, Lessee agrees to release,
Page 1
indemnify and hold the Lessor and the owner of said refueling equipment harmless from and against all other
claims, liabilities, losses, obligations and causes of action for injury or death of any and all persons,or for damage
to or destruction of any or all property arising out of or resulting from the condition,existence,use or maintenance
of such refueling equipment, including, but not limited to loss or damage to the refueling equipment, whether or
not any of same shall result in whole or in part from the negligence of Lessee or those acting under it. SAID
REFUELING EQUIPMENT IS LEASED "AS IS" WITHOUT WARRANTY AS TO MERCHANTABILITY,
TITLE, CONDITION,OR FITNESS FOR ANY PURPOSE. It is also agreed that Lessee shall not add or remove
any equipment or appurtenances to or from said equipment without the written consent of Lessor.
6. It is further understood and agreed that each party accepts the applicable responsibilities for operating
and maintaining said refueling equipment listed as hereafter provided, said list being made a part hereof by
reference. Lessor shall be permitted access to inspect the refueling equipment at all reasonable times.
7. Lessee agrees that it shall return said refueling equipment to Lessor at the termination of this
agreement in as good condition as when Lessee received it,normal wear and tear excepted.
8. Lessee agrees to maintain adequate physical damage insurance on refueling equipment during the term
of this lease with Lessor named as an additional insured party, and to furnish a copy of certificate of insurance to
Lessor.
9. This agreement supersedes and takes the place of all former agreements, and amendments thereto,
heretofore entered into between the parties covering the lease of refueling equipment at the location above-stated.
10. Lessee agrees that it will not use or permit the use of the vehicle leased hereunder in a negligent or
improper manner or in violation of any law; or so as to avoid any insurance covering the same; or as a public or
private livery;or permit the vehicle to become subject to any lien,charge or encumbrances.
11. The Lessee is responsible for:
A. Performing minor maintenance on refueler, including preventive maintenance, tune-ups, starter
repair,battery replacement, alternator repair, filter/element replacement, ground reel replacement,
deadman cable & handle replacement, fuel nozzle replacement, etc. The Lessor shall be
responsible for major repairs if caused by normal wear and tear (engine or transmission
rebuilding,etc.)
B. Quality control inspections on the fueling equipment and for filter replacement at regular
intervals.
C. Furnishing all fuel for refueling equipment.
D. Checking and maintaining sufficient supply of lubricating oil in crankcase.
E. Checking regularly and maintaining sufficient supply of gear oil in transmission and
differential.
F. Pay for all ground reel equipment and replacement of aviation refueling hose.
G. Checking battery water level weekly. Test and charge battery as necessary. Replace as needed.
H. Maintaining proper air pressure in tires, and making all necessary tire changes and repair
including replacements
I. Pay for all deadman cable and handle replacements.
J. Checking and maintaining adequate all-season antifreeze in radiator to protect cooling
system properly. Antifreeze shall be maintained in refueling equipment throughout the
year.
K. Keeping all fire extinguishers fully charged and in good working order.
Page 2
L. Pay for meter calibration,if any required.
M. Inspect nozzle screens,filter,and filtering equipment daily,and clean as necessary.
N. Furnish any ladders desired by Lessee.
O. Pay for any fuel nozzle replacements.
P. Reimburse Lessor for replacement of parts or equipment lost from refueler equipment, and for all
expenses incurred for repairs to, and/or replacement of parts of, the refueling equipment through
carelessness,abuse,or neglect.
Q. Wash and clean refueling equipment as necessary to maintain good appearance.
R. Advise Lessor at once if operation of truck or refueling system indicates need for repairs which
are Lessor's responsibility. Cost of local repairs or replacements by others will not be paid or
reimbursed by Lessor unless prior authorization is secured from Lessor.
12. Except for acts or omissions of the Lessor, Lessee agrees to release, defend, indemnify, and hold
Lessor harmless from and against all other claims, liabilities, or loss expense(including attorney fees), obligation
and causes for action for injury to or death of any and all persons or for damage to or destruction of any and all
property arising out of,or resulting from the use,maintenance and operation of the vehicle. Any liability of lessee
under this agreement shall be limited to the proceeds of the City's liability insurance covering such incidents.
13. ATTORNEY AND/OR COLLECTION FEES: In the event of default by the Lessee,Lessee agrees
to pay Lessor a late payment charge on any delinquent balance in the amount of 1.5%per month, 18.0%per annum
or the maximum amount permitted by law from the date of default. Jurisdiction for any action under this
agreement shall be had in Cape Girardeau County Missouri and the laws of Missouri shall be applied.
14. The execution of this lease and the performance of any act pursuant to the provisions thereof shall not
be deemed or constructed to have the effect of creating between Lessor and Lessee the relationship of principal or
agent,or of a partnership or joint venture. Except for acts or omissions of the Lessor, Lessee shall indemnify and
hold the Lessor harmless against all other claims for damages or injury to any personal property sustained in the
operation, use and maintenance of the said vehicle as a result of any willful, intentional, or negligent acts or
conduct of Lessee, its agents or employees.
15. The RFP of the Lessee for an exclusive fuel supplier and the Lessor's proposal in response to the RFP
including Attachment "A" and Attachment "B" are included by reference herein and the terms and conditions
contained therein are binding upon the Lessor and the Lessee.
IN WITNESS WHEREOF, the parties have hereunto caused this instrument to be executed in their
corporate names by their Presidents, attested by their Secretaries, and their corporate seals to be hereto affixed,all
by order of their respective Boards of Directors and this instrument is executed in duplicate originals, with each
party retaining a copy thereof.
Page 3
EASTERN AVIATION FUELS,INC.
By:
Robert L. S • 1-.1 ,III- President
WITNESS:
•
A
CITY OF CAPE GIRARDEAU,MISSOURI
By:
eather D.Brooks,Assistant City Manager
ATTEST:
Gayle L.C City Clerk
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