PROPOSAL DOCUMENTS

FIXED BASE OPERATOR AT BOWMAN FIELD

LOUISVILLE REGIONAL AIRPORT AUTHORITY

LOUISVILLE, KENTUCKY

CONTENTS

DESCRIPTION PAGE

Invitation to Submit Proposals ...... I-1 Definition of Terms...... D-1 Instructions to Proposers ...... ITP-1 General Conditions ...... GC-1 Proposal Form ...... PF-1 Proposers’ Experience and Qualifications Questionnaire ...... Q-1 Fixed Base Operator Lease Agreement ...... A-1

Exhibit A ...... Premises Exhibit B ...... Initial Improvements Exhibit C-1 ...... Initial Premises Condition Report Exhibit C-2 ...... Current Premises Condition Report Exhibit D ...... Monthly Fuel Flowage Fees Report Exhibit E ...... Price Comparison Locations Exhibit F...... Louisville Regional Airport Authority Regulations Exhibit G ...... Proforma

April 13, 2019

INVITATION TO SUBMIT PROPOSALS

LOUISVILLE REGIONAL AIRPORT AUTHORITY

Sealed Proposals shall be received at the Office of the Director of Properties, at the Administrative Offices of the Louisville Regional Airport Authority (the “Authority”), 700 Administration Drive, Louisville, Kentucky 40209, until and not later than 10:00 a.m., local time, on May 6, 2019 for the following:

FIXED BASE OPERATOR AT BOWMAN FIELD

The Authority is inviting proposals from qualified, responsible and financially sound proposers (the "Proposers") to enter into a Fixed Base Operator Lease Agreement (the “Fixed Base Operator Lease Agreement”) for the non-exclusive right and privilege to operate and manage, at the Proposer’s sole cost and expense, a first-class, high-quality, and full-service fixed base operator (the “FBO”) in certain designated areas at Bowman Field (the “Airport”) in Louisville, Kentucky ("the Premises") for term of 10 years, commencing October 1, 2024, all as set forth in the Proposal Documents referred to below. The purpose of the FBO is to provide first-class, high-quality and full-service FBO services to the users of the Airport.

The Proposal Documents may be obtained at the Office of the Director of Properties at the above address for the Administrative Offices of the Authority, between the hours of 8:00 a.m. and Noon and between the hours of 1:00 p.m. and 4:30 p.m. Monday through Friday, telephone (502) 363-8508, or by emailing a request to [email protected], or at the Authority’s website at http://www.flylouisville.com/about/business-opportunities/bids-proposals-department- information/current-contracting-opportunities-and-information/.

The proposed Fixed Base Operator Lease Agreement is under and subject to Federal Executive Order 11246 of 24 September, 1965 and its subsequent revisions. Proposers will be required to comply with the affirmative action plan for Equal Employment Opportunity prescribed by the Office of Federal Contract Compliance Programs (OFCCP), United States Department of Labor in Chapter 60, Regulations of the Secretary of Labor (41 CFR Chapter 60), or by other relevant orders of that office.

The Authority, in accordance with Title VI of the Civil Rights Act of 1964, 78 Stat., 252, 42 U.S.C. 2000d to 2000d-4 and Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally Assisted Programs of the Department of Transportation issued pursuant to such Act, hereby notifies all Proposers that it will affirmatively insure that in any Award made pursuant to this advertisement, Disadvantaged Business Enterprises (“DBEs”) will be afforded full opportunity to submit Proposals in response to this invitation and that no Proposer will be discriminated against on the grounds of race, creed, handicap, color, religion, sex or national origin in consideration for an Award.

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The Authority reserves the right, to the extent the Authority deems necessary or desirable in its sole judgment, to waive any informality or irregularity in any Proposal, Bank Letter of Credit or Surety Bond, to negotiate for the modification of any Proposal, to accept that Proposal which, in the Authority’s sole judgment, is deemed the most desirable and advantageous to the Authority even if such Proposal does not offer the highest monetary return to the Authority, to reject any and all Proposals, or to re-advertise for Proposals.

The Authority will conduct a mandatory Pre-Proposal Conference beginning at 10:00 a.m., local time, on April 19, 2019 for the purpose of reviewing the Proposal Documents, entertaining questions from potential Proposers and viewing the Premises. No telephone call-ins will be allowed. The mandatory Pre-Proposal Conference will be held at the Administrative Offices of the Authority, 700 Administration Drive, Louisville, Kentucky 40209.

All prospective Proposers are requested to contact Adam Thomas, Director of Properties, with all oral questions and/or requests, telephone (502) 363-8508.

The Authority has a No Contact Policy which prohibits communication or contact by Proposer(s) or its representative(s) directed at members of the Authority’s Board, its employees, its consultants, or its other representatives concerning the subject of the Proposal Documents except as permitted by the Proposal Documents.

Adam Thomas Director of Properties

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DEFINITION OF TERMS

FIXED BASE OPERATOR AT BOWMAN FIELD

I. Whenever the following terms are used in these Proposal Documents, or in any other documents or instruments pertaining to the Fixed Base Operator Lease Agreement where these specifications govern, the intent and meaning shall be interpreted as follows:

ADVERTISEMENT. The Invitation to Submit Proposals inviting Proposals for the operation of the Fixed Base Operator to be awarded.

AGREEMENT OR FIXED BASE OPERATOR LEASE AGREEMENT. That document to be entered into by the Authority and Operator, which, together with the Proposal Documents, contemplates and includes permission for Operator to finance, design, construct, operate and manage, at its sole cost and expense, a non-exclusive, with certain exceptions, FBO at Bowman Field under the terms and conditions expressly set forth herein.

AGREEMENT DOCUMENTS. All written material covering the FBO to be operated. The Agreement Documents shall include, but not be limited to, the following: Notice to Submit Proposals, Invitation to Submit Proposals, Definition of Terms, Instructions to Proposers, General Conditions, Proposal Form, Proposer’s Experience and Qualifications Questionnaire, Performance Bond, Bank Letter of Credit, insurance certificate(s), any addenda, the Fixed Base Operator Lease Agreement, and all attachments and exhibits thereto.

AIRPORT. Airport means any and all property and improvements owned, leased, operated, or controlled by the Authority, which, for the purposes of these Proposal Documents, shall mean Bowman Field, Louisville, Kentucky.

AUTHORITY. The Louisville Regional Airport Authority acting through its duly authorized representative.

AWARD. The acceptance, by the Authority, through formal action of its Board, of the successful Proposer’s offer to the Fixed Base Operator Lease Agreement.

BANK LETTER OF CREDIT. The irrevocable letter of credit issued by a commercial bank, and in a form satisfactory to the Authority in its sole discretion, and issued for the account of the Authority and provided in lieu of a Surety Bond. If used as the $50,000.00 requirement when submitting a Proposal, the irrevocable bank letter of credit shall have an expiration date not earlier than 180 Calendar Days from the Proposal Opening Date.

BUSINESS DAY. Any day other than a Saturday, Sunday or holiday upon which national banks located in Kentucky are legally closed.

CALENDAR DAY. Every day shown on the calendar, including Saturdays, Sundays, and holidays.

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COMMENCEMENT DATE. The date on which the Fixed Base Operator Lease Agreement commences.

CPI INDEX – CONSUMER PRICE INDEX. Shall be defined as the U.S. Department of Labor national Consumer Price Index for all Urban Consumers (CPI-U) issued from time to time by the United States Department of Labor, Bureau of Labor Statistics or any successor agency (the “Bureau”), or any other measure hereafter employed by the Bureau in lieu of that index, that measures the changes in the general level of prices nationally, or if the Bureau should cease to issue such indices and any other agency of the United States should perform substantially the same function, then the indices issued by such other agency.

FIXED BASE OPERATOR OR FBO. The agreed scope of operation for financing, designing, constructing, operating and managing a first-class, high-quality and full-service Fixed Base Operator in certain designated areas of the Airport, as described in the Proposal Documents and the Fixed Base Operator Lease Agreement.

OPERATOR. The individual, corporation, partnership, limited liability company, joint venture, firm, or other entity to which the Award is made and which is liable, as tenant and as Operator, under the Fixed Base Operator Lease Agreement in conformance with the Fixed Base Operator Lease Agreement Documents.

PAYMENT BOND. The approved form of security furnished by the Operator, or its Surety, as a guaranty that the Operator will pay in full all bills and accounts for materials, supplies, rentals and labor used in or on the improvements constructed or furnished by the Operator, including Kentucky Unemployment Insurance contributions as provided by KRS 341.317.

PERFORMANCE BOND. The approved form of security furnished by the Operator, or its Surety, as a guaranty that the Operator will complete the improvements and/or operate the FBO in accordance with the terms of the Proposal or Agreement Documents.

PREFERENTIAL USE AIRCRAFT RAMP. The areas designated by this Proposal and the Exhibits hereto and in the Fixed Base Operator Lease Agreement as a place where Operator may use, in common with others, to conduct the FBO services and specifically includes a parcel of ground containing approximately 744,206 square feet, more or less, of aircraft ramp, which approximately 327,016 square feet, more or less, of aircraft ramp is adjacent to the Hangars #2, #2A and #3, and approximately 417,190 square feet, more or less, of aircraft ramp near Hangars #4 and #7, all identified on Exhibit A attached hereto.

PREMISES. The areas designated by this Proposal and the Exhibits hereto and in the Fixed Base Operator Lease Agreement as the place or places where the business of Operator shall be conducted and specifically includes a parcel of ground which includes the following: (i) FBO Complex containing approximately 118,768 square feet, more or less, (Buildings 8, 9 and 10, Hangars #2, #2A, #3, #4 and 8,732 square foot portion of Hangar #7; all buildings, improvements, landscaping, vehicle parking, driveways; and appurtenances constructed thereon), (ii) Unimproved Ground containing approximately 237,877 square feet, more or less, of ground, and (iii) on a non-

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exclusive basis, the Preferential Use Aircraft Ramp containing approximately 744,206 square feet, more or less, of aircraft ramp, all identified on Exhibit A attached hereto.

PROPOSAL. All required submissions contained in the written offer of the Proposer, submitted on the attached Proposal Form, to operate the FBO in accordance with the provisions of the Proposal Documents.

PROPOSAL DOCUMENTS. Shall be defined and have the same meaning as Agreement Documents.

PROPOSAL OPENING DATE. 10:00 a.m., local time, on May 6, 2019.

PROPOSER. Any individual, partnership, firm, joint venture, limited liability company, corporation or other entity acting directly or through a duly authorized representative, which submits a proposal for the operation of the FBO herein offered.

SPECIFICATIONS. A part of the Proposal Documents or Agreement Documents which contain the written directions and requirements for qualifying for the Award and operating the FBO.

SURETY. The corporation, partnership, or individual, other than the Operator, executing the bonds which are required to be furnished to the Authority by the Operator hereunder. Surety shall be licensed to do business in the State of Kentucky.

SURETY BOND. The bond described in the Invitation to Submit Proposals, and elsewhere herein, which is submitted with a Proposal, to assure the faithful execution of a Fixed Base Operator Lease Agreement by the successful Proposer.

WRITTEN NOTICE. All notices required by the Proposal Documents or Agreement Documents shall be in writing and shall be sufficient, and shall be deemed received on the date delivered, if hand delivered, or the day after depositing with an overnight courier service, or three (3) Business Days after mailing if sent by certified or registered mail, postage prepaid, by one party to the other at such receiving party’s principal place of business address known to the party giving the notice.

II. Whenever, in these Proposal Documents or Agreement Documents, the words “directed”, “required”, “permitted”, “ordered”, “designated”, “prescribed”, or words of the like import are used, it shall be understood that the direction, requirement, permission, order, designation, or prescription of the Authority is intended; and similarly, the words “approved”, “acceptable”, “satisfactory”, or words of like import, shall mean approved by, acceptable to, or satisfactory to, the Authority.

III. Whenever the words “he, his, him”, etc., are used in these Proposal or Agreement Documents it shall be understood that such words mean male, female, or any impersonal business entity.

IV. Any reference to specific requirements of a numbered Section, Subsection, Paragraph or Subparagraph of the Proposal or Agreement Documents, or a cited standard in the Specifications, shall be interpreted to include all general requirements of the entire Section,

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Subsection, Paragraph, Subparagraph, or any Specification item or cited standard, which may be pertinent to such specific reference.

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INSTRUCTIONS TO PROPOSERS

FIXED BASE OPERATOR AT BOWMAN FIELD

I. INVESTIGATION OF CONDITIONS. The submission of a Proposal shall constitute conclusive evidence that the Proposer has investigated all technical specifications, site conditions, the manner and environment in which the FBO will be provided and is aware of circumstances, procedures, and requirements affecting the FBO to be provided. The attention of the Proposer is specifically directed to, and Proposer will be conclusively presumed to have read and become familiar with, all Proposal Documents. No claim for adjustment of the provisions of the Fixed Base Operator Lease Agreement (the “Agreement”), and particularly of the Fuel Flowage Fee, and/or Rent (as further defined elsewhere herein) to be paid to the Authority, shall be honored, after the Agreement has been executed by both parties, on the ground that Proposers were not fully informed as to the conditions which do or could exist.

THE ATTACHED FORM OF AGREEMENT IS THE FORM OF AGREEMENT THAT THE AUTHORITY CONTEMPLATES WILL BE EXECUTED BY THE PARTIES. ANY REQUESTED CHANGES TO THIS FORM OF AGREEMENT MUST BE SUBMITTED IN WRITING TO THE AUTHORITY ON OR BEFORE THE DUE DATE FOR SUCH PROPOSED CHANGES SET FORTH IN SECTION II.B OF THE INSTRUCTIONS TO PROPOSERS ENTITLED “PROPOSER’S WRITTEN COMMENTS.” ALL POTENTIAL PROPOSERS SHALL BE NOTIFIED OF ANY PROPOSED CHANGES THAT ARE ACCEPTED BY THE AUTHORITY THROUGH AN ADDENDUM TO THE PROPOSAL DOCUMENTS, AND IF SUCH CHANGES ARE ACCEPTED BY THE AUTHORITY THEY SHALL BE INCLUDED IN THE AGREEMENT THAT SHALL BE EXECUTED BY THE SUCCESSFUL PROPOSER.

The Authority reserves the right to Award the Agreement based on Proposals received, with or without negotiations.

II. PROPOSAL REQUIREMENTS. Proposals not conforming with the following requirements may be rejected:

A. Proposal Opening Date. Proposals shall be submitted no later than 10:00 a.m. local time, on May 6, 2019.

B. Proposer’s Written Comments. Should there be any doubt as to the meaning or content of these Proposal Documents, the Proposer shall at once notify Adam Thomas, Director of Properties, by means listed below. Corrections, changes or clarification, if required, will be made in written addenda to all who have received the Proposal Documents. The Authority will not be responsible for any oral instructions, interpretations or explanations. Proposers shall submit all questions and comments on the Proposal Documents, if any, in writing at the following addresses, Louisville Regional Airport Authority (regular mail), ATTN: Adam

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Thomas, Director of Properties, (regular mail) P.O. Box 9129, Louisville, Kentucky 40209, (overnight courier or hand delivery) 700 Administration Drive, Louisville, Kentucky 40209, or electronic mail to email address [email protected], which all submissions shall be received no later than 9:00 a.m., local time, on April 22, 2019.

C. Mandatory Pre-Proposal Conference. The Authority will conduct a mandatory Pre- Proposal Conference beginning at 10:00 a.m., local time, on April 19, 2019, for the purpose of reviewing the Proposal Documents, entertaining any questions from potential Proposers and viewing the Premises. No telephone call-ins will be allowed. The mandatory Pre-Proposal Conference will be held in the Administrative Offices of the Authority, 700 Administration Drive, Louisville, Kentucky 40209. Questions from potential Proposers will be entertained at this time, and if requested, a walk-through of the Premises will be conducted. All prospective Proposers are required to have a representative attend this mandatory Pre-Proposal Conference. Only attendees of the mandatory Pre- Proposal Conference will be entitled to receive further notices and addenda regarding this solicitation. Proposers shall declare in their Proposal the name of the representative, whether Proposer’s employee or other representative that is not an actual employee of the prospective Proposer, which officially represented the prospective Proposer at the Pre-Proposal Conference. The Authority will reject a submitted Proposal if no representative of that Proposer attended the mandatory Pre-Proposal Conference.

D. Proposer must submit five (5) copies of its Proposal with one being the “Original” and labeled as such. Proposer must also submit one (1) electronic copy of the entire Proposal in a PDF format on a flash drive, CD or DVD.

E. Envelopes or boxes containing the Proposal Form and all other information required by the Proposal Documents must be submitted in a sealed envelope or box clearly addressed and identified as follows:

“Louisville Regional Airport Authority Attn: Director of Properties PROPOSAL FOR FIXED BASE OPERATOR LEASE AGREEMENT”

If mailed by regular mail, the sealed envelope or box containing the Proposal Form and addressed as specified above shall be in an outer envelope or box addressed to:

“Louisville Regional Airport Authority Attn: Director of Properties P.O. Box 9129 Louisville, Kentucky 40209-0129”

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If sent by overnight courier service or hand delivered, the sealed envelope containing the Proposal Form and addressed as specified above, shall be in an outer envelope or box addressed to:

“Louisville Regional Airport Authority Attn: Director of Properties 700 Administration Drive Louisville, KY 40209”

F. Proposal Form. Proposals must be submitted on the Proposal Form provided as part of the Proposal Documents.

G. Questionnaire. Proposer must submit, among other things, a statement of its experience in the operation of an FBO with similar levels of general aviation and corporate aircraft activity, as required in the Questionnaire provided as a part of the Proposal Documents.

H. Affidavit. Proposers must sign and have notarized, the "Proposers Affidavit" which is a part of the Proposal Form. This affidavit covers non-collusion and non-conflict of interest. Any Proposal that does not include the properly executed affidavit will be declared invalid.

I. Additional Information. Proposer must furnish all additional data, exhibits or statements that it deems essential and pertinent to assure total understanding and evaluation of its Proposal by the Authority.

J. Proposals must be submitted in such manner as to make them complete and free from ambiguity, without alterations or erasures, all blank spaces on the Proposal Form filled in and the Proposal Form properly signed by the Proposer or Proposer's legally authorized officer or agent.

K. Proposal Guaranty. Each Proposal shall be accompanied by a Bank Letter of Credit or Surety Bond payable without condition to the Louisville Regional Airport Authority in the amount of $50,000.00. This Bank Letter of Credit or Surety Bond shall have an expiration date of not earlier than 180 Calendar Days after the Proposal Opening Date. This Bank Letter of Credit or Surety Bond will be delivered to the Authority as a guarantee that if the Proposal is accepted, the Agreement will be entered into within 15 Calendar Days after the Agreement is given to the successful Proposer by the Authority for execution. Such Bank Letter of Credit or Surety Bond shall be drawn against by the Authority, and the amount so drawn shall constitute the agreed amount of liquidated damages if the successful Proposer fails to enter into the Agreement within the stipulated time. The Bank Letter of Credit or Surety Bond of the successful Proposer shall be returned upon receipt of a fully executed Agreement and security deposit as specified in these Proposal Documents. Surety of unsuccessful Proposers will be returned within 180 Calendar Days after the successful Proposer has been issued notice of the Award.

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L. Kentucky's Open Records Act. Under Kentucky's Open Records Act, the Proposal submitted in response to this solicitation will be subject to inspection by the public, unless an exception to the Open Records Act applies. KRS 61.878(1)(c)(1) excludes from the Act's disclosure requirements "records confidentially disclosed to an agency…generally recognized as confidential or proprietary, which if openly disclosed would permit an unfair commercial advantage to competitors of the entity that disclosed the records." If Proposers response to this solicitation contains information Proposer deems as confidential or proprietary, Proposal shall clearly mark the pages containing such information as "CONFIDENTIAL" or "PROPRIETARY." Proposers may not classify an entire Proposal as proprietary or confidential. Proposers’ classifications of information as confidential or proprietary will not be binding upon the Authority.

M. All services must comply in their entirety with the proposal specifications and plans.

N. Proposer warrants that the service will conform to its Proposal's description and any applicable specifications shall be of good quality and for the known purpose for which it is intended. This warranty is in addition to any standard warranty or service guarantee given by the Proposer to the Authority.

III. REJECTION OR ACCEPTANCE OF PROPOSALS. At any time, up to the hour and date set for receipt of Proposals, Proposer may withdraw its Proposal. After the scheduled time for receipt of Proposals, Proposer will not be permitted to withdraw its Proposal and the submission of a Proposal will constitute a continuing offer to the Authority, for a period of 120 Calendar Days following the due date for Proposals.

The Authority reserves the right to waive any informality or irregularity in any Proposal, Bank Letter of Credit or Surety Bond, to negotiate for the modification of any Proposal, to accept that Proposal which in the Authority’s sole judgment, is deemed the most desirable and advantageous to the Authority even if such Proposal does not offer the highest monetary return to the Authority, to reject any and all Proposals, or to re-advertise for Proposals, to such extent as the Authority, in its sole opinion, deems necessary or desirable.

If a successful Proposer refuses to enter into and return to the Authority the Agreement within 15 Calendar Days after the Agreement is delivered to the successful Proposer for execution, the Authority reserves the right to cancel the Award and to accept the Proposal of any other qualified Proposer that submitted a bona fide Proposal in response to these Proposal Documents, without re-advertisement.

IV. INCOMPLETE PROPOSALS. The Authority may consider incomplete any Proposal not prepared and submitted in accordance with the provisions of these Proposal Documents. Any alteration, omission, or addition to the Proposal Form or any unauthorized conditions, limitations or provisions attached to a Proposal may render it incomplete and may be sufficient cause for its rejection. The Authority may also consider the Proposal incomplete and may reject it if:

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A. The Proposal Form furnished herein is not used or is altered;

B. There are alternate Proposals not called for or irregularities of any kind that may tend to make the Proposal indefinite or ambiguous;

C. The Fuel Flowage Fee, Rent and/or Initial Improvements contained in the Proposal are unbalanced in the Authority’s sole judgment, either in excess of or below the Authority’s analysis; or

D. Any documents necessary for Proposal purposes are not complete, are improperly executed or are missing.

V. DISQUALIFICATION OF PROPOSAL. Any of the following causes may be considered as sufficient for the disqualification of a Proposer and the rejection of a Proposal:

A. Submission of more than one (1) Proposal hereunder by an individual, firm, joint venture, corporation, limited liability company or other entity under the same or different names;

B. Failure to submit required Surety Bond or Bank Letter of Credit;

C. Evidence of collusion among Proposers;

D. A Proposer's default or arrearage under any previous or existing agreement with the Authority;

E. Existence of any unresolved claims between the Proposer and the Authority;

F. A Proposer's default or arrearage under any other previous or existing agreement for the operation of an FBO with anyone other than the Authority;

G. Any documents necessary for Proposal purposes are not complete, are improperly executed or are missing; or

H. A Proposer’s violation of the “no contact policy” in Section IX. NO CONTACT POLICY hereof.

VI. NOTICE OF AWARD. It is anticipated that the Authority will give notice of the Award to the successful Proposer within 90 Calendar Days after the Proposal Opening Date. However, the Authority reserves a period of 120 Calendar Days after such Proposal Opening Date during which time notice of the Award may be given. Proposer to whom the Agreement is Awarded shall, within 15 Calendar Days of the date of delivery by the Authority of the Agreement, deliver the Agreement to the Authority fully executed, along with the Performance Bond and evidence of insurance coverage required in the Agreement.

All such documents must be executed and delivered by the Proposer and approved by the Authority before the Agreement will be executed and returned to the Proposer, by the

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Authority. The Authority reserves the right to cancel the Award without liability, except for the return of the Bank Letter of Credit or Surety Bond to the Proposers, at any time before the Agreement has been fully executed by both parties. Failure upon the part of the successful Proposers, to whom an Agreement has been awarded, to execute and deliver the Agreement and other documents required above within 15 Calendar Days after the date of the Agreement, is delivered to such successful Proposer by the Authority, shall be just cause for cancellation of the Award by the Authority and shall give the Authority the right to present and draw against the Bank Letter of Credit or to make demand upon the Surety Bond, not as a penalty but in liquidation of damages sustained. The Award may be made to another qualified Proposer(s), or all Proposals rejected, in the Authority’s sole discretion.

VII. GENERAL. The following general conditions relate to the submission of Proposals and any Award to be made as a result thereof:

A. The Agreement, if Awarded, shall be Awarded by the Authority in response to the Proposal offered by a responsible and qualified Proposer who, in the Authority’s sole opinion, best meets all of the goals and requirements stated elsewhere in these Proposal Documents. Responsibility and qualification of Proposers shall be determined by the Authority in its sole judgment from the information furnished by the Proposer as well as from any other sources determined to be appropriate by the Authority. An Award will not be made until after such investigations, as are deemed appropriate, are made regarding the experience, financial responsibility, and other qualifications of the Proposer.

B. The Authority shall not be obligated to respond to any Proposal submitted nor shall the Authority be legally bound in any manner whatsoever by the submission of a Proposal by any Proposer.

C. Any Agreement arising out of any Proposal submitted hereunder, and any negotiations that may follow, shall not be binding or valid against the Authority, its officers, employees or agents unless executed by the Authority and the Operator in accordance with applicable laws.

D. The Authority reserves the right to negotiate and amend the terms and provisions of any Agreement arising out of this solicitation.

E. Statistical information contained in these Proposal Documents is for information purposes only. The Authority is not responsible for any inaccuracies or interpretations of said data.

F. Attorneys-in-fact who sign Surety Bonds and Performance Bonds must file with such bonds a certified copy of their power of attorney to sign such bonds. All bonds must be counter-signed by an agent of the Surety, with proof of agency attached.

G. The Authority specifically reserves the right, in its sole discretion, to reject any and all Proposals and reserves the right to waive technicalities if such waiver is deemed by the Authority, in its sole discretion, to be in the best interests of the Authority.

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VIII. GRATUITIES AND KICKBACKS. The Proposer shall not offer, give or agree to give any Authority employee, any member of its Board or former Authority employee a gratuity or an offer of employment in connection with any decision, approval, disapproval, recommendation, preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing or in other advisory capacity in any proceeding of application, request for ruling, determination, claim or controversy.

IX. NO CONTACT POLICY.

A. No Unauthorized Contact by Proposers. Upon the advertisement or other publication of notice of these Proposal Documents until such time as an Award is made with respect thereto, there shall be no communication or contact initiated by Proposers, potential Proposers, or their representatives directed at members of the Authority’s board, its employees, its consultants, or its other representatives concerning the subject of the Proposal Documents, except as permitted by these Proposal Documents.

B. Unrelated Contact. If the Authority currently contracts with a Proposer, this policy shall not prohibit communications between the Authority and such Proposer to the extent they relate to the existing contract and not the ongoing Proposal process.

C. Contact by the Authority. This policy shall not prohibit Authority employees or representatives from contacting a Proposer for the purpose of obtaining further information.

D. Policy Violations. The Authority may reject a Proposal or response in the event of any violation of this policy.

X. INTERVIEWS/PRESENTATIONS. The Authority may, in addition to the Proposals received, require one or more of the best qualified and responsible Proposers submitting the best Proposals, in the Authority’s sole judgement, to make an oral/visual presentation of their Proposals, operating procedures and any other material or factors deemed relevant by the Authority.

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GENERAL CONDITIONS

FIXED BASE OPERATOR AT BOWMAN FIELD

I. GENERAL DESCRIPTION. The Authority intends to grant to a qualified and financially sound Proposer (the “Operator”) a Fixed Base Operator Lease Agreement, for the non- exclusive right and privilege, to operate and manage, at the Operator’s sole cost and expense, a first-class, high-quality, FBO in certain designated areas at the Airport for a term of 10 years (the “Term”), commencing on October 1, 2024, all as set forth in the Proposal Documents and generally upon conditions contained in the Fixed Base Operator Lease Agreement attached hereto, to which reference is made.

The Airport is one (1) of three (3) airports located within the Louisville MSA. Although there are many conventions, special events, corporate events and other events during the year in Louisville that generate increased general aircraft operations, the Kentucky Derby generates a significant increase general aviation aircraft operations. It is imperative that the Operator have significant experience in handling large events/operations like the Kentucky Derby and Breeders’ Cup.

II. PREMISES.

A. Fixed Base Operator Lease Agreement Premises. The premises that may be utilized in the performance of the Agreement, improved with general aviation facilities, and is shown on Exhibit A attached hereto, shall include the following and all shall be defined as the “Premises:”

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Exclusive Use Ground Facility Area Unimproved Ground 237,877 sq.ft. Preferential Use Aircraft Ramp Facility Area Improved Ground 744,206 sq.ft.

Total Ground 982,083 sq.ft.

Exclusive Use Facilities FBO Complex Facility Type Area Building 8 Office 5,342 sq.ft. Building 9 Office 2,309 sq.ft. Building 10 Office 2,803 sq.ft. Hangar 11,956 sq.ft. Hangar #2 Office/Shop 6,404 sq.ft. 18,360 sq.ft. Hangar 4,694 sq.ft. Hangar #2A Office/Shop - sq.ft. 4,694 sq.ft. Hangar 27,271 sq.ft. Hangar #3 Office/Shop 10,029 sq.ft. 37,300 sq.ft. Hangar 24,205 sq.ft. Hangar #4 Office/Shop 15,023 sq.ft. 39,228 sq.ft. Hangar 8,732 sq.ft. Hangar #7 Office/Shop - sq.ft. 8,732 sq.ft. Total Office/Shop 41,910 sq.ft. Total Hangar 76,858 sq.ft. Total FBO Complex 118,768 sq.ft.

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The Authority will lease to the Operator, on an exclusive basis, the FBO Complex containing approximately 118,768 square feet, more or less, identified on Exhibit A attached hereto, which includes Buildings 8, 9 and 10 and Hangars #2, #2A, #3, #4 and 8,732 square foot portion of Hangar #7; all buildings, improvements, landscaping, vehicle parking, driveways; and appurtenances constructed thereon and identified on Exhibit A attached hereto as the “FBO Complex.”

The Authority will lease to the Operator, Exclusive Use Ground containing approximately 237,877 square feet, more or less, identified on Exhibit A attached hereto, which includes all buildings, improvements, landscaping, vehicle parking, driveways; and appurtenances constructed thereon and identified on Exhibit A attached hereto as the “Unimproved Ground.”

The Operator may use the Preferential Use Aircraft Ramp in common with others to conduct the FBO services. The Preferential Use Aircraft Ramp contains approximately 744,206 square feet, more or less, of aircraft ramp, which approximately 327,016 square feet, more or less, of aircraft ramp is adjacent to the Hangars #2, #2A and #3, and approximately 417,190 square feet, more or less, of aircraft ramp near Hangar #4 and Hangar #7, all identified on Exhibit A attached hereto as the “Preferential Use Aircraft Ramp.”

B. The Premises, shall be taken by the Operator in “AS IS” CONDITION, SUBJECT TO AND INCLUDING ALL DEFECTS LATENT AND PATENT, and shall be improved, maintained and operated at the Operator’s sole cost and expense, except as otherwise specifically provided for in the attached Agreement. The Operator’s improvements, use and occupancy of the Premises, or any portion thereof, and any and all costs associated therewith, shall be and remain the financial obligation solely of the Operator.

III. CAPITAL IMPROVEMENTS AND APPROVAL OF PLANS. The existing Premises are available to the Operator “as is” in its present condition; provided, Operator shall, at a minimum, provide, construct and install improvements to the Premises in the minimum amounts and for the items listed on Exhibit B – Initial Improvements attached hereto (the “Initial Improvements”), all at the Operator’s sole cost and expense. The Plans and Specifications for the Initial Improvements shall be submitted to the Authority for review within 30 Calendar Days after the Commencement Date of the Agreement. Installation of such Initial Improvements shall be completed within 180 Calendar Days after the Notice to Proceed.

IV. MANAGEMENT, CUSTOMER SERVICE, OPERATIONS AND TRANSITION PLAN. Proposer shall provide a comprehensive description of how it plans to operate and manage the FBO. Be detailed and specific – describe exactly how Proposer plans to meet the needs of users at the Airport and what additional services will be offered. In short, describe the proposed operation in sufficient detail that the Authority may have a full understanding of the methods and procedures the Proposer proposes to employ in managing an FBO. Proposers shall submit this information on separate pages including diagrams and photographs if necessary, desirable or appropriate to illustrate matters referred to or

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described therein. Proposer shall describe in detail the manner in which the Proposer will provide services that will result in uninterrupted service during transition.

V. INCUMBENT EMPLOYEES. The successful Proposer shall offer interviews to the existing employees of the fixed base operators at the Airport and give good faith consideration to hiring such employees if they are qualified for the job openings in the successful Proposer’s operation of the FBO to be awarded.

VI. CUSTOMER SERVICE. The successful Proposer shall operate the FBO with the highest level of service and quality. Proposer shall maintain the Premises and conduct operations at all times in a safe, clean, orderly and inviting condition, to the satisfaction of the Authority. Proposer shall provide an overview of its customer service plan in the Management, Customer Service, Operations and Transition Plan.

VII. INSURANCE. The Operator will be required to maintain insurance as provided in the Agreement.

VIII. PROPOSER QUALIFICATIONS. Each Proposer shall, at the time a Proposal is submitted, furnish the Authority satisfactory evidence of its competency and financial capability to operate the FBO. In order to be considered qualified to operate the FBO hereunder, each Proposer must meet the following minimum qualifications:

A. To be considered qualified to operate the FBO, each Proposer must, at a minimum, have experience in the operation and management of a full-service fixed base operation at a general aviation or commercial service airport (with similar levels of general aviation and corporate aircraft activity) and must have directly operated and managed at least one (1) fixed base operation for the last 10 years;

B. Must be able to provide proof of the skill, experience and financial backing necessary to operate the FBO; and

C. It is mandatory that the individual, partnership, joint venture, corporation, limited liability company or other entity submitting a Proposal itself, either as presently constituted or existing as a result of some business reorganization (such as merger, consolidation or otherwise), have the above minimum qualifications and if such is found not to be the case, any Proposal submitted by such individual, partnership, joint venture, corporation or limited liability company will be rejected. In the case of a Proposal submitted by a partnership or joint venture, at least one (1) of the general partners thereof or one (1) of the constituent members of such joint venture must possess said minimum qualifications.

IX. EVALUATION OF PROPOSALS.

A. Each Proposal received will be fully evaluated on the basis of qualifications and criteria and factors deemed by the Authority to be of importance and consequence for operating the FBO. The determining criteria and factors to be considered in the evaluation of Proposals will include, but not necessarily be limited to the following, listed in no particular order:

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1. Rent and fees proposed by Proposer;

2. Economic return to the Authority;

3. Evidence that Proposer has the demonstrated financial wherewithal to construct the Initial Improvements and perform the other obligations of the Operator under the Agreement without undue financial burden on Proposer;

4. Amount of investment in the Initial Improvements proposed by Proposer;

5. Extent to which the Proposal meets the objectives of the FBO as set forth in these Proposal Documents;

6. Design of the Initial Improvements to the facilities and tenant finishes;

7. Facilities maintenance schedule;

8. Proposer’s overall experience in the services to be provided;

9. Local manager’s experience;

10. Business Plan to include, at a minimum, Proposer’s local/regional/national marketing program, which includes a description of the programs proposed for use and how Proposer will maximize fuel sales and general aviation aircraft operations;

11. Programs to achieve customer satisfaction, including to what extent (Class ratings and Limited ratings) a 14 CFR Part 145 certificated repair station is proposed either by the Operator or third-party provider (Proposer shall at a minimum provide Class and Limited Ratings to meet the general needs of the general aviation aircraft that normally frequent the Airport);

12. Proposer’s operational plan to accommodate special events (i.e. Breeders’ Cup and Kentucky Derby);

13. The number of refueling trucks proposed to be used at the Airport, including by aviation fuel type and tank capacity;

14. Extent to which Proposer proposes Optional FBO Services as listed in Section 3.2.B of the Agreement;

15. Proposer’s Management, Customer Services, Operations and Transition Plan; and

16. Proposer’s commitment to excellence of service and operation.

B. The Authority may also, in addition to the Proposals, require one (1) or more of the best qualified and responsible Proposers submitting the best Proposals, in the Authority’s sole judgment, to make an oral/visual presentation of their Proposal,

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operating procedures and any other material or factors deemed relevant by the Authority.

X. BASIS FOR AWARD OF FIXED BASE OPERATOR LEASE AGREEMENT.

A. The Authority will make the Award to the Proposer, who, in the Authority’s sole judgment is determined to be the best qualified and responsible Proposer and whose Proposal, in the Authority’s sole judgment, is deemed the most desirable and advantageous to the Authority, even if such Proposal does not offer the highest monetary return to the Authority. The Award is expected to be made within 90 Calendar Days after the Proposal Opening Date, but in no case will an Award be made until the financial responsibility, operational ability, and standards of the successful Proposer have been investigated and found by the Authority, in the Authority’s sole discretion, to provide adequate assurance of the Proposer’s ability to fulfill the terms of the Agreement.

B. The Authority reserves the right to waive any formality or irregularity in any Proposal, Bank Letter of Credit or Surety Bond, to reject any or all Proposals or to negotiate for the modification of any Proposal with its Proposer.

C. Submission of a Proposal shall obligate the Proposer to enter into an Agreement with the Authority in accordance with the accepted Proposal and the Agreement Documents. It is specifically understood that the Authority may accept any Proposal in its entirety without negotiation, and the Proposer shall be obligated to enter into an Agreement with the Authority reflecting that Proposal.

XI. GENERAL INFORMATION.

A. Bowman Field Operations. Aircraft operations at Bowman Field for the past six (6) reported fiscal years (July – June) are as follows:

Bowman Field Aircraft Operations by Fiscal Year (July-June) Type FY13 FY14 FY15 FY16 FY17 FY18 Air Carrier 21 1 0 3 0 2 Air Taxi 3,383 3,297 3,473 3,214 2,292 2,341 General Aviation 71,686 66,962 66,245 75,305 87,177 92,156 Military 924 678 653 455 375 368 Total 72,610 67,640 66,898 75,760 87,552 92,524

B. Bowman Field Fixed Base Operator Fuel Flowage. Fuel flowage reported by the existing fixed base operators at Bowman Field for the past six (6) reported fiscal years are as follows:

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Bowman Field Gallons Sold By Fiscal Year (July-June) Type FY13₁ FY14 FY15 FY16 FY17 FY18 JET-A 339,390 388,918 367,368 392,567 359,153 100LL 143,424 127,577 138,308 143,431 189,096 Total 490,641 482,814 516,495 505,676 535,998 548,249

₁ Note: Gallons sold for FY 13 were reported as total gallons sold; therefore, there is not a breakdown of 100LL and JET-A gallons sold.

C. Paragraphs A and B above are furnished for information purposes only. The Authority does not guarantee the correctness of the figures, and is not responsible to any Proposer that uses or relies on such figures in calculating its Proposal.

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PROPOSAL FORM

FIXED BASE OPERATOR AT BOWMAN FIELD

The undersigned, having fully examined all the Proposal Documents for the Award of a Fixed Base Operator Lease Agreement for the operation of a FBO described therein and having become familiar with the specifications, requirements and procedures therefor, hereby proposes and offers to perform all obligations associated therewith and agrees to pay to the Authority a Fuel Flowage Fee and Rent, submit a Proposal Guaranty with its Proposal, and make capital improvements in the following manner.

I. FIXED BASE OPERATOR LEASE AGREEMENT – FUEL FLOWAGE FEE, EXCLUSIVE USE GROUND RENT, PREFERENTIAL USE AIRCRAFT RAMP RENT, HANGAR RENT, AND OFFICE AND BUILDING RENT AND PAYMENTS.

A. Fees and Rent to be Paid.

1. For the Term of the Agreement, Fuel Flowage Fees as defined in Chapter 600 of the Authority’s Regulations (attached hereto as Exhibit F) (the “Fuel Flowage Fee”), as may be amended from time to time; plus

2. Exclusive Use Ground Rent: For the Term of the Agreement, $______per month for the First Agreement Year (as proposed by Proposer) (minimum suggested bid shall be $3,965.00 per month) and adjusted for each subsequent year of the Term of the Agreement as set forth in Section I.B herein (the “Exclusive Use Ground Rent”); plus

3. Preferential Use Aircraft Ramp Rent: For the Term of the Agreement, $______per month for the First Agreement Year (as proposed by Proposer) (minimum suggested bid shall be $15,504.00 per month) and adjusted for each subsequent year of the Term of the Agreement as set forth in Section I.B herein (the “Preferential Use Aircraft Ramp Rent”); plus

4. Hangar Rent: For the Term of the Agreement, $______per month for the First Agreement Year (as proposed by Proposer) (minimum suggested bid shall be $30,964.00 per month) and adjusted for each subsequent year of the Term of the Agreement as set forth in Section I.B herein (the “Hangar Rent”); plus

5. Office and Building Rent: For the Term of the Agreement, $______per month for the First Agreement Year (as proposed by Proposer) (minimum suggested bid shall be $5,691.00 per month) and adjusted for each subsequent year of the Term of the Agreement as set forth in Section I.B herein (the “Office and Building Rent”).

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B. Due Dates and Adjustments of Rents. The Exclusive Use Ground Rent, Preferential Use Aircraft Ramp Rent, Hangar Rent, and Office and Building Rent (hereinafter sometimes referred to collectively as “Rent”) shall be paid monthly in advance on or before the first Calendar Day of each month. The monthly rate for the Exclusive Use Ground Rent, Preferential Use Aircraft Ramp Rent, Hangar Rent, and Office and Building Rent for the First Agreement Year of the Term of the Agreement shall be adjusted accordingly each year thereafter at the rate of three (3) percent or the U.S. Department of Labor national Consumer Price Index for All Urban Consumers (CPI-U), whichever is less, effective on each anniversary of the Commencement Date of the Agreement; provided, in no event shall the Exclusive Use Ground Rent, Preferential Use Aircraft Ramp Rent, Hangar Rent, and Office and Building Rent decrease. The Authority will notify the Operator of the increased amount of Exclusive Use Ground Rent, Preferential Use Aircraft Ramp Rent, Hangar Rent, and Office and Building Rent, which, except in the case of manifest error, shall be binding on the parties. The CPI-U shall be calculated using the number provided by the Bureau of Labor and Statistics, or such successor agency, for the month of June prior to the Commencement Date of the Agreement of each year. For purposes of these Proposal Documents, “First Agreement Year” shall mean such consecutive 12 month period commencing on the Commencement Date.

C. Due Dates of Fees. Within 10 Calendar Days after the end of each calendar month Operator shall, submit a duly certified statement of Fuel Flowage Fees in a form acceptable to the Authority from time to time but initially in the form of Exhibit “D” attached hereto (the “Monthly Fuel Flowage Fees Report”) derived from such operations in such form and detail as Authority may from time to time specify, verifying the amount of such Fuel Flowage Fee that is due and payable for such month and pay to Authority the amount due.

D. Operator shall be responsible for collecting from Operator’s subcontractor or supplier of services any applicable Fuel Flowage Fee and remitting the fees to the Authority as though the Operator performed the services directly.

II. PROPOSAL GUARANTY. Within 15 Calendar Days after delivery by the Authority of the Agreement ready for execution, and as requested to do so, the undersigned will execute the Agreement. Attached hereto is a Bank Letter of Credit or Surety Bond in the amount of $50,000.00 payable without condition to the Louisville Regional Airport Authority, which may be retained by the Authority as liquidated damages, and not as a penalty, in the event the undersigned fails to execute the Agreement in the time specified or otherwise fails to comply with the Proposal Documents. This Bank Letter of Credit or Surety Bond shall have an expiration date of not earlier than 180 Calendar Days after the Proposal Opening Date.

III. CAPITAL IMPROVEMENTS. The Proposer hereby proposes the planned capital investment to be made by the Proposer in accordance with Section III. CAPITAL IMPROVEMENTS AND APPROVAL OF PLANS of the General Conditions. The minimum investment amount of the Initial Improvements shall only include (i) directly contracted construction costs with a contractor; and (ii) furniture, fixtures and equipment

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purchased specifically for use in the Premises. The cost for professional fees (ie. engineers, architects) and interest shall not be included and shown in the investment amount of the Improvements written in the blank in Paragraph A below.

A. Proposer shall make a total minimum capital investment in the amount of $______for the Initial Improvements (minimum acceptable capital investment amount shall be $250,000.00 and shall be for the items listed on Exhibit B – Initial Improvements). Proposer may propose more than the minimum acceptable capital investment amount.

If such minimum amount of investment in the Initial Improvements are not expended, the remaining amount not expended shall be paid in cash (in the form of a check) directly to the Authority within 30 Calendar Days of the completion of the Initial Improvements.

B. Provide a description of the Initial Improvements.

C. Provide a timeline for the purchase, installation and implementation of the Initial Improvements.

IV. MANAGEMENT, CUSTOMER SERVICE, OPERATIONS AND TRANSITION PLAN. There is attached hereto the completed Management, Customer Service, Operations and Transition Plan.

V. PRICE COMPARISON LOCATIONS. List the three (3) Price Comparison Locations (“PCL”), which the Authority will consider for approval, and that that Proposer proposes to utilize pursuant to Section 3.4.B of the Agreement.

(i) FBO Name:______Airport Identifier where FBO is located:______;

(ii) FBO Name:______Airport Identifier where FBO is located:______;

(iii) FBO Name:______Airport Identifier where FBO is located:______.

The proposed PCLs shall be FBOs located at general aviation airports in the Great Lakes region and/or Southeast region of the United States with multiple components of corporate and general aviation activity and be located in cities with a population between 750,000 and 1,500,000.

VI. PRO FORMA STATEMENTS. The Operator shall provide pro forma statements in detailed form provided in Exhibit G (the “Proforma”).

VII. QUESTIONNAIRE AND FINANCIAL STATEMENT. There is attached hereto the completed Proposer’s Experience and Qualification Questionnaire, as required by the Authority, stating the Proposer’s experience in the operation and management of an FBO,

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a financial statement, prepared in accordance with generally accepted accounting principles, and other evidence of ability to operate and manage the FBO operations satisfactorily, that Proposer certifies it fully meets or exceeds all standards and criteria established by the Authority, as set forth in the Proposal Documents, for operation of the FBO.

VIII. OTHER EVALUATION INFORMATION AND DATA. In addition to the information required in paragraphs I, II, III, IV, V, VI and VII above, Proposer also submits, as an attachment hereto, all other data necessary to evaluate this Proposal.

IX. PROPOSAL DOCUMENTS. The undersigned hereby acknowledges receipt of copies of the Proposal Documents for the herein described Fixed Base Operator, acknowledges that the same have been reviewed prior to the execution of this Proposal, and acknowledges that the Premises have been inspected, to the extent possible, by the undersigned, who has become thoroughly familiar therewith. The undersigned further acknowledges the right of the Authority to reject any and all Proposals submitted.

X. ADDENDA. The undersigned acknowledges receipt of Addenda as listed below and represents that any additions or modifications to, or deletions from, the conditions, provisions, or services called for in these Addenda, are included in this Proposal.

Addendum No. Date

Addendum No. ______Addendum No. ______Addendum No. ______Addendum No. ______

(Note: If no Addenda have been received, write in “None.”)

XI. AFFIDAVIT. Attached hereto is the executed and notarized Proposer's Affidavit as required in the Instructions to Proposers.

The undersigned also specifically acknowledges the fact that the Authority’s primary responsibility in awarding this Agreement is to provide a high-quality, first-class, full- service fixed base operation at the Airport, and the undersigned pledges its determination to render that service.

Dated at______this______day of______, 2019.

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WITNESS: Signed by:

Proposer

By:

Title:

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PROPOSERS AFFIDAVIT

FIXED BASE OPERATOR AT BOWMAN FIELD

State of ) ss County of )

Affiant, ______, being first duly sworn, deposes and says:

(1) Affiant does hereby state that neither the Proposer nor any of Proposer's officers, partners, owners, agents, representatives, employees, or parties in interest, has in any way colluded, conspired, or agreed, directly or indirectly with any person, firm, corporation or other Proposer or potential Proposer in regard to the amount, terms or conditions of this Proposal and has not paid or agreed to pay, directly or indirectly any person, firm, corporation or other Proposer or potential Proposer any money or other valuable consideration for assistance in procuring or attempting to procure the Agreement and has not agreed, directly or indirectly, with any person, firm, corporation or other Proposer or potential Proposer to fix the prices in the attached Proposal or the Proposal of any other Proposer, and further states that no such money or other reward will be hereinafter paid.

(2) Affiant further states that it has neither recommended or suggested to the Authority, or any of its members, officers or employees, any of the terms or provisions set forth in the Proposal Documents, except at a meeting open to all interested Proposers, of which proper notice was given.

(3) Affiant further states that no officer or stockholder of the Proposer is a member of the Authority or its staff, or related to any members of the Authority or its staff, except as noted herein below: ______

______

Signed:

Title

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ACKNOWLEDGEMENT (Statutory Short Forms)

1. For a corporation:

STATE OF ______

COUNTY OF ______

The foregoing instrument was subscribed, sworn to, and acknowledged

before me this ______day of ______, 2019, by

______of ______(Name and title of officer or agent) (Corporation)

a ______corporation, on behalf of the corporation. (Where incorporated)

Notary Public

My commission expires:

2. For a partnership:

STATE OF ______

COUNTY OF ______

The foregoing instrument was subscribed, sworn to, and acknowledged

before me this ______day of ______, 2019, by

______, partner (or agent) on behalf of (Acknowledging partner or agent)

______, a partnership. (Name of partnership)

Notary Public

My commission expires:

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3. For a joint venture:

STATE OF ______

COUNTY OF ______

The foregoing instrument was subscribed, sworn to, and acknowledged

before me this ______day of ______, 2019, by

______, of , (Name and title of officer or agent) (Joint Venture)

on behalf of the joint venture.

Notary Public

My commission expires:

4. For a limited liability company:

STATE OF ______

COUNTY OF ______

The foregoing instrument was subscribed, sworn to, and acknowledged

before me this ______day of ______, 2019, by

______, of , (Name and title of officer or agent) (Limited Liability Company)

on behalf of the limited liability company.

Notary Public

My commission expires:

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5. For an individual acting in his own right:

STATE OF ______

COUNTY OF ______

The foregoing instrument was subscribed, sworn to, and acknowledged

before me this ______day of ______, 2019, by

______. (Person acknowledging)

Notary Public

My commission expires:

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PROPOSER’S EXPERIENCE AND QUALIFICATIONS QUESTIONNAIRE

FIXED BASE OPERATOR AT BOWMAN FIELD

The Proposer hereby certifies the truth and correctness of all statements and of all answers to questions herein. Omissions, inaccuracy, or misstatement may be cause for rejection of a Proposal. All information requested in this questionnaire must be furnished by the Proposer and must be submitted with the Proposal. Statements must be complete, accurate and in the form requested. If more space is necessary for answering any of the questions in this questionnaire, use the reverse side of the pertinent page or additional sheets as required.

1. Name and address of Proposer exactly as it should appear on the Agreement and Notices section of the Agreement. ______

2. Address of Proposer, if different from above, for purposes of notice or other communication relating to the Proposal and Agreement. (If Proposer is other than an individual, provide the name of an individual who can answer for Proposer): ______

Telephone Number ______Fax Number ______Email ______

3. Proposer intends to operate the FBO with which this Proposal is concerned as a ( ) Sole Proprietorship; ( ) Partnership; ( ) Corporation; ( ) Limited Liability Company; ( ) Joint Venture; or______Please complete the applicable Statutory Short Forms.

4. If Proposer is a franchisee or licensee of a national firm, Proposer should also provide information for such parent or authorizing firm, as appropriate, as is required to be furnished by the Proposer on the following pages. ______

5. Number of years Proposer has been engaged in operating fixed base operations _____. Indicate beginning and ending year ______.

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6. What is the nature of your experience in the operation of a fixed base operation, and state the number of persons you presently employ in such operations. (Attach answer).

7. First, submit of list of all locations (airport name) where you currently provide fixed base operator services.

8. Give name, location and dates of fixed base operation contracts, if any, that have been terminated within the past five (5) years either voluntarily or involuntarily, prior to the expiration of their term and also list any judgments terminating, or any pending lawsuits for the termination of fixed base operations operated by you within the past five (5) years. (Attach answer).

10. Names and experience of key personnel, including resumes. (Attach answer).

11. Total number of service personnel proposed to be employed at the Airport ______.

12. List Banking References (including full address, telephone number and name of account representative). (Attach answer).

13. Give names and addresses of at least two (2) references as to your technical ability to carry on the business. Reference letters from persons may be submitted. (Attach answer).

14. Provide an organizational chart of your company specific to the FBO that would be operated at the Airport. (Attach answer).

15. Other information Proposer may wish to furnish. (Attach additional pages if necessary).

Q-2

CORPORATION STATEMENT

If a corporation, answer the following: 1. When incorporated? ______2. Where incorporated (state)? ______3. Is the corporation authorized to do business in Kentucky? Yes ( ) No ( ) If so, as of what date? ______4. Furnish the following information on the principal officers of the corporation. NAME TITLE ADDRESS ______------PARTNERSHIP STATEMENT

If a partnership, answer the following:

1. Date of Organization ______2. General Partnership ( ) Limited Partnership ( ) 3. Has the partnership done business in Kentucky? Yes ( ) No ( ) 4. Name and address of each general partner: NAME ADDRESS ______

Q-3

LIMITED LIABILITY COMPANY STATEMENT

If a limited liability company, answer the following: 1. When established? ______2. Where established (state)? ______3. Is the company authorized to do business in Kentucky? Yes ( ) No ( ) If so, as of what date? ______4. Furnish the following information on the members of the limited liability company. NAME TITLE ADDRESS ______------JOINT VENTURE STATEMENT

If a joint venture, answer the following: 1. Date of Organization ______2. Has the Joint Venture done business in Kentucky? Yes ( ) No ( ) When? ______3. Name and address of each Joint Venturer: Name Address ______

Q-4

SOLE PROPRIETORSHIP

If Sole Proprietorship, furnish the following:

Proprietor's Name in Full ______

Address ______

Company Name ______

Company Address ______

How long in business under this Company name? ______

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FINANCIAL INFORMATION

1. FINANCIAL STATEMENTS:

For the entity that will be signatory to the Agreement, the entity shall submit one or more of the following (i) a Balance Sheet and an Income Statement prepared in accordance with generally accepted accounting principles, reflecting your current financial condition, (ii) a copy of your last annual report for the entity that will be signatory to the Agreement, which shall be prepared by a certified by an independent Certified Public Accountant who is not a regular employee or officer of the entity or Proposer, (iii) a website address/hyperlink to your most recent Form 10-K as submitted to the U.S. Securities and Exchange Commission. (Please attach). In addition, submit a copy of your last annual report prepared by an independent accountant who is not a regular employee of the Proposer. (Please attach). PLEASE CERTIFY BY ATTACHING WRITTEN ACKNOWLEDGEMENT THAT AT THE TIME OF SUBMITTING SUCH FINANCIAL STATEMENTS OR REPORTS, THE PROPOSER’S FINANCIAL CONDITION OF THE ENTITY THAT WILL BE SIGNATORY TO THE AGREEMENT IS APPROXIMATELY THE SAME, OR BETTER, AT THE TIME THE PROPOSAL IS SUBMITTED, AS IT WAS STATED OR REPORTED BY THE CERTIFIED PUBLIC ACCOUNTANT OR OFFICER OF THE PROPOSER. IF THE FINANCIAL RESPONSIBILITY OF THE ENTITY THAT WILL BE SIGNATORY TO THE AGREEMENT HAD CHANGED, THE PROPOSER SHALL QUALIFY THE PUBLIC ACCOUNTANT’S STATEMENT OR REPORT TO REFLECT THE PROPOSER’S TRUE FINANCIAL CONDITION AT THE TIME SUCH QUALIFIED STATEMENT OR REPORT IS SUBMITTED TO THE AUTHORITY.

In lieu of Proposer providing information required in this section in the five (5) hard copies of its submission, Proposer may provide this information solely by electronic format on CD, DVD or flash drive with its submission. Information required in this section shall be labeled in an electronic folder in the CD, DVD or flash drive named “Financial Statements.”

2. SURETY INFORMATION

Have you ever had a bond or surety cancelled or forfeited? Yes ( ) No ( ) If yes, state name of bonding company, date, amount of bond and reason for such cancellation or forfeiture. ______3. BANKRUPTCY INFORMATION: Have you ever been declared bankrupt? Yes ( ) No ( ) If yes, state date, court jurisdiction, amount of liabilities and amount of assets.

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______

The undersigned hereby attest to the truth and accuracy of all statements, answers and representations made in this Questionnaire, including all supplementary statements attached hereto (individual, partner, joint venturer, members, authorized officer of corporation).

______Title ______

______Title ______

______Title ______

______Title ______

[SEAL]

Dated ______, 2019

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FIXED BASE OPERATOR

LEASE AGREEMENT

AT

BOWMAN FIELD

LOUISVILLE REGIONAL AIRPORT AUTHORITY

AND

[THE OPERATOR]

TABLE OF CONTENTS

Page

SECTION 1. TERM ...... 1 SECTION 2. PREMISES ...... 1 SECTION 3. PERMITTED USES ...... 3 SECTION 4. RENT; FEES; BOOKS AND RECORDS; REPORTS ...... 7 SECTION 5. SECURITY DEPOSIT...... 9 SECTION 6 ENTRY BY AUTHORITY ...... 10 SECTION 7. ACCESS ...... 10 SECTION 8. LEASEHOLD IMPROVEMENTS ...... 11 SECTION 9. SIGNS ...... 16 SECTION 10. MAINTENANCE ...... 16 SECTION 11. UTILITIES ...... 19 SECTION 12. ATTACHMENT OF PROPERTY FOR DEBT ...... 20 SECTION 13. INDEMNIFICATION...... 21 SECTION 14. INSURANCE ...... 21 SECTION 15. INDEPENDENT CONTRACTOR ...... 22 SECTION 16. OWNERSHIP AND REMOVAL OF IMPROVEMENTS ...... 22 SECTION 17. ENVIRONMENTAL RESPONSIBILITIES ...... 23 SECTION 18. TAXES ...... 26 SECTION 19. LAWS AND REGULATIONS ...... 27 SECTION 20. RESERVED ...... 27 SECTION 21. SURRENDER OF PREMISES; HOLDING OVER ...... 28 SECTION 22. ASSIGNMENT, TRANSFER OR SUBLEASE...... 28 SECTION 23. NONDISCRIMINATION ...... 28 SECTION 24. DISADVANTAGED BUSINESS ENTERPRISES ...... 32 SECTION 25. PENDING CONSTRUCTION AND NON-DEFAULT TERMINATION ...... 32 SECTION 26. DEFAULT AND REMEDIES ...... 33 SECTION 27. NO FORFEITURE; LIABILITY FOR ACCRUED OBLIGATIONS ...... 34 SECTION 28. GOVERNMENTAL AND BOND RESOLUTION RESTRICTIONS ...... 35 SECTION 29. NOTICES ...... 35

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TABLE OF CONTENTS (continued) Page

SECTION 30. RESERVED ...... 36 SECTION 31. WAIVER OF DEFAULT ...... 36 SECTION 32. SEPARABILITY ...... 36 SECTION 33. HEADINGS ...... 36 SECTION 34. NO BROKERS INVOLVED ...... 36 SECTION 35. ATTORNEY’S FEES ...... 36 SECTION 36. ACTIONS RELATING TO OR ARISING OUT OF THIS AGREEMENT ...... 36 SECTION 37. ENTIRE FIXED BASE OPERATOR LEASE AGREEMENT ...... 37 SECTION 38. GOVERNING LAW; TIME ...... 38 SECTION 39. AIR SPACE AND NAVIGATION...... 38 SECTION 40. DAMAGE OR DESTRUCTION ...... 38 SECTION 41. CONDEMNATION ...... 39 SECTION 42. BUYOUT OF OPERATOR’S IMPROVEMENTS ...... 39 SECTION 43. COVENANTS WITH RESPECT TO BOND FINANCING ...... 40

Exhibit A ...... Premises Exhibit B ...... Initial Improvements Exhibit C-1 ...... Initial Premises Condition Report Exhibit C-2 ...... Current Premises Condition Report Exhibit D ...... Monthly Fuel Flowage Fees Report Exhibit E ...... Price Comparison Locations

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FIXED BASE OPERATOR LEASE AGREEMENT

THIS FIXED BASE OPERATOR LEASE AGREEMENT (the “Agreement”) is made and entered into as of the _____ day of ______, 2019 (the “Effective Date”), by and between the LOUISVILLE REGIONAL AIRPORT AUTHORITY, a body politic and corporate (“Authority”), and [OPERATOR], a ______(“Operator”).

WITNESSETH:

WHEREAS, the Authority owns and operates a general aviation airport known as Bowman Field (the “Airport”), located in Louisville, Kentucky; and

WHEREAS, the Operator desires to lease certain property located on the Airport and engage in the business of a full-service Fixed Base Operator (“FBO”) on the Airport.

NOW, THEREFORE, for and in consideration of the covenants and agreements hereinafter contained and other valuable consideration, the parties agree for themselves, their successors and assigns, as follows:

SECTION 1. TERM

1.1 This Agreement shall become binding upon execution by both parties. The Agreement shall be for a term of 10 years commencing October 1, 2024 (the “Commencement Date”) and September 30, 2034 (the “Term”).

1.2 Upon the expiration or other termination of this Agreement, Operator’s right to use the Premises, facilities, rights, licenses, services and privileges herein granted shall cease, and Operator shall surrender the same. The continued occupancy and use of the Premises by Operator after the expiration of the Term of this Agreement shall not result in the automatic renewal of this Agreement under KRS 383.160(1) or any similar statute then in effect, or otherwise, nor shall Authority’s failure to object to or resist such continued occupancy operate to extend the Term of this Agreement unless specifically agreed to in writing. For the purpose of payment of Fuel Flowage Fees and Rent, any such holding over by Operator shall be construed as a month to month tenancy at the Fuel Flowage Fees and Rent provided in Section 4 hereof.

SECTION 2. PREMISES

2.1 The Authority hereby leases to the Operator and the Operator takes, for the purposes described herein, a tract of land improved with general aviation facilities at the Airport, as shown on Exhibit A attached hereto, and all shall be defined as the “Premises” and includes the following:

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2.2 The Authority will lease to the Operator, on an exclusive basis, the FBO Complex containing approximately 118,768 square feet, more or less, identified on Exhibit A attached hereto, which includes Buildings 8, 9 and 10 and Hangars #2, #2A, #3, #4 and

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8,732 square foot portion of Hangar #7; all buildings, improvements, landscaping, vehicle parking, driveways; and appurtenances constructed thereon and identified on Exhibit A attached hereto as the “FBO Complex.”

2.3 The Authority will lease to the Operator, Exclusive Use Ground containing approximately 237,877 square feet, more or less, identified on Exhibit A attached hereto, which includes all buildings, improvements, landscaping, vehicle parking, driveways; and appurtenances constructed thereon and identified on Exhibit A attached hereto as the “Unimproved Ground.”

2.4 The Operator may use the Preferential Use Aircraft Ramp, on a non-exclusive basis, in common with and subject to the rights of the Authority and other users of the Airport, but preferential to Operator, to conduct the fixed base operator services as defined in Section 3 herein. The Preferential Use Aircraft Ramp contains approximately 744,206 square feet, more or less, of which approximately 327,016 square feet, more or less, is adjacent to the Hangars #2, #2A and #3, and approximately 417,190 square feet, more or less, of aircraft ramp near Hangar #4 and Hangar #7, all identified on Exhibit A attached hereto as the “Preferential Use Aircraft Ramp.”

2.5 The Initial Improvements and Additional Improvements, as defined in Section 8.1 herein, are deemed to be part of the Premises, and where Premises is referenced elsewhere herein, it shall be deemed to include the Improvements and Additional Improvements.

2.6 The Premises, shall be taken by the Operator in “AS IS” CONDITION, SUBJECT TO AND INCLUDING ALL DEFECTS LATENT AND PATENT, and shall be improved, maintained and operated at the Operator’s sole cost and expense, except as otherwise specifically provided for in this Agreement. The Operator’s improvement, use and occupancy of the Premises, or any portion thereof, and any and all costs associated therewith, shall be and remain the financial obligation solely of the Operator.

SECTION 3. PERMITTED USES

3.1 Permitted Uses. The Authority hereby grants to Operator the non-exclusive right, and privilege to, and shall have the obligation to, finance, design, construct and operate, at Operator’s sole cost and expense, a first-class, high-quality full-service Fixed Base Operator in certain designated areas of the Airport (the “FBO”).

3.2 Grant of Business Privilege. The Operator is hereby granted for the duration of this Agreement, the non-exclusive privilege to engage in, and the Operator agrees to engage in, the business of providing first-class, high-quality full-service fixed base operation services to users of the Airport and providing the necessary equipment and personnel to provide the services, without cost to the Authority, 24 hours per day, 365 days per year. The Operator shall perform all of the following required services set forth in Section 3.2.A “Required FBO Services” hereof, and is authorized, but not required, to perform those services set forth in Section 3.2.B “Optional FBO Services” hereof. The Operator shall not use the Premises for any other purposes. The Authority reserves the right to enter into agreements authorizing the operation of other fixed base operators at any time.

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A. Required FBO Services. The following services are required to be provided by the Operator, or its subtenant, for the types of aircraft using the Airport:

1. Aircraft Fueling. Dispensing of AVGAS and JET A fuel services and lubricating oils. Fuels shall be sold, stored and dispensed by Operator in accordance with all federal, state and local laws, and the Authority’s Regulations. Operator shall provide sufficient quantities of fuel and refueling trucks to meet the needs of the Airport users.

2. Aircraft Line Service. Aircraft marshalling, aircraft towing, aircraft deicing, mobile air stairs/ramps for the loading and unloading of both people and equine, mobile forced air engine preheat, ground power, oxygen, nitrogen and compressed air services, aircraft cabin cleaning, and catering services.

3. Disabled Aircraft. The Operator shall have the responsibility, jointly with any other FBOs on the Airport and the aircraft owner, of removing disabled aircraft from the airfield upon request to do so.

4. Aircraft Storage. Aircraft parking facilities in the hangars for long-term aircraft parking and on Preferential Use Aircraft Ramp for transient aircraft parking.

5. Aircraft Maintenance. Operator or Operator’s Authority approved sublessee shall operate on the Premises a Federal Aviation Administration (“FAA”) certificated repair station in accordance with the requirements contained in 14 CFR Part 145, as such regulations may be amended from time to time. [TO BE UPDATED BASED ON SUCCESSFUL PROPOSER’S PROPOSAL OF SUCH SERVICES.]

6. Aircraft Charter. Operator or Operator’s Authority approved sublessee shall operate on the Premises a FAA certificated aircraft charter service providing on-demand air transportation services.

7. Aircraft Flight Instruction. Operator or Operator’s Authority approved sublessee shall operate on the Premises FAA certificated flight training services.

8. Pilot supplies. Aviation supplies and amenities, which are customary or expected in the provision of general aviation support services, including, without limitation, pilots supplies, aeronautical charts, and flight planning aids.

9. Ground Transportation. Courtesy vehicle(s) for flight crew and others use. Rental cars available on the Premises; provided, such rental car company providing rental cars shall have a concession agreement with the Authority.

10. Special Event Planning and Aircraft Parking. Operator shall, at a minimum, coordinate with the Authority and the FAA in planning for and carrying out

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large-scale events, including but not limited to the Kentucky Derby, which create increased general aviation aircraft operations and the need for aircraft parking and servicing of aircraft on other areas of the Airport that are outside the Preferential Use Aircraft Ramp. The Operator shall, at its sole cost and expense, provide adequate equipment and personnel, including any security personnel required by the Authority or the FAA to perform this obligation.

B. Optional FBO Services.

1. Aircraft Rental.

2. Aircraft Sales / Aircraft Engine Sales.

3. Miscellaneous Commercial Aeronautical Activities. [AS PROPOSED BY PROPOSER AND APPROVED BY THE AUTHORITY].

4. Other. The operation of a snack or coffee bar, and the installation and operation of food and beverage and snack vending machines, for tenants, employees, and business guests, one or more pilots’ lounges, and the furnishing of food and beverage for in-flight consumption on general aviation and airline aircraft and news and sundry sales for aviation users or related invitees; provided however, the Operator shall not install, maintain or permit the operation of any restaurant or other establishment for the sale of food to the general public.

The Operator shall notify the Authority and receive written approval from the Authority prior to Operator offering the Optional FBO Services.

3.3 Prohibited Uses (Not All-Inclusive). Operator agrees that the Premises shall be utilized solely for the uses permitted herein and for no other purposes whatsoever, without the prior written consent of the Authority. The parking or storage of boats, recreational motor homes, utility trailers, recreational vehicles, inoperable vehicles, or any other objects unrelated to aviation, which could result in a violation of the Authority’s grant assurance obligations to the FAA as the Airport sponsor, is prohibited. Operator agrees that any activity that has the potential to attract wildlife is prohibited.

3.4 Prices and Fees Charged to Others.

A. Economic Nondiscrimination. The Operator shall furnish the full-service fixed base operation services on a reasonable, and not unjustly discriminatory, basis to all users and customers, and shall charge reasonable, and not unjustly discriminatory, prices for each unit or service, provided that the Operator may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers.

B. Pricing Survey. Prior to, or upon execution of this Agreement, the Operator shall, at its own expense, conduct a survey of the Authority-approved Price Comparison

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Locations (the “PCLs”) as defined herein to determine appropriate price levels charged to users and customers. Prices for products or services sold from the Airport shall be no greater than the third highest priced product or service sold for the same or similar products or services sold at any of the PCLs. The list of products or services may be all-inclusive of every product or service the Operator provides at the Airport, but is not required to be all-inclusive of every product or service the Operator provides at the Airport; provided, the Operator, at a minimum, shall include the following products or services in the survey: aviation fuel sales, aircraft maintenance, ramp fees or facility use fees or other fees commonly collected for parking aircraft on the Preferential Use Aircraft Ramp and aircraft hangar storage. This survey shall, at a minimum, include each of Operator's products and services, as provided for above, and the price of the same products or services for each of the surveyed PCLs. The PCLs shall be ______, ______, and ______. If exact products or services are not available for particular products or services, Operator must include the price(s) of reasonably comparable products or services. The Operator shall provide text descriptions, and any other appropriate information explaining the product similarities and/or dissimilarities. Subsequent surveys shall be provided to the Authority within 30 Calendar Days following a written request from the Authority. Operator shall, within 30 Calendar Days of completion of the survey, adjust any prices that are inconsistent with this Section 3.4.B. Failure to rectify any pricing discrepancies within the aforementioned 30 Calendar Day period shall constitute a material breach by Operator of this Agreement, and in addition to all other remedies of the Authority, Authority may, in its sole and absolute discretion, terminate this Agreement.

C. Price Adjustments. Operator shall be required to receive written approval from the Authority prior to any increase in the price of any product or service sold or offered from at the Airport that increases the price of products or services in excess of the pricing limits stipulated in Section 3.4.B of this Agreement. Any such request must be accompanied by a survey of the Authority-approved PCLs. The Operator shall provide text descriptions, and any other appropriate information supporting the rationale and justification for the increase requested. Once the request is received by the Authority, the Authority shall provide Operator a response within 30 Calendar Days as to whether the request is approved or disapproved. The increase in price of any product or service by Operator without such prior written consent shall be deemed a material breach of this Agreement. Operator shall be permitted to mark-down or reduce any such pre-priced product or product as a sales promotion or stock reduction measure.

3.5 The use of the Premises by Operator hereunder shall be subject to any directives, agreements, conditions or requirements of or with the FAA or other applicable governmental agency relating to the Premises. There shall be no diminution or abatement of rents or fees payable to the Authority by the Operator hereunder as a result of the above.

3.6 This Agreement shall not be construed as authorizing the Operator to, and the Operator shall not, engage in any activity that is unlawful or which is contrary to, or in conflict with, any applicable federal, state or local law, ordinance, rule or regulation. The Operator shall

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indemnify and hold the Authority harmless from any act or failure by the Operator in respect to this covenant.

3.7 Additional Activities. Should the Operator request to provide additional activities not defined in this Agreement, the Authority and Operator shall negotiate on mutually acceptable terms and conditions and amend this Agreement.

SECTION 4. RENT; FEES; BOOKS AND RECORDS; REPORTS

4.1 Rents and Fees. In consideration of the rights and privileges granted herein and as rent for the use of the Premises herein demised, the Operator hereby covenants and agrees to pay the Authority a Fuel Flowage Fee, Exclusive Use Ground Rent, Preferential Use Aircraft Ramp Rent, Hangar Rent, and Office and Building Rent as monthly rental during the Term of this Agreement beginning on the Commencement Date, without demand, abatement, set-off or counterclaim, as follows:

A. For the Term of the Agreement, Fuel Flowage Fees as defined in Chapter 600 of the Authority’s Regulations (the “Fuel Flowage Fee”), as may be amended from time to time; provided; plus

B. Exclusive Use Ground Rent: For the Term of the Agreement, $______per month for the First Agreement Year and adjusted for each subsequent year of the Term of the Agreement as set forth in Section 4.2 herein (the “Exclusive Use Ground Rent”); plus

C. Preferential Use Aircraft Ramp Rent: For the Term of the Agreement, $______per month for the First Agreement Year and adjusted for each subsequent year of the Term of the Agreement as set forth in Section 4.2 herein (the “Preferential Use Aircraft Ramp Rent”); plus

D. Hangar Rent: For the Term of the Agreement, $______per month for the First Agreement Year and adjusted for each subsequent year of the Term of the Agreement as set forth in Section 4.2 herein (the “Hangar Rent”); plus

E. Office and Building Rent: For the Term of the Agreement, $______per month for the First Agreement Year and adjusted for each subsequent year of the Term of the Agreement as set forth in Section 4.2 herein (the “Office and Building Rent”).

4.2 Due Dates and Adjustments of Rents. The Exclusive Use Ground Rent, Preferential Use Aircraft Ramp Rent, Hangar Rent, and Office and Building Rent (hereinafter referred to collectively as “Rent”) shall be paid monthly in advance on or before the first Calendar Day of each month. The monthly rate for the Exclusive Use Ground Rent, Preferential Use Aircraft Ramp Rent, Hangar Rent, and Office and Building Rent for the First Agreement Year of the Term of the Agreement shall be adjusted accordingly each year thereafter at the rate of three (3) percent or the U.S. Department of Labor national Consumer Price Index for All Urban Consumers (CPI-U), whichever is less, effective on each anniversary of the Commencement Date of the Agreement; provided, in no event shall the Exclusive Use

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Ground Rent, Preferential Use Aircraft Ramp Rent, Hangar Rent, and Office and Building Rent decrease. The Authority will notify the Operator of the increased amount of Exclusive Use Ground Rent, Preferential Use Aircraft Ramp Rent, Hangar Rent, and Office and Building Rent, which, except in the case of manifest error, shall be binding on the parties. The CPI-U shall be calculated using the number provided by the Bureau of Labor and Statistics, or such successor agency, for the month of June prior to the Commencement Date of the Agreement of each year. For purposes of this Agreement, “First Agreement Year” shall mean such consecutive 12 month period commencing on the Commencement Date.

4.3 Due Dates of Fees.

A. Within 10 Calendar Days after the end of each calendar month Operator shall, submit a duly certified statement of Fuel Flowage Fees in a form acceptable to the Authority from time to time but initially in the form of Exhibit “D” attached hereto (the “Monthly Fuel Flowage Fees Report”) derived from such operations in such form and detail as Authority may from time to time specify, verifying the amount of such Fuel Flowage Fee that is due and payable for such month and pay to Authority the amount due; provided, if the due date falls on other than a Business Day, the due date shall become the next succeeding Business Day. Payments not made on or before the due dates shall accrue interest, from the date due until paid, at the rate set forth in the Authority’s Regulations, as may be amended from time to time. The Authority may request additional information about data in the Monthly Fuel Flowage Fees Report from time to time.

B. Operator shall be responsible for collecting from Operator’s subcontractor or supplier of services any applicable Fuel Flowage Fee and remitting the fees to the Authority as though the Operator performed the services directly.

4.4 No Demand of Payment. Subject to the notice obligations and cure rights set forth in Section 26 herein, no demand of payment need at any time be made, but it shall be the duty of Operator to pay monies when due, without demand.

4.5 Books and Records.

A. Operator shall keep and maintain full and complete books of accounts and other records concerning operations at the Airport. All records required under this Section 4.5 shall be on a form or format acceptable to Authority; and, if Operator’s records have been generated from computerized data, Operator shall provide the extracts of data files in a computer readable format on data disks, e-mail with attached files or suitable alternative computer data exchange formats. All recording of sales transactions by the Operator in its operations at the Airport shall be sequentially numbered in a numbering series exclusively for the Airport. Accounting records of Operator shall be stored sequentially, or in such other manner approved by the Authority, to provide expeditious access for audit purposes herein.

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B. The books and records shall include, but are not limited to all original accounting source documents detailing transactions relevant to this Agreement, including but not limited to (i) operating/financial statements, (ii) a complete (cumulative) general ledger, (iii) monthly sales journals detailing each sales transaction for the month, (iv) reconciliations between the financial records and monthly reports submitted to the Authority, (v) bank statements applicable to the operation of this FBO operation at the Airport, (vi) corporate trial balances, (vii) annual audited financial statements and related reports on internal controls (including management representation letters), (viii) electronic media documenting accounting records and (ix) other sales related documents.

4.6 Reports.

A. Operator shall submit to the Authority the Monthly Fuel Flowage Fees Report pursuant to Section 4.3 hereof, as well as all other required reports, for the preceding month.

B. Operator shall provide Authority, at Operator’s sole cost and expense, within 90 Calendar Days after each anniversary of the Commencement Date, a certified audited statement of Fuel Flowage Fees for the preceding twelve-month period covering all fuel flowage amounts transacted by Operator at the Airport. The statement shall be certified by an independent Certified Public Accountant or authorized Officer of the Operator and shall be prepared in such detail and on such forms acceptable to Authority, at its sole discretion.

C. All reports required under this Section 4.6 shall be on a form or format acceptable to Authority; and, if Operator’s reports have been generated from computerized data, Operator shall provide the extracts of data files in a computer readable format on data disks, e-mail with attached files or suitable alternative computer data exchange formats.

4.7 Operator shall pay Authority, in addition to the rents and fees or other financial obligations to the Authority, not as a penalty but as liquidated damages, $5.00 every Calendar Day for each record Operator is late in submitting to the Authority as required in Section 4.5 and 4.6 hereof. Said charge will continue until specific performance is accomplished and shall not be offset against any other amount due Authority.

SECTION 5. SECURITY DEPOSIT

5.1 Operator shall, before the Effective Date, furnish Authority a Performance Bond in a form acceptable to the Authority in the amount equal to $100,000.00. The term of such Performance Bond shall be in effect from the Effective Date through the Commencement Date and for the Term of the Agreement or a term of one-year with an evergreen clause or auto renewal clause or other similar provision providing one-year automatic renewals without amendment of such Performance Bond. The Performance Bond shall be given by Operator, at Operator’s sole cost and expense, to assure and guarantee the performance by Operator of all its obligations, including the payment of the Rent, fees and any other payments due to the

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Authority under this Agreement. The Surety or Sureties, for the required Performance Bond shall be a Corporate Surety or Sureties duly authorized to do business in the Commonwealth of Kentucky and shall be subject to approval by Authority. Operator may, at its option, substitute an Irrevocable Bank Letter of Credit, payable without condition to the Authority, in lieu of a Performance Bond underwritten by other corporate Surety, in a form acceptable to Authority. The term of such Irrevocable Bank Letter of Credit shall be in effect from the Effective Date through the Commencement Date and for the Term of the Agreement or a term of one-year with an evergreen clause or auto renewal clause providing one-year automatic renewals without amendment of such Irrevocable Bank Letter of Credit. Such Performance Bond or Irrevocable Bank Letter of Credit shall not be canceled on less than 30 Calendar Days’ notice to the Authority (the “30 Calendar Day Cancellation Notice”). If Operator has not provided a replacement Performance Bond or Irrevocable Bank Letter of Credit or other such Surety acceptable to the Authority for a term of at least a year within 15 Calendar Days after the Authority receives a 30 Calendar Day Cancellation Notice or 15 Calendar Days prior to the expiration of such Performance Bond or Irrevocable Letter of Credit, Operator agrees the Authority may draw upon the full amount of Performance Bond, Irrevocable Bank Letter of Credit or other Surety which is set to expire under the 30 Calendar Cancellation Notice or expiration of the term. After such draw by the Authority, if Operator provides the Authority an acceptable Performance Bond, Irrevocable Bank Letter of Credit or other Surety, the Authority shall return such amount drawn to the Operator. It shall not be necessary for the Authority to terminate this Agreement, or to pursue any other remedy available to it, in order to look to such security for performance. Failure to maintain such security in effect shall constitute a default hereunder, and shall justify the Authority asserting any right, or taking any action, permitted elsewhere in this Agreement, or by law, for its protection or for enforcement of the obligations of the Operator. The rights of the Authority under this paragraph shall be in addition to, and not in substitution for, any other rights of the Authority.

SECTION 6. ENTRY BY AUTHORITY

6.1 The Authority, its officers, agents and employees, shall have the right to enter the Premises at all reasonable times and for all reasonable purposes including, without limitation, (a) an inspection of the Premises, (b) to make any repairs which are reasonably necessary, (c) to cure any default of the Operator, or (d) to exercise any other right contained in this Agreement. Notwithstanding the above, the Authority, its officers, agents and employees, shall have the right to enter the Preferential Use Aircraft Ramp at any time.

SECTION 7. ACCESS

7.1 Access to Premises. The Authority hereby grants the Operator the nonexclusive right and privilege of ingress to and egress from the Premises by means of finished driveways, roadways and non-exclusive taxiways and taxilanes as designated by the Authority from time to time, for the Operator, its agents, employees, contractors and subcontractors, suppliers of materials and furnishers of services, guests and invitees, suppliers of service and furnishers of materials and Operator’s subtenants, and their vehicles, subject to all applicable laws and regulations, Regulations of the Authority, FAA and including, but not limited to those relating to safety and security at the Airport, and payment by the Operator

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of such rates and charges and fees, as may be specified by the Authority from time to time and elsewhere hereof.

7.2 Common Areas and Facilities. During the Term of this Agreement, the Operator shall have the right, in common with others so authorized, to have access to and use of the common areas of the Airport and any appurtenances and additions thereto which may be designated by the Authority for common use, together with the facilities, equipment, improvements and services which have been or may hereafter be provided at the Airport for common use, subject, however, to compliance by the Operator with such applicable regulations and practices, including Regulations of the Authority, FAA and including, but not limited to those pertaining to safety and security at the Airport, and payment by the Operator of such rates and charges and fees, as may be specified by the Authority from time to time and elsewhere hereof (“Common Areas”). The Authority acknowledges that notwithstanding the above definition, the Common Areas as used in this Agreement shall not mean or include the Preferential Use Aircraft Ramp areas.

7.3 Relocation and Closing of Common Areas of the Airport. The Authority shall have the right to relocate or close the Common Areas of the Airport or re-designate those portions of the Airport, which shall constitute common areas of the Airport. Such relocation or re- designation shall be effective without the necessity of any further documentation. In addition, the Authority reserves the right to close off all or any portion of the Common Areas of the Airport, for such reasonable period or periods of time as may be legally necessary to prevent the acquisition of prescriptive rights by any person. In addition, the Authority shall have the right to close off portions of the Common Areas of the Airport for maintenance and repair as necessary. The Authority reserves the right to eject or cause the ejection from the Common Areas of the Airport of any person not authorized, empowered or privileged to use the Common Areas of the Airport.

SECTION 8. LEASEHOLD IMPROVEMENTS

8.1 Operator’s Leasehold Improvements.

A. Initial Improvements. The existing Premises are owned by the Authority and may be used by the Operator in the operation of the Permitted Use. The Operator shall make leasehold improvements, at the Operator’s sole cost and expense in a minimum amount of $______all as shown on Exhibit B attached hereto and made a part hereof (the “Initial Improvements”) to the Premises commencing during the Term of the Agreement as required herein and subject to the prior written consent of the Authority.

B. Additional Improvements. The Operator may make additional improvements at Operator’s sole cost and expense (the “Additional Improvements” being improvements subsequent to the Initial Improvements) to the Premises with the prior written consent of the Authority.

C. Plans and Specifications. The Plans and Specifications for the Initial Improvements shall be submitted to the Authority for review within 30 Calendar Days after the

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Commencement Date of the Agreement. Prior to commencing any work, detailed Plans and Specifications (“Plans and Specifications”) for all such Improvements to the Premises, including both Initial Improvements and Additional Improvements (sometimes referred collectively as “Improvements”), shall be submitted to the Authority for approval by the Operator as follows:

1. The Plans and Specifications for the Initial Improvements and Additional Improvements shall be submitted to the Authority for review and approval, prior to the commencement of any work.

D. Construction of Improvements.

1. Construction of the Initial Improvements shall commence no later than 60 Calendar Days after the Authority has approved the Plans and Specifications and a rendered a written notice to proceed (the “Notice to Proceed”) to the Operator. The Initial Improvements shall be completed no later than 180 Calendar Days after the Notice to Proceed, unless such completion date is extended in writing by mutual agreement of the Authority and the Operator.

2. Construction of the Additional Improvements shall commence no later than 30 Calendar Days after the Authority has approved the Plans and Specifications and rendered a Notice to Proceed to the Operator. The Additional Improvements shall be completed by a date agreeable to the Authority and the Operator.

3. After receiving written final Authority approval of the Plans and Specifications and the Notice to Proceed, the Operator shall engage a qualified contractor(s) to construct/install the Improvements. After award of a contract, it shall be Operator’s sole responsibility and expense to carry out the construction/installation of the Improvements and provide to the Authority the applicable construction bonds of the Operator and insurance certificates of the contractor. Construction/installation shall commence promptly and shall be scheduled so as to cause as little interruption to Airport operations and inconvenience to customers of the Operator and other users of the Airport as possible.

E. Notice of Construction. Operator shall file (after first consulting with the Authority) a notice of construction, including Federal Aviation Administration (“FAA”) Form 7460 and Kentucky Airport Zoning Commission Form TC 55-2, if applicable and apply for any applicable building, plumbing and electrical permits with the appropriate federal, state and local authorities with respect to any of the Improvements the Operator plans to construct on the Premises. The Authority shall incur no cost or expense in connection therewith. Operator or Operator’s contractor, in cooperation with the Authority, shall file the FAA Form 7460 with the FAA and the Kentucky Airport Zoning Commission Form TC55-2 to the appropriate agency

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if any work is conducted on the Premises, and if any crane is required for the placement of any antennas, light poles, equipment or any other structure on the Premises. Prior to the Authority issuing a Notice to Proceed to Operator pursuant to Section 8.1.D hereof, Operator shall have received approval and/or permits from the respective agencies with which it has filed the forms or applications pursuant to this Section 8.1.E.

F. Inspection. During any period of construction of the Improvements and thereafter, the Authority shall have the right to inspect any or all construction work, workmanship, materials and installation involved in, or incidental to, the construction or installation of the Improvements, for conformance with the applicable standards set forth in this Agreement, provided that such inspection shall not include internal work that is exclusively of an operational (i.e., non-structural) nature, and provided further than no such inspections or failure to object to any aspect of such construction shall be deemed or construed to constitute consent to or approval of any such work by the Authority.

G. Except as expressly set forth in this Agreement, all Improvements, alterations and physical additions to the Premises by Operator shall become the property of Authority immediately upon the termination or expiration of the Agreement.

H. Title to all of Operator’s trade equipment, materials, supplies and furnishings or other personal property shall at all times during and after the Term of this Agreement remain within Operator.

I. Except as otherwise limited by other provisions of this Agreement, upon expiration or termination of this Agreement for any reason, Operator at its sole cost and expense, shall forthwith remove from the Premises, and from the Improvements thereon, all signs, personal property, equipment and materials that Operator was permitted to install or maintain under the rights granted herein, and shall repair any damage caused by such removal.

J. Statement of Costs. Within 90 Calendar Days of completion of any Improvements under this Agreement, the Operator shall submit to the Authority a detailed statement of the costs associated therewith (excluding the cost of tools, equipment, inventory or accessories installed or stocked on the Premises), together with a complete set of reproducible "as built" plans.

K. Compliance with Equal Opportunity Laws. The Operator shall not allow renovations or construction of any kind to commence on the Premises without first assuring the Authority in writing, in a manner acceptable to the Authority and with appropriate documentation and other relevant evidence, that all applicable Equal Employment Opportunity/Nondiscrimination provisions of law, including, without limitation, any provisions relating to disadvantaged or minority business enterprises, have been included as express requirements in the contract for such renovation or construction work.

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L. Indemnification for Construction. The Operator shall defend, indemnify and hold the Authority, its directors, officers, agents and employees, free and harmless from any and all liability, including but not limited to, claims, demands, actions, causes of actions, suits, judgments, loss or damage (including, without limitation, reasonable attorneys' fees), or injury to persons or property, arising out of or in any way related to the construction of any Improvements to the Premises, unless such liability results from the gross negligence of the Authority, its employees, agents, and representatives.

8.2 Conformance to Law and Design Standards. All Improvements, and all other construction, fixtures, additions or other work of any kind constructed or installed by or on behalf of the Operator in or upon the Premises shall conform at all times and be maintained by the Operator in accordance with (a) all applicable federal, state and local statutes, regulations, ordinances and building codes, (b) all applicable rules and regulations promulgated by the Authority, (c) the Authority’s design standards for the Airport, as designated by the Authority from time to time, and (d) the Operator’s Plans and Specifications which shall be submitted and approved by the Authority in writing prior to commencement of any such Improvements or work.

8.3 Assignment of Warranties. Upon termination of this Agreement, Operator agrees to assign all warranties which are issued to Operator pursuant to the installation of all Improvements made to the Premises by Operator and agrees to provide and execute all documents necessary to accomplish such an assignment.

8.4 Mechanic’s Liens. The Operator shall not permit any mechanic’s, materialman’s, contractors, or subcontractor’s lien or any other claims or demands of any nature arising from the construction of its Improvements to be enforced against the common areas of the Airport, the Premises, or the Airport. The Operator shall indemnify, defend and hold the Authority harmless from and against any and all mechanic’s, materialman’s, contractor’s or subcontractor’s liens, and such other claims and demands, together with any costs and expense incurred by the Operator or the Authority in connection with such liens, claims and demands, arising out of the construction of the Improvements.

8.6 Bonds and Insurance for Construction. The Operator shall not commence or undertake any such permitted work nor will it allow or permit any agent, independent contractor or subcontractor to commence work until all performance and payment bonds and all insurance certificates required hereunder have been approved and are in the Authority’s possession. Approval of the insurance by Authority shall not relieve or decrease the liability of the Operator or its agents, independent contractors, or subcontractors. Operator shall furnish and/or cause its contractor to furnish to the Authority, at the Operator’s sole cost and expense, all of the following:

A. Payment and Performance Bonds. Payment and Performance Bonds payable to the Authority, with surety satisfactory to the Authority, in a sum equal to 100 % of the Improvements to be made, to assure the execution and completion of the entire work according to the approved Plans and Specifications, and for the protection of labor and material suppliers.

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B. Kentucky Unemployment Insurance Bond. Under the provisions of KRS 341.315 and 341.317, provide a separate bond, or have specific provisions made in the Payment Bond, to assure payment of all unemployment contributions which become due and payable under the Kentucky Unemployment Insurance Law.

C. Public Liability and Property Damage. This insurance shall protect the contractor, and the Operator and the Authority as additional insureds, against all liability claims or costs thereof for personal injury or property damage resulting from the performance of the construction contract, including coverage personal injury, death, or property damage, resulting from operations of subcontractors under the construction contract, in combined single limits of not less than $5,000,000 for personal injury and property damage resulting from any one accident.

D. Automobile Public Liability and Property Damage. This insurance shall protect the contractor, and the Operator and the Authority as additional insureds, against all liability claims or costs thereof for automobile-related personal injury or death, and property damage resulting from operations of contractor or subcontractors under the construction contract, and shall include combined single limits of not less than $2,000,000 for personal injury and property damage resulting from any one accident.

E. Workers’ Compensation and Employer’s Liability. The contractor shall provide the statutory limits of coverage for workers’ compensation insurance and employer’s liability insurance for all of the contractor’s employees engaged in work on the Premises and shall assure that its subcontractors provide such coverage for each of their employees engaged in work on the Premises.

F. Contractor’s Protective Liability and Property Damage. This insurance shall protect the contractor, and the Operator and the Authority as additional insureds, against all liability claims or costs thereof for personal injury or property damage resulting from operations of subcontractors under the construction contract, and shall include combined single limits of not less than $5,000,000 for personal injury and property damage resulting from any one accident.

G. Builder’s Risk Insurance. The Operator shall obtain and maintain, or cause to be obtained and maintained, Builder’s Risk Insurance written on a completed value basis in an amount equal to the full replacement cost of the Improvements at the date of completion with coverage available on the so-called non-reporting “all risk” form of policy, including coverage against collapse and water damage, such insurance to be in such amounts as shall be approved by the Authority in the exercise of its reasonable discretion.

H. General Insurance Requirement. The Operator shall obtain and maintain the insurance required by this Agreement, and such other insurance as the Authority shall reasonably request, with companies reasonably acceptable to the Authority. A duplicate original of each insurance policy, or a certificate thereof, shall be deposited with the Authority. Said policy, or certificate thereof, shall have attached

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thereto an endorsement stating that (i) such policy shall not be amended or canceled without at least 30 Calendar Days prior written notice to the Authority, and (ii) no act or omission of the Operator or any other party shall invalidate the interest of the Authority under said insurance. The liability of each such insurance may be periodically reviewed and increased by the Authority to such amounts as may be deemed reasonable and appropriate.

SECTION 9. SIGNS

9.1 The Operator shall have the right, at its sole cost and expense, to install, operate and maintain on the Premises, a sign or signs identifying the Operator. Said sign or signs shall be of a size, shape, design and at a location or locations approved in advance and in writing by the Authority and in conformance with the Authority’s overall directional graphics and sign program. It is understood, however, that said sign(s) and location(s) may be changed and altered from time to time as mutually agreed upon. Notwithstanding any other provision of this Agreement, said sign or signs shall remain the property of the Operator. All signage shall be professionally designed. No hand-lettered or hand-modified signs shall be permitted without the prior written approval of the Authority. Signs or banners may be erected on the Premises during special events; provided, the Operator requests and obtains the Authority prior written approval.

SECTION 10. MAINTENANCE

10.1 Maintenance, Repair and Replacement.

A. Responsibility for Exterior, Common Area and Air Operations Area Maintenance.

1. The Authority at its sole cost and expense shall be responsible for maintaining, in good condition, normal use only excepted, and repair: (i) the exterior of all structures on the Premises, excluding any Improvements constructed by the Operator after the commencement of this Agreement; (ii) all public and common or joint use areas of the Airport to the extent deemed by the Authority, in its sole opinion and judgment, to be required for the safe and efficient operation of the Airport; (iii) the Air Operations Area and the unpaved areas located in or used in conjunction with, the Air Operations Area, to the extent deemed by the Authority, in its sole opinion and judgment, to be required for the safe and efficient operation of the Airport; (iv) the Preferential Use Aircraft Ramp within the Premises including replacement as necessary; however, this does not include the Exclusive Use Ground; and (v) all grass areas, including mowing, within and without the Premises. Snow and ice removal within the Premises shall be the responsibility of the Operator.

2. The Operator shall, upon notice from the Authority, promptly remove all aircraft and equipment to a safe distance from the area being repaired or mowed and shall otherwise cooperate with the Authority in its maintenance and repair activities.

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3. For the purpose of this Paragraph 10.1, “exterior of structures” shall include the exterior facade, roofs, gutters, downspouts, doors and exterior structural integrity of the buildings, but shall exclude any and all exterior hangar doors, interior partitions, walls, ceilings, doorways and doors, floors and fixtures and improvements, and signs erected by the Operator.

B. Responsibility for Interior Maintenance.

1. The Operator shall, at its expense, maintain, repair and replace the interior of all structures of the Premises in a workmanlike manner, including but not limited to all interior building structure, interior partitions, walls, ceilings, doorways and doors, floors and fixtures, other than those described elsewhere in this Agreement as being the responsibility of the Authority, and the Authority shall not in any way be called upon for such repairs or replacements.

2. The Operator shall be required throughout the continuance of this Agreement to keep the Premises in good condition, normal use only excepted.

C. Responsibility for Maintenance of Plumbing, Heating and Electrical Systems.

1. The Operator shall have the responsibility for repairing plumbing, heating, cooling and electrical systems at the sole expense of the Operator.

10.2 Trash Removal. The Operator shall provide a complete and proper arrangement for the frequent and adequate sanitary handling and disposal, away from the Airport, of all trash, garbage and other refuse caused as a result of the occupancy of the Premises. The Operator shall provide, use and screen from public view; suitable covered receptacles for all such garbage, trash and other refuse. Piling of boxes, cartons, barrels, pallets or other similar items in an unsightly or unsafe manner on or about the Premises is forbidden.

10.3 No Liability. The Authority shall not be liable for any damage either to person or property, whether sustained by the Operator or by other persons, due to the Airport or any improvements thereon or any part thereof or any appurtenances thereof becoming out of repair, or due to any accident in or about the Airport, or due to any act or neglect of any tenant, any occupant of the Airport or any other person, or due to lack of snow or ice removal on the Airport or any part thereof or in connection with the construction of any improvement by the Authority or its contractors in the Premises, or otherwise, except to the extent caused by the negligence of Authority, its officers, employees, agents and representatives. Without limiting the generality of the foregoing, the Authority shall not be liable for damage caused by water, steam, snow, ice, sewerage, gas, bursting or leaking of pipes or plumbing or electrical causes, or the negligence of contractors, employees, agents, or licensees of the Authority, unless the damage is proved to be the result of negligence of the Authority. The Authority will not provide snow or ice removal on the Premises, which includes the Preferential Use Aircraft Ramp, except under a specific written agreement with the Operator.

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10.4 Deficiencies. In addition to other rights and remedies of the Authority hereunder, if the Authority shall discover and report any maintenance deficiency to the Operator that in the Authority’s opinion requires immediate repair or replacement in order to maintain the Premises, or in order to maintain the structural integrity or appearance of any structure (s) thereon, including any doors, roof and exterior walls, the Operator shall promptly undertake and complete such repairs or replacements at the Operator’s expense. In the event the Operator fails to perform its obligations hereunder, the Authority may, at its sole option, after 30 Calendar Days’ notice to the Operator, undertake and complete any such maintenance, repairs or replacements, but shall have no obligation to do so, and the cost thereof, which shall be deemed additional rent, shall be paid by the Operator to the Authority no later than 30 Calendar Days after the date of invoice from the Authority for completion of such maintenance, repairs or replacements.

10.5 No Obligations. The Authority shall have no responsibility for maintenance, repair or replacement of the Premises or any Improvements. The Operator, at its sole cost and expense, shall provide all custodial and other service(s) required by the Operator, and the Authority shall have no responsibility or obligation therefore.

10.6 Conformance to Law, Regulations and Design Standards for Maintenance. All maintenance, repairs, additions or other work of any kind or nature performed, constructed or installed by or on behalf of the Operator in or upon the Premises, shall be in compliance and conform in all respects and be maintained by the Operator in accordance with (a) all applicable federal, state and local statutes, rules, regulations, ordinances and building codes, (b) all applicable rules and regulations promulgated by the Authority, (c) the Authority’s design standards for the Airport, as promulgated by the Authority from time to time, and (d) the Operator’s Plans and Specifications which shall be submitted and approved by the Authority in writing prior to commencement of any such work.

10.7 Compliance with Disability Laws.

A. Subject to any exceptions disclosed by the Initial Premises Condition Report (as defined below), the Operator acknowledges that as of the Commencement Date, the Premises complies fully with all applicable federal, state, county or local statutes, laws, regulations, rules, ordinances, codes, standards, guidelines, or orders, as now or at any time hereafter in effect, relating to use, enjoyment, or access to the Premises by persons with a disability, or to discrimination of such persons (“Disability Laws”) as such terms are defined by the Disability Laws, including, without limitation, the Americans with Disabilities Act of 1990, 42 U.S.C. 12101 et. Seq.; the Fair Housing Act of 1968, 42 U.S.C. 3601 et. Seq.; and the Kentucky Civil Rights Act, KRS 344.010 et. Seq.

B. The Operator warrants and represents that the Operator will not violate, in connection with the use, alteration, occupation, maintenance or operation of the Premises and the conduct of the business related thereto, any Disability Law, and that the Improvements will be constructed in compliance with all applicable Disability Laws.

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C. The Operator agrees to indemnify the Authority and hold the Authority harmless from and against any and all losses, liabilities, damages, injuries, expenses, including the cost of alterations to the Premises to comply with any Disability Law, architectural, engineering, and accounting costs, reasonable attorneys’ fees, claims for owed penalties, costs of any settlement or judgment and claims of any and every kind whatsoever paid, incurred or suffered by, or asserted against, the Authority by any person or entity or governmental agency for, with respect to, or as a direct or indirect result of violation of Disability Laws (a “Disability Laws Violation”).

D. If the Operator receives any notice of any complaint, inspection by any governmental agency with lists of any noncompliance, order, citation or notice with regard to a Disability Law Violation form any person or entity (including without limitation the United States Department of Justice) then the Operator shall immediately notify the Authority orally and in writing of said notice.

10.8 Joint Condition Survey.

A. At the Commencement Date, representatives of the parties hereto shall jointly conduct a condition survey of the Premises. As a result of such survey, a Condition Report shall be prepared and made a part hereof as Exhibit C-1 (the “Initial Premises Condition Report”). The Condition Report shall document the current conditions of the Premises and shall be the base standard for all subsequent Condition Reports.

B. Annually during the continuance of this Agreement and upon the expiration or termination hereof (unless circumstances warrant more frequent inspections), the Authority shall conduct an inspection and shall issue and prepare a current Condition Report, which shall be made a part hereof as Exhibit C-2 (the “Current Premises Condition Report”). Any deficiencies, normal wear and tear excepted, shall be corrected within 30 Calendar Days by the Operator as set forth in this Section 10 unless such other time period is mutually agreed upon in writing by the parties.

SECTION 11. UTILITIES

11.1 The Authority and the Operator anticipate that standard service for water, sewer, electric, and telephone facilities (the “Standard Facilities”) are available at the boundaries of the Premises or any right of way adjacent to the Premises. Should the Operator’s operations require Standard Facilities not presently at the Premises boundary or at a right of way adjacent to the Premises, the Operator will, at the Operator’s sole expense, install service lines for the Standard Facilities from the Airport property line to the nearest section of the boundary line of the Premises or at a right of way adjacent to the Premises. The Authority shall have no liability to the Operator if any of the Standard Facilities are unavailable to the Operator due to (a) the imposition of any limit on consumption or on the construction of additional Standard Facilities, or (b) the allocation or curtailment of any of the Standard Facilities or any service by regulation, act of law or (c) in any other manner beyond the control of the Authority. The Operator shall be solely liable for the cost of all utility

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consumption, including without limitation the Standard Facilities, on the Premises. The Operator may at its sole costs and expense, install any additional utilities at the Premises, in addition to the existing utility facilities, as it so desires; provided that the Operator shall be responsible for obtaining any easements necessary to make such utilities available to the Premises. The Operator is responsible for upgrading the existing utilities, including without limitation the Standard Facilities, at the Premises to the condition and capacity as deemed appropriate by the Operator and approved by the Authority to operate the Premises at the Operator’s sole expense.

11.2 The Operator’s Plans and Specifications for the Improvements shall include any necessary relocation of existing utility lines to service the Premises or other areas of the Airport, all at the Operator’s sole expense. The Operator shall not locate its Improvements over any utility lines or otherwise render any utility lines inaccessible. The Operator shall not damage utility lines elsewhere on the Premises and shall repair at the Operator’s expense any damage to such utility lines caused by the Operator and its activities on the Premises.

11.3 The Authority reserves to itself the right to install, maintain, repair, replace, or remove and replace water or sewer pipes, electrical lines, gas pipes or any other utilities or services located on the Premises as necessary or appropriate, in the Authority’s judgment, to make such utilities available to the Authority or other tenants, along with the right to enter the Premises at all reasonable times in order to accomplish the foregoing, provided, however, that the Authority shall take reasonable precautions to avoid the disruption of the Operator’s authorized activities.

11.4 The Operator agrees to make arrangements for, and provide at its sole cost and expense on the Premises, utilities for heating, lighting, water, sewer, and all other electricity demands. In the event the Operator fails to pay any utility bills when due, the Authority may, at its option, pay the same and collect all amounts so disbursed from the Operator on demand, as additional rent. Payments not made on or before the due dates shall accrue interest, from the date due until paid, at the rate set forth in Authority's Regulations, as may be amended from time to time.

SECTION 12. ATTACHMENT OF PROPERTY FOR DEBT

12.1 The Operator hereby irrevocably waives the right to claim that any of the Operator’s property located in or on the Airport or the Premises is exempt from execution or attachment, or exempt by any law from the payment of debt, and all such property shall be subject to and responsible for the payment of the money agreed to be paid by the Operator under this Agreement, and for the discharge of any liability created hereby, for which purposes a lien on such property is hereby granted to the Authority.

12.2 The Operator shall not, after receipt from Authority of notice of an Event of Default, or an event which, with the passage of time will become an Event of Default, remove any of the Operator’s property from the Premises until the default has been cured. Operator hereby grants to the Authority, at any time after 10 Calendar Days following the receipt of the notice and if such default has not been cured within 10 Calendar Days following the receipt of such notice, the right to take possession of all property of the Operator located at the

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Airport to remove the same to a storage place selected by the Authority, and to retain such property in storage either at such place or at its original site on the Airport, until the default is cured and a reasonable charge for removal and storage is paid to the Authority. This right shall be in addition to, and not in substitution for, any other rights of the Authority. It is further agreed that the Authority shall not be liable for any damage to such property incurred as a result of its removal or storage, unless such damage is caused by gross negligence on the part of the Authority, or for any loss of business or indirect injury to the Operator or its business resulting from or attributable to such removal or storage.

SECTION 13. INDEMNIFICATION

13.1 Operator agrees to indemnify and save the Authority, its officers, agents, and employees free and harmless from and against any and all liabilities, losses, costs, suits, judgments, expenses, fees or demands of any kind (including, but not limited to costs of investigations, attorney fees, court costs and expert witness fees) (collectively “Indemnified Losses”) arising out of or resulting from any injury or death to persons or damage to property of any nature whatsoever resulting from, arising out of or related to the use or occupancy of the Airport by Operator, its agents and employees, or caused by or resulting from the exercise of the rights and privileges granted hereunder, to the extent that the Indemnified Losses do not result from the gross negligence or willful misconduct of the Authority, its officers, agents or employees. It is the intent of the parties that, where the negligence or willful misconduct of the Authority, its officers, agents or employees is determined to have been contributory to the Indemnified Losses, the principles of comparative negligence as applied by the courts of the Commonwealth of Kentucky shall be followed and each party shall bear the proportionate cost of any Indemnified Loss attributable to its own negligence or misconduct.

SECTION 14. INSURANCE

14.1 Liability Insurance. At all times during the Term of this Agreement and any extensions or renewals thereof, the Operator agrees to carry, and shall furnish the Authority a certificate(s) of insurance, with combined single limit amounts of not less than $10,000,000.00 for public liability, property damage, bodily injury and automobile liability, both licensed and unlicensed, products liability, and hangar keepers liability in a company or companies acceptable to the Authority, in which policy the Authority shall be named an additional insured, the insurance shall at all times be primary and without right of contribution from any other insurance as may be carried by the Additional Insured, and Severability of Interests and Contractual Liability clauses will apply, and the Operator shall furnish to the Authority satisfactory evidence that such insurance is in effect and will not be canceled during the Term of this Agreement without 30 Calendar Days prior written notice of such cancellation to the Authority. The Operator shall carry Workers’ Compensation and Employer’s Liability insurance covering its employees employed at the Airport.

14.2 Fire and Extended Insurance. At all times during the Term of Agreement and any extensions or renewals thereof, the Operator shall carry, and shall furnish the Authority with evidence of, all risk coverage insurance in an amount equal to 100% of the full

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replacement value of the Premises, including any and all structures, Improvements or additions made on or to the Premises by the Operator. The Authority shall be named loss- payee and an additional insured in all such insurance, and the Operator shall furnish to the Authority in advance satisfactory evidence that such insurance is in effect and will not be cancelled during the Term of this Agreement without 30 Calendar Days prior written notice of such cancellation to the Authority. Unless this Agreement is terminated pursuant to Section 40, the Authority agrees that the proceeds of such insurance (together with an amount equal to the deductible and any sums needed for such repair or reconstruction that exceed the insurance proceeds which shall be paid by the Operator) may be used for repair or reconstruction of the Premises upon terms and conditions, including without limitation disbursement arrangements, reasonably acceptable to the Authority.

14.3 Use Restrictions. The Operator shall at no time use the Premises, the Authority improvements, or any other land or facilities otherwise assigned for the Operator’s use, or permit any of them to be used in such a manner as to increase the rate of insurance thereon or which may cause the Premises or the Authority improvements to be uninsurable. Any violation of this provision shall, upon notice from the Authority pursuant to Section 26.1, constitute an Event of Default hereunder and permit the Authority to exercise all of its remedies hereunder. Notwithstanding the declaration of an Event of Default, the Operator shall pay the Authority, as damages, the increased cost of insurance and, further, in case the Premises are so used by the Operator as to be uninsurable, the Authority shall become the insurer of the Premises.

14.4 Waiver of Subrogation. It is agreed that if the Premises or contents thereof should be damaged or destroyed by an insured peril, then, and to the extent allowable without invalidating such insurance and whether or not such damage or destruction was caused by the negligence of the other, neither party shall have any liability to the other, nor to any insurer of the other for or in respect of such damage or destruction.

SECTION 15. INDEPENDENT CONTRACTOR

15.1 In the use and occupancy of the Premises and in conducting its business hereunder, the Operator acts as an independent contractor and not as an agent of the Authority. The selection, retention, assignment, direction and payment of the Operator’s employees shall be the sole responsibility of the Operator. The Authority shall not attempt to exercise any control over the daily performance of duties by the Operator’s employees, except to the extent and in the manner required by law or regulation or in order to meet security obligations mandatory for continued operation or certification of the regulation.

SECTION 16. OWNERSHIP AND REMOVAL OF IMPROVEMENTS

16.1 Ownership of Improvements. The existing Premises is owned by and shall be the property of the Authority. Any Improvements now or hereafter constructed and/or erected on the Premises by the Operator shall be constructed and/or erected at no cost to the Authority and be the property of the Authority upon completion of construction and/or erection and/or installation and be a part of the Premises. Upon the expiration of the Term hereof, or upon termination of the Term of this Agreement by action of the Authority following an Event

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of Default, or as provided elsewhere herein, all Improvements then on the Premises shall revert to and, if not already, become the property of the Authority.

16.2 Title to Trade Fixtures. Notwithstanding Section 16.1 but subject to Section 16.3, title to all of the Operator’s trade fixtures, materials, including any existing or hereafter constructed above ground fuel tanks, supplies, furnishings and other personal property, shall at all times during the Term of this Agreement remain with the Operator.

16.3 Removal of Personal Property. Except as otherwise limited by other provisions of this Agreement, upon expiration or termination of the Term of this Agreement for any reason, the Operator, at the Operator’s sole cost and expense, shall remove forthwith from the Premises, and from any Authority improvements and Improvements thereon, all signs, trade fixtures, materials, supplies, furnishings and other personal property that the Operator was permitted to install or maintain under the rights granted herein, and shall repair any damage caused by such removal. If the Operator shall fail to do so within 30 Calendar Days following expiration or termination of the Term of this Agreement, then the Authority may effect such removal and/or restoration or repair at the Operator’s expense, and the Operator shall pay the Authority as additional rent the full amount of such expense promptly upon receipt of proper invoice(s) therefor. In such event, such signs, trade fixtures, materials, supplies, furnishings and personal property automatically will become the property of the Authority and may be disposed of by the Authority in its sole discretion, without any right of reimbursement therefor to the Operator.

SECTION 17. ENVIRONMENTAL RESPONSIBILITIES

17.1 Environment. As used herein, the term “Environment” shall mean land surface, surface and subsurface soils and strata, surface waters, groundwater, sediments, air (including indoor air), plant and animal life and any other environmental medium or natural resource.

17.2 Environmental Law. As used herein, the term “Environmental Law” shall mean all foreign, federal, state and local laws relating to pollution or the protection of human health, safety, or the Environment, including, without limitation, laws designed (i) to prevent, report or regulate the release, discharge or emission of pollutants or Hazardous Substances into the Environment; (ii) to regulate the generation, treatment, storage, handling, transportation or disposal of Hazardous Substances; (iii) to assure that the Premises is used so that it does not present unreasonable risks to human health, safety, or the Environment; (iv) to protect or pay for damages to natural resources as well as plant and animal species; and (v) to clean up and remediate Hazardous Substances that have been released and apportion the costs of the cleanup and remediation.

17.3 Environmental Liability. As used herein, the term “Environmental Liability” shall mean, with respect to acts or omissions by Operator or conditions in existence or events or circumstances having occurred, in each case, during the Term of this Agreement, including the consequences of such acts or omissions that may arise subsequent to the Term of this Agreement, at, on, from or relating to the Premises: any cost, damage, expense, liability, obligation or other responsibility, including, but not limited to (i) the costs of cleanup, investigation, containment or other remediation, (ii) penalties, fines, or sanctions, and (iii)

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damages for bodily injury (including illness, disability or death) or property damage or damage to natural resources arising from or relating to or governed by any Environmental Law, or any Occupational Safety and Health Law, or from the release, disposal, spill or emission of a Hazardous Substance.

17.4 Hazardous Substance. As used herein, the term “Hazardous Substance” shall mean any hazardous, toxic or polluting substance or combination of substances including wastes of a solid, liquid, gaseous or semi-solid form, waste materials, pollutants or contaminants, including petroleum or petroleum products, governed or regulated under any Environmental Law.

17.5 Occupational Safety and Health Law. As used herein, the term “Occupational Safety and Health Law” shall mean any legal requirement designed to provide safe and healthful working conditions and to reduce occupational safety and health hazards.

17.6 Compliance and Permits. In connection with its operations at the Airport and its use and occupation of the Premises, the Operator shall comply with all applicable Environmental Laws and Occupational Safety and Health Laws and shall prevent and avoid any circumstances that would or, using reasonable judgment, might in the future, interfere with full compliance. The Operator shall obtain and maintain in full force and effect, and shall strictly comply with all permits and other governmental authorizations required by any governmental entity in connection with Operator’s operations at the Airport or its use and occupancy of the Premises.

17.7 Notifications and Documents. Operator shall promptly notify the Authority in writing of any of the following to the extent same relates to Operator’s operations at the Airport or its use and occupancy of the Premises: (i) any non-compliance with any Environmental Law or Occupational Safety and Health Law; (ii) any enforcement, clean-up, removal, remediation, or governmental or regulatory action threatened, instituted, or completed pursuant to any Environmental Law; (iii) any governmental or regulatory enforcement action threatened, instituted or completed pursuant to any Occupational Safety and Health Law; (iv) any claim made by any person against Operator relating to damage, contribution, cost recovery compensation, loss, or injury resulting from or claiming to result from any Hazardous Substance or arising under any Environmental Law or Occupational Safety and Health Law; (v) any reports made by Operator to any environmental agency arising out of or in connection with any Environmental Law or Occupational Safety and Health Law, it being understood that such reports shall be made in coordination with the Authority; and (vi) any reports made by Operator to any environmental agency arising out of or in connection with any Hazardous Substance in or removed from the Premises or the Airport, it being understood that such reports shall be made in coordination with the Authority, including any complaints, notices, warnings or asserted violations in connection therewith (but excluding routine manifests, records or receipts that are submitted to environmental agencies for the purposes of documenting waste disposal or product receipt activities). Operator shall immediately report any spill of petroleum to the Authority and shall immediately begin and complete the cleanup of any petroleum spill as soon as possible. Should any spill or other incident require reporting to the Kentucky Energy and Environmental Cabinet, or the National Response Center, or to any other federal, state or

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local agency, such reporting shall be made in coordination with the Authority. Operator shall supply to the Authority as promptly as possible, and in any event within 10 Business Days after Operator first receives or sends the same, copies of all claims, reports, complaints, notices, or warnings or asserted violations issued or made by any governmental agency or tribunal relating in any way to Hazardous Substances, Environmental Laws or Occupational Safety and Health Laws.

17.8 Environmental Inspection. During the Term of this Agreement, upon reasonable notice, the Authority or those authorized by the Authority shall have the right to inspect and assess the extent of any known, reported or suspected environmental contamination of any part of the Airport; provided that any such assessment shall not unreasonably disrupt or interfere with Operator’s operations.

17.9 Indemnification. In addition to the indemnification provided in Section 13, Operator agrees to indemnify and save the Authority, its officers, agents and employees (collectively “Indemnified Persons”) free and harmless from and against any and all liabilities, losses, costs, suits, judgments, expenses, fees or demands of any kind (including, but not limited to, damages for bodily injury (including illness, disability, or death), costs of investigations, reasonable attorney fees, court costs and expert witness fees) (collectively “Indemnified Losses”) arising out of or resulting from the use or occupancy of the Premises by Operator, its agents or employees, and shall pay to the Indemnified Persons the amount of any Indemnified Losses, whether or not involving a third party claim, arising, directly or indirectly, from or in connection with any Environmental Liability. The remedies provided in this Section shall not be exclusive of or limit any other remedies that may be available to the Authority or the other Indemnified Persons. It is the intent of the parties that, where the gross negligence or willful misconduct of the Authority, its officers, agents or employees is determined to have been contributory to the Indemnified Losses, the principles of comparative negligence as applied by the courts of the Commonwealth of Kentucky shall be followed and each party shall bear the proportionate cost of any Indemnified Losses attributable to its own negligence.

17.10 Environmental Assessments. The Operator shall obtain, pursuant to specifications as provided for in ASTM 1527-13 Standard Practice for Environmental Site Assessments: Phase I Environmental Site Assessment Process, as that Standard may be revised from time to time, and ASTM E1903-11 Standard Practice for Environmental Site Assessments: Phase II Environmental Site Assessment Process, as that Standard may be revised from time to time, an environmental assessment of the Premises at the Operator’s expense by a qualified professional environmental consultant acceptable to the Authority starting on the Commencement Date. Within 30 Calendar Days of the expiration or other termination of this Agreement, the Operator shall obtain, pursuant to specifications as provided for in ASTM 1527-13 Standard Practice for Environmental Site Assessments: Phase I Environmental Site Assessment Process, as that Standard may be revised from time to time, and ASTM E1903-11 Standard Practice for Environmental Site Assessments: Phase II Environmental Site Assessment Process, as that Standard may be revised from time to time, an additional environmental assessment of the Premises at the Operator’s expense. Any environmental contamination disclosed in the environmental assessments prepared at the Commencement shall be conclusively presumed to not be the Operator’s responsibility and

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shall be deemed a pre-existing condition for which Operator shall have no liability of any kind or nature including under Section 17.9. Any environmental contamination disclosed in the environmental assessment prepared at the termination of the Agreement not also disclosed in the environmental assessment prepared prior to the Commencement Date shall be conclusively deemed to be the responsibility of the Operator and the Operator shall be obligated promptly to effect the remediation of such environmental contamination. The Operator shall receive the appropriate documentation from the agency having jurisdiction over this property which shows completion of any remediation in accordance with applicable law. The Operator shall furnish to the Authority true and complete copies of all environmental assessments of the Premises, including copies of all sampling and other data obtained as a result of the environmental assessments. The Operator shall provide the Authority reasonable advance notice of and shall grant the Authority, its agents and contractors, reasonable access to the Premises during any environmental assessment activities and the right to accompany persons conducting any environmental assessments and to monitor the same. Notwithstanding the foregoing, the Operator shall also have the right to perform such environmental assessments, reports, tests, investigations and studies of the Premises as the Operator deems necessary and advisable, both prior to the Commencement Date or upon the expiration or other termination of this Agreement, pursuant to such specifications as the Operator establishes. Operator shall provide a copy of any such assessment, report, test, investigation or study to the Authority.

Operator shall allow access to the Premises and Preferential Use Aircraft Ramp by the former operators, Central American Airways, Louisville Executive Aviation, their environmental professional and/or other designees, and the Authority, for a period of 90 Calendar Days, or a longer period if necessary for the completion of any required remediation by Central American Airways or Louisville Executive Aviation, following the Commencement Date for the purpose of completing any and all environmental assessment reports and any necessary remediation by Central American Airways and Louisville Executive Aviation as may be required by the Authority.

SECTION 18. TAXES

18.1 The Operator shall at its own expense pay all federal, state and local taxes which may be assessed against it, the Premises, the Improvements or its equipment, or any leasehold interest therein, while in or upon the Premises or located elsewhere on property of the Authority, as well as all federal, state and local taxes assessed in connection with the operation of its business authorized and permitted hereunder. The Authority is a body politic and corporate and by virtue of KRS 183.138, property of the Authority is exempt from taxation. If at any time during the Term of this Agreement, or any extension thereof, the statutory tax exemptions of the Authority become void or inoperative for any reason, then in such event the Operator shall pay any taxes which are imposed upon the Authority on the Premises or the Improvements used or occupied by the Operator, excluding taxes on the income of the Authority. The Authority shall have the right to protest or challenge any assessment or taxes levied as a result of such assessment or loss of the Authority’s tax exemption, but it shall not be required to do so. If the Authority elects not to protest, the Authority shall notify the Operator in sufficient time to permit the Operator, at its sole cost and expense, to protest and challenge any such tax levy or assessment; provided, however,

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such protest or challenge by the Operator shall not relieve the Operator of any obligation under this Section 18.1.

SECTION 19. LAWS AND REGULATIONS

19.1 The Operator shall comply with all federal, state and local laws, rules and regulations, including Regulations of the Authority as the same may be promulgated from time to time that may apply to the conduct of the business herein contemplated and the Operator shall keep in effect and post in a prominent place all required licenses or permits. The Authority shall be held free and harmless form any act or failure by the Operator to comply with this provision.

19.2 Nothing herein contained shall be construed as granting or authorizing the granting of an exclusive right within the meaning of Section 308 of the Federal Aviation Act. This Agreement shall be subordinate to the provisions of any existing or future agreement between the Authority and the United States of America or any department or agency thereof relative to the operation or maintenance of the Airport, the execution of which has been or may be required by the provisions of the Federal Aviation Act, or any future statute affecting the operation or maintenance of the Airport.

19.3 In the event that the FAA requires, as a condition precedent to the granting of funds for the improvement of the Airport or otherwise, modifications, revisions, supplements or deletions of any of the terms, conditions or requirements of this Agreement, then Operator agrees that such changes shall be permitted.

19.4 This Agreement is subject to the provisions of 29 CFR Part 201, the Federal Labor Standards Act (“FLSA”) with the same force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child labor standards for full and part time workers. All contracts and subcontracts that result from this Agreement shall incorporate by reference the provisions of 29 CFR Part 201, the FLSA, with the same force and effect as if given in full text. The Operator has full responsibility to monitor compliance to the referenced statute or regulation. The Operator must address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor – Wage and Hour Division.

19.5 This Agreement is subject to the provisions of 29 CFR Part 1910 with the same force and effect as if given in full text. All contracts or subcontracts that result from this Agreement shall incorporate by reference the requirements of 29 CFR Part 1910 with the same force and effect as if given in full text. Operator must provide a work environment that is free from recognized hazards that may cause death or serious physical harm to the employee. The Operator retains full responsibility to monitor its compliance and their subcontractor’s compliance with the applicable requirements of the Occupational Safety and Health Act of 1970 (20 CFR Part 1910). Operator must address any claims or disputes that pertain to a referenced requirement directly with the U.S. Department of Labor – Occupational Safety and Health Administration.

SECTION 20. RESERVED

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SECTION 21. SURRENDER OF PREMISES; HOLDING OVER

21.1 Upon the expiration or other termination of the Term of this Agreement, the Operator’s right to use the Premises, facilities, rights, licenses, services and privileges herein granted shall cease, and the Operator shall forthwith upon such expiration or termination surrender the same. The continued occupancy and use of the Premises by the Operator after the expiration of the Term of this Agreement shall not result in the automatic renewal of the Term of this Agreement under KRS 383.160(1) or any similar statute then in effect, or otherwise, nor shall the Authority’s failure to object to or resist such continued occupancy operate to extend the Term of this Agreement unless specifically agreed to by the Authority in writing. For the purpose of payment of the Fuel Flowage Fee and Rent, any such holding over by Operator shall be construed as a month to month tenancy at the Fuel Flowage Fee and Rent provided in Section 4 hereof.

SECTION 22. ASSIGNMENT, TRANSFER OR SUBLEASE

22.1 The Operator agrees that the Authority shall be notified in advance and in writing of any proposed change of control of the Operator, whether by operation of law or otherwise, including notice in the event that control of the Operator is proposed to be transferred to a subsidiary or affiliate of the Operator. Such change of controlling interest shall be subject to prior written approval by the Authority.

22.2 Neither this Agreement nor the Premises, nor any of the rights and privileges of Operator hereunder, or any part thereof, may be assigned, transferred, conveyed, hypothecated, mortgaged, pledged, or encumbered in anyway, by process or operation of law or in any other manner whatsoever, without the prior written consent of the Authority. Any transaction that has the practical or legal effect of transferring the Operator’s beneficial ownership or control of this Agreement, or any of the rights or obligations hereunder, is prohibited without the Authority’s prior written approval.

22.3 The Operator may not sublease all of the Premises, or the entirety of any building on the Premises to a single person or entity, without the prior written approval of the Authority. Except as provided in the foregoing sentence, the subleasing by Operator of office, shop, hangar and tie-down space for the storage, maintenance and operations of general aviation aircraft, businesses and personnel shall not require consent hereunder. However, Operator shall provide a list of such subleases for office, shop, hangar and tie-down space to the Authority within 10 Business Days after written request therefor.

SECTION 23. NONDISCRIMINATION

23.1 The Operator for itself, its successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree as a covenant running with the land that in the event facilities are constructed, maintained, or otherwise operated on the said property described in this Agreement for a purpose for which an FAA activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the Operator shall maintain and operate such facilities and services in compliance with all requirements imposed by the Nondiscrimination Acts and Regulations listed in the

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Pertinent List of Nondiscrimination Authorities (as may be amended) such that no person on the grounds of race, color, or national origin, shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities.

23.2 The Operator for itself, its successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree as a covenant running with the land that: (1) no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any Improvements on, over, or under such land and the furnishing of services thereon, no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, (3) that the Operator shall use the Premises and Preferential Use Aircraft Ramp in compliance with all other requirements imposed by or pursuant to the List of Nondiscrimination Acts and Authorities.

23.3 During the performance of this Agreement, the Operator, for itself, its assignees and successor interest, agrees as follows:

A. Compliance With Regulations. The Operator (hereinafter includes consultants) shall comply with the Title VI List of Pertinent Nondiscrimination Acts and Authorities, as they may be amended from time to time, which are herein incorporated by reference and made a part of this Agreement.

B. Nondiscrimination. The Operator, with regard to the work performed by it during the Agreement, shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The Operator shall not participate directly or indirectly in the discrimination prohibited by the Nondiscrimination Acts and Authorities, including employment practices when the Agreement covers any activity, project, or program set forth in Appendix B of 49 C.F.R. part 21.

C. Solicitations for Subcontractors, including Procurements of Materials and Equipment. In all solicitations, either by competitive bidding, or negotiation made by the Operator for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier shall be notified by the Operator of the Operator’s obligations under this Agreement and the Nondiscrimination Acts and Authorities relative to Non- discrimination on the grounds of race, color, or national origin.

D. Information and Reports. The Operator shall provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Authority or the FAA to be pertinent to ascertain compliance with such Nondiscrimination Acts and Authorities and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the Operator

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shall so certify to the Authority or the FAA, as appropriate, and shall set forth what efforts it has made to obtain the information.

E. Sanctions for Noncompliance. In the event of the Operator’s noncompliance with the nondiscrimination provisions of this Agreement, the Authority shall impose such contract sanctions as it or the FAA may determine to be appropriate, including, but not limited to:

(i) Withholding of payments to the Operator under the Agreement until the Operator complies, and /or

(ii) Cancellation, termination, or suspension of the Agreement, in whole or in part.

F. Incorporation of Provisions. The Operator shall include the provisions of paragraphs A through F in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The Operator shall take action with respect to any subcontract or procurement as the Authority or the FAA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Operator becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the Operator may request the Authority to enter into any litigation to protect the interests of the Authority. In addition, the Operator may request the United States to enter into the litigation to protect the interests of the United States.

23.4 General Civil Rights Provision. The Operator and its transferee agree to comply with pertinent statutes, Executive Orders and such rules as are promulgated to ensure that no person shall, on the grounds of race, creed, color, national origin, sex, age, or disability be excluded from participating in any activity conducted with or benefiting from Federal assistance. This provision obligates the Operator or its transferee for the period during which Federal assistance is extended to the Airport through the Airport Improvement Program. In cases where Federal assistance provides, or is in the form of personal property; real property or interest therein; structures or improvements thereon, this provision obligates the party or any transferee for the longer of the following periods:

A. The period during which the property is used by the Authority or any transferee for a purpose for which Federal assistance is extended, or for another purpose involving the provision of similar services or benefits; or

B. The period during which the Authority or any transferee retains ownership or possession of the property.

23.5 Title VI List of Pertinent Nondiscrimination Authorities. During the performance of this Agreement, the Operator, for itself, its assignees, and successors in interest (hereinafter referred to as the “Operator”) agrees to comply with the following non-discrimination statutes and authorities, including but not limited to:

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A. 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);

B. 49 C.F.R. part 21 (Non-discrimination In Federally-Assisted Programs of The Department of Transportation—Effectuation of Title VI of The Civil Rights Act of 1964);

C. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);

D. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 C.F.R. part 27;

E. The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age);

F. Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex);

G. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not);

H. Titles II and III of the Americans with Disabilities Act of 1990, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131 – 12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38;

I. The Federal Aviation Administration’s Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex);

J. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations;

K. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination

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includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100);

L. Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq.).

SECTION 24. DISADVANTAGED BUSINESS ENTERPRISES

24.1 It is the policy of the Authority to encourage contractors to take all reasonable and necessary steps to ensure that Disadvantaged Business Enterprises, as defined by the U.S. Department of Transportation in 49 C.F.R. § 26.5, have the maximum opportunity to compete for and perform all levels of subcontracts under agreements with the Authority. Consequently, the Operator shall not discriminate on the basis of race, color, religion, sex, creed, handicap or national origin in the performance of this Agreement or award of subcontracts hereunder.

SECTION 25. PENDING CONSTRUCTION AND NON-DEFAULT TERMINATION

25.1 Pending Construction. Operator acknowledges that under Authority sponsored projects, construction activities may result in disruption and/or relocation of the Airport taxiways, runways, roadways, parking and driveway facilities. Operator waives any claim of breach or default of this Agreement by Authority as a result of any such construction activities and/or relocation under such projects.

25.2 Non-Default Termination Events. The occurrence of any of the following shall constitute a Termination Event hereunder and entitle the Operator to terminate this Agreement by written notice to the Authority (such notice to be given not later than 90 Calendar Days after the occurrence in question):

A. The lawful assumption by the United States of America, or any authorized agency thereof, of the operation, control or use of the Airport, or any substantial part or parts thereof, in such a manner as to substantially restrict the Operator from operating therefrom for a period in excess of 90 Calendar Days;

B. The permanent abandonment of the Airport as an airport or airfield for scheduled air carrier airlines.

25.3 Termination for Other Purposes. If the Authority at any time during the Term hereof determines, in its sole judgment, that the Premises are required for other aviation or Airport purposes, the Authority shall have the right, upon 180 Calendar Days advance written notice to the Operator, to terminate this Agreement subject to the provisions of Section 42.1 herein.

25.4 Lost Profits. The Authority shall not be responsible to the Operator for any lost profits, expenses, liabilities or claims whatsoever that may result from termination by the Operator or the Authority pursuant to this Section 25. Upon any termination of this Agreement by

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the Authority under Section 25.2(B) or Section 25.3, the provisions of Section 42 shall apply.

SECTION 26. DEFAULT AND REMEDIES

26.1 Events of Default. In addition to all other termination rights contained herein, including without limitation those set forth in Section 4.4 hereof, this Agreement shall be subject to termination by the Authority should any one or more of the following events of default (“Event of Default”) occur:

A. If Operator should default in or fail to make any payments at the times and in the amounts as required under this Agreement of any monthly installment of Fuel Flowage Fee, Exclusive Use Ground Rent, Preferential Use Aircraft Ramp Rent, Hangar Rent, and Office and Building Rent or any additional rent or charges when due hereunder, and such failure continues for a period of more than 10 Calendar Days after written notice specifying such failure and requesting that it be remedied is given to Operator by the Authority;

B. If Operator should fail to perform or comply with any of the terms, covenants, or conditions of this Agreement, or fail to keep in force any of the required insurance policies or performance sureties specified herein, and has not cured same within 30 Calendar Days of written notice from Authority or if the default is not reasonably capable of being cured within 30 Calendar Days, if Operator has not commenced and is diligently pursuing such cure within 30 Calendar Days, except in the case the Event of Default effects the operation utility and safety and security of the Airport as determined by the Authority;

C. If Operator should fail to abide by all applicable laws, statutes, ordinances, Regulations of the Authority, rules and regulations of the United States, the Commonwealth of Kentucky, the Louisville Metro Government, Jefferson County, or any other governmental or quasi-governmental entity, and has not cured same within 30 Calendar Days of written notice from Authority or if the default is not reasonably capable of being cured within 30 Calendar Days, if Operator has not commenced and is diligently pursuing such cure within 30 Calendar Days, except in the case the Event of Default effects the operation utility and safety and security of the Airport as determined by the Authority;

D. If Operator should abandon and discontinue the operation of Operator’s business at the Airport for a continuous period of seven (7) Calendar Days, except when such abandonment and cessation is due to fire, earthquake, governmental action, or other cause beyond Operator's reasonable control.

26.2 Authority’s Remedies Upon an Event of Default. Upon the happening of any Event of Default, including those recited in Section 26.1, Paragraphs A through D above, the Authority shall have any and all rights and remedies to which it may be entitled at law or in equity under the laws of the Commonwealth of Kentucky, and/or the United States,

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including, without limitation, the right, at once and without further notice to the Operator, to do some or all of the following:

A. Declare this Agreement terminated;

B. Enter upon and take full possession of the Premises, with or without terminating this Agreement but terminating the Operator’s right of possession;

C. Declare the Operator liable to the Authority for the balance of the Rent payable during the remaining Term of this Agreement; provided, however, in the event the Authority shall thereafter lease the Premises to another operator, the Operator’s liability hereunder shall be reduced by the amount of Rent actually paid to the Authority by such new operator (but the Operator shall not be entitled to any credit for any Rent received by the Authority in excess of the Operator’s Rent obligations hereunder). Nothing herein contained shall be construed as obligating the Authority to seek out any such new operator, or to relet the Premises or otherwise mitigate damages except to the extent required by applicable law;

D. Take possession of all property of the Operator located at the Airport, remove the same to a storage place selected by the Authority, and retain such property in storage either at such place or at its original site on the Airport, until the default is cured and a reasonable charge for removal and storage is paid to the Authority. Upon termination of this Agreement by the Authority, the Authority may sell such property in accordance with the provisions of applicable law. This right shall be in addition to, and not in substitution for, any other rights of the Authority. The Authority shall not be liable for any damage to such property incurred as a result of its removal or storage, unless such damage is caused by gross negligence on the part of the Authority, or for any loss of business or indirect injury to the Operator or its business resulting from or attributable to such removal or storage. For the purpose of reletting the Premises, the Authority is authorized to make any repairs, changes, alterations, decorations or additions in or to the Premises that may be necessary or appropriate, and to recover the costs thereof from the Operator as additional rent.

26.3 In addition, Authority may in like manner declare this Agreement terminated and canceled, upon the giving of five (5) Calendar Days’ notice thereof, in the event Operator files a voluntary petition in bankruptcy, or if a receiver is appointed for the property or affairs of Operator and such receivership is not vacated within 30 Calendar Days after the appointment of such receiver, or should the right of Operator to operate be lost by operation of law.

SECTION 27. NO FORFEITURE; LIABILITY FOR ACCRUED OBLIGATIONS

27.1 No Forfeiture. No cancellation or termination of the Term of this Agreement in accordance with the rights of either party under this Agreement to cancel or terminate shall be considered a forfeiture, such rights being a part of the consideration for this Agreement and of the essence hereof. The Operator shall not be relieved of liability for accrued obligations

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hereunder if the Term of this Agreement shall be terminated pursuant to any rights herein contained.

27.2 Force Majeure; Acts of Third Parties. Neither party shall be held to be in breach hereof because of any failure to perform any of its obligations hereunder, other than the obligations of Operator to make payment of Fuel Flowage Fee and Rent, additional rent, or other monthly amounts hereunder, if said failure is due to any cause for which it is not responsible and over which is has no control; provided, however, the foregoing provision shall not prevent either party from exercising any right that it may otherwise have to terminate the Term hereof or to cancel this Agreement in whole or in part.

SECTION 28. GOVERNMENTAL AND BOND RESOLUTION RESTRICTIONS

28.1 Any other provision in this Agreement to the contrary notwithstanding, this Agreement is subject and subordinate to the following: (i) War Assets Administration Instruments of Transfer: (Standiford Field), dated February 6, 1948, and recorded in Deed Book 2332, page 378 in the Office of the Clerk of the County Court of Jefferson County, Kentucky, as the same may have been modified, inter alia, by Instruments of Release recorded December 17, 1953, in Deed Book 3101, page 549; February 8, 1957, in Deed Book 3434, page 5; August 8, 1960, in Deed Book 3647, page 264; and July 13, 1961, in Deed Book 3701, page 351 in the office of the Clerk aforesaid; (ii) rights of parties in possession; (iii) any state of facts that a full and complete survey and inspection of the Premises may reveal; (iv) leases, easements, restrictions and stipulations of record or of which the Operator has notice; and (v) the Airport System Revenue Bond Resolution Authorizing Airport System Revenue Bonds dated May 14, 2014, including particularly Section 6.12, as may be supplemented and amended hereafter from time to time, or by any future bond resolution adopted by the Authority.

SECTION 29. NOTICES

29.1 Notices to either party provided for herein shall be in writing and shall be sufficient if hand delivered or sent by overnight courier service or by certified or registered mail, postage prepaid, addressed as follows:

To Authority: Louisville Regional Airport Authority (via USPS) ATTN: Director of Properties P.O. Box 9129 Louisville, Kentucky 40209-0129

To Authority: Louisville Regional Airport Authority (via courier or ATTN: Director of Properties hand delivery) 700 Administration Drive Louisville, Kentucky 40209

To Operator:

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or to such other respective addresses as the parties may designate to each other in writing from time to time. Notices shall be deemed to be received on the date delivered, if hand delivered, or the Business Day after depositing with an overnight courier service, or three (3) Business Days after mailing, if sent by certified or registered mail.

SECTION 30. RESERVED

SECTION 31. WAIVER OF DEFAULT

31.1 No waiver by either party of any default by the other shall be construed as, or operate as, a waiver by such party of any subsequent default of any of the terms, covenants or conditions herein contained to be performed, kept and observed by the other.

SECTION 32. SEPARABILITY

32.1 If a provision hereof shall be finally declared unenforceable or illegal by any court or administrative agency having jurisdiction, the entire Agreement shall not be unenforceable, but the remaining provisions shall continue as nearly as possible in accordance with the original intent of the parties. All rights and remedies available to the parties under this Agreement shall be cumulative and in addition to all other rights granted the parties at law or in equity.

SECTION 33. HEADINGS

33.1 Section, paragraph or subparagraph headings contained herein are solely for convenience and shall have no bearing upon the construction of any of the provisions hereof.

SECTION 34. NO BROKERS INVOLVED

34.1 The Operator warrants and represents to the Authority that no person or selling agency has been employed or retained by it to solicit or secure this Agreement granted hereunder and that no person is entitled to receive commission, percentage, brokerage, or contingent fee arising out of or as a result of the award of Agreement.

SECTION 35. ATTORNEY’S FEES

35.1 The Authority shall have the right to recover from Operator the Authority’s costs and expenses, including reasonable attorneys’ fees and expenses, third parties fees and court costs incurred by the Authority, arising under, relating to, or incurred in connection with this Agreement.

SECTION 36. ACTIONS RELATING TO OR ARISING OUT OF THIS AGREEMENT

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36.1 The parties hereto agree not to bring any proceeding relating to or arising out of this Agreement in any court other than a competent state court in Jefferson County, Kentucky or the United States District Court for the Western District of Kentucky at Louisville. Each of the parties hereto hereby: (a) consents to the jurisdiction of any competent state court in Jefferson County, Kentucky or the United States District Court for the Western District of Kentucky at Louisville for any proceedings relating to or arising out of this Agreement; (b) irrevocably waives any objection to the jurisdiction of such courts on the grounds of forum non conveniens or lack of venue; (c) shall appoint and maintain an agent in Kentucky for the service of all process in any such proceedings at all times during which it does not maintain an office in Kentucky and is not registered to do business in Kentucky; (d) agrees that service upon its agent so appointed is effective and binding service upon it; (e) irrevocably consents to the service of process of any of the aforementioned courts on it in any such proceedings by the mailing of a copy thereof by registered or certified mail (return receipt requested), postage prepaid, to its address for notice specified pursuant to Section 29.1 hereof, such service to become effective when received; and (f) confirms that nothing in this Section 36.1 shall limit the right of any party to effect service of process in any other manner permitted by such courts or by law.

SECTION 37. ENTIRE FIXED BASE OPERATOR LEASE AGREEMENT

37.1 This Agreement, including the attached exhibits and the following documents, all of which are incorporated herein by reference (collectively the “Fixed Base Operator Lease Agreement Documents”), sets forth all the promises, covenants, conditions and understandings between the Authority and the Operator relative to the lease of the Premises, and there are no other promises, covenants, conditions or understandings, either oral or written, with respect to the lease of the Premises.

A. Operator's Proposal Form B. Addenda (if any) C. Performance and Payment Bonds D. Bank Letter of Credit or Surety Bond E. Invitation to Submit Proposals F. Definition of Terms G. Instructions to Proposers H. General Conditions I. Proposer’s Experience and Qualifications Questionnaire J. Insurance Certificate(s)

37.2 Except as herein otherwise provided, no subsequent alterations, amendments, changes or additions to this Agreement shall be binding upon the Authority or the Operator unless reduced to writing and signed by them.

37.3 The Fixed Base Operator Lease Agreement Documents are to be considered as one and whatever is called for by any one of the Fixed Base Operator Lease Agreement Documents shall be as binding as if called for by all. In the event of a conflict between any provisions of this Agreement and any other Fixed Base Operator Lease Agreement Documents, this Agreement shall control.

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SECTION 38. GOVERNING LAW; TIME

38.1 This Agreement shall be governed by the laws of the Commonwealth of Kentucky. Time shall be of the essence.

SECTION 39. AIR SPACE AND NAVIGATION

39.1 This Agreement is subject to provisions, conditions and covenants of certain agreements between the Authority and the United States of America, acting through the FAA. In conjunction therewith, but not by way of limiting the foregoing, the parties agree as follows:

A. The Authority reserves (i) the right of flight for the passage of aircraft in and through the air space above the Premises, including, without limitation, using such air space for taking off from and-landing at the Airport, (ii) the right to cause in such air space such noise, fumes, emissions, and vibration as may be inherent in the operation of aircraft, now known or hereafter used, (iii) such additional rights as are necessary or appropriate in the Authority’s judgment to the enjoyment and utilization of such right of flight, and (iv) the right to prevent any and all interference with such navigational aids as may be necessary or appropriate in the Authority’s judgment to provide safe operation of aircraft.

B. The Authority reserves the right to install and maintain in or on Premises, at the Authority’s expense, such air navigational aids as the Authority may from time to time deem necessary or appropriate.

C. The Operator covenants not to erect or permit the erection, or growth of, or permit to remain upon Premises any building, structure, tree or other object extending into the air space above the Premises higher than as permitted in 14 C.F.R. Part 77, as such regulation may be amended from time to time, or any other more controlling air space regulation.

D. The Operator covenants not to use or permit the use on the Premises, any equipment or instruments which will or might in any manner create interference with communications between the Airport and aircraft, or between aircraft and any navigational controls, whether or not located at the Airport. Said interference shall include, but is not limited to, electromagnetic interference, above-ground high- voltage lines, radio transmission and ARC-welding operations.

39.2 The Operator covenants not to erect or install or permit the erection or installation on the Premises, any lights which may make it difficult for pilots to distinguish between Airport lights and others, or which might impair visibility, or otherwise endanger the landing, taking off, or maneuvering of aircraft. Before any exterior lighting system is installed, the plans therefor shall be submitted to the Authority for its approval.

SECTION 40. DAMAGE OR DESTRUCTION

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40.1 In case of damage to or destruction of the Premises, the Operator shall, at the Operator’s sole expense (after taking into account any insurance proceeds applied to such costs pursuant to Section 14.2 herein), commence the repair or reconstruction of the Premises within 30 Calendar Days thereafter and diligently complete such repair or reconstruction to a condition as near as reasonably practicable to the condition thereof immediately prior to such damage or destruction.

SECTION 41. CONDEMNATION

41.1 If (i) the whole of the Premises shall be taken by any public or quasi-public authority (including, without limitation, the Authority) under the power of eminent domain, condemnation or expropriation, or (ii) any part of the Premises shall be so taken and such partial taking shall render the Premises unsuitable for the operation as an Fixed Base Operator, then the Term of this Agreement shall terminate as of the date on which possession of the Premises is required to be surrendered to the condemning authority, all Rent and other charges shall be paid up to that date, and the Operator shall have no claim against the Authority for the value of any unexpired Term of this Agreement or any claims for damages or compensation for the taking, other than the claim for the payment provided for in Section 42.1 of this Agreement.

41.2 In the event of a partial taking which is not extensive enough to render the Premises unsuitable for use as a Fixed Base Operator, then (i) the Operator shall promptly restore the Premises to the extent of condemnation proceeds available for such purpose to a condition comparable to its condition at the time of such condemnation, less the portion lost in the taking, (ii) the Operator shall promptly make all necessary repairs, restoration and alterations of the Improvements, equipment and furnishings and shall promptly reenter the Premises and commence doing business in accordance with the provisions of this Agreement, and (iii) this Agreement shall continue in full force and effect except that the Rent shall be reduced in the same proportion that the square footage area of the Premises so taken or conveyed bears to the square footage area of the Premises immediately prior to such taking or conveyance, such reduction commencing as of the date the Operator is required to surrender possession of such portion.

41.3 Upon the occurrence of any condemnation of the Premises, the Operator shall have no interest in the real estate as a result of the termination of the Agreement in accordance with the provisions of this Section.

SECTION 42. BUYOUT OF OPERATOR’S IMPROVEMENTS

42.1 In the event of any cancellation or termination of this Agreement prior to the expiration date pursuant to Section 25.2.B; Section 25.3; or a condemnation under Section 41.1, by the Authority (but not any other condemnor) the Authority shall, within 90 Calendar Days after the effective date of such termination or cancellation, pay the Operator for all Improvements installed or constructed by the Operator which were approved in writing by the Authority pursuant to the terms of Section 8.1 hereof, except for any Improvements which were reconstructed after damage or casualty with the proceeds of insurance and/or in satisfaction of the Operator’s maintenance obligations in this Agreement; provided,

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however, the Authority shall not make any payment hereunder for any Improvements not then in existence at the time of any such cancellation and termination. The cash price for such Improvements shall be equal to the undepreciated direct costs of the Improvements in the amount approved by the Authority pursuant to Section 8.1.J hereof. Operator shall depreciate the approved costs of any such Improvements on a straight-line basis, commencing with the first day of the month following the effective date of completion of such installation or construction and extending for the number of months remaining through September 30, 2034. The Operator expressly agrees that payment to the Operator’s undepreciated direct costs under this paragraph shall be in lieu of any other payment of any kind or nature to which the Operator may otherwise be entitled in any condemnation proceedings pursuant to Section 41.1 hereof, including, without limitation, any commissioner’s award for just compensation in any such condemnation proceedings. For purposes of any such condemnation proceedings, payment of the undepreciated direct costs hereunder shall be deemed payment of the commissioner’s award and any final award and/or judgment for purposes of KRS 416.610 et. seq. or any successor statute.

SECTION 43. COVENANTS WITH RESPECT TO BOND FINANCING

43.1 The Operator acknowledges that portions of the Premises have been constructed by and at the expense of the Authority in part through the issuance of exempt facility tax exempt revenue bonds. In order to comply with the requirements of the Internal Revenue Code (the “Code”) with respect to such bonds, the Operator acknowledges, agrees and covenants as follows:

A. the Operator cannot claim depreciation or an investment credit with respect to the Premises and by the execution hereof make an irrevocable election (binding on the Operator and all successors in interest under this Agreement) not to claim depreciation or an investment credit with respect to the Premises;

B. the Agreement term (as defined in section 168(i)(3) of the Code) of this Agreement is not more than 80 percent of the reasonably expected economic life of the Premises (as defined under section 147(b) of the Code; and

C. the Operator has no option to purchase the Premises.

A-40

IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement on the date first written above.

WITNESS: LOUISVILLE REGIONAL AIRPORT AUTHORITY

By: Dan E. Mann, A.A.E.

Title: Executive Director

WITNESS: [OPERATOR]

By:

Title:

This Agreement has been approved for the Authority as to legality of form and content by:

Brenda Allen, Esq. Vice President Legal and Corporate Culture Louisville Regional Airport Authority P.O. Box 9129 Louisville, KY 40209

A-41

EXHIBIT A

PREMISES

FUEL SITE B FARM SITE A

SITE 1

SITE C

SITE 2

FUEL FARM SITE 2A SITE D

SITE 3

PREFERENTIAL USE AIRCRAFT RAMP

EXCLUSIVE USE GROUND

P.O. BOX 9129 BOWMAN FIELD OUISVILLE L LOUISVILLE, KY 40209-0129 REGIONAL (502) 368-6524 Exhibit "A" LOUISVILLE Premises IRPORT INTERNATIONAL A AIRPORT

AUTHORITY ® BOWMAN FIELD SITE F

FUEL FARM

SITE G

SITE 4 SITE 5

SITE E

PREFERENTIAL USE AIRCRAFT RAMP

EXCLUSIVE USE GROUND

P.O. BOX 9129 BOWMAN FIELD OUISVILLE L LOUISVILLE, KY 40209-0129 REGIONAL (502) 368-6524 Exhibit "A" LOUISVILLE Premises IRPORT INTERNATIONAL A AIRPORT

AUTHORITY ® BOWMAN FIELD FUEL FARM

SITE A SITE 1 SITE F SITE B FUEL FARM

SITE G

SITE 4 SITE 5 SITE C

SITE 2 SITE D

FUEL FARM SITE 3 SITE 2A

SITE E

PREFERENTIAL USE AIRCRAFT RAMP 744,206 S.F. (17.08 ACRES) EXCLUSIVE USE GROUND 237,877 S.F. (5.46 ACRES)

P.O. BOX 9129 BOWMAN FIELD OUISVILLE L LOUISVILLE, KY 40209-0129 REGIONAL (502) 368-6524 Exhibit "A" LOUISVILLE Premises IRPORT INTERNATIONAL A AIRPORT

AUTHORITY ® BOWMAN FIELD

EXHIBIT B

INITIAL IMPROVEMENTS

EXHIBIT C-1

INITIAL PREMISES CONDITION REPORT

EXHIBIT C-2

CURRENT PREMISES CONDITION REPORT

EXHIBIT D

MONTHLY FUEL FLOWAGE FEES REPORT

EXHIBIT E

PRICE COMPARISON LOCATIONS

EXHIBIT F

LOUISVILLE REGIONAL AIRPORT AUTHORITY REGULATIONS

LOUISVILLE REGIONAL AIRPORT AUTHORITY

REGULATIONS

GOALS AND OBJECTIVES Approved January 7, l976

PURPOSE:

“. . . to establish, maintain, operate and expand necessary, desirable or appropriate airport and air navigation facilities . . . to promote and develop aviation, including air transportation, airports and air navigation facilities.” KRS 183.133

GOALS

SAFETY: a) To assume responsibility for the maintenance and safe condition of all airport facilities within the responsibility and control of the Airport Authority. b) To monitor procedures and practices of others, such as aircraft operators and governmental agencies, even though the Airport Authority may not be directly responsible. In order that the Board can discharge its responsibility as a trustee for the public in this community, it will point out hazardous conditions and insist upon their timely correction. c) To require the staff of the Airport Authority to make a monthly report of safety related incidents, corrective action taken and assurance that the safety program is functioning properly.

SERVICE: a) To promote efficient and convenient service to the users of aviation facilities. b) To improve the quality of scheduled air service. c) To provide attractive, efficient and reasonably priced public facilities, including parking and terminal amenities such as restaurants, waiting areas, restrooms, etc. d) To maintain first-class corporate and general aviation facilities. e) To anticipate future aviation demand of the region in order to provide sufficient capacity to safely meet needs.

FINANCIAL STABILITY: a) To maintain financial stability in the pursuit of the goals and objectives of the Airport Authority. b) To adhere strictly to a balanced budget which is prepared for and approved by the Board each fiscal year. c) To assure that all costs are equitably borne by the users of the Airport Authority assets. d) To retain ownership of all facilities which are or might reasonably be expected to be needed in the discharge of the Board’s community responsibility.

Revised: September 19, 2003 Goals and Objectives-1

e) To maintain high standards of cost efficiency compared with historical data of the Airport Authority as well as the operations of similar Airport facilities throughout the country. f) To maintain an insurance program adequate to protect the Airport Authority’s fiscal integrity. g) To maintain fiscally responsible ratios of debt to equity and return on investment, taking into account replacement costs of depreciating assets.

COMMUNITY RESPONSIBILITY: a) To be open, fair and honest in the management of the public trust. b) To conduct the operations of the Airport Authority under a philosophy of public service, with courtesy, consistency and fairness to users, operators, tenants, suppliers, and employees. c) To assure to the greatest practical extent that operations conducted on Board facilities be compatible with the preservation of the environment of the community. d) To report periodically to the public through appropriate media and to welcome suggestions and constructive criticism from any source that might assist the Airport Authority in the proper discharge of its responsibilities. e) To respond promptly and candidly to complaints and, where appropriate, to initiate remedial steps as quickly as practical. f) To support and/or conduct activities and programs that encourage interaction with the community, its schools, organizations and businesses.

These Regulations have been adopted and published by the Louisville Regional Airport Authority pursuant to authority contained in KRS l83.133 and have the force and effect of law.

Revised: September 19, 2003 Goals and Objectives-2

TABLE OF CONTENTS PAGE # CHAPTER 100 DEFINITIONS & GENERAL 101 - Definitions...... 100-1 102 - Scope ...... 100-4 103 - Enforcement ...... 100-4 104 - Liability ...... 100-4 105 - Discrimination ...... 100-4 106 - Waiver of Regulations ...... 100-5 107 - Waiver of Breach or Default ...... 100-5 108 - Policy Manual ...... 100-5 109 - Business Operation ...... 100-5 110 - Hearings and Appeals ...... 100-5 111 - Request to Inspect Records ...... 100-6 112 - Authorization ...... 100-7 113 - Damage to Authority Property or Equipment ...... 100-7

CHAPTER 200 PUBLIC AND TENANT USAGE 201 - Preservation of Property ...... 200-1 202 - Accident Report ...... 200-1 203 - Reserved ...... 200-1 204 - Moving, Interfering or Tampering with Aircraft ...... 200-1 205 - Restricted Areas ...... 200-1 206 - Littering or Abandoning Property ...... 200-1 207 - Driveways & Walks ...... 200-1 208 - Expressive Activities...... 200-1 209 - Animals ...... 200-4 210 - Loitering ...... 200-4 211 - Conduct of Commercial or Other Activity ...... 200-4 212 - Smoking ...... 200-4 213 - Floor & Ramp Care ...... 200-4 214 - Storage of Equipment ...... 200-5 215 - Equipment in Ramp or Apron Areas ...... 200-5 216 - Safety ...... 200-5 217 - Baggage & Material Handling Equipment ...... 200-5 218 - Aiding or Abetting Violations ...... 200-5 219 - Disposal of Lost, Mislaid or Abandoned Property ...... 200-5 220 - Limited Access Areas ...... 200-5

CHAPTER 300 VEHICLES & GROUND EQUIPMENT 301 - Licensing & Registration ...... 300-1 302 - Rules of Operation - General ...... 300-1 303 - Rules of Operation - Air Operations Area ...... 300-2 304 - Radio Equipment ...... 300-3

CHAPTER 400 AIRCRAFT & AIRCRAFT OPERATION 401 - Aeronautical Activities ...... 400-1 402 - Refusal of Clearance & Airport Use ...... 400-1 403 - Disabled Aircraft ...... 400-1 404 - Repairing of Aircraft ...... 400-1 405 - Aircraft Engine Run-up ...... 400-1 406 - Special Aircraft Operations ...... 400-2

Revised: July 1, 2016 Table of Contents-1 407 - Landings, Take-offs & Ground Operations - General ...... 400-3 408 - Landings, Take-offs, Parking & Ground Operations - Louisville International ...... 400-3 409 - Landings, Take-offs, Parking & Ground Operations - Bowman Field ...... 400-4

CHAPTER 500 FIRE/EXPLOSION PREVENTION & ENVIRONMENTAL PROTECTION 501 - General ...... 500-1 502 - Aircraft Explosive or Dangerous Substance Threat ...... 500-1 503 - Hazardous Materials ...... 500-1 504 - Hazardous Materials Spill Prevention & Control (HMPC) Plan and Reporting ...... 500-2

CHAPTER 600 CHARGES & FEES 601 - Rates, Charges & Fees ...... 600-1 602 - Building Occupancy, Holdover and Joint Space ...... 600-1 603 - Policy for Establishing Certain Rates, Fees and Charges ...... 600-2 604 - Interest and Service Charge ...... 600-2 605 - Schedule of General Rates, Charges, Fees, and Penalties ...... 600-2 606 - Rental Car Operations – Louisville International Airport………………………………… . 600-7 607 - Public Vehicle Parking Rates –Louisville International Airport………………………… 600-10 608 - Tenant Employee Parking Lot – Louisville International Airport……………………… .. 600-11 609 - Insurance Requirements……………………………………………………………… ...... 600-11

CHAPTER 700 GROUND TRANSPORTATION 700 - General Provisions ...... 700-1 701 - Taxicab Operators ...... 700-12 702 - Airport Shuttle Operators ...... 700-12 703 - Charter Bus Operators ...... 700-13 704 - Hotel/Motel Courtesy Vehicle Operators ...... 700-13 705 - Luxury Limousine Operators ...... 700-13 706 - Military Transport Vehicle Operators ...... 700-14 707 - Mass Transit Bus Operators ...... 700-14 708 - Commercial Bus Operators ...... 700-14 709 - Temporary Ground Transportation Operators ...... 700-14 710 - Convention Ground Transportation Services Providers………………………………… . 700-15 711 - Off-Airport Parking Courtesy Vehicle Operator ……………………………… ...... 700-16 712 - TNC (Transportation Network Company) Operators ……………………………… ...... 700-16

CHAPTER 800 BOWMAN FIELD MINIMUM STANDARDS

801 - Preamble and Policy …………………………………………………………………… .... .800-1 802 - Definitions……………………………………………………………………………… ..... 800-3 803 - General Requirements………………………………………………………………………..800-9 804 - Fixed Base Operator…………………………………………………………………………800-13 805 - Specialized Aviation Service Operators (SASO)……………………………………………800-17

CHAPTER 900 PENALTIES 901 - Penalties for Violation……………………………………………………………………….900-1

Revised: July 1, 2016 Table of Contents-2 CHAPTER 100 DEFINITIONS AND GENERAL

101 DEFINITIONS

Except as specifically defined in these Regulations, all words used herein shall have the meaning ascribed to them by Kentucky law, or if none, by general usage. For the purpose of these Regulations, unless context requires otherwise, the words and phrases used herein shall have the meaning set out in this section. As used in these Regulations, the singular shall include the plural, the plural shall include the singular, and the masculine gender shall include the feminine gender. References to statutes, ordinances or other regulations shall mean those in effect from time to time unless the context shall require otherwise. Chapter heads and section heads or titles do not constitute a part of these Regulations, but are for informational purposes only.

A. AIR OPERATIONS AREA (AOA) - The portions of the Airport from time to time provided and made available by the Authority for Aircraft and related operations, and shall include Aircraft runways, taxiways, ramps, aprons, parking spaces and areas directly associated therewith including portions of the Terminal building required to be secured by Transportation Security Administration Regulations, FAA Regulations and/or other applicable laws. Without limiting the generality of the foregoing, the AOA shall include any portion of the Airport required to be enclosed by security fencing or otherwise secured under Transportation Security Administration Regulations, FAA Regulations and/or other applicable laws.

B. AIRCRAFT - Any apparatus now known or hereafter designed, invented or used for navigation or flight in the air, except a parachute or other apparatus used primarily as safety equipment.

C. AIRCRAFT OPERATOR - Any Person owning, leasing, controlling, managing or operating an Aircraft at the Airport.

D. AIRPORT - Any and all property and improvements now or hereinafter owned, leased, operated or controlled by the Authority, including, but not limited to, Bowman Field and Louisville International Airport.

E. ARFF - The Aircraft Rescue and Fire Fighting unit of the Authority.

F. AUTHORITY - The Louisville Regional Airport Authority, a body politic and corporate, authorized by Kentucky statutes. The responsibilities of the Authority are carried out by the Members of the Board, and may be delegated by it to the Executive Director.

G. AVIATION CLUB - A nonprofit association, partnership or Kentucky corporation owning or leasing Aircraft based at the Airport, in which organization each club member is a bona fide part owner of the Aircraft or a share, but not more than one share, in the organization. The Club may not derive greater revenue from the use of its Aircraft than the amount necessary for the operation, maintenance and depreciation of such Aircraft, and must, in order to qualify as an Aviation Club under these Regulations, provide the Executive Director with a copy of the Club Charter, By-Laws or other Club rules of membership and shall provide a current list of Club members and Club Aircraft, if any, which shall be updated promptly as changes occur. At any time the Executive Director has reason to believe a Club or Club Aircraft is being so operated that it falls under one or more of the other categories set forth in these Regulations, or upon the failure of the Club to keep its records current in the Executive Director's office, he may so notify such Club, and if it fails to remedy the conditions complained of, the Executive Director may determine the proper category of such organization and/or its Aircraft as provided in these Regulations.

H. BASED AIRCRAFT - Aircraft which: (l) are stored or tied down at the Airport at a monthly or longer charge; or (2) are operated by an Aircraft Operator who maintains a fixed place of business on the Airport; or (3) are operated by an Aircraft Operator who uses the Airport for the principal, or a substantial, portion of his or its activity. More than eight (8) landings in any thirty (30) day

Revised: July 1, 2016 Page 100-1

period shall be prima facie a substantial use, unless otherwise determined by the Executive Director.

I. BASED COMMERCIAL AIRCRAFT OPERATOR - A Commercial Aircraft Operator operating at the Airport under a contract with, or license from, the Authority; a Commercial Aircraft Operator operating Based Aircraft on the Airport.

J. COMMERCIAL AIRCRAFT - (1) Any Aircraft used for the transportation of Persons or property for hire; (2) any Aircraft used for student instruction for compensation; (3) any Aircraft leased for profit; (4) any Aircraft that is not an Aviation Club Aircraft, Private, or Government Aircraft, as defined in these Regulations.

K. COMMERCIAL AIRCRAFT OPERATOR - Any Aircraft Operator who operates a Commercial Aircraft or the holder of a certificate for Commercial Aircraft operation under Federal Aviation Regulations, or other applicable law or regulations, unless the holder establishes that no commercial operation is being conducted. An Aircraft Operator not otherwise a Commercial Aircraft Operator shall not become one as a result of the leasing of his Aircraft to a Based Commercial Aircraft Operator who operates under a contract with, or license from, the Authority.

L. EXPRESSIVE ACTIVITY - Any of the following conduct by a Person in a public area of the Airport to or with passers-by in a continuous or repetitive manner:

(1) demonstrating, picketing, displaying signs, making speeches, marching, proselytizing, advocating ideas, explaining personal beliefs, promoting or opposing political candidates or issues and similar conduct, conducting surveys, seeking petition signatures or otherwise communicating or attempting to communicate information to members of the general public on a non-emergency basis; or

(2) disseminating or distributing leaflets, pamphlets, flyers, books or other printed or written materials.

M. FIXED BASE OPERATOR - A Based Commercial Aircraft Operator or a Person who on or at the Airport engages for hire, in among others, the storage, repair, servicing, fueling, chartering, flight instruction, sales or rental of Aircraft.

N. EXECUTIVE DIRECTOR - That person designated by the Members of the Board as the Authority’s chief executive officer. A representative or representatives may from time to time be designated by the Executive Director to act in his place, in which case the term Executive Director as used herein shall also refer to such representative.

O. GOVERNMENT AIRCRAFT - PUBLIC AIRCRAFT - Aircraft owned or operated by a Federal, state or municipal government, or agencies thereof.

P. GROUND TRANSPORTATION OPERATORS - Activities by any Person who operates a vehicle on the Airport driveways for the purpose of transporting Airport passengers and/or their luggage to or from the Airport either: 1) for direct hire; 2) as prearranged transportation for hire; or, 3) as a service incidental to local lodging or car rental activities including but not limited to, Taxicab, Airport Shuttle, Charter Bus, Hotel/Motel Courtesy Vehicle, Luxury Limousine, Military Transport Vehicle, Mass Transit Bus, Interstate Commercial Bus, Intrastate Commercial Bus, Transportation Network Company, Temporary Ground Transportation Vehicle, or Off-Airport Parking Courtesy Vehicle.

Q. MAXIMUM LANDING WEIGHT - The certificated maximum gross landing weight for Aircraft as prescribed by the Federal Aviation Administration.

Revised: July 1, 2016 Page 100-2

R. MEMBERS OF THE BOARD - Those persons duly appointed (in accordance with KRS 183.132) to the Louisville Regional Airport Authority and currently serving. The Members of the Board act on its behalf at duly called and held public meetings at which a quorum is present.

S. MOVEMENT AREA - The runways, taxiways, and other areas of an Airport which are used for taxiing or hover taxiing, air taxiing, take-off, and landing of Aircraft, exclusive of loading ramps and Aircraft parking areas.

T. PERSON - Any individual, partnership, corporation, association, joint venture, organization, group or duly authorized representative thereof. Person does not include employees of the Authority when acting in the course of their employment.

U. PRIVATE AIRCRAFT - Aircraft used solely for the transportation of the owner, the owner’s employees, guest, or property, not operated for profit, and not otherwise coming within any other definition set forth in these Regulations. Such Aircraft may be operated by other than the owner, without losing its classification as private, provided that such use by others does not occur on more than four (4) occasions in any thirty (30) day period. In the event the Aircraft is so used as to lose its designation as Private under these Regulations, the Authority may place it in such category, other than Private, as is most appropriate under these Regulations.

V. PUBLIC AIRCRAFT PARKING AREA - Areas on the Airport which the Executive Director may from time to time designate for the parking of Aircraft, other than those areas exclusively assigned to Fixed Base Operators for such parking.

W. SAFETY AREA - a defined surface surrounding a runway or alongside a taxiway prepared or suitable for reducing the risk or damage to an Aircraft in the event of an undershoot, overshoot, or excursion from the runway or unintentional departure from the taxiway.

X. SPECIALTY OPERATOR - A Based Commercial Aircraft Operator or a Person who on or at the Airport engages for hire in one or more of the following services but is not an Fixed Base Operator:

(1) Exterior painting of aircraft;

(2) Interior Aircraft modification, including, but not limited to, custom seating and finishing;

(3) Contract major airframe and repair and/or rebuilding;

(4) Whole or part Aircraft type modifications under the auspices of an STC (Supplemental Type Certificate);

(5) Turbine engine hot section repair;

(6) Propeller overhaul and repair;

(7) Flight/engine instrument overhaul and repair;

(8) Accessory overhaul and repair;

(9) Avionics repair and installation with specialization in complex equipment such as pulse- radar and HSI systems;

(10) Specialized Aircraft sales of a single or limited type and/or manufacturer such as multi- engine turbine;

(11) Contract reciprocating engine overhaul and rebuilding;

Revised: July 1, 2016 Page 100-3

(12) Specialized Aircraft charter services under an FAR 135 certificate;

(13) Flight instruction; or

(14) Aircraft repair and maintenance.

Y. TERMINAL - The public building(s) and related facilities on the Airport designed and used primarily to facilitate enplaning and deplaning of airplane passengers; and, unless it is expressly stated, or the context shall require otherwise, for purposes of Louisville International Airport, it shall mean the Landside Terminal, the Airside Lobby, the moving sidewalk connector, Concourses A, B and C (formerly the “Delta wing”) and all hold rooms.

Z. ULTRALIGHT VEHICLE - An Aircraft which does not meet the specifications for a Registered Aircraft as defined by the Federal Aviation Regulations and which is governed by Federal Aviation Regulation, Part 103.

AA. ULTRALIGHT OPERATOR - Any Person owning, leasing, controlling, managing or operating an Ultralight Vehicle at the Airport.

102 SCOPE

A. All users of, and Persons on, the Airport for any purpose whatsoever shall be governed by these Regulations, which shall be deemed incorporated into all contracts, leases, agreements, permits, licenses and other documents between the Authority and Airport users, suppliers or customers, whether or not specifically referred to in such documents.

B. These Regulations are not intended to amend, modify, or supersede, or authorize the violation of, any provision of Federal, state, or local law, or any specific contractual agreement with the Authority with which they may conflict; provided, however, that these Regulations shall, insofar as possible be interpreted so that no such conflict shall exist.

C. If any portion of these Regulations shall be finally declared invalid or unenforceable as a matter of law, all other portions shall remain in full force and effect, and shall be construed to achieve the purposes hereof.

103 ENFORCEMENT

A. In addition to prosecution for violations as provided in KRS 183.133 (6) and these Regulations, the Executive Director may take such further reasonable measures in accordance with the law, to enforce these Regulations and maintain the Authority’s control of the Airport.

B. Federal, state or local law enforcement officials may be called to enforce any applicable Federal, state or local law, or to assist the Authority or Executive Director in enforcing any such law or Authority Regulations, or in maintaining the safety and efficiency of the Airport.

104 LIABILITY

A. The Authority assumes no responsibility for loss, injury or damage to Persons or property by reason of fire, theft, vandalism, wind, flood, earthquake, collision, strikes, civil disorder, or acts of God or of the public enemy, nor does it assume any liability for injury to Persons or damage to property while on the Airport or operated there from.

B. Compliance with KRS 411.115 shall be a condition precedent to any claim for damage, noise abatement or otherwise, rising from the operation of Aircraft into or out of the Airport.

Revised: July 1, 2016 Page 100-4

105 DISCRIMINATION

A. The Authority shall not, on the grounds of race, color, sex, age, religion, national origin or handicap, discriminate or permit discrimination against any Person or group of Persons in any manner prohibited by Title 49, Part 21 of the Code of Federal Regulations, or other Federal, state or local law or regulation, or these Regulations.

B. The Authority shall require written assurance of compliance with Federal, state, local and Authority regulations, including, but not by way of limitation, equal employment opportunity laws, regulations and orders prohibiting discrimination from all tenants, lessees, licensees, contractors, concessionaires and other with whom the Authority shall contract.

106 WAIVER OF REGULATIONS

The Authority or the Executive Director from time to time may temporarily waive in writing, or by declaration of emergency, any of these Regulations for the purpose of preserving or attempting to preserve life or property, or in the interest of efficient operation of the Airport under unusual circumstances.

107 WAIVER OF BREACH OR DEFAULT

No waiver of any violation of these Regulations or of any default in any obligation to the Authority under any written agreement, license or permit, shall constitute a waiver of any other violation or default theretofore or thereafter occurring.

108 POLICY MANUAL

The members of the Board may from time to time adopt written declaration of policy for the guidance of the Executive Director and the public, or for the purpose of delegating responsibility to the Executive Director, which shall be included in a Policy Manual. The Policy Manual, or any portion thereof, may be supplemented, repealed or amended at any public meeting of the Members of the Board. The contents of the Policy Manual shall be public records, but are not regulations adopted under KRS 183.133 (6). The Members of the Board may, in writing, delegate specific responsibility to the Executive Director in other ways, including, but not limited to, these Regulations.

109 BUSINESS OPERATION

For the purpose of contacting the Authority, the mailing address is: Louisville Regional Airport Authority, P.O. Box 9129, Louisville, KY 40209-0129. Normal business hours, when referred to herein, are designated as Monday thru Friday, 8:00 a.m. - 4:30 p.m., except holidays. Authority facilities are staffed twenty-four (24) hours a day and Authority representatives may be reached by calling (502) 368-6524.

110 HEARINGS AND APPEALS

A. Hearings

Any Person aggrieved by an act or decision of an Authority employee or agent that results in the denial, suspension, or revocation of such Person’s right or license to conduct business at or from the Airport may request a hearing before an Authority employee or agent acting under authority delegated by the Executive Director (the “Hearing Officer”). Such request shall be made within five (5) business days following the act or decision with respect to which the hearing is sought. At such hearing, the Person aggrieved shall have the right to attend, to present evidence, and to cross examine any adverse witnesses present at the hearing. The Hearing Officer, after weighing the evidence presented, shall prepare a written Determination stating the Hearing Officer’s decision and the reasons therefor.

B. Appeals

Revised: July 1, 2016 Page 100-5

Any Person wishing to appeal any determination made as a result of a hearing conducted pursuant to Section 110A of these Regulations shall first appeal to the Executive Director or other person designated by these Regulations to hear such appeal (the “Reviewing Officer”) by calling or writing, in care of the Authority, the Executive Director or other person designated to hear such appeal. Such appeal shall be made within five (5) business days of the determination appealed from. The Reviewing Officer shall decide, based solely upon the record developed by the Hearing Officer, whether the Hearing Officer reached incorrect conclusions of law, made clearly erroneous factual findings, should have considered facts that were not considered, or abused the discretion available to such officer. The Reviewing Officer shall decide such appeal within five (5) business days and may confirm the determination made by the Hearing Officer, reverse the determination made by the Hearing Officer on account of incorrect conclusions of law, or remand the matter to the Hearing Officer for further proceedings. The Reviewing Officer shall notify the aggrieved Person in writing of the Reviewing Officer’s decision.

If the Reviewing Officer confirms the determination made by the Hearing Officer, the aggrieved Person may, if the prior appeal was an intermediate appeal to an officer or agent of the Authority other than the Executive Director, appeal the Reviewing Officer’s determination to the Executive Director within the time periods provided by these Regulations. In the event of such appeal, the Executive Director shall decide such appeal using the same standards of review utilized by the Reviewing Officer, and may confirm the decision of the Reviewing Officer, reverse the determination made by the Hearing Officer on account of incorrect conclusions of law or remand the matter to the Hearing Officer for further proceedings.

After exhausting all appeals the aggrieved Person may appeal the decision of the Executive Director to the Board. Such appeal shall be in writing, specifying the decision appealed from and giving reasons why such decision is clearly erroneous, based upon an incorrect conclusion of law, or constitutes an abuse of discretion by the Executive Director. Such appeal shall be filed with the Secretary of the Authority within ten (10) business days of the decision from which appeal is taken. The appeal will be considered by the Board at its next regular meeting scheduled at least ten (10) business days following the date the appeal is filed. The aggrieved Person shall have the right to attend such meeting and to address the Board as to why the decision of the Executive Director is clearly erroneous, based upon an incorrect conclusion of law, or constitutes an abuse of discretion. The Board, based solely upon the record developed by the Hearing Officer, shall thereafter either affirm the decision of the Executive Director, remand the matter for further proceedings, or take such other action as it deems appropriate, and shall enter in its minutes an order stating its decision and the reasons therefor.

111 REQUEST TO INSPECT RECORDS A request (“Request”) to inspect public records of the Authority shall be made in writing to the Authority’s Public Relations Department. The applicant shall sign the Request. Each Request shall be in sufficient detail to enable the Authority to ascertain the documents sought, and shall be submitted to the Authority's Public Relations Department, P. O. Box 9129, Louisville, KY 40209-0129. Requests may be hand delivered, mailed, or sent via facsimile. The Authority will receive Requests during normal business hours, designated as 8:00 A.M. - 4:30 P.M., Monday - Friday, except holidays.

The Authority will reply to each Request, no more than three (3) working days (i.e., excluding Saturday and Sunday) following the date of receipt of the Request. The reply will set forth the conditions under which access to inspect the Authority’s public records may be had, specifying a reasonable period of time during which the record will be available for inspection or, for applicants outside Jefferson County, upon prepayment of postage and copy cost, the Authority may mail to the applicant copies of precisely described, readily available public records. However, permission to inspect requested records may be denied for any lawful reason, including without limitation,that such records are not in the possession of the Authority; that such records are not deemed “public records” as defined by KRS 61.870 (2); or that such records are excluded from inspection pursuant to KRS 61.878.

Revised: July 1, 2016 Page 100-6

If the Authority denies access to inspect documents, the reason(s) therefor will be set forth in the Authority's reply to the Request. After inspection of said documents, the applicant may obtain copies of any documents upon written request to the Authority specifying the documents sought and payment to the Authority of the actual cost of such copies, excluding the cost of Authority staff personnel.

112 AUTHORIZATION

Whenever under these Regulations the doing of any act or thing requires the authorization, approval, consent and/or permission of the Authority or of the Executive Director, it shall be deemed to require the express, prior written authorization, approval, consent and/or permission upon such terms and conditions as may be prescribed to preserve and/or promote the safe and efficient operation of the Airport, unless otherwise expressly provided herein.

113 DAMAGE TO AUTHORITY PROPERTY OR EQUIPMENT

Any Person who damages any property or equipment owned or operated by the Authority shall make a full written report to the Executive Director as soon after the occurrence as possible and, in any event, within forty-eight (48) hours after such occurrence, and shall reimburse the Authority for all expenses incurred to repair or replace such damaged property or equipment.

Revised: July 1, 2016 Page 100-7

CHAPTER 200 PUBLIC AND TENANT USAGE

201 PRESERVATION OF PROPERTY

No Person shall move, alter, make additions to or erect any building or sign on the Airport, or make any excavation on the Airport, without express permission of the Authority.

202 ACCIDENT REPORT

Persons involved in an accident or incident occurring on the Airport involving injury to Persons or damage to Aircraft, motor vehicles or other property, shall make a written report to the Executive Director as soon after the occurrence as possible and, in any event, within forty-eight (48) hours after such occurrence.

203 RESERVED

204 MOVING, INTERFERING OR TAMPERING WITH AIRCRAFT

No Person shall interfere or tamper with any Aircraft or put into motion any Aircraft or the engine thereof, or use any Aircraft, Aircraft parts, instruments or tools, without permission of the Aircraft Operator, or at the direction of the Executive Director.

205 RESTRICTED AREAS

A. No Person shall enter into or upon the AOA, the areas leased or assigned to Airport tenants or licensees for exclusive use, or any area not provided for the general public, except passengers engaged in legitimate enplaning and deplaning, Persons under appropriate supervision, or Persons specifically authorized by the Executive Director under such security procedures and with such identification as he may prescribe from time to time.

B. Airport tenants or licensees having exclusive occupancy or control of Airport premises through which access may be had to the AOA, shall use all lawful means to prevent and shall be responsible for entry into such area by unauthorized Persons or vehicles.

206 LITTERING OR ABANDONING PROPERTY

No Person shall willfully abandon, discard, drop or throw any material on the Airport or otherwise litter the Airport.

207 DRIVEWAYS AND WALKS

A. The driveways, walks and other paved surfaces on the Airport are constructed, maintained, regulated and their use controlled by the Authority, and all such use is subject to regulation by the Authority. The driveways and walks are not dedicated to Louisville Metro or the Commonwealth of Kentucky, and their location, design or purpose may be changed or abandoned by the Authority.

B. No Person shall travel on the Airport other than on the driveways, walks or places provided for the particular class of traffic or use Airport driveways for through passage between parts of the public road or street system.

C. No Person shall occupy the driveways or walks in such a manner as to hinder or obstruct their proper use.

208 EXPRESSIVE ACTIVITIES

Revised: July 1, 2013 Page 200-1

A. In the interests of public safety, airport security and efficient airport operations, no Person shall engage in any Expressive Activity except under and in accordance with a permit issued under these Regulations.

B. To obtain a permit, an applicant must submit a written application to the Executive Director at the Airport’s administrative offices during normal business hours on any Monday through Friday which is not a designated Authority holiday at least forty-eight (48) hours prior to the time proposed for commencing any Expressive Activity. The application shall set forth the following information:

(1) the full name, telephone number and street address of the applicant and the organization sponsoring, conducting or promoting the Expressive Activity, if any, and the name(s), telephone number(s) and address(es) of the person(s) designated as the applicant’s official representative(s) who will be present upon the Airport and in charge of supervising the conduct of the Expressive Activity and who will be available for liaison with the Authority;

(2) a description of the Expressive Activity proposed to be conducted, indicating the type of conduct to be involved;

(3) the preferred and alternative date(s), time(s) and Speech Forum(s) (as defined below) desired for the proposed Expressive Activity;

(4) the number of persons proposed to be utilized at any one time in connection with the Expressive Activity; and

(5) if the dissemination or distribution of materials is involved, the type of material to be disseminated or distributed and the measures to be taken to avoid littering the Airport.

C. The Executive Director shall forthwith review the application for sufficiency of information and compliance with these Regulations and issue a permit or notify the applicant in writing why the issuance of a permit is delayed or denied. Permits shall be issued in accordance with the following:

(1) applications for permits shall be processed in order of receipt;

(2) the Executive Director shall exercise no judgment regarding the purpose of the proposed Expressive Activity, and a permit shall not be granted or denied based upon the content of any non-commercial message;

(3) no Person shall be permitted to engage in the solicitation and receipt of funds except as authorized by these Regulations;

(4) the Executive Director may condition the issuance of a permit as may be reasonably required for the safe and efficient operation of the Airport and movement of persons and property and protection of the rights of other Airport users; such conditions shall relate to only the time and location of the permitted Expressive Activity and the number and conduct of the Persons involved;

(5) permits shall be issued to the applicant and may not be transferred to another Person; and

(6) any Person who is issued a permit will also be issued identification badges for the number of persons authorized to engage in Expressive Activity at any given time. Each person engaged in Expressive Activity must wear the badge on the upper clothing and in a manner clearly visible to the public at all times while engaged in Expressive Activity. No other badges are permitted.

Revised: July 1, 2013 Page 200-2

If the Executive Director fails to issue a permit or statement of delay within forty-eight (48) hours of the receipt of the application, it shall be considered a denial of the permit.

D. The Authority has determined that certain areas provide a reasonable opportunity for conducting Expressive Activity on the Airport and ensure the safe, efficient and orderly flow of vehicular and pedestrian traffic. Those areas are:(i) the outdoor sidewalk area west of the west entrance to the upper level airline ticketing counter area; and (ii) the outdoor sidewalk area west of the west entrance to the lower level airline baggage return area (“Speech Forums”). Expressive Activities shall be permitted only within the Speech Forums. The location of the Speech Forums shall be subject to change upon reasonable notice to the applicant when, in the judgment of the Executive Director, such change is necessary in the interests of public safety, airport security and efficient airport operations.

E. While conducting Expressive Activities, no person shall:

(1) amplify one’s voice;

(2) do anything which would cause reduction in the effectiveness of the public address system;

(3) hawk or call out to passers by;

(4) in any way obstruct, delay or interfere with the free movement of any other person or vehicle;

(5) display or carry signs that are larger than three square feet, and such signs shall not be connected to a stick or post of any kind and no person shall carry more than one sign;

(6) use or place tables, stands, chairs or other structures on the Airport;

(7) in any way indicate to the public that he or she is a representative of the Authority or otherwise misrepresent one’s identity;

(8) harass people with physical contact or repetitive solicitation; or

(9) distribute literature to any person waiting in line in the Speech Forums, occupying vehicles stopped or standing in the roadways adjacent to the Speech Forums or loading or unloading baggage from a vehicle located adjacent to the Speech Forums.

F. A permit may be denied or revoked on any of the following grounds:

(1) the permit application is incomplete or not in compliance with these Regulations;

(2) a valid application for the same time and Speech Forum has previously been received and a permit has been or will be granted authorizing activities that do not reasonably permit multiple occupancy of the Speech Forum applied for;

(3) the proposed activity is of such a nature that it cannot reasonably be accommodated in the Speech Forum applied for, taking into account public safety, airport security and efficient airport operations;

(4) the applicant has made serious or repeated violations of these Regulations;

(5) the Expressive Activity is not being or has not been conducted in accordance with the terms of the permit or these Regulations; or

Revised: July 1, 2013 Page 200-3

(6) an emergency situation arises or circumstances have changed so that the Expressive Activity can no longer be reasonably accommodated at the time and Speech Forum requested.

G. Any Person may seek a review of the denial or revocation of a permit in accordance with Section 110 of these Regulations.

209 ANIMALS

No Person shall enter any Terminal building of the Airport with a dog or other animal, except: Seeing Eye dogs and Alert and Awareness dogs for appropriate purposes; and animals which are to be transported by air and are restrained by leash or are properly confined.

210 LOITERING

No Person shall loiter on any part of the Airport.

211 CONDUCT OF COMMERCIAL OR OTHER ACTIVITY

A. No Person shall use the Airport, or any portion thereof, or any structure thereon, either directly or indirectly for the conduct or promotion of, or solicitation for any business, trade, or commercial activity; or for any revenue producing or fund-raising purpose, except under the terms and conditions of a lease, license, contract or permit or written authorization issued by the Authority, and timely payment of the fees imposed by such lease, license, contract or permit, or pursuant to these Regulations.

B. No Person shall utilize any portion of the Airport for any civic, charitable, educational, religious, not-to-profit or similar purpose, except as authorized by the Authority, or by these Regulations.

C. No carrier for hire by motor vehicle shall load or unload passengers at the Airport at any place other than that designated by the Authority, nor shall such carriers solicit or accept business originating at the Airport except under the terms and conditions of a lease, license, contract, or permit issued by the Authority, and timely payment of the fees, if any, imposed by such lease, license, contract or permit, or pursuant to these Regulations.

D. No Person shall engage in any function or operation of a Fixed Base Operator or a Specialty Operator at the Airport except under the terms and conditions of a lease, license, contract, or permit issued by the Authority, and timely payment of the fees, if any, imposed by such lease, license, contract or permit, or pursuant to these Regulations.

E. Any Person desiring to conduct any activity covered by this Section shall comply with these Regulations.

212 SMOKING

Persons shall smoke only at those places on the Airport where smoking is permitted by posted signs and where it is not in violation of Federal, state, or local law.

213 FLOOR AND RAMP CARE

All users of the Airport shall keep the floors of the hangars, hangar areas, aprons and ramps leased by or assigned to them or used in their operations, clean and clear of refuse, dirt, foreign matter, oil, grease, and other materials or stains. The Authority reserves the right of entry to inspect all facilities at any reasonable time to determine compliance with this Section.

Revised: July 1, 2013 Page 200-4

214 STORAGE OF EQUIPMENT

No Person shall store or stack material or equipment on the Airport in such manner as to constitute a hazard.

215 EQUIPMENT IN RAMP OR APRON AREAS

All ramp service equipment shall be parked and kept in a neat and orderly manner. No equipment receptacle, chest, case or housing shall remain on the apron or ramp areas in violation of the instructions of the Executive Director or that does not fit with the general architectural and cleanliness standards of the Airport. Parking and storage of ramp service equipment shall be in areas designated by the Executive Director, from time to time, for such use.

216 SAFETY

All Persons on the Airport shall conduct themselves and so manage property under their control as to avoid endangering or causing damage to the Person or property of others.

217 BAGGAGE AND MATERIAL HANDLING EQUIPMENT

A. No Person shall operate any apparatus for the transfer and/or carriage of baggage, equipment, materials or personnel within the Terminal unless such apparatus is approved for such operation by the Executive Director, taking into account the safety and compatibility of such apparatus in the operation thereof with other Terminal uses and features.

B. All hand trucks shall be equipped with bumpers and tires which are so designed and maintained as to protect the elevators, escalators, walls, floors, entrance ways and stairs of the Terminal building from damage and marking.

218 AIDING OR ABETTING VIOLATIONS

No Person shall aid or abet a violation of these Regulations or of any lawful directions in furtherance of these Regulations.

219 DISPOSAL OF LOST, MISLAID OR ABANDONED PROPERTY

All lost, mislaid or abandoned articles found in the public areas of the Airport shall be reported or delivered to the nearest Authority office or security personnel by the finder. Any such articles not claimed within ninety (90) days by the rightful owners thereof, may be disposed of by the Authority in accordance with these Regulations. Nothing in this Section shall prohibit any scheduled Based Commercial Aircraft Operator from maintaining “lost and found” services for property of its passengers and for all property lost, mislaid or abandoned at the security checkpoint and/or in airline hold rooms.

Distribution of lost or mislaid property to the lawful owner thereof, or the bonafide finder of lost or abandoned property when such lost or abandoned property has remained unclaimed by the lawful owner for ninety (90) days or more and not subject to a conflicting claim, may be permitted by the Authority pursuant to written request from such owner or such finder reasonably identifying the person requesting such distribution, the property sought, and establishing proof of ownership or bonafide finder’s right.

Annually, the Authority may dispose of lost, mislaid or abandoned property not claimed by the lawful owner or bonafide finder thereof within the required time frame by donation to area non-profit organizations.

220 LIMITED ACCESS AREAS

Revised: July 1, 2013 Page 200-5

No person except authorized Authority and tenant employees, authorized personnel of companies conducting business at the Airport, Persons that have cleared the security checkpoint or authorized Persons under escort, shall enter the AOA and other secured areas of the Airport. Persons authorized shall enter these areas only as necessary for the conduct of official business or when enplaning or deplaning an Aircraft, and shall not enter for other purposes.

Persons authorized to enter the AOA shall do so only in accordance with applicable Federal, state, local and Authority laws, regulations, orders and policies and the terms and limitations of such Persons lease, license, contract or permit with the Authority.

Revised: July 1, 2013 Page 200-6

CHAPTER 300 VEHICLES AND GROUND EQUIPMENT

301 LICENSING AND REGISTRATION

A. No Person shall operate any motor vehicle on the Airport unless possessed of a valid operator’s license.

B. No Person shall operate any other form of ground equipment upon the Airport unless fully trained and qualified in such operation.

302 RULES OF OPERATION – GENERAL

A. Except for vehicles classified by the Executive Director as special purpose vehicles, or as otherwise specifically provided in these Regulations, no Person shall operate any motor vehicle upon the Airport:

(1) in any manner which would be in violation of the Kentucky Revised Statutes and/or Louisville Metro General Ordinances governing operation of motor vehicles, if such operation were on a public street or road;

(2) which is not licensed, equipped, and in the condition required by the Kentucky Revised Statutes, and/or other Federal, state, or local regulations for motor vehicles operated on public streets or roads;

(3) for a commercial purpose for which it is not licensed, equipped and in the condition required by the Kentucky Revised Statutes and/or Louisville Metro General Ordinances for the type of use in which it is employed;

(4) which is not equipped and in the condition required by the Federal Occupational Safety and Health Act (OSHA), or regulations promulgated pursuant thereto, or any state or local law, ordinance, rule or regulation of similar nature or purpose.

B. No motor vehicle shall be operated anywhere on the Airport at a speed in excess of 15 miles per hour except where other speed limits are designated by posted sign.

C. No motor vehicle shall be stopped or parked on the Airport, except in areas designated for such purpose.

D. No Person shall clean or make any repairs to motor vehicles anywhere on the Airport other than in designated vehicular shop areas, except those minor repairs necessary to remove such motor vehicle from the Airport; nor shall any Person move, interfere, or tamper with any motor vehicle or start the engine without the owner’s consent.

E. No Person shall park a vehicle within any designated vehicular parking or storage area except upon the payment of such parking fees, if any, as may be in effect therefor. Specific parking areas may be designated for commercial or special use, based on the class of vehicle and purpose of use. The Parking Area Guidelines of these regulations are in effect unless designated otherwise in a lease, license, contract or permit issued by the Authority.

F. The Executive Director may tow away or otherwise remove, and impound, motor vehicles which are parked or operated on the Airport in violation of these Regulations, or which interfere with Airport operations, at the owner’s or operator’s expense and without liability for damage which may result in the course of or after such removal.

G. No Person shall abandon any vehicle on the Airport.

Revised: September 19, 2003 Page 300-1

303 RULES OF OPERATION - AIR OPERATIONS AREA

A. Pedestrians and Aircraft shall at all times have right of way over vehicular traffic, except authorized vehicles which are responding to an alarm or emergency. All vehicles shall pass to the rear of taxiing Aircraft. Except during emergency conditions, no vehicle shall be driven between a parked Aircraft and the Terminal building.

B. When parking adjacent to a runway, all vehicles shall park at least 150 feet to the outside of the runway lights.

C. Unless otherwise directed by the Executive Director, on the basis of safety and efficiency of the Airport operations, all vehicles which are authorized to operate in the AOA shall bear markings clearly identifying the tenant involved, clearly visible and legible to the naked eye at a distance of not less than 300 feet and shall operate a flashing beacon of sufficient brilliance to be seen in daylight, in clear weather, a distance of at least one (l) mile with the naked eye. Vehicles not equipped with a cab shall install a pole mounted beacon which shall exceed the highest point of the vehicle. Carts, trailers, and ground equipment shall have amber reflectors on each side and to the front and rear. All reflectors shall be visible for at least 500 feet when illuminated by normal vehicle headlights.

The color of beacons and areas of usage are as follows:

(1) Red beacon - confined to Authority vehicles, including ARFF.

(2) Amber beacon - to be used by all other Airport vehicles, including, but not limited to, those owned or used by the airlines, the Air National Guard, the Federal Aviation Administration, contractors, and Fixed Base Operators.

D. When fuel tenders are backed, a signalman must guide the driver. The driver must remain in the vehicle cab and shall not stand on the running board or fender while backing the vehicle. Fuel tenders shall not be blocked or positioned so as to prevent the rapid removal of such tender in a forward direction in the event of fire or emergency, or be left unattended while the engine is in operation, or while such tender is engaged in fueling operations.

E. Unless substitute routing is approved in advance by the Executive Director, the movement of vehicles between the Terminal building and the East Ramp area at Louisville International Airport shall be via the perimeter roadway, except for authorized vehicles responding to an alarm or emergency.

F. All ground equipment vehicles, whether with or without motors, shall be equipped with proper brakes or other apparatus. Such brakes or apparatus shall be properly engaged when the vehicle is not in use.

G. During hours of darkness, construction or other related equipment shall not be parked within the Safety Areas of a runway or taxiway.

H. No Person shall, without express approval of the Executive Director, enter into the AOA in a private vehicle unless accompanied by an Authority owned or approved escort vehicle equipped with a functional two-way radio for Airport control tower communication.

I. No vehicles or equipment of any type shall pass through or under any concourse or passenger loading bridges or platforms unless specific permission is granted by the Executive Director.

J. No vehicle, including but not limited to automobiles, trucks, motor cycles and bicycles and other non-motorized vehicles, shall be operated in the AOA unless it has been approved and certified by

Revised: September 19, 2003 Page 300-2

the Executive Director for such operation and such Person and vehicle comply with the security and vehicle programs of the Authority. The applicant for such certificate, or the employer of the applicant, shall submit to the Executive Director satisfactory evidence of the applicant’s competence and/or training to operate such vehicle in close proximity to Aircraft, and to other vehicles and equipment normally used in the AOA.

K. Any vehicle in which the driver does not have a clear, unobstructed view to the rear, without the use of mirrors, must be equipped with a back-up warning device which is activated when the vehicle is placed in reverse gear.

L. All motor vehicles operating in the AOA shall be equipped with resistor-type spark plugs or other satisfactory devices in order to reduce radio interference from ignition noise.

M. No person, other than Authority personnel on official business, shall operate any motor or other vehicle on or across a runway or taxiway without prior approval from the Air Traffic Control Tower and the Authority, except for authorized vehicles responding to an emergency, and shall maintain continuous radio communication with the Air Traffic Control Tower.

N. The movement of vehicles on or across the Terminal ramp, shall be via the vehicle service road(s), designated thereon, the outer most airfield side boundary of which vehicle service road(s) will be marked by a white line. No vehicle shall be permitted beyond the field side boundary of such vehicle service road except authorized vehicles responding to an emergency or performing airfield maintenance.

O. When an authorized vehicle passes through an electronic gate, the driver will clear the gate and bring the vehicle to a stop until the gate is fully closed.

P. Parking is not permitted within designated driving lanes.

Q. No more than four (4) carts will be towed at any one time by baggage tug vehicles.

304 RADIO EQUIPMENT

All vehicles operating in the AOA and which are authorized to traverse runways and taxiways, shall be equipped with an operational two-way radio and shall operate under the directions of the Airport Air Traffic Control Tower when in controlled areas. Controlled areas are those designated by signs in the AOA. This Regulation does not apply to:

A. emergency and rescue equipment while attending an accident;

B. authorized field maintenance equipment;

C. those vehicles required for rendering assistance in the removal of disabled Aircraft or the contents thereof;

D. authorized vehicles that have permission from the Executive Director for special operation in the AOA.

Revised: September 19, 2003 Page 300-3

CHAPTER 400 AIRCRAFT AND AIRCRAFT OPERATION

401 AERONAUTICAL ACTIVITIES

A. All aeronautical activities at and over the Airport shall be conducted in conformity with the applicable current regulations and directives of Federal, state and local authorities, and these Regulations.

B. Aircraft using the Airport shall be operated and used in such manner as to cause the least noise, vibration and exhaust emission consistent with safety and efficiency.

402 REFUSAL OF CLEARANCE AND AIRPORT USE

A. The Executive Director may, when necessary for safe or efficient operation of the Airport, delay or restrict any flight or other operation at the Airport, and may prohibit the use of all or any part of the Airport by any Person.

B. In the event the Executive Director determines that conditions in the AOA are unsafe, or for other operational reasons the AOA or a portion thereof should be closed, he may issue a notice closing the AOA or any portion thereof.

403 DISABLED AIRCRAFT

A. Any disabled Aircraft and parts thereof on the Movement Area shall be promptly removed from the Movement Area by the Aircraft Operator, subject to Federal Regulations.

B. If any Aircraft Operator refuses to move any disabled Aircraft or part thereof upon being permitted to do so by Federal Regulations, as directed by the Executive Director, such Aircraft or part may be removed by the Executive Director at the Aircraft Operator’s expense, and without liability for damage which may result in the course of or after such removal.

404 REPAIRING OF AIRCRAFT

Aircraft, or parts thereof, shall be repaired only in those areas of the Airport specifically designated for such purpose by the Executive Director; provided that minor adjustments may be made while the Aircraft is on a loading ramp preparatory to take-off when such adjustment is necessary to prevent a delayed departure.

405 AIRCRAFT ENGINE RUN-UP

Aircraft engine run-ups or test operations shall be conducted only in a manner that will not result in a hazard or nuisance to other Aircraft, Persons or property, and in accordance with the following:

A. Louisville International Airport

(1) Engine run-ups of less than one (1) minute in duration per Aircraft, may be conducted at an assigned Terminal gate or ramp position with prior approval of the Executive Director.

(2) Engine run-ups conducted between 7 A.M. and 9 P.M. in excess of one (1) minute per Aircraft shall occur on the aircraft engine run-up pad designated by the Authority for that purpose.

Revised: July 1, 2013 Page 400-1

(3) Engine run-ups shall be conducted only between the hours of 7 A.M. and 9 P.M. No run- ups will be allowed between the hours of 9 P.M. and 7 A.M. without prior approval of the Executive Director.

B. Bowman Field

(1) Engine run-ups shall only be conducted between the hours of 9 A.M. and 8 P.M., and shall not exceed fifteen (15) minutes in duration per Aircraft.

(2) Engine run-ups shall only be conducted at the approach end of Runway 24 or Runway 14, and at the intersection of Taxiway ‘G’ and Taxiway ‘H’.

(3) Aircraft on which engine run-ups are being conducted shall be positioned in a manner which directs engine noise toward the center of the Airport.

406 SPECIAL AIRCRAFT OPERATIONS

A. The following types of Aircraft shall not operate on or from the Airport unless express written authorization is granted by the Executive Director:

(1) Experimental Aircraft,

(2) Sailplanes, gliders and other motorless Aircraft,

(3) Balloons,

(4) Restricted Aircraft,

(5) Ultralight Vehicles, and

(6) Remote Controlled Aircraft, including model Aircraft.

B. The following types of activities shall not be conducted on or from the Airport without express written authorization from the Executive Director:

(1) Acrobatic Flight,

(2) Towing of Banners,

(3) Air or Ground Demonstrations,

(4) Formation Operations,

(5) Parachute Jumps,

(6) Air Shows,

(7) Rockets and/or Kites, or

(8) Initial flight test or landing test of any experimental or restricted Aircraft.

C. Simulated forced landings and simulated power off or engine out procedures shall not be conducted when landing, taking off or transitioning the Airport traffic pattern, unless express approval is granted by the Air Traffic Control Tower in advance of such operations.

Revised: July 1, 2013 Page 400-2

D. The written authorization referred to in paragraphs A and B of this Section shall not be granted unless the subject activity has been approved by other governmental agencies whose approval is required by law, and evidence thereof presented to the Executive Director by the Person seeking such authorization, and is consistent with the safe and efficient operation of the Airport and the public interest.

407 LANDINGS, TAKE-OFFS AND GROUND OPERATION – GENERAL

A. No Aircraft shall be started, taxied or run-up unless a pilot certified in that type Aircraft or a certified airframe and engine mechanic qualified in accordance with Federal Aviation Regulations in that type of operation is attending the Aircraft controls. Adequate Aircraft restraining methods shall be employed when starting the engine or engines.

B. The following Airport traffic pattern rules shall apply unless other rules are established by the Federal Aviation Administration:

(1) Light Aircraft shall enter the traffic pattern at an altitude of 1,000 feet AGL (above ground level), and heavy or high performance Aircraft shall enter at an altitude of 1,500 feet AGL. Heavy or high performance Aircraft for the purpose of this Section are Aircraft with a maximum landing weight of 12,500 pounds or more, or a normal cruising speed of more than 180 knots.

(2) Landing Aircraft shall maintain traffic pattern altitude as specified in subsection 1 of this Section until further descent is required for a safe landing. Landing approaches shall be made at the maximum approach angle consistent with safety.

C. The following taxiing rule shall apply unless other rules are established by the Federal Aviation Administration:

(1) Aircraft not equipped with functional brakes shall be towed.

408 LANDINGS, TAKE-OFFS, PARKING AND GROUND OPERATIONS - LOUISVILLE INTERNATIONAL AIRPORT

In addition to the rules specified in Section 407 of these Regulations, the following rules shall apply to landings, take-offs, parking, and ground operations at Louisville International Airport.

A. No Aircraft with a total gross weight in excess of gross weight limits of any pavement on Louisville International Airport published by the Federal Aviation Administration Airman’s Information Manual (or any successor publication), shall land, take-off or operate on Louisville International Airport, except by permission of the Executive Director.

B. Aircraft practice, training, and/or proficiency operations shall not be performed by any Person without approval of the Executive Director and upon such terms and conditions as he may reasonably impose giving due consideration to the safe and efficient operation of the Airport.

C. The following taxiing rules shall apply unless other rules are established by the Federal Aviation Administration:

(1) No Person shall taxi an Aircraft between a parked aircraft and its gate position.

(2) No Person shall taxi an Aircraft in any area from which the general public is not restricted.

D. Parking: Revised: July 1, 2013 Page 400-3

(1) Aircraft shall be parked only in those areas or gate positions on the Airport assigned by the Executive Director, unless otherwise specified in these Regulations.

(2) When parking or storing Aircraft at the Airport, the Aircraft Operator shall park or store such Aircraft in a manner so as not to create a hazard to other Aircraft, Persons, or property. Parked and unattended helicopters shall have the rotor blades moored or otherwise braked by approved methods or apparatus.

(3) Scheduled Commercial Aircraft Operators having operations facilities in the Terminal shall park Aircraft for normal passenger loading and unloading at gate positions assigned by the Executive Director for such parking.

(4) Commercial Aircraft Operators not having operations facilities in the Terminal may park for passenger loading and unloading at gate positions assigned to carriers having such operations facilities in the Terminal and with whom inter-airline arrangements have previously been made and approved by the Executive Director.

(5) Commercial Aircraft Operators at Louisville International Airport not having their own operations facilities or inter-airline arrangements may stop only at the gate or gates, and for such period, as may be designated by the Executive Director for loading and unloading of passengers and baggage. Other operations, including fueling and parking, shall be conducted at a location specified by the Executive Director.

(6) Commercial Aircraft Operators engaged in the carriage of air cargo at Louisville International Airport shall park for loading or discharge only in areas designated by the Executive Director for such use.

E. No Person shall conduct any aircraft powerback operation without the authorization of the Executive Director.

F. Aircraft Fueling:

(1) Aircraft fueling operations shall not be conducted during weather conditions of thunder and/or lightning.

(2) Any Person fueling an Aircraft shall provide not less than one (1) wheeled fire extinguisher, having U.L. rating of 80-B and a minimum capacity of 125 pounds of agent, not more than 100 feet from such Aircraft.

409 LANDINGS, TAKE-OFFS, AND GROUND OPERATIONS - BOWMAN FIELD

In addition to the rules specified in Section 407 of these Regulations, the following rules shall apply to landings, take-offs, and ground operations at Bowman Field:

A. No Aircraft of any type with a maximum landing weight in excess of 30,000 pounds may operate at Bowman Field without approval of the Executive Director. All turbojet aircraft are encouraged to comply with guidelines for Stage 3 engine noise emission standards. (14 CFR Part 36).

B. Take-off and landing procedures shall comply with the following regulations:

(1) Practice, training, and/or proficiency operations, including, but not limited to, touch-and- go operations, shall not be conducted between the hours of 10 P.M. and 7 A.M. local time (9A.M. on Sunday), or at any time the Air Traffic Control Tower is not in operation.

Revised: July 1, 2013 Page 400-4

(2) On runways with displaced thresholds, intersection take-offs shall be conducted only with the permission of the Air Traffic Control Tower.

(3) No Aircraft shall be taxied under power into or out of a hangar or T-Hangar.

C. Aircraft Fueling:

(1) Aircraft fuel servicing shall be conducted only by personnel who have been properly trained in fuel servicing in accordance with the requirements of the Federal Aviation Administration.

(2) Aircraft fueling operations shall not be conducted during weather conditions of thunder and/or lightning.

(3) Any Person fueling an Aircraft shall provide not less than two (2) portable fire extinguishers having U.L. rating of 20-B not more than 100 feet from such Aircraft.

(4) Aircraft fueling shall not be conducted inside hangars.

D. Parking:

(1) Aircraft shall be parked only in those areas on the Airport assigned by the Executive Director.

(2) When parking or storing Aircraft at the Airport, the Aircraft Operator shall park or store such Aircraft in a manner so as not to create a hazard to other Aircraft, Persons or property. Parked and unattended helicopters shall have the rotor blades moored or otherwise braked by approved methods or apparatus.

Revised: July 1, 2013 Page 400-5

CHAPTER 500 FIRE/EXPLOSION PREVENTION AND ENVIRONMENTAL PROTECTION

501 GENERAL

All Persons on the Airport shall comply with applicable Federal, state and local fire prevention laws, regulations, or codes and any violation thereof shall also constitute a violation of Authority Regulations. All violations shall be corrected promptly after notice thereof.

502 AIRCRAFT EXPLOSIVE OR DANGEROUS SUBSTANCE THREAT

The following procedures shall be followed upon receipt of and report that an Aircraft is or may be endangered by the presence of a bomb, explosive material or dangerous substance thereon.

A. Landing or taxiing Aircraft

(1) Persons having knowledge of an endangered Aircraft shall advise the Airport Air Traffic Control Tower and/or Authority Communications Center via telephone line at 363-3337 or 368-6524, ext. 250, or such other telephone number as the Authority may direct from time to time immediately.

(2) Endangered Aircraft at Louisville International Airport having passengers onboard shall unload such passengers on the outer extremities of the Terminal ramp and then immediately be moved to such place as may be designated by the Executive Director. To enable subsequent moving of the Aircraft with a minimum of delay, only those engines shall be shut off which will permit safe discharge of passengers.

B. Parked Aircraft

Endangered Aircraft shall be evacuated and moved by the Aircraft Operator, or by such Person as may be designated by the Executive Director, to such area as may be designated by the Executive Director in the interest of safety.

C. Inspection

Inspection of endangered Aircraft and the subsequent declaration of safety or contamination shall be the responsibility of the Aircraft Operator, and shall be accomplished immediately after parking and evacuation of the Aircraft.

503 HAZARDOUS MATERIALS

A. Shipment

No hazardous materials or oil shall be used, transported, stored, loaded, or unloaded on or from the Airport by any Person except in compliance with all applicable Federal, state, and/or local laws and the rules and regulations of all agencies having jurisdiction.

B. Spills

Whenever a release (other than an authorized release) of any hazardous material in a quantity which exceeds the reportable quantity, as set forth in Louisville Metro Hazardous Materials Ordinance #188 or applicable law or regulation, occurs on any facilities of any tenant or other occupant of the Airport, the Person in charge, upon discovery of such release, or evidence thereof, shall immediately cause notice of the occurrence of such release, the circumstances of same, and the location thereof to be given to the Fire Communications Bureau by telephoning “911”or such

Revised: September 19, 2003 Page 500-1

other emergency telephone number as may be designated from time to time. Any such notice so required hereunder shall also immediately be given to the Authority Communications Center via telephone line at 363-3337 or 368-6524, extension 250, or such other telephone number as the Authority may direct from time to time. Nothing in these Regulations shall relieve each such Person from any obligation to cause such notice to be given to any other Federal, state and/or local agency having jurisdiction. Nor shall the requirements of these Regulations be construed to prohibit any Person on or about such facilities from using all diligence necessary to control such release prior to the notification required herein.

C. For purposes of these Regulations, “hazardous materials”, “oil”, “release”, and “reportable quantity” shall have the respective meanings ascribed to them in Section 6.03 of Louisville and Jefferson County Metropolitan Sewer District Regulations affecting the Use of Public and Private Sewers and Drains.

504 HAZARDOUS MATERIALS SPILL PREVENTION AND CONTROL (HMPC) PLAN AND REPORTING

A. All airlines, tenants, licensees, or agencies operating on Authority property shall comply with the requirements of local, state, and Federal law and ordinances when handling and storing any item classified as a hazardous material.

Revised: September 19, 2003 Page 500-2

CHAPTER 600 CHARGES AND FEES

601 RATES, CHARGES AND FEES

A. The Authority shall from time to time establish and publish general rates, charges and fees for the use of Airport landing areas, ramps, and common aviation facilities, and for commercial vendors, concessionaires and other Persons for the use or occupancy of Terminal or other ground use facilities, all upon such conditions as the Authority may deem in the best interest of maintaining, operating or expanding necessary Airport or air navigation facilities, and the public use thereof. Such general rates, charges and fees, when established and published as required by law, shall have the same force and effect as if a part of these Regulations. Published general rates, charges and fees shall not apply to Signatory Airlines or to any user of the Airport with whom the Authority has entered into a written agreement, license, or permit providing different rates, charges or fees. Nothing in such published general rates, charges and fees, or in these Regulations shall be deemed to grant authorization to any Person to conduct any commercial or other activity upon, or occupy any part of, the Airport for any purpose.

B. Definitions. For purposes of Chapter 600:

(1) “AIRPORT USE AGREEMENTS” are written agreements between an air transportation company and the Authority having terms and provisions substantially like those set forth in the form of agreements approved by the Authority’s Board on or about June 2005 and May 2015.

(2) a “SIGNATORY AIRLINE” is an air transportation company which (i) provides air service; (ii) has executed an Airfield Use Agreement; and (iii) has either (y) entered into a Terminal Use and Lease Agreement for use and occupancy of the Landside Terminal Building Area, the Airside Terminal Building Area, and the Terminal Apron Area having terms substantially the same as those contained in the Amended and Restated Terminal Use and Lease Agreement entered into by certain airlines effective July 1, 2015 and providing for the leasing of a minimum of 500 square feet of Exclusive Use Space or (z) leased or subleased from the Authority a minimum of five acres or entered into a “through the fence” agreement allowing airfield access from adjoining facilities in each case for a term ending on the earlier of (a) ten (10) years from the Effective Date of the Terminal Use and Lease Agreement or (b) June 30, 2021. “Signatory Airline” shall also include any wholly-owned subsidiary of the Signatory Airline and, if the Signatory Airline is a wholly-owned subsidiary of another legal entity, any other wholly-owned subsidiary of the same legal entity that is the parent of the Signatory Airline.

(3) a “NON-SIGNATORY AIRLINE” is an air transportation company which has not executed an Airfield Use Agreement and another qualifying agreement, as detailed in Section 601.B.(2) above, to become a Signatory Airline.

602 BUILDING OCCUPANCY, HOLDOVER AND JOINT SPACE

A. Nothing herein contained shall require the Authority to consent to, or shall be construed as consent to, the use of space within any building. The right of any Person occupying or using space to continue to use or occupy under these Regulations may be terminated by the Authority immediately upon notice, and such termination shall be effective at the conclusion of any period for which the rents have been paid prior to the receipt of such notice.

B. Any Person occupying or using space in any building on the Airport, after the expiration of such Person’s contract, permit, lease or license, without written permission to do so from the Authority, shall pay rent at double the rate provided in such expired contract, permit, lease or license for each month or fraction thereof of occupancy of such space, which amount shall be payable, in advance,

Revised: July 1, 2018 Page 600-1

on the first day of each monthly period of extended occupancy, and where appropriate, shall be in addition to payment for utilities consumed in such space.

C. In the event two or more Persons jointly occupy or use space, each shall be obligated to the Authority for the full amount due therefore, but the total amount received by the Authority shall not thereby be increased, and each of such occupants shall be credited with the amount paid by any other for such joint space.

603 POLICY FOR ESTABLISHING CERTAIN RATES, FEES AND CHARGES

A. The basic policy of the Authority is that the Airport System will be operated, maintained and developed on at least a self-sustaining basis, without the use of local tax revenues and in a manner designed to meet the covenants under the Louisville Regional Airport Authority Airport System Revenue Bond Resolution. To this end, rates, fees and charges to airlines operating at Louisville International Airport without a written agreement with the Authority, will be established, subject to the right of the Authority to amend its Schedule of General Rates, Charges and Fees as permitted by law and consistent with the provisions of said Revenue Bond Resolution and other obligations of the Authority.

B. In return for use of premises, and the rights, licenses, and privileges granted hereunder and for the undertakings of the Authority, airlines and other users of airport facilities agree to provide the Authority information and to pay the Authority, without deduction or set off, certain rentals, fees, and charges as set forth in these Regulations. Users shall furnish to the Authority on or before the 10th day of each month, an accurate report of their activities at the Airport during the preceding month, setting forth all data the Authority deems reasonably necessary to calculate the fees and charges due the Authority under these Regulations. These activities may include, as appropriate, total number of landings for the month by type of aircraft, the certificated weight of each aircraft, the use of aprons, holdrooms and loading bridges not leased to airline on a Preferential Basis, length of stay information in hours or days, and the total number of enplaning and deplaning passengers reported as to “scheduled” and “charter”. All fees and charges shall be due and payable within fifteen (15) days from date of invoice unless otherwise specified on the invoice. Any payment not received on or before the due date shall accrue interest as specified in Section 604 below.

604 INTEREST AND SERVICE CHARGE

A. All rentals, fees or other charges due the Authority under these Regulations, under any written agreement, permit or license (except under a written agreement, permit or license executed prior to the adoption of these Regulations), or otherwise, shall be due on the due date specified in the agreement with or permit or license issued by the Authority or, in the absence thereof, on the invoice issued therefore. There shall be an interest and service charge of one and one-half percent (1-1/2%) for each month or fraction thereof, on any amount due and unpaid to the Authority under such agreement, permit, license or invoice commencing on the first day following the due date thereof. The obligation for payment of such interest and service charge shall be a part of all agreements, permits or licenses hereafter executed by the Authority, whether or not expressed therein and whether or not reference to this Regulation is made therein. In no case shall such interest and service charge be less than one dollar ($1.00) per assessment per month.

B. To the extent any interest and service charge provided in Section 604A of these Regulations shall exceed the amount or rate allowed by law under the particular circumstances, such charge shall be reduced to the maximum amount allowed by law.

605 SCHEDULE OF GENERAL RATES, CHARGES, FEES, AND PENALTIES

This Schedule of General Rates, Charges and Fees is adopted pursuant to KRS 183.133 and Section 601 of the Regulations of the Louisville Regional Airport Authority and shall be deemed a part of the Regulations.

Revised: July 1, 2018 Page 600-2

A. Landing Fees, both Airports, each landing, Non-Based Commercial Aircraft Operators:

One Dollar and Forty-one and Five TenthCents ($1.415) per 1,000 pounds of Maximum Landing Weight; minimum: $5.00 per Aircraft. No fee applies to Exempt Landings, as defined in the Airport Use Agreement, as may be amended from time to time. Exempt Landings include ferry flights and any landing of an aircraft which after having taken off from the Airport, and without landing at any other airport, shall return to land at the Airport because of (i) weather conditions, (ii) mechanical or operating failure or causes, (iii) any other reason of caution or emergency, (iv) training flights, or (v) maintenance check flights.

B. License Fees for Based Commercial Aircraft Operators, Both Airports:

Annually, for each Aircraft operated under certificate issued by the Federal Aviation Administration pursuant to:

(1) 14 CFR, Part 135 (FAR Part 135) - Seven Hundred Dollars ($700);

(2) 14 CFR, Part 121 (FAR Part 121) - One Thousand Four Hundred Dollars ($1,400);

In addition to any other applicable rates, fees, or charges established by this Schedule or agreed to by the Operator and the Authority.

C. Fuel Flowage Fees, Aircraft Fuels:

(1) Louisville International Airport

(a) Except for sales to which subsections b, c, or d of this Section C. (1) applies, Four and one half cents ($.045) per gallon sold or delivered for any purpose, including to itinerant (non-Airport based) military aircraft other than resale in the regular course of business.

(b) One and one quarter cents ($.0125) per gallon sold or delivered to non- scheduled air carriers.

(c) 2.0 mil per gallon on first 750,000 gallons per month sold or delivered to scheduled air carriers and military aircraft based at the Airport.

(d) 1.5 mil per gallon over 750,000 gallons per month sold or delivered to scheduled air carriers and military aircraft based at the Airport.

(2) Bowman Field - One cent ($.0l) per gallon.

D. Aircraft Parking Fees, on Land Not Under Lease:

Aircraft may park free of charge on land not leased to a Fixed Base Operator or used as Terminal Aprons for periods not to exceed the first eight (8) hours during a calendar month. After the first eight (8) hours in any calendar month, continuous or intermittent parking of each Aircraft shall be at the following rates:

(1) Louisville International Airport:

Type of Aircraft Rate per Day or Fraction Thereof Single Engine $ 5.00 Multi Engine Less than 12,500 lbs. 8.00

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12,500 – 25,000 lbs. 10.00 25,000 – 50,000 lbs. 15.00 50,000 – 75,000 lbs. 20.00 75,000 – 150,000 lbs. 30.00 150,000 – 300,000 lbs. 55.00 300,000 – 450,000 lbs. 95.00 Over 450,000 lbs. 125.00

(2) Bowman Field:

Type of Aircraft Rate per Day or Fraction Thereof Single Engine $ 5.00 Multi Engine Less than 12,500 lbs. 8.00 12,500 – 25,000 lbs. 10.00 25,000 – 50,000 lbs. 15.00 50,000 – 75,000 lbs. 20.00

E. Non-Contract Space Rentals:

Rental for any exclusive or shared-use space occupied without a current written lease, contract or agreement with the Authority, including temporary use of such space, shall be at the following monthly, daily or per use rates as applicable:

(1) Louisville International Airport:

(a) Landside Terminal Space - Monthly rate of Three Dollars and eighty-nine Cents ($3.89) per square foot, with a minimum charge of $250.00 per month or fraction thereof.

(b) Air Carrier Common Use Area Fees (Bag Claim, Bag Make Up)- Eighty percent (80%) of the total required fees is prorated for a calendar month on the basis of the Airline’s local deplaned passengers (bag claim) or enplaned passengers (bag make up) during the preceding month in relation to the deplaned/enplaned passengers for all users of the Common Use bag claim/bag make up area during the period (or as estimated if last month’s number of actual passengers is not available).

Twenty percent (20%) is divided equally among the Signatory Airlines for which the local portion of its deplaned/enplaned passengers (including for purposes hereof those of its qualifying carriers (as that term is defined in the 2015 Amended and Restated Agreement) but excluding those on flights for which such Signatory Airlines served as a qualifying carrier for another Signatory Airline) in such month totaled at least 800, plus any scheduled airlines, not already covered by the definition of Signatory Airline, whose deplaned/enplaned passengers in such month totaled at least 800.

Each air carrier signatory to the Airport Use and Lease Agreements and every other air carrier using the terminal building at Louisville International Airport pays monthly one-twelfth (1/12) of its share of the total annual fees.

(c) Airside Terminal Space - Monthly rate of Five Dollars and Twenty-two Cents ($5.22) per square foot, with a minimum charge of Two Hundred Fifty Dollars ($250.00) per month or fraction thereof.

Revised: July 1, 2018 Page 600-4

(d) Terminal Apron Space – Sixty-two Cents ($0.62) per 1,000 pounds of certificated gross landed weight for each use of Terminal Apron Space (remote aircraft parking) not under lease, the duration of each such use not to exceed eight (8) hours while the Airside Terminal is open.

(e) Per Turn Gate Usage Fees, Louisville International Airport Airside Terminal Building - Airlines may use gate positions not under lease on a preferential basis (as defined in the Terminal Use and Lease Agreement) to a Signatory Airline. The gate use will include a terminal holdroom, apron area aircraft parking space and an Authority-owned passenger boarding bridge (where available). The following fee applies to each individual Per Turn use:

Signatory Airlines - $304 Non-Signatory Airlines - $350

Each individual Per Turn gate use is limited to a maximum of 4 hours while the terminal is open. Airline’s use beyond the maximum time will be assessed an additional Per Turn fee, unless the aircraft is relocated away from the gate to a common use aircraft parking area. Common use terminal apron parking areas are subject to additional fees as specified in part (c) of this section.

(f) Per Day Airline Ticket Counter Usage Fees, Louisville International Airport Landside Terminal Building – Airlines or Persons may use airline ticket counters not under lease to a Signatory Airline or tenant. The airline ticket counter use will include ticket counter podium(s), ticket counter bag belt use, and queuing area with stanchions; provided, enclosed office space (where available) may be included as requested. The Per Day Airline Ticket Counter Usage Fee rate is Eleven and four-tenths Cents ($0.128) per square foot, plus Eleven Dollars and Ten Cents ($11.10) for ticket counter bag belt use.

(2) Bowman Field:

Administration Building - One Dollar and Seventeen Cents ($1.17) per square foot per month with a minimum charge of One Hundred Fifty Dollars ($150.00) per month or fraction thereof.

F. Bowman Field Authority T-Hangar Monthly Rates

T-Hangar Number Annual Lease Month-to-Month Lease Monthly Rental Rate Monthly Rental Rate

401-432 $ 363.00 $ 399.00 1-4, 7-10, 12, 14-15, 17-24, 26-29, 32-35, 37,39-49, 51-54, 57-60, 62, 64-65, 67-74, 76-79, 81-87, 89-95, 97-100, 302- $ 310.00 $ 341.00 305, 307-315, 317-325, 327-330 5-6, 11, 13, 16, 25, 30-31, 36, 38, 50, 55-56, 61, 63, 66, 75, $ 394.00 $ 433.00 80, 88, 96, 101, 301, 306, 316, 326 332-335, 354-357, 359-362, 381-384 $ 397.00 $ 436.00 331, 353, 358, 380 $ 438.00 $ 481.00 337-343, 345-351, 364-370, 372-378 $ 454.00 $ 499.00 336, 352, 363, 379 $ 531.00 $ 584.00 344, 371 $ 567.00 $ 623.00

G. Louisville International Airport and Bowman Field Permit Fees

(1) Louisville International Airport

(a) For the non-exclusive privilege of conducting business on the Airport and providing services to tenants of the Airport and others, including, but not limited

Revised: July 1, 2018 Page 600-5

to, normal and customary ground handling services, aircraft cleaning and detailing, aircraft maintenance, ground equipment service and maintenance, selling and brokering of glycol, the application of glycol, sorting of cargo and mail, and other third party services, Persons shall obtain a permit to conduct such activity from the Authority, and shall pay to the Authority a fee of ten percent (10%) of all monthly gross receipts derived from conducting and providing such services. Person agrees that it will perform the services only on the basis of written contracts with one or more of the tenants on the Airport. Person shall provide the Authority with copies of such contracts upon request. Person is not authorized to perform any other activity or conduct any other business at the Airport under this permit.

(2) Bowman Field (a) Commercial Operators - As defined in Chapter 800 shall pay 3% of Gross Revenues or as otherwise stipulated under a specific agreement or contract between the Commercial Operator and the Authority.

(b) Independent Operators – As defined in Chapter 800 shall pay an annual permit fee of $200.00.

H. Bowman Field Penalties

If a Commercial or Independent Operator is found to be conducting any Commercial Activity on the Airport without Authorization and the proper permits or agreements from the Authority, The Commercial or Independent Operator shall be subject to the following fines and penalties:

(1) The first offense - $250.00

(2) The second offense - $450.00

(3) The third offense – removed from, and prohibited from entering Airport property.

I. Other Charges

Excessive Utility Charge - If a tenant is not assisting in the proper maintenance of environmental controls (i.e., leaving doors open to the outside in extreme hot or cold temperatures), and the Authority is incurring additional utility charges due to the tenants lack of cooperation, the Authority has the right to bill the tenant, the actual amount of additional utility charges or One Hundred Dollars ($100) per day, whichever is greater.

J. Non-Authority Sponsored Activities

For the privilege of conducting a non-Authority sponsored activity at the Airport, operators shall contact the Authority in advance and sign the required agreements to obtain the Authority’s permission for the activity.

K. General Requirements:

(1) Persons not having authorization from the Authority shall not conduct Commercial Activity at the Airport, including use of the Airport driveways, without a Permit or lease issued in compliance with this and other Regulations of the Authority. Any Person desiring such a Permit may obtain one by duly filing an application with the Executive Director on forms provided by the Authority; provided, Authority approves such application. Information to be furnished by applicants shall include, but may not be limited to, the following: (i) Name, form of business entity of Applicant and place of formation or incorporation; (ii) Address of applicant and designation of person and

Revised: July 1, 2018 Page 600-6

address to whom all correspondence from the Authority should be directed; (iii) Agent and registered address for service of legal process; (iv) Proof of insurance coverage required by this Regulation, including a copy of the insurance policy or certificate of insurance; (v) Any other information the Executive Director deems necessary properly to implement this Regulation.

(2) Nothing in this Schedule of General Rates, Charges and Fees shall be deemed to grant Authority approval to conduct any Commercial Activity or other activity upon the Airport without prior express written approval and upon such further terms and conditions as may be prescribed in such approval.

606 RENTAL CAR OPERATIONS - LOUISVILLE INTERNATIONAL AIRPORT

A. Off-Airport Rental Car Operators (1) For the privilege of conducting business by providing vehicles to passengers at or picked up at the Airport, and using Authority provided driveways, Terminal curb areas and other Airport facilities (the “Concession”), each rental car operator (“Operator”) operating at the Airport without a concession agreement with the Authority shall obtain a permit to do so from the Authority (“Permit”) and pay to the Authority a fee (the “Fee”) of ten percent (10%) of all monthly gross receipts derived from rental of vehicles to passengers picked up at the Airport.

The Operator shall separately state and collect the ten percent of gross receipts to be paid to the Authority in all rental contracts for all rentals, services or fees paid by its customers. Such amount shall be identified as "Concession Fee" on each rental contract. The Operator shall state in all rental agreements the Vehicle License Fee, Loss Damage Waiver Fee, Collision Damage Waiver Fee, or other pass through fees allowed herein. Any such amounts collected by Operator shall be included in the Gross Receipts. The Concession Fee amounts collected shall be subject to an allowable recoupment fee or concession fee recovery by the Operator and such recoupment fee shall not make the Concession Fee to exceed 11.11%. No other pass-through fees or charges, including property taxes, shall be allowed other than exceptions allowed herein. The Authority shall have the right to modify or delete this requirement upon thirty (30) days' written notice to each operator if it concludes, in its sole discretion, that its treatment of such a fee is not in the best interest of the Authority, is contrary to accepted industry practices, or is unlawful.

(2) Within fifteen (15) calendar days after the end of each calendar month in which operations covered by this Regulation have been conducted, Operator shall submit to the Authority payment of the Fee together with a duly certified statement of gross receipts derived from such operations in such form and detail as the Authority may from time to time specify, verifying the amount of such Fee that is due and payable for such month. The Authority reserves the right to audit the Operator’s books, including the general ledger, and records of receipts at any reasonable time, for the purpose of verifying the gross receipts reported by the Operator hereunder. No demand of payment or performance of any obligation of Operator hereunder need be made, but it shall be the duty of the Operator to pay monies and perform all other obligations hereunder when due without demand. Failure to pay any amount or to perform any other obligation when due hereunder shall entitle the Authority, in addition to any other remedy, to revoke or suspend the Operator’s Permit upon issuance of written notice of the violation(s) and failure of the Operator to cure same within the time specified therein, until any such violation is cured.

(3) The term “gross receipts” as used herein shall mean, for all purposes hereof, in the case of each rental transaction, the greater of (i) the amount stated on the rental agreement or other documentation at the time the customer takes delivery of the vehicle, or (ii) the

Revised: July 1, 2018 Page 600-7

revenue actually received on account of such vehicle rental transaction, plus the aggregate of the entire amount of all revenues received and services performed for cash, on credit or otherwise, of every kind, name and nature arising out of or from Operator’s operations at or from the Airport, regardless of actual collection, including without limitation:

(a) Amounts paid by customers of Operator separately billed as additional charges in consideration for waiver by Operator of its right to recover from customers for damage to the vehicle rented (commonly referred to as collision damage waiver "CDW" or loss damage waiver "LDW"), including unbundled CDW or LDW (unbundling commonly referred to as Rental Car Companies’ practices of having agreements with customers that stipulate an “all inclusive” rate that, in addition to time and mileage, may include loss damage waiver, collision damage waiver, liability insurance supplement, personal accident insurance, and personal effects coverage);

(b) Any charges separately billed to customers for any time, mileage, pre-paid toll service, cellular phones, child seats, additional driver fees, underage or overage driver, global positioning navigational system equipment, satellite radio/data service, cellular phone/laptop/tablet charging devices, including any fees, surcharges and all other charges, derived from or incidental to the Operator’s Concession under a Permit;

(c) Any charges separately billed to customers for prepaid fueling or as reimbursement for refueling an automobile which is rented pursuant to a rental agreement under which the customer is obligated to return the automobile with the same amount of gasoline as furnished at the inception of the rental (commonly referred to as “fuel to fill”);

(d) The amount of any corporate or volume discounts or rebates, including any discounts or adjustments granted to customers for customers service issues;

(e) The value of pre-paid coupons and vouchers sold to corporations, tour operators or individuals, either in advance or invoiced after use, even if the rental charges are not shown on the actual closing rental agreement (For purposes of this paragraph, “value” shall mean the amount paid by the customer);

(f) The full rate that would have otherwise been charged to those receiving complimentary automobiles, including automobiles provided to tour operators, their affiliates, representatives or other third parties for the promotion of business, or automobiles otherwise provided in exchange for goods, services, or accommodations;

(g) Any charges separately billed to customers of Operator for Vehicle License Fee (“VLF”) including all items included in the VLF line item except federal, state or municipal sales taxes or other similar taxes such as property taxes;

(h) The amount charged for drop off fees, intercity fees or other similarly named fees that are charged to customers for one-way vehicle rentals;

(i) The amount of all charges for rental agreements entered into although the vehicle initially rented is exchanged elsewhere and a new rental agreement is submitted therefore;

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(j) Proceeds from the sale of vehicles for retail to general consumers under no formal program or from formal programs such as “rent-to-own” or “rent-to- buy”; and

(k) Any amounts charged by Operator to the customer as a pass through to its customer of Fees.

Except:

(l) The amount of any federal, state, local, sales or tourism taxes, U-Drive-It / Motor Vehicle Usage taxes or other similar taxes separately stated and collected from customers of Operator now or hereinafter levied or imposed;

(m) Any sums received by Operator as compensation for damage to automobiles or other property of Operator, or for loss, conversion, or abandonment of such automobiles including charges to a customer for: towing of a damaged vehicle; payment of transporters to drive a damaged vehicle to the Operator’s place of business; replacement of lost or damaged keys; citations, fees, and tolls issued by law enforcement or other governmental or quasi-governmental authorities; fees for release of a vehicle from impound storage; costs for repair and/or extensive cleaning of a vehicle due to damage; and other expenses incurred by Operator and reimbursed by the customer to return a vehicle back to service because of damage, to the extent that such charges do not exceed the actual documented cost of the costs incurred by Operator;

(n) Customer Contract Fee (as defined later in this section);

(o) Any discounts separately stated on the rental agreement at the time the customer takes delivery of the vehicle, and are recorded and reported in separately documented accounts from non-excludable discounts. Operator forfeits exclusion of all discounts in the event otherwise allowable discounts are commingled with any non-excludable amounts. No exclusion shall be allowed for any amount retained by a third party as a financing discount which may apply by reason of Operator’s acceptance of credit cards or other credit arrangements. No exclusion shall be allowed for the portion of retroactive rebates, dividends or refunds to any customer upon attainment of a specified volume of rentals attributable to revenue or as part of any other marketing plan which does not list the discount on the rental agreement at the commencement of the rental transaction;

(p) Proceeds from the sale of cars for wholesale to those other than the general consumer;

(q) Proceeds from the sale of Operator’s capital assets.

(4) Operator’s vehicles used to pick up or drop off customers at the Airport shall be covered by auto liability insurance providing coverage for bodily injury and property damage, in the single limit amounts of not less than $1,000,000. The Authority shall be furnished a copy of said certificate of insurance, in which the Authority shall be named an additional insured, with satisfactory assurance that said insurance will not be canceled without thirty (30) days prior written notice of such cancellation to the Authority.

(5) Persons not having a concession agreement or other authorization from the Authority shall not rent vehicles to passengers to be picked up at the Airport, without a Permit issued in compliance with this and other Regulations of the Authority. Any Person desiring such a Permit may obtain one by duly filing an application with the Executive

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Director on forms provided by the Authority. Information to be furnished by applicants shall include, but may not be limited to, the following: (i) Name, form of business entity of Applicant and place of formation or incorporation; (ii) Address of applicant and designation of person and address to whom all correspondence from the Authority should be directed; (iii) Agent and registered address for service of legal process; (iv) Proof of insurance coverage required by this Regulation, including a copy of the insurance policy or certificate of insurance; (v) Any other information the Executive Director deems necessary properly to implement this Regulation. Permits issued hereunder shall expire, unless sooner terminated, on December 31 of each year. Applications for renewal permits shall follow the same procedures as for permits hereunder.

B. Rental Car Customers

(1) Until July 31, 2018, for the privilege of using Authority-approved Airport facilities as the origin for the rental, pick-up or delivery of rental cars, or as the origin or destination for being transported or shuttled to off-airport locations for the rental of rental cars, each Rental Car Customer using such Authority-provided Airport facilities shall pay to the Rental Car Company from which it rents a car, in trust for the benefit of the Authority, a fee (the "Customer Contract Fee") of $5.00 per Rental Car Transaction. Beginning August 1, 2018, the Customer Contract Fee shall be $2.00 per day, or partial day, for each rental of any car rented at the Airport. The collection of a Customer Contract Fee shall be limited to the first seven (7) days of any customer rental agreement.

(2) For purposes of this Section, the term "Rental Car Customer," shall mean any person or entity who rents a car, truck or other motorized vehicle.

(3) For purposes of this Section, the term "Rental Car Company" shall mean any person or entity who rents cars, trucks or other motorized vehicles, or who picks up customers in contemplation of renting cars, trucks or other motorized vehicles, at the Airport, all whether pursuant to a concession agreement, a permit or otherwise.

(4) For purposes of this Section, the term "Rental Car Transaction" shall mean the rental of one car, truck or other motorized vehicle by one person, one entity or one combination of persons and/or entities, for an uninterrupted period of time.

607 PUBLIC VEHICLE PARKING RATES - LOUISVILLE INTERNATIONAL AIRPORT

Under 4 Hours Over 4 Hours Garage Level 1 Garage Level 1-4 Hours Rate Hours Rate 0 - 1 $1 0 - 1 $2 Each Additional ½ Hour $1 Each Additional Hour $2 Maximum/Day $19 Maximum/Day $13 Maximum/Week $78

Premium Surface

Remote (Surface) lot Credit Card Only Lot Hours Rate Hours Rate 0 – 24 $9 0 – 1 $1 24 – 25 $11 Each Additional ½ Hour $1 25 – 26 $13 Maximum/Day $15 26 – 27 $15 Maximum/Week $90 27 – 48 $18 Maximum/Day $9 Each Additional Day $9 Maximum/Week $54

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Preferred Parking Preferred Parking Rate Rate (Garage) (Credit Card Only Lot)

Prepaid 6 months $2,000 Prepaid 6 months $1,500 Prepaid 12 months $4,000 Prepaid 12 months $3,000

Airport parking lots are available on a first come, first served basis; provided, reserved spaces for Preferred Parking will be clearly marked. The parking garage is fully handicap accessible. Vehicles having a handicap license plate or handicap hanging tag will be charged the least expensive parking rates. Handicap spaces are located near the elevators on each level of the garage.

608 TENANT EMPLOYEE PARKING LOT – LOUISVILLE INTERNATIONAL AIRPORT

Parking for tenants and employees of tenants will be provided by the Authority for a fee of Fifteen Dollars ($15.00) per month. Such fee is to be paid monthly by the fifth day of the current month.

609 INSURANCE REQUIREMENTS

A. General Requirements

(1) Except under the terms and conditions of a lease, license, contract, permit or other agreement issued by the Authority which provides for a different limit, any Person conducting a commercial operation of any kind on or from the Airport shall be required to provide, at such Person’s sole expense, certificates of insurance in a company or companies acceptable to the Authority in which insurance the Authority shall be named an additional insured, in the following minimum amounts:

(a) For activities conducted on the runways or taxiways at Louisville International Airport, liability insurance coverage for property damage and bodily injury in the single limit amount of $10,000,000.00; and

(b) For activities conducted in the AOA, liability insurance coverage for property damage and bodily injury in the single limit amount of $2,000,000.00; and

(c) For all activities conducted outside the AOA, $1,000,000.00 combined single limit liability insurance coverage; and

(d) Workers’ Compensation insurance covering all employees of such commercial operation in the amounts required by law.

(e) For all Ground Transportation Operators, auto liability insurance providing coverage for bodily injury and property damage, in the single limit amounts as set forth by the Commonwealth of Kentucky. The amounts and kinds of insurance required under a lease, contract, license, permit or other agreement may be different from that herein, but in no case shall such insurance coverage be less than the minimums herein specified.

(2) The Authority shall review the insurance requirements annually in comparison with industry standards and availability.

B. Bowman Field Minimum Standards Insurance Requirements

(1) Commercial Operators shall be required to provide, at such Person’s sole expense, certificates of insurance in a company or companies acceptable to the Authority in which

Revised: July 1, 2018 Page 600-11

insurance the Authority shall be named an additional insured, in the following minimum amounts:

(a) Fixed Based Operators - public liability insurance issued by an insurance company or companies acceptable to the Authority, with combined single limits of not less than $5,000,000, which provides coverage for public liability, property damage, bodily injury, and automotive and on-airport automotive liability both licensed and unlicensed, (ii) not less than $1,000,000 of hangar keeper and aircraft liability insurance coverage, and (iii) not less than $2,000,000 products liability insurance coverage.

(b) Specialized Aviation Service Operators

(i) Aircraft Maintenance and Repair Services – At a minimum, public liability insurance issued by an insurance company or companies acceptable to the Authority, with combined single limits of not less than $2,000,000, which provides coverage for public liability, property damage, bodily injury, and automotive and on-airport automotive liability both licensed and unlicensed, (ii) not less than $1,000,000 of hangar keeper and aircraft liability insurance coverage, and (iii) not less than $2,000,000 products liability insurance coverage.

(ii) Avionics, Instrument, and/or Propeller Maintenance Services – At a minimum, public liability insurance issued by an insurance company or companies acceptable to the Authority, with combined single limits of not less than $2,000,000, which provides coverage for public liability, property damage, bodily injury, and automotive and on-airport automotive liability both licensed and unlicensed, (ii) not less than $1,000,000 of hangar keeper and aircraft liability insurance coverage, and (iii) not less than $2,000,000 products liability insurance coverage.

(iii) Aircraft Rental/Flight Training - At a minimum, public liability insurance issued by an insurance company or companies acceptable to the Authority, with combined single limits of not less than $1,000,000, with a per seat limit of $100,000.

(iv) Aircraft Sales - At a minimum, public liability insurance issued by an insurance company or companies acceptable to the Authority, with combined single limits of not less than $1,000,000.

(v) Other Commercial Aeronautical Activities – Limits of liabilities shall be determined by type of service and products being offered and shall be defined in a permit, agreement or other contractual document with the Authority.

(2) Independent Operators

(a) Mechanics - At a minimum, public liability insurance issued by an insurance company or companies acceptable to the Authority, with combined single limits of not less than $1,000,000.

(b) Flight Instructors - At a minimum, public liability insurance issued by an insurance company or companies acceptable to the Authority, with combined single limits of not less than $1,000,000, with a per seat limit of $100,000.

C. Non-Signatory Airlines

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Any air carrier operating into Louisville International Airport that is not operating under a contractual agreement with the Authority shall provide at such company’s sole expense, certificates of insurance in a company or companies acceptable to the Authority in which insurance the Authority shall be named an additional insured, in the following minimum amounts:

(1) Aircraft liability insurance and comprehensive form general liability insurance, covering bodily injury, personal injury, property damage, cross-liability, products/completed operations liability, premise liability, and contractual liability specifying this Agreement, with a liability limit of not less than four hundred million dollars ($400,000,000) combined single limit per occurrence, on occurrence form policy. Said limit shall be reduced to one hundred fifty million dollars ($150,000,000) where Airline’s maximum seating capacity on any airplane operated by Airline is thirty (30) or less. With respect to coverage for products/completed operations and personal injury, except with respect to passengers, a sublimit of not less than twenty five million dollars ($25,000,000) per occurrence, and in the annual aggregate, shall be permitted with the approval of the Authority. Said aircraft liability shall be applicable to owned, non-owned, and hired aircraft.

(2) Liquor liability insurance for Airline serving alcoholic beverages in an amount not less than twenty-five million dollars ($25,000,000) per occurrence.

(3) Automobile liability insurance with a liability limit of not less than ten million dollars ($10,000,000) for all owned, non-owned, and hired vehicles operated by or on behalf of Airline at the Airport, including any additional or replacement vehicles.

(4) Hangarkeepers liability insurance or other appropriate insurance in an amount adequate to cover any aircraft or non-owned property in the care, custody and control of Airline at Airport, but in any event in an amount not less than fifty million dollars ($50,000,000) per occurrence.

(5) Employer’s liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence.

(6) Workers’ Compensation insurance or evidence of self-insurance, in accordance with the amounts required by law.

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CHAPTER 700 GROUND TRANSPORTATION

700 GENERAL PROVISIONS

A. Definitions. For purposes of this Chapter 700:

(1) “Airport” means the Louisville International Airport at Standiford Field, Louisville, Kentucky.

(2) “Airport Geofence” means the Authority approved virtual perimeter of the Airport that encompasses the real-world geographic area and is utilized by The Transportation Network Company to track and report the monthly activity of Transportation Network Company Vehicles at the Airport.

(3) “Airport Shuttle” means any motor vehicle:

(a) which is plainly-marked and identified as a shuttle, and is designed or constructed, as a van;

(b) which provides transportation service from the Airport pursuant to a regular schedule along one or more state-designated routes, including within the Louisville Metro area;

(c) which meets all requirements prescribed by Louisville Metro Ordinances, the Kentucky Revised Statutes and Kentucky Administrative Regulations applicable to airport shuttle operations; and

(d) which is not a Luxury Limousine, Transportation Network Company Vehicle or a Taxicab.

(4) “Authority” means the Louisville Regional Airport Authority.

(5) “Charter Bus” means any motor vehicle:

(a) which is a commercial motor vehicle, as defined by KRS 281A.010(8), except that it shall be designed to transport seventeen (17) or more persons, including the driver;

(b) which is used to transport a group of persons who, pursuant to a common purpose and under a single contract (entered into at least 48 hours prior to the departure of the vehicle from its point of origin) and at a fixed charge for the vehicle, have acquired the exclusive use of the vehicle to travel together as a group to a specified destination or for a particular itinerary, either agreed upon in advance or modified by the charter group after having left the place of origin; and

(c) which cannot provide service to anyone who is not a member of the group that entered into the contract for service, and cannot provide pickup or delivery service at any intermediate points.

(6) “Concession Agreement” means an agreement for ground transportation services entered into between the Authority and an Operator as a result of a public solicitation process.

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(7) “Convention Ground Transportation Services Provider” means:

(a) a person or entity that is under contract with a company, convention, conference, seminar or tourism group to provide ground transportation services for specific persons, and whose services are paid for by the company, convention, conference, seminar or tourism group; or

(b) a person or entity that has been designated by a convention, conference, seminar or tourism group as its preferred ground transportation provider to convention, conference or seminar attendees or tourists, and whose services are paid for by the attendees or tourists.

The term “Convention Ground Transportation Services Provider” shall include third parties engaged by a Convention Ground Transportation Services Provider to provide any of the above ground transportation services in 7(a) or 7(b).

(8) “Driver” means any individual who, on behalf of a Ground Transportation Operator, operates a Taxicab, Airport Shuttle, Charter Bus, Hotel/Motel Courtesy Vehicle, Luxury Limousine, Military Transport Vehicle, Mass Transit Bus, Commercial Bus, Off-Airport Parking Courtesy Vehicle, Transportation Network Company Vehicle, or Temporary Ground Transportation Vehicle on the Ground Transportation System.

(9) “Driver Permit” means a valid permit issued in the form of an identification badge or vehicle decal, as appropriate, to a Driver by the Authority in its sole discretion for the privilege of utilizing the Ground Transportation System in connection with a ground transportation service for hire business from the Airport.

(10) “Driver Standards and Criteria” shall have the meaning assigned such phrase in Section 701.

(11) “Ground Transportation System” means the system of roadways, parking areas, curbs and abutting sidewalks owned, operated and regulated by the Authority.

(12) “Gross Parking Revenues” means any and all revenue generated by the Operator from Parking Customers who utilize the Airport and shall include all monies paid or payable to Operator or Operator’s subcontractor or supplier of services for sales made or services performed at or from the Airport or on Operator’s off-airport parking facilities, regardless of when, where, or whether the business transaction occurs on or off Airport property, including all revenues of every kind and character derived from, arising out of, or payable on account of the business conducted by Operator, subcontractor, supplier of services, or from the operations of Operator, whether payment is made by cash, credit card, pre-paid card, coupon, discount, barter of goods or services, or otherwise, and whether the same shall be paid or unpaid; provided, however, that any sales or use taxes, separately stated and paid by Parking Customers now or hereafter levied or imposed shall be excluded. It shall be presumed that all Parking Customers utilize the Airport unless the Operator demonstrates otherwise to the satisfaction of the Authority. In order to establish that less than all Gross Parking Revenues are derived from Parking Customers who utilize the Airport, the Operator shall, at a minimum, segregate and maintain records of all parking transactions for persons who did not use the Airport, together with a statement (which shall be included in the parking agreement or attached thereto) completed and separately signed by such customer, in the following form:

I hereby certify that I did not use Louisville International Airport during the time period my vehicle was parked at this facility.

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Signature ______

Printed Name ______

Date ______

Any revenue or receipts derived by an Operator pursuant to any parking agreement that does not contain or have attached thereto such statement separately signed by the customer shall be deemed Gross Parking Revenues.

(13) “Holding Area” Designated locations where authorized Commercial vehicles may wait for eventual access to the designated Loading Area.

(14) “Hotel/Motel Courtesy Vehicle” means any motor vehicle providing free transportation service between the Airport and hotels and/or motels to patrons of such hotels and/or motels.

(15) “Interstate Commerce” means commerce between any place in a state and any place in another state.

(16) “Interstate Commercial Bus” means any motor vehicle engaged to transport persons in Interstate Commerce and which is designed or constructed to transport more than fifteen (15) passengers plus the Driver that is not a Charter Bus.

(17) “Intrastate Commerce” means commerce between any two places within a state.

(18) “Intrastate Commercial Bus” means any motor vehicle:

(a) engaged to transport persons in Intrastate Commerce;

(b) which is designed or constructed to transport more than fifteen (15) passengers plus the Driver; and

(c) which provides transportation service from the Airport pursuant to a regular schedule along one or more designated routes, for passengers whose destination is outside the Louisville Metro area.

(19) “Loading Area” means with respect to Taxicabs, Airport Shuttles, Charter Buses, Hotel/Motel Courtesy Vehicles, Luxury Limousines, Military Transport Vehicles, Mass Transit Buses, Interstate Commercial Buses, Intrastate Commercial Buses, Temporary Ground Transportation Vehicles, Convention Ground Transportation Services Providers, Transportation Network Company Vehicles and Off-Airport Parking Courtesy Vehicles, the specific areas separately designated from time to time in writing by the Executive Director of the Authority or his designee as the area to be used by each such type or class of vehicle or service provider for the loading or unloading of passengers and baggage.

(20) “Luxury Limousine” means any luxury motor vehicle:

(a) which has either a standard or extended wheelbase and additional rear seating capacity, area and comforts, but is designed or constructed to transport not more than fifteen (15) passengers plus the Driver;

(b) which transports passengers for hire by prearrangement for their exclusive use over an irregular route, with the destination determined by the passengers at the time of arranging such transportation; and

Revised: July 1, 2016 Page 700-3

(c) which is not an Airport Shuttle, Transportation Network Company Vehicle, or a Taxicab.

(21) “Mass Transit Bus” means any motor vehicle operated by a transit authority created pursuant to KRS Chapter 96A.

(22) “Military Transport Vehicle” means any motor vehicle authorized or designated by the United States Military for providing transportation services exclusively for military personnel between the Airport and Fort Knox and/or Radcliff, Kentucky.

(23) “Monthly Gross Parking Revenue Report” means the detailed report of Gross Parking Revenues, in a form acceptable to the Authority’s Finance Department, which Operator shall provide the Authority on a monthly basis and at Operator’s sole cost and expense, on or before the 15th day of the month following the month in which the Gross Parking Revenues were received and shall include the Monthly Vehicle Fee under Section 711 of these Regulations.

(24) “Monthly TNC Report” means the monthly statement prepared by the Transportation Network Company for all trips made to pick up passengers from the Airport. The Monthly TNC Report shall include transaction history including, but not limited to a unique ride identifier, date, and pick up time from within the Airport Geofence.

(25) “Off-Airport Parking Operator” means any person or entity that owns and/or operates an off-Airport public parking facility and operation and transports Parking Customers to and from the Airport from such facilities and does not have a lease or concession agreement with the Authority for the privilege of having offices or other facilities on Airport property from which to conduct such business.

(26) “Off-Airport Parking Courtesy Vehicle” means any motor vehicle providing free transportation service between the Airport and off-airport parking facilities to Parking Customers.

(27) “Operating Agreement” means a contract for ground transportation services between the Authority and an Operator for a term of one year or less.

(28) “Operator” means the person or entity that owns and/or operates a ground transportation service by Taxicab, Airport Shuttle, Charter Bus, Hotel/Motel Courtesy Vehicle, Luxury Limousine, Military Transport Vehicle, Mass Transit Bus, Interstate Commercial Bus, Intrastate Commercial Bus, Transportation Network Company Vehicle, Temporary Ground Transportation Vehicle, or Off-Airport Parking Courtesy Vehicle.

(29) “Operator Permit” means a valid permit issued to an Operator by the Authority in its sole discretion for the privilege of utilizing the Ground Transportation System and operating a ground transportation service for hire business from the Airport.

(30) “Parking Customer” means any person who utilizes an Operator’s off-airport parking facilities.

(31) “Prearranged Pickup” means a reservation for ground transportation services made by a passenger with an Operator or Driver prior to the Driver’s arrival at the Airport.

(32) “Solicitation” means to make petition to, to strongly urge, entice, to try to obtain by requests or pleas, or to otherwise influence any person to occupy or engage Operator’s vehicle for transportation from the Airport.

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(33) “Taxicab” means any motor vehicle meeting the requirements prescribed by Louisville Metro Ordinances or the Kentucky Revised Statutes or Kentucky Administrative Regulations applicable to taxicab operation, or other appropriate regulatory agencies having jurisdiction over the operation of taxicabs in the Louisville Metro area or the Commonwealth of Kentucky.

(34) “Temporary Ground Transportation Vehicle” means a luxury limousine or charter bus operating pursuant to Section 709.

(35) “Ticket Spitter” means the coin-operated ticket spitter receipt equipment located on the Ground Transportation System.

(36) “TNC Vehicle” means any motor vehicle being used by a Driver on behalf of an authorized Transportation Network Company to conduct pre-arranged, mobile application initiated transportation of passengers and their baggage from the Airport.

(37) “TNC Trip Fee” means a fee of Two Dollars ($2.00) which shall be established by the Authority from time to time for each trip to the Airport to pick up passengers on behalf of a Transportation Network Company (“TNC”). The TNC Trip Fee shall be remitted by a TNC Operator with the Monthly TNC Report in a form acceptable to the Authority’s Finance Department at Operator’s sole cost and expense, on or before the 15th day of each month

(38) “Transportation Network Company” means any entity meeting the requirements prescribed by Metro Ordinances, the Kentucky Revised Statutes or Kentucky Administrative Regulations applicable to Transportation Network Company (“TNC”) operation, or other appropriate regulatory agencies having jurisdiction over the operation of TNCs in the Louisville Metro area or the Commonwealth of Kentucky.

(39) “Trip Fee” means a fee of One Dollar and Fifty Cents ($1.50) for each trip to pick up passengers from the Airport, which shall established by the Authority from time to time and shall be deposited by Drivers, other than TNC Drivers, in the Ticket Spitter before proceeding to the Loading Area.

B. General Standards and Provisions.

(1) RIDE Act and Other Laws.

(a) Nothing in this Chapter shall be construed to contradict or contravene 49 U.S.C. § 14501 or any other Federal, State, or Local law.

(b) Any provider of ground transportation services at the Airport that is subject to 49 U.S.C. § 14501 in any particular case may, but is not required to, comply with all provisions of this Chapter relevant to the particular classification(s) of ground transportation being provided. In the alternative, any provider of ground transportation may, for any individual trip, present the Authority with sufficient evidence that the operation at issue is subject to one or more provisions of 49 U.S.C. § 14501. Anyone wishing to do so must present the Authority with copies of all federal and state permits, licenses, and certificates applicable to the vehicle being used and the driver for the vehicle (or sufficient evidence thereof), as well as one of the following:

(i) Sufficient documentation or other evidence to establish that the vehicle is subject to jurisdiction under 49 U.S.C. § 13501 et seq. and is providing transportation services to passengers on an interstate route;

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(ii) Sufficient documentation or other evidence to establish that the vehicle is providing charter bus transportation; or

(iii) Sufficient documentation or other evidence to establish that the vehicle is providing pre-arranged ground transportation, as that term is defined in 49 U.S.C. § 13102(19), pursuant to a contract for (a) transportation of passengers from the Airport, including intermediate stops, to a destination in a state other than Kentucky, or (b) transportation of passengers from the Airport, including intermediate stops in another state, to a destination in Kentucky. The term “intermediate stops” shall have the meaning set forth in 49 U.S.C. § 14501(d)(2).

Ground transportation providers are strongly encouraged to provide the above information to the Authority 48 hours in advance of providing the expected transportation service. Any ground transportation provider who provides this information at or near the time of service may experience delays necessitated by the Authority’s review of the information and the need to direct the vehicle to the appropriate pick-up area.

(c) Any ground transportation provider availing itself of the provisions of this Section must use the cell phone parking area to pick up its passengers and may not utilize the Loading Area or any other Airport ground transportation facilities.

Further, any ground transportation provider availing itself of the provisions of this Section must comply with all provisions of this Chapter that are not implicated by 49 U.S.C. § 14501.

(2) Operator Standards and Criteria.

(a) Each Operator shall apply for and obtain an Operator Permit or be operating under a Concession or Operating Agreement with the Authority prior to commencing business at the Airport. A separate Operator Permit or agreement shall be obtained for each type or class of ground transportation services. Operator Permits and written authorization by agreement will be issued strictly in accordance with the standards set forth in these Regulations and not according to those used by other governmental and regulatory agencies. Any Operator violating this subparagraph may be prohibited from operating at the Airport.

(b) Each Operator shall pay all required fees prior to commencing business at the Airport and shall notify the Authority within three (3) days of any changes to any of the information furnished to the Authority. The Authority may suspend and/or revoke the Operator Permit or terminate the contract of any Operator failing to so pay and/or notify the Authority.

(c) Each Operator shall operate strictly in accordance with these Regulations and all applicable federal, state and local laws, statutes, rules, regulations, ordinances, certificates of authority and licenses. Each Operator shall require each of its Drivers to operate strictly in accordance with these Regulations and all applicable federal, state and local laws, statutes, rules, regulations, ordinances, certificates of authority and licenses.

(d) Each Operator shall operate only that type or class of ground transportation service which meets the definition of that type of service contained in these Regulations and for which the Operator holds an Operator Permit or valid concession or operating agreement. Each of Operator’s vehicles engaged in

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ground transportation services at the Airport may operate only under one type of Operator Permit or agreement. No person may provide any form of ground transportation services beyond those described in these Regulations. Any Operator violating this subparagraph may be prohibited from operating at the Airport. Violations of this subparagraph shall constitute a Class C offense.

(e) Operators shall not engage in Solicitation of customers or attempt to entice, or otherwise influence any person to occupy or engage a vehicle for transportation from the Airport. Operators may not remain in the terminal except for restroom privileges or as permitted under Section 710 of these Regulations. A violation of this subparagraph shall constitute a class C offense.

(f) Each Operator shall at all times maintain, and furnish the Authority a certificate or other evidence of, automobile liability insurance providing coverage for bodily injury and property damage, in single limit amounts as set forth by the Authority, with a company or companies acceptable to the Authority. Each Operator shall cause the Authority to be named an additional insured in each such policy. Upon the Authority’s request, each Operator shall furnish satisfactory evidence that such insurance is in effect and will not be cancelled without at least thirty (30) days prior written notice of cancellation to the Authority.

(g) Each Operator shall, at its own expense, pay all federal, state, and local taxes which may be assessed against it or its equipment while in or upon the Airport, as well as all federal, state and local taxes assessed in connection with the providing of ground transportation service from the Airport.

(h) All Operators shall maintain records and controls which are sufficient to demonstrate the amounts of the revenues derived by the Operator from providing ground transportation service from the Airport and the amounts paid by the Operator to the Authority. Such records shall be made available to the Authority’s representatives for inspection and examination in Jefferson County, Kentucky at any time during usual business hours, including any time within three years after the Operator ceases to provide ground transportation services from the Airport.

(3) Driver Standards and Criteria. While providing ground transportation services on behalf of an Authorized Operator at the Airport, Drivers shall at all times observe and comply with the following standards and criteria (the “Driver Standards and Criteria”):

(a) Taxi Drivers: Each Taxi Driver shall provide the Driver’s Louisville Metro- issued Permit to apply for and obtain an Authority issued Driver Permit prior to operating at the Airport. At all times while operating at the Airport, Drivers shall display the Driver Permit on the dashboard of the Taxi so the permit is visible through the windshield. In addition, the Driver shall display in a prominent location in the interior of their vehicle all personal identification required to operate their vehicle by applicable federal, state and local laws, statutes, rules, regulations and ordinances. Any Driver violating this subparagraph may be prohibited from operating at the Airport.

(b) TNC Drivers: Prior to providing ground transportation service at the Airport, each TNC Driver shall first be granted a Motor Carrier Passenger Certificate by the state Transportation Cabinet through application by a Transportation Network Company. The Transportation Network Company qualifying a vehicle and driver to pick up passengers at the Airport must first be authorized to

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provide ground transportation services under an Authority issued permit, concession or operating agreement. At all times while operating at the Airport, the Driver shall:

(i) display the Operator’s company specific decal or emblem which shall be affixed to the front windshield of the vehicle in accordance with state law so as to clearly identify it as a TNC vehicle;

(ii) maintain possession of a valid driver’s license, vehicle registration and proof of insurance;

(iii) travel only along authorized routes to the Loading Zone or Holding Area and shall not park, wait or drive in any unauthorized parking lots, areas or streets; and

(iv) maintain on his or her smart phone for inspection by an Authority representative or public safety officer, an electronic copy of the TNC certificate issued by the state Transportation Cabinet.

Each violation of this subparagraph shall constitute a Class D offense per violation.

(c) At all times while operating at the Airport, Drivers shall display all permits or decals required by applicable federal, state and local laws, statutes, rules, regulations and ordinances. For example, all Taxicab Drivers shall display a Louisville Metro-issued decal containing the name of the taxicab company, the number of the taxicab and the telephone number of Louisville Metro's complaint/comment line. Any Driver violating this subparagraph may be prohibited from operating at the Airport.

(d) At all times while operating at the Airport, Drivers shall comply with all applicable federal, state and local laws, statutes, rules, regulations and ordinances. For example, all Taxicab Drivers shall ensure that the taxi rate cards issued by Louisville Metro are displayed and available for distribution in the passenger compartment of their Taxicabs. If a Driver does not possess and display such cards, so as to be readily visible in the passenger compartment of the vehicle, or otherwise fails to comply with all applicable federal, state and local laws, statutes, rules regulations and ordinances, the Driver may be prohibited from operating at the Airport.

(e) Drivers shall not engage in Solicitation of customers or attempt to entice, or otherwise influence any person to occupy or engage a vehicle for transportation from the Airport. A violation of this subparagraph shall constitute a class C offense.

(f) Drivers shall remain in the immediate vicinity of their vehicles at all times, except when specifically otherwise instructed by the Authority. Drivers may not remain in the terminal except for restroom privileges or as permitted under Section 710 of these Regulations. A violation of this subparagraph shall constitute a class C offense.

(g) Without exception, while providing ground transportation services on behalf of an Operator, Drivers may not permit any persons, other than an Operator, a bona fide trainee and/or the passenger(s) whom the Driver has been engaged to transport from the Airport, to be in, occupy or use Driver’s vehicle on the Airport. No trainee shall be permitted to ride in another Driver’s vehicle for more than three consecutive days. Additionally, Drivers shall not transport or otherwise permit in the Driver’s vehicle any animal, unless such animal belongs

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to the passenger(s) whom the Driver has been engaged to transport from the Airport. A violation of this subparagraph shall constitute a class B offense.

(h) Drivers shall park only in the Loading Areas designated for their vehicle. Drivers shall not block, delay or otherwise interfere with normal progress of any other traffic, including other providers of ground transportation. A violation of this subparagraph shall constitute a class D offense.

(i) Drivers shall not sleep, nap or “doze off” while in any vehicle on the Airport. A violation of this subparagraph shall constitute a class A offense.

(j) Drivers shall conform to Airport speed limits and other traffic and parking regulations and shall operate their vehicles in a safe manner at all times. A violation of this subparagraph shall constitute a class D offense.

(k) Drivers shall maintain personal appearance and grooming so as to present a favorable image at all times while the Driver is providing service from the Airport. Drivers shall be hygienically clean and suitably dressed. Unless altered by written agreement with the Authority, “Suitably dressed” means:

(i) if male, full length trousers or (only between May 15th and September 15th) knee-length shorts which are clean, not denim and not cutoffs, a shirt with a collar (with or without an appropriate tie), neat and clean footwear, and proper hosiery; and

(ii) if female, a dress, skirt, trousers, slacks of appropriate length and design or (only between May 15th and September 15th) knee-length shorts which are clean, not denim and not cutoffs, a shirt or blouse, neat and clean footwear, and proper hosiery.

Drivers’ clothing shall not have frays, rips, tears, or holes, and shall be neat and clean. No Driver may wear t-shirts, tank tops, body suits, swim-wear, jogging suits, athletic shorts or trunks, or undergarments worn as outer garments or so as to be otherwise visible to the casual observer. Drivers shall not wear sandals, shower clogs and similar types of footwear at the Airport. Drivers shall keep their hair neatly trimmed, combed and well-groomed at all times while providing service from the Airport. A violation of this subparagraph shall constitute a class A offense.

(l) Drivers shall not engage in loud, profane, threatening or abusive language, disruptive conduct, fighting, any form of card playing, gambling or other games of chance at the Airport. A violation of this subparagraph shall constitute a class D offense.

(m) Drivers shall be courteous at all times and shall assist passengers with the handling of the passengers’ luggage into and out of their vehicle. Drivers shall not, however, be required or permitted to perform any service normally or traditionally performed by “Sky Caps” when a Sky Cap is on duty. A violation of this subparagraph shall constitute a class A offense.

(n) Drivers shall not litter at the Airport or deposit household trash in Authority receptacles. A violation of this subparagraph shall constitute a class A offense.

(o) Drivers shall not perform any preventive or other maintenance or repairs on their vehicles on the Airport, except the routine checking of fluids and oil in the

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Loading Area. A violation of this subparagraph shall constitute a class A offense.

(p) Drivers shall not bring, be under the influence of or consume alcoholic beverages or illegal drugs on the Airport. A violation of this subparagraph shall constitute a class D offense.

(q) Drivers shall not bring any deadly or dangerous weapon on the Airport, unless the Driver has notified the Airport Director of Public Safety in advance of the Driver’s plan to carry such weapon and obtained from all necessary governmental authorities all permits required to carry such weapon. No Driver may at any time display or use any deadly or dangerous weapon at the Airport. No Driver may under any circumstances carry any deadly or dangerous weapon into the Airport terminal or other building at the Airport. A violation of this subparagraph shall constitute a class D offense.

(r) Drivers are subject to random inspection by the Authority at any time and without advance notice to determine compliance with the standards and other provisions of this Chapter. Such inspections shall be conducted at the time and in the place designated by the Authority. Any Driver failing to pass such an inspection shall depart the Airport immediately, shall not be permitted to load passengers at the Airport until all unsatisfactory condition(s) are corrected, and shall be subject to such additional sanctions as may be provided for under these Regulations.

(4) Vehicle Condition and Inspection. Each of Operator’s vehicles in service at the Airport shall at all times be maintained, in good operating order and free from known or reasonably discernable mechanical defects, and shall be kept in clean, neat and attractive condition, inside and out. Each of Operator’s vehicles in service at the Airport shall meet applicable Louisville Metro and Commonwealth of Kentucky standards in addition to meeting or exceeding the following standards for its vehicles:

(a) The interior of all vehicles, including the luggage compartment, shall be maintained in a condition so as to be free of grease, dirt, and trash. Interior seat fabric shall not be torn or ripped.

(b) The exterior of all vehicles shall be clean and undamaged, including the body of the vehicle, all paint surfaces, glass, hubcaps, lights, grills and bumpers.

(c) All vehicles shall not excessively leak oil or otherwise soil or damage the Ground Transportation System or other Airport premises.

(d) Each Operator’s vehicles shall be identified by the same color scheme, identifying design, decal, trade dress, monogram and/or insignia, all of which shall be professionally created, with identification of sufficient size so as to be readily legible from a distance of fifty (50) feet.

(e) Unless exempt by these regulations, all vehicles shall display a valid, Authority- issued identification decal in the area designated by the Authority.

(f) All vehicles shall, at a minimum, conform to the maximum model year, safety conditions, and operating equipment (including air conditioning and seat belts) that would be required by all applicable laws

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(g) All TNC vehicles shall be equipped with standard operating and safety equipment including a heating system capable of achieving at least 60º F. in the rear passenger compartment at head height during the months of October through April and an air conditioning system capable of maintaining a temperature of 80º F. or less in the rear passenger compartment at head height during the months of March through October. The air conditioning is to be engaged at the passenger's request or if the outside temperature is above 80º F. unless the passenger requests otherwise. The heating system is to be engaged at the passenger's request or if the outside temperature is below 50º F. unless the passenger requests otherwise.

(h) If any of Operator’s vehicles in service at the Airport develops mechanical problems of any kind while on Airport premises, such vehicle shall be taken off the Airport at Operator’s expense.

All vehicles are subject to random inspection by the Authority at any time and without advance notice to determine compliance with the standards set forth in this Chapter. Such inspections shall be conducted at the time and in the place designated by the Authority. The Driver of any vehicle failing to pass such an inspection shall depart the Airport immediately and shall not be permitted to operate at the Airport until all specified unsatisfactory condition(s) are corrected. Each Operator violation of this subparagraph shall constitute a Class C offense per violation.

(5) General Traffic. All persons and vehicles operating on the Ground Transportation System shall conform to Airport speed limits and other traffic and parking regulations and shall operate their vehicles in a safe manner at all times. Any licensed driver may discharge passengers and baggage at the Airport; however, only Drivers may transport passengers from the Airport for hire. All persons not holding a Driver Permit and all vehicles not operating pursuant to an Operator Permit shall discharge passengers and baggage only on the upper level of the terminal driveway system.

C. Enforcement, penalties and appeals.

(1) Upon the Authority’s determination of the occurrence of any violation of these Regulations, an Authority representative shall advise the Operator or Driver, or both, of the nature of the violation. If the Operator or Driver disputes the Authority’s determination, the Operator or Driver shall not attempt an “on the spot” resolution of the dispute, but shall obey the directions and/or instructions of the Authority’s representative, and shall thereafter be prohibited from operating at the Airport until such time as the penalty has been paid in full. The Driver and Operator shall be jointly and severally responsible for prompt payment of administrative penalties in the event the TNC and/or its Drivers violate any of the Authority’s Regulations. Payments shall be made to the Authority’s Finance Department during normal business hours Monday through Friday.

(2) In the event that the Operator or Driver is aggrieved by the Authority’s determination, the Operator or Driver may thereafter request a hearing in accordance with the procedures set forth in Section 110A of these Regulations. Any person wishing to appeal any determination made as a result of a hearing conducted pursuant to Section 110A of these Regulations shall conduct such appeal in accordance with Section 110B of these Regulations.

(3) Violations of specific sections of these Regulations are classified in five (5) categories of offenses, with penalties for each category of offense as specified below. The penalty listed is that which shall be assessed for the first such offense by the Driver or Operator.

Revised: July 1, 2016 Page 700-11

The Authority’s Executive Director, in his sole discretion, may assess additional penalties, up to and including permanent revocation of Operator and/or Driver Permit(s), for repeated or egregious violations of these Regulations.

(4) The categories of offenses and penalties for each category of offense are as follows:

Category of Offense Penalty

Class A $50.00

Class B $75.00

Class C $100.00

Class D $200.00

Class E $250.00

(5) If the Authority determines that any Operator or Driver has violated any provision of these Regulations for which the penalty is not otherwise stipulated, the penalty shall be as determined by the Authority’s Executive Director or his designee.

701 TAXICAB OPERATORS

A. Privilege of Operating From the Airport. Only those Operators who hold a valid concession from the Authority to provide ground transportation services by Taxicab at the Airport shall have the privilege of picking up passengers and baggage at the Airport by taxicab. Furthermore, only Operators who hold a valid taxi concession from the Authority may accept Prearranged Pickups by taxicab at the Airport.

B. Driver Standards and Criteria. Each Taxicab and the Driver thereof shall comply fully with the Driver Standards and Criteria and all of the conditions set forth in the concession agreement between the Authority and the Operator.

C. Operating Procedures for Taxicabs. The operating procedures and associated fees for Taxicabs shall be as set forth in the concession agreement between the Authority and the Operator with whom the Taxicab Driver is affiliated. The Authority has the right to limit the number of concessions for Taxicab Operators.

702 AIRPORT SHUTTLE OPERATORS

A. Privilege of Operating From the Airport. Only those Operators who hold a valid concession from the Authority to provide ground transportation services by Airport Shuttle at the Airport shall have the privilege of picking up passengers and baggage at the Airport by airport shuttle. Furthermore, only Operators who hold a valid shuttle concession from the Authority may accept Prearranged Pickups by airport shuttle at the Airport.

B. Driver Standards and Criteria. Each Airport Shuttle and the Driver thereof shall comply fully with the Driver Standards and Criteria and all of the conditions set forth in the concession agreement between the Authority and the Operator.

C. Operating Procedures for Airport Shuttles. The operating procedures for Airport Shuttles shall be as set forth in the concession agreement between the Authority and the Operator with whom the Airport Shuttle Driver is affiliated. The Authority has the right to limit the number of concessions for Airport Shuttle Operators.

Revised: July 1, 2016 Page 700-12

703 CHARTER BUS OPERATORS

A. Privilege of Operating from the Airport. Only those Operators who hold a valid Operator Permit to provide ground transportation services by Charter Bus at the Airport shall have the privilege of picking up passengers and baggage at the Airport by charter bus.

B. Required Fee. For the privilege of providing ground transportation service by Charter Bus from the Airport, each Operator shall pay to the Authority a fee of Twenty-Five Dollars ($25.00) per day, payable per Charter Bus, for each day on which one or more of Operator’s Charter Buses is contracted to make a trip from the Airport, or One Hundred Dollars ($100.00) per week, or Four Hundred Dollars ($400.00) per month.

C. Operating Procedures for Charter Buses. Each Charter Bus Driver shall park in the Loading Area for no more than twenty (20) minutes at any time and only for the purpose of scheduled pick up of passengers and baggage.

704 HOTEL/MOTEL COURTESY VEHICLE OPERATORS

A. Privilege of Operating from the Airport. Only those Operators who hold a valid Operator Permit to provide ground transportation services by Hotel/Motel Courtesy Vehicle at the Airport shall have the privilege of picking up passengers and baggage at the Airport by hotel/motel courtesy vehicle.

B. Required Fee. For the privilege of providing ground transportation service by Hotel/Motel Courtesy Vehicle from the Airport, each Operator shall pay to the Authority a fee, annually prorated for partial years of operation, equal to (i) Six Hundred Dollars ($600.00), multiplied by (ii) the number of Operator’s Hotel/Motel Courtesy Vehicles operating at the Airport.

C. Operating Procedures for Hotel/Motel Courtesy Vehicles. Each Hotel/Motel Courtesy Vehicle Driver shall park in the Loading Area for no more than twenty (20) minutes at any time and only for the purpose of scheduled pick up of passengers and baggage.

705 LUXURY LIMOUSINE OPERATORS

A. Privilege of Operating from the Airport. Only those Operators who hold a valid Operator Permit to provide ground transportation services by Luxury Limousine at the Airport shall have the privilege of picking up passengers and baggage at the Airport by luxury limousine.

B. Required Fees. For the privilege of providing ground transportation service by Luxury Limousine from the Airport, each Operator or Driver, as applicable, shall pay the following fees:

(1) Trip Fees. Each Luxury Limousine Driver shall pay the Trip Fee for each trip the Luxury Limousine makes from the Airport and shall be made by pre-arrangement only. Each Trip Fee shall be paid by the Luxury Limousine Driver before proceeding to the Loading Area designated by the Authority.

(2) Annual Vehicle Fee. Each Luxury Limousine Operator shall pay the Authority an annual fee of One Hundred Dollars ($100.00) per Luxury Limousine.

C. Operating Procedures for Luxury Limousines.

(1) After depositing the Trip Fee in the Ticket Spitter and receiving the receipt, each Luxury Limousine Driver shall immediately proceed to the Loading Area designated by the Authority and, when asked to do so, shall produce such receipt and name of pre-arranged passenger before loading passengers.

Revised: July 1, 2016 Page 700-13

(2) Each Luxury Limousine Driver shall park in the Loading Area for no more than twenty (20) minutes at any time and only for the purpose of pick up of passengers and baggage.

706 MILITARY TRANSPORT VEHICLE OPERATORS

A. Privilege of Operating from the Airport. Only those Operators who hold a valid Operator Permit to provide ground transportation services by Military Transport Vehicle at the Airport shall have the privilege of picking up passengers and baggage at the Airport by military transport vehicle.

B. Required Fee. For the privilege of providing ground transportation service by Military Transport Vehicle from the Airport, each Operator shall pay to the Authority a fee of One Hundred Dollars ($100.00) per month.

C. Operating Procedures for Military Transport Vehicles. Each Military Transport Vehicle Driver shall park in the Loading Area no more than twenty (20) minutes at any time and only for the purpose of scheduled pick up of passengers and baggage.

707 MASS TRANSIT BUS OPERATORS

A. Privilege of Operating from the Airport. Only those Operators who hold a valid Operator Permit to provide ground transportation services by Mass Transit Bus at the Airport shall have the privilege of picking up passengers and baggage at the Airport by mass transit bus.

B. Required Fee. For the privilege of providing ground transportation service by Mass Transit Bus from the Airport, each Operator shall pay to the Authority a fee of Ten Dollars ($10.00) per month.

C. Operating Procedures for Mass Transit Buses. Each Mass Transit Bus Driver shall park in the Loading Area for no more than five (5) minutes at any time and only for the purpose of scheduled pick up of passengers and baggage.

708 COMMERCIAL BUS OPERATORS

A. Privilege of Operating from the Airport.

(1) Only those Operators who hold a valid Operator Permit to provide ground transportation services by Interstate or Intrastate Commercial Bus at the Airport shall have the privilege of picking up passengers and baggage at the Airport by interstate commercial bus.

(2) Each application for an Operator Permit to provide ground transportation services by Interstate or Intrastate Commercial Bus shall be accompanied by the applicant’s proposed routes, rates and scheduled departure times, each of which shall be subject to the approval of the Authority prior to the issuance of such an Operator Permit.

B. Required Fee. For the privilege of providing ground transportation service by Interstate or Intrastate Commercial Bus from the Airport, each Operator shall pay to the Authority a fee of One Hundred Dollars ($100.00) per month.

C. Operating Procedures for Interstate Commercial Buses. Each Interstate or Intrastate Commercial Bus Driver shall park in the Loading Area for no more than fifteen (15) minutes at any time and only for the purpose of scheduled pick up of passengers and baggage.

709 TEMPORARY GROUND TRANSPORTATION OPERATORS

Revised: July 1, 2016 Page 700-14

A. Privilege of Operating from the Airport. Only those Operators who hold a valid Operator Permit to provide ground transportation services by Temporary Ground Transportation Vehicle at the Airport shall have the privilege of picking up passengers and baggage at the Airport on a temporary basis. Temporary Ground Transportation Permits are generally issued for special events such as the Kentucky Derby.

B. Required Fees.

(1) For the privilege of providing ground transportation service by Luxury Limousine (other than those operating under Section 705) for the prearranged transport of passengers and baggage from the Airport on an irregular or unscheduled basis, operators shall pay:

(a) the Trip Fee for each trip the vehicle makes from the Airport; and

(b) a temporary permit fee of Fifty Dollars ($50.00), payable per vehicle, effective for a period not to exceed Five (5) days. Temporary permits are available through the Authority’s Operations Manager.

(2) For the privilege of providing ground transportation service by Charter Bus (other than those operating under Section 703) for the transport of passengers from the Airport on an infrequent or unscheduled basis, operators shall pay a business privilege fee of Fifty Dollars ($50.00), payable per bus, effective for a one (1) day period and Twenty-Five Dollars ($25.00) per day, payable per bus, for days two (2) through five (5). Temporary permits are issued for a period not to exceed Five (5) days and are available through the Authority’s Operations Manager.

C. Operating Procedures for Temporary Ground Transportation Vehicles. Each Temporary Ground Transportation Vehicle Driver shall park in the Loading Area for no more than twenty (20) minutes at any time and only for the purpose of pick up of passengers and baggage.

710 CONVENTION GROUND TRANSPORTATION SERVICES PROVIDERS

A. Privilege of Operating from the Airport. Only Convention Ground Transportation Services Providers shall be permitted to display signs on behalf of conventions, conferences, seminars or tourism groups in connection with providing ground transportation services from the Airport. Prior to each convention, conference, seminar or tourism event for which a Convention Ground Transportation Services Provider is engaged to furnish ground transportation services from the Airport, the Convention Ground Transportation Services Provider shall notify the Authority’s Operations Manager in writing of its intention to provide such services, and shall furnish the Authority with a verifiable copy of the contract or other documentation designating the Convention Ground Transportation Services Provider as a preferred or prearranged ground transportation services provider.

B. Operating Procedures for Convention Ground Transportation Services Providers.

(1) Each Convention Ground Transportation Services Provider shall park in the Loading Area and only for the purpose of pick up of passengers and baggage.

(2) Convention Ground Transportation Services Providers acting under Section 700(A)(7)(a) may display general signage bearing the group name. Personnel may also stand in the designated area of the baggage claim level in the terminal building and display the name(s) of the individual(s) to be transported and/or general signage bearing the group name. Drivers are prohibited from entering the Terminal.

Revised: July 1, 2016 Page 700-15

(3) Convention Ground Transportation Services Providers acting under Section 700(A)(7)(b) may only arrive in the Loading Area when a prearranged reservation has been made and shall remain within 20 feet of the Loading Area and display the name(s) of the individual(s) to be transported. Solicitation and any display of general signage bearing the group name or misleading wording are prohibited.

(4) A violation of subparagraph B of this Section shall constitute a Class C offense.

711 OFF-AIRPORT PARKING COURTESY VEHICLE OPERATOR

A. Privilege of Operating from the Airport. Only those Operators who hold a valid Operator Permit issued by the Authority to provide ground transportation services by an Off-Airport Parking Operator and by an Off-Airport Parking Courtesy Vehicle at the Airport and transports Parking Customers to and from the Airport from such facilities shall have the privilege of picking up passengers and baggage at the Airport by an Off-Airport Parking Courtesy Vehicle.

B. Required Fee. For the privilege of providing ground transportation service by Off-Airport Parking Courtesy Vehicle from the Airport, each Operator shall pay to the Authority a fee, monthly prorated for partial months of operation, equal to 10% of the Operator’s Gross Parking Revenues and shall be reported on the Monthly Gross Parking Revenue Report.

C. Monthly Vehicle Fee. Each Operator shall pay the Authority a monthly fee of One Hundred Dollars ($100.00) per Off-Airport Parking Courtesy Vehicle and such fee shall be included and reported on the Monthly Gross Parking Revenue Report.

D. Operating Procedures for Off-Airport Parking Courtesy Vehicles. Each Off-Airport Parking Courtesy Vehicle Driver shall park in the Loading Area for no more than fifteen (15) minutes at any time and only for the purpose of scheduled pick up of Parking Customers.

712 TNC OPERATORS

A. Privilege of Operating from the Airport. Only those Operators who hold a valid Operating Agreement to provide ground transportation services by TNC at the Airport shall have the privilege of picking up passengers and baggage at the Airport by TNC vehicle.

B. Required Fees. For the privilege of providing ground transportation service by TNC from the Airport, each Operator shall pay the fees outlined in these regulations and in the operating agreement.

C. Operating Procedures for Transportation Network Companies.

(1) Each TNC Driver shall park in the Authority designated TNC Loading Area only for the purpose of scheduled pick up of passengers and baggage.

(2) If the assigned Loading Zone space is occupied by another of Operator’s TNC vehicles, or the scheduled passenger has not yet arrived at the Loading Area for pickup, the Driver shall travel to the Authority’s designated Holding Area to await the vacancy of the Operator’s assigned space and availability of the passenger.

(3) While in the Holding Area, the Driver shall utilize the TNC’s mobile application to monitor when the TNC’s assigned space is available for passenger pick up.

Revised: July 1, 2016 Page 700-16

CHAPTER 800 BOWMAN FIELD MINIMUM STANDARDS

801 PREAMBLE & POLICY

A. General: The Louisville Regional Airport Authority (the “Authority”), owner and operator of Bowman Field (the “Airport”), hereby establishes the following Minimum Standards for the Airport.

(1) These Minimum Standards establish the threshold entry requirements that must be met by any entity desirous of engaging in Commercial Aeronautical Activities at the Airport.

(2) In addition, these Minimum Standards are designed to protect aviation consumers (which includes the owners and operators of based and transient aircraft as well as the public) from unqualified, inexperienced, unlicensed, uncertificated, unsafe, and inadequate (substandard) Operators.

(3) As such, the underlying objectives of these Minimum Standards are to encourage, promote, and ensure that:

(a) High quality aeronautical products, services, and facilities (and Improvements) are consistently provided (delivered) by the Operators at the Airport to meet the reasonable demands of aviation consumers in all segments of the market in a safe, secure, efficient, prompt, courteous, and professional manner for a fair and reasonable price;

(b) A level playing field is created and maintained at the Airport so that Operators can compete fairly;

(c) The Airport (and the Activities occurring at the Airport) is safe and secure; and

(d) Airport land is developed in an orderly manner.

(4) These Minimum Standards were developed taking into consideration the current (and anticipated):

(a) Role of the Airport;

(b) Products, services, and facilities provided at the Airport;

(c) Needs of aviation consumers and the public at the Airport; and

(d) Development of the Airport.

(5) Throughout these Minimum Standards, the words "standards" or "requirements" shall be understood to be modified by the word "minimum" except where explicitly stated otherwise. Any required determinations, interpretations, or judgments regarding what constitutes an acceptable minimum standard, or regarding compliance with such standard, shall be made by the Authority. All entities are encouraged to exceed the applicable minimum standards. No entity shall be allowed to engage in Commercial Aeronautical Activities at the Airport under conditions that do not, in the Authority’s judgment, meet these Minimum Standards.

B. Administration and Policy Oversight: While the Authority Board is responsible for the administration of the Airport and has the ultimate policy-making authority, the Executive Director shall interpret and enforce these Minimum Standards. Adopted: February 21, 2007 Page 800-1 Revisions: None

(1) Effective Date: These Minimum Standards shall be effective on July 1, 2007 and shall remain in effect until such time that these Minimum Standards are either repealed or amended.

(2) Amendment of Standards: In adopting these Minimum Standards, the Authority expressly acknowledges that these Minimum Standards are subject to change by amendment or cancellation, in whole or in part, from time to time, by the current or any future Authority Board and that no rights shall accrue to any FBO, SASO, or third party by virtue of adoption of these Minimum Standards.

(3) Owner’s Rights: The establishment of these Minimum Standards does not alter or limit the Authority’s right to:

(a) develop Airport property as it deems prudent;

(b) designate specific areas on the Airport for the conduct of Commercial and Non- Commercial Aeronautical Activities; and

(c) exercise its proprietary right to engage in any Commercial Aeronautical Activity to the exclusion of others.

(4) Right to Self Service: As permitted in the Airport (Sponsor) Assurances, an Aircraft Owner may fuel and otherwise service the Owner’s Aircraft provided the Owner does so (or Owner’s employees do so) using Owner’s Vehicles, Equipment, and resources (Fuel) and that the fueling or other services are performed in accordance with all applicable Regulatory Measures.

(5) Severability: In the event any covenant, condition or provision herein contained is held to be invalid by any court of competent jurisdiction, such invalidity shall in no way affect any other covenant, condition or provision herein contained.

(6) Enforcement:

(a) The uniform application (and enforcement) of these Minimum Standards is considered essential to achieving the stated purpose and underlying objectives of these Minimum Standards. As such, the Executive Director has been given the authority by the Authority Board to interpret and enforce these Minimum Standards and may call upon the Authority’s resources to assist the Executive Director, from time to time, as required.

(b) Permits: Failure to comply with the applicable standards set forth herein may result in monetary fines, as set forth in the Authority’s Regulations for the first and second violation. Any subsequent violation may result in the suspension of the applicable activity permit issued to Operator. If violations continue, the associated permit may be permanently revoked thereby removing any right of the Operator to conduct the Activities granted under the permit. Operator may also be subject to further penalty and/or enforcement in accordance with the Authority’s Regulations.

(c) Furthermore, failure to comply may also result in the termination of other agreements between the Operator and the Authority.

(7) Notices, Request for Approval, Applications, and Other Filings: Any notice, demand, request, consent or approval that an entity may or is required to give to the Authority shall be in writing, and shall be either personally delivered or sent by overnight delivery Adopted: February 21, 2007 Page 800-2 Revisions: None

to:

Executive Director Louisville Regional Airport Authority 700 Administration Drive Louisville, KY 40209

or sent by the US Postal Service, first class mail, postage prepaid, addressed as follows:

Executive Director Louisville Regional Airport Authority P.O. Box 9129 Louisville, KY 40209-0129

802 DEFINITIONS

A. Definitions: Definitions for the purposes of this Chapter 800.

(1) Aeronautical Activity - any Activity or service that involves, makes possible, facilitates, is related to, assists in, or is required for the operation of Aircraft or another Aeronautical Activity, or which contributes to or is required for the safety of such operations. The following Activities, without limitation, which are commonly conducted on airports, are considered Aeronautical Activities within this definition: Aircraft charter and management, pilot training, Aircraft rental, sightseeing, aerial photography, aerial spraying and agricultural aviation services, aerial advertising, aerial surveying, air carrier operations (passenger and cargo), Aircraft sales and service, sale of aviation fuel and oil, Aircraft Maintenance, sale of Aircraft parts, and any other Activities, which because of their direction relationship to the operation of Aircraft or the Airport, can appropriately be regarded as an Aeronautical Activity. For the purposes of these Minimum Standards, all products and services described herein are deemed to be Aeronautical Activities.

(2) Agency - any federal, state, or local governmental entity, unit, agency, organization, or authority.

(3) Aircraft - any apparatus now known or hereafter designed, invented or used for navigation or flight in the air, except a parachute or other apparatus used primarily as safety Equipment. This includes, but is not limited to, airplanes, airships, balloons, dirigibles, rockets, helicopters, gliders, gyrocopters, ground-effect machines, sailplanes, amphibians, or seaplanes.

(4) Aircraft Charter Operator – is a Commercial Operator providing on-demand air transportation services (common carriage) for person or property (as defined in 14 CFR Part 135) or operates in private carriage under 14 CFR Part 125.

(5) Aircraft Maintenance Operator – is a Commercial Operator engaged in providing Aircraft (airframe and power plant) Maintenance (as defined in 14 CFR Part 43) for Aircraft other than those owned, leased, and/or operated by (an under the full and exclusive control of) Operator which includes the sale of Aircraft parts and accessories.

(6) Aircraft Manufacturing/Final Assembly - is a Commercial Operator in the business of designing, fabricating, and assembling aircraft for mass production.

(7) Aircraft Operator - A person who uses, causes to be used, or authorizes to be used an Aircraft, with or without the right of legal control (as owner, lessee, or otherwise), for the purpose of air navigation including the piloting of Aircraft, or on any part of the surface of the Airport. Adopted: February 21, 2007 Page 800-3 Revisions: None

(8) Aircraft Rental Operator - is a Commercial Operator engaged in the rental of Aircraft to the public to include any necessary competency checks, check rides and/or transition training associated with Aircraft Rental activities.

(9) Aircraft Sales Operator - is a Commercial Operator engaged in the sale of two or more new and/or used Aircraft during a 12-month period.

(10) Airframe and Power plant Mechanic – an individual, certificated by the FAA, that performs and/or supervises the maintenance, preventative maintenance or alteration of an Aircraft or appliance, or a part thereof, for which they are rated, and may perform additional duties in accordance with certain regulatory measures.

(11) Airport - the Airport owned by Louisville Regional Airport Authority (Bowman Field) and all of the property, buildings, facilities and Improvements within the exterior boundaries of such Airport as now exists on the Airport Layout Plan, or as it may hereinafter be extended, enlarged or modified.

(12) Airport Assurances - those contractual obligations that are described by law in 49 U.S.C. 47107 and are undertaken by a public airport sponsor as a condition of receipt of federal airport development grants or federal surplus property.

(13) Airport Layout Plan (ALP) - a graphic presentation to scale of existing and ultimate Airport facilities, their location on the Airport and the pertinent clearance and dimensional information required to show relationships with applicable standards.

(14) Airport Operations Area (AOA) - the portions of the Airport for Aircraft and related operations, and shall include Aircraft runways, taxiways, ramps, aprons, parking spaces and areas directly associated therewith. The AOA shall include any portion of the Airport required to be enclosed by security fencing or otherwise secured under Transportation Security Administration Regulations, FAA Regulations and/or other applicable regulations.

(15) Airport Security Plan - a document required by the Transportation Security Administration (“TSA”) detailing the Airport’s requirements as contained in the applicable security regulations.

(16) Authority - the Louisville Regional Airport Authority, a body politic and corporate, authorized by Kentucky statutes. The responsibilities of the Authority are carried out by the Members of the Board, and may be delegated by it to the Executive Director.

(17) Avgas – aviation gasoline commonly utilized in piston powered Aircraft.

(18) Avionics/ Instrument Maintenance operator - is a Commercial Operator engaged in the business of maintenance, alteration, or sale of one or more of the items described in 14 CFR Part 43, Appendix A (e.g., Aircraft radios, electrical systems, or instruments).

(19) Based Aircraft - any Aircraft utilizing the Airport as a base of operation and is registered at the Airport with an assigned tie-down or hangar space on the Airport which has direct Taxiway access to the Airport.

(20) Building/Facility Lease – a conveyance of real property rights for occupancy or use of land and Improvements as expressed in a written agreement.

(21) CFR – Code of Federal Regulations, as may be amended from time to time.

Adopted: February 21, 2007 Page 800-4 Revisions: None

(22) Commercial Activity - includes all types of vocations, occupations, professions, enterprises, establishments, and all other types of Activities and matters, together with all devices, machines, Vehicles, and Equipment used therein, any of which are conducted, used, or carried on for the purpose of earning, in whole or in part, a profit or livelihood, whether or not a profit or livelihood actually is earned thereby. Business, professions, and trades shall include, without being limited thereto, trades and occupations of all and every type of calling carried on within the Airport boundaries (as indicated on the ALP): salesmen, brokers, retailers, wholesalers, vendors, suppliers, peddlers, professions and any other type of endeavor within the Airport boundaries for the purpose of earning a livelihood or profit in whole or in part whether paid for in money, goods, labor, or otherwise, and whether or not the business, profession or trade has a fixed place of business on the Airport.

(23) Commercial Aeronautical Activity - any Aeronautical Activity provided in a Commercial Activity manner commonly conducted on the Airport by a person or entity that has a lease, license, or permit from the Authority to provide such service.

(24) Commercial Hangar Operator – an entity engaged in the lease or sale of conventional hangars and/or T-hangars for the storage of Aircraft; and as further outlined in Airport Regulations.

(25) Commercial Self-Service Fueling – the fueling of an Aircraft by the pilot of that Aircraft, using Fuel pumps installed by an FBO or the Authority specifically for that purpose. The fueling facility may or may not be attended by the FBO owner/operator of such a facility. The use of this type of facility is commercial in nature and is not to be considered to be Self-Service (as defined herein).

(26) Compensation - any form of reimbursement for goods or services such as, but not limited to, monetary, barter, favors, gratuity.

(27) Contiguous Land - land that is sharing an edge or boundary or is separated by no more than a Taxilane or Taxiway.

(28) Co-operative (Co-op) Fueling – fueling operation conducted jointly or cooperatively by members of an organization formed by several Aircraft owners, air carriers or flight departments or by two or more entities pursuant to contract or other arrangement between the parties.

(29) Department of Transportation (or “DOT) - the Cabinet department of the United States government concerned with transport. It was established by an act of Congress on October 15, 1966 and began operation on April 1, 1967. It is administered by the United States Secretary of Transportation.

(30) Employee(s) – any individual employed by an entity where by said entity collects and pays all associated taxes on behalf of Employee (i.e., social security and Medicare). The determination of status between “employee” and “contractor” shall be made according to then current Internal Revenue Service standards.

(31) Equipment - all property and machinery, together with the necessary supplies, tools, and apparatus necessary for the proper conduct of the Activity being performed.

(32) Executive Director - that person designated by the Members of the Board as the Authority’s chief executive officer. A representative or representatives may, from time to time, be designated by the Executive Director to act in his place, in which case the term Executive Director as used herein shall also refer to such representative(s).

Adopted: February 21, 2007 Page 800-5 Revisions: None

(33) FAA - Federal Aviation Administration - the division within the Department of Transportation of the United States government that has the responsibility of promoting safety in the air, by both regulation and education.

(34) FBO (Fixed Base Operator) - is a Commercial Operator engaged in the sale of products and services and the rental or leasing of facilities to include, at a minimum, the following Activities at the Airport: Aircraft fueling (both Jet Fuel and Avgas) and lubricants; Aircraft line (ground) services and support; Aircraft parking (including tie-down) and hangar; Aircraft maintenance; Aircraft charter; Aircraft flight instruction; and Miscellaneous customer services/amenities.

(35) Flying Club - a nonprofit association, partnership or Kentucky corporation owning or leasing Aircraft based at the Airport, in which organization each club member is a bona fide part owner of the Aircraft or a share, but not more than one share, in the organization. The Club may not derive greater revenue from the use of its Aircraft than the amount necessary for the operation, maintenance and depreciation of such Aircraft, and must, in order to qualify as an Aviation Club under these Minimum Standards, provide the Executive Director with a copy of the Club Charter, By-Laws or other Club rules of membership and shall provide a current list of Club members and Club Aircraft, if any, which shall be updated promptly as changes occur.

(36) Fuel - any substance (solid, liquid, or gaseous) used to operate any engine in Aircraft, Vehicles, or Equipment.

(37) Fueling Operations - the dispensing of aviation Fuel into Aircraft, Fuel storage tanks or fueling Vehicles.

(38) Grant Assurance - a provision contained in a federal or state grant agreement to which the recipient of federal or state airport development assistance has voluntarily agreed to comply in consideration of the assistance provided.

(39) Grantee - as used in various license, lease, or contract agreements, the party who has been granted certain rights by the Authority.

(40) Grantor - as used in various license, lease, or contract agreements, the Authority.

(41) General Aviation – all aviation with exception of air carriers (including passenger and cargo) and government. General Aviation Aircraft are utilized for Commercial and Non- commercial purposes including business, corporate, recreational/pleasure, charter/air taxi, industrial/special purpose, and instructional.

(42) Improvements - all buildings, structures, additions, and facilities including pavement (asphalt or concrete), concrete, fencing, lighting, and landscaping constructed, installed, or placed on, under, or above any land on the Airport.

(43) Independent Operator - an entity engaging in Commercial Aeronautical Activities at the Airport without a business presence (place of business) at the Airport.

(44) Jet Fuel - fuel commonly utilized in Turboprop and Turbojet Aircraft.

(45) Land Leases – lease of Authority owned land (with or without airfield access) where tenant constructs a building or makes Improvements.

Adopted: February 21, 2007 Page 800-6 Revisions: None

(46) Landside - all areas of the Airport outside of the AOA.

(47) Large Aircraft - an Aircraft of more than 12,500 pounds maximum certified takeoff weight.

(48) Leased Aircraft - (pertaining to the lease of Aircraft by an entity conducting an Aeronautical Activity) a long-term written agreement established on a minimum basis of six months wherein the Lessee shall have full control over the scheduling and use of the Aircraft.

(49) Leased Premises - the land and/or Improvements used exclusively under Agreement by Operator for the conduct of Operator's Activities.

(50) Lessee - an entity that has entered into an Agreement with the Authority to occupy, use, and/or develop land and/or Improvements and engage in Aeronautical Activities.

(51) Master Plan - an assembly of appropriate documents and drawings covering the development of the Airport from a physical, economical, social, and political jurisdictional perspective and adopted by the Authority, a copy of which is on file and available for inspection in the Executive Director’s office, and any amendments, modifications, revisions, or substitutions thereof. The Airport Layout Plan (ALP) is a part of the Master Plan.

(52) Minimum Standards - the qualifications, standards, or criteria, which may be established by an airport owner as the minimum requirements to be met as a condition for the right to engage in Aeronautical Activities at an airport, as may be amended from time to time.

(53) National Fire Protection Association (or “NFPA”) - all codes, standards, rules, and regulations contained in the Standards of the National Fire Protection Association, as may be amended from time to time, and are incorporated herein by reference.

(54) Non-Commercial – not for the purpose of securing earnings, income, compensation, reimbursement (including exchange of service) and/or profit.

(55) Operator - any FBO, SASO, and/or any entity subject to the standards set forth herein.

(56) Owner - any individual, firm, partnership, corporation, company, association, entity, and any trustee, receiver, assignee or similar representative thereof that owns or leases an Aircraft.

(57) Permit - for the purpose of these standards, a conveyance of personal rights (not real property) under the Authority’s police powers to ensure minimum standards of health/safety for occupancy or use of property, or permission to engage in an Activity.

(58) Person - an individual, firm, partnership, corporation, company, association, entity and any trustee, receiver, assignee or similar representative thereof.

(59) Ramp (Apron) – an area of the Airport within the AOA designated for the loading, unloading, servicing, or parking of Aircraft.

(60) Ramp Privilege – the authorized driving of a Vehicle upon an Aircraft-parking ramp on the AOA of the Airport to deliver persons, cargo or Equipment to an Aircraft as a matter of convenience or necessity.

(61) Refueling Vehicle - any Vehicle used for the transporting, handling or dispensing of Fuels, oils, and lubricants. Adopted: February 21, 2007 Page 800-7 Revisions: None

(62) Regulatory Measures - Federal, state, county, local, and Airport, laws, codes, ordinances, policies, rules, and regulations, including, without limitation, those of the United States Department of Transportation, the FAA, TSA, EPA, NFPA, the Airport Certification Manual (ACM), and these Minimum Standards; all as may be in existence, hereafter enacted, and amended from time to time.

(63) Repair Station - a certificated Aircraft Maintenance facility approved by the FAA to perform specific maintenance functions. These facilities are certificated under 14 CFR Part 145.

(64) SASO (Specialized Aeronautical Service Operator) - is a Commercial Operator that engages in any one or a combination of the following Aeronautical Activities, as authorized (permitted) by the Authority: aircraft maintenance and repair service; avionics, instrument, and/or propeller maintenance, repair, or overhaul service; aircraft rental/flight training; aircraft sales; aircraft charter, air taxi, air ambulance, or management; commercial hangar operator; or other Commercial Aeronautical Activities including, but not limited to, limited aircraft services and support, miscellaneous commercial services and support, and air transportation services for hire.

(65) Self-Fueling - (or Self-Service Fueling Operator) Self-fueling means the fueling of an aircraft by the owner of the aircraft with his or her own employees and using his or her own equipment. Self-fueling cannot be contracted out to another party. Self-fueling implies using fuel obtained by the aircraft owner from the source of his/her preference. Co-op Fueling is not considered to be a self-fueler.

(66) Self-Service - in addition to self-fueling, other self-service activities that can be performed by the aircraft owner with his or her own employees includes activities such as maintaining, repairing, cleaning, and otherwise providing service to an owned aircraft, provided the service is performed by the aircraft owner or his/her employees with resources supplied by the aircraft owner in accordance with all applicable Regulatory Measures including, but not limited to, these Minimum Standards and the Airport’s Rules and Regulations.

(67) Small Aircraft - an Aircraft of 12,500 pounds or less maximum certified take-off weight.

(68) Sublease - an Agreement entered into by an entity with an Operator or Lessee that transfers rights or interests in the Operator’s or Lessee’s Leased Premises and is enforceable by law.

(69) Sublessee - an entity that has entered into a sublease with an Operator or Lessee who is authorized to engage in Commercial Aeronautical Activities at the Airport.

(70) Sublicense - a license (a special privilege or permission) granted by a licensee of the Authority giving rights of products or services to another party that is not the primary holder of such rights.

(71) Taxilane - the portion of the Aircraft parking area used for access between Taxiways and Aprons and not under ATC control.

(72) Taxiway - a defined path, usually paved, over which Aircraft can taxi from one part of an airport to another (excluding the runway) and is under ATC control.

(73) Through-the-Fence - the right to have direct access to the Airport from private property located contiguous to the Airport. Through-the-fence Operators, while being located off Airport property, have access to the Airport’s runway and Taxiway system. Adopted: February 21, 2007 Page 800-8 Revisions: None

(74) Tiedown - an area paved or unpaved suitable for parking and mooring of Aircraft wherein suitable Tiedown points and Equipment (to facilitate Aircraft tiedown) are located.

(75) Transient Aircraft - any Aircraft utilizing the Airport for occasional transient purposes and is not based at Airport.

(76) Transportation Security Administration (or “TSA”) - the U.S. Federal agency established in 2001 to safeguard United States transportation systems and ensure secure air travel.

(77) Vehicle - any device that is capable of moving itself, or being moved, from place to place upon wheels; but does not include any device designed to be moved by human muscular power or designed to move primarily through the air.

803 GENERAL REQUIREMENTS

A. All Operators engaging in Aeronautical Activities at the Airport shall meet or exceed the requirements of Section 803 as well as the minimum standards applicable to the Operator’s activities, as set forth in subsequent sections.

(1) Experience/Capability: Any prospective Operator shall demonstrate to the satisfaction of the Authority that it is capable of consistently providing the proposed products, services, and/or facilities in a safe, secure, efficient, prompt, courteous, and professional manner to aviation consumers in all segments of the market for a fair and reasonable price. This would include, but would not necessarily be limited to, demonstrating that the Operator’s aviation/business background is appropriate for the proposed Activities, that the Operator has relevant (aviation/business) experience, that the Operator is qualified to engage in the proposed Activities, and that the Operator has the resources (including, but not limited to, the financial capacity) to realize its business objectives. Appendix 1 – Application/Proposal Requirements shall be completed by Operator and submitted to the Authority.

(2) Agreement Required: No entity shall be permitted to occupy or use Airport land or Improvements and engage in any Commercial Aeronautical Activity or solicit business in connection with any Commercial Aeronautical Activity unless such Activity is conducted in accordance with these Minimum Standards, as may be amended, from time to time, by the Authority; and unless the entity has a valid written lease, sublease, contract, permit or operating agreement (Agreement) with the Authority allowing the conduct of such specifically authorized Activities at the Airport. In the event of a conflict between such Agreement and these Minimum Standards or any applicable Regulatory Measure, the strictest measure or standard shall govern.

(3) Payments of Rents, Fees, and Charges: Operator shall pay all rents, fees, and other charges associated with each Commercial Aeronautical Activity as stipulated in the Authority’s Regulations and/or as otherwise specified in a written Agreement.

(4) Leased Premises:

(a) Operator shall, at a minimum, lease or sublease the land and/or Improvements (or construct the Improvements) stipulated for the Activity in these Minimum Standards. When more than one Activity is conducted at the Airport, the minimum standards shall be established by the Executive Director.

(b) Depending upon the nature of the combined Activities, the minimum standards shall not be:

Adopted: February 21, 2007 Page 800-9 Revisions: None

(i) less than the highest standard for each element (e.g., land, ramp, building/facility, hangar, parking, etc) within the combined Activities; or

(ii) greater than the cumulative standards for all of the combined Activities proposed.

(c) All Commercial and Non-commercial Activities must be conducted on the Airport. Through-the-Fence Operations will not be permitted. Leased Premises used for Commercial Aeronautical Activities that require public access shall have direct airside and landside access.

(d) Ramps/Paved Tie-Downs (if required) shall be sufficient, in size and weight bearing capacity, to accommodate the movement, staging and parking of Operator’s, Operator’s sub-lessee’s or sub-licensee’s, and customer’s Aircraft without interfering with the movement of Aircraft in and out of other facilities and Aircraft operating in taxilanes or taxiways.

(e) Ramps associated with hangars shall be sufficient, in size and weight bearing capacity, to accommodate the movement of Aircraft into and out of the hangar, staging, and parking of customer and/or Operator Aircraft without interfering with the movement of Aircraft in and out of other facilities and Aircraft operating on taxilanes or taxiways, whichever is greater.

(f) Paved Automobile Parking shall be sufficient, in size and weight bearing capacity, to accommodate all of the Operator’s, Operator’s sub-lessee’s or sub- licensee’s (if applicable) customers, employees, visitors, vendors, and suppliers on a daily basis. Paved automobile parking shall be on Operator’s Leased Premises and located in close proximity to the Operator’s primary facility. On- street automobile parking is not allowed.

(5) Products, Services and Facilities:

(a) In addition to those products, services, and facilities specifically identified and required in Section 804 - Fixed Base Operator, an FBO may engage in any Activity or Activities, as long as the applicable standards specified herein are met.

(b) A Specialized Aeronautical Service Operator (SASO) may engage in any of the permissible Aeronautical Activities identified for a SASO in Section 805 – Specialized Aeronautical Service Operator.

(c) Operators are expected to:

(i) provide products, services, and facilities on a reasonable and not unjustly discriminatory basis to aviation consumers in all segments of the market;

(ii) charge reasonable and not unjustly discriminatory prices (while being allowed to make reasonable discounts, rebates, or other similar types of price reductions to volume purchasers); and

(iii) consistently conduct Activities in a safe, efficient, secure, prompt, courteous, and professional manner consistent with the degree of care Adopted: February 21, 2007 Page 800-10 Revisions: None

and skill exercised by experienced operators conducting comparable Activities at comparable airports in similar or like markets.

(6) Exclusive Rights: No entity shall be granted an exclusive right to engage in any Commercial Aeronautical Activity on the Airport.

(7) Non-Discrimination: Operator agrees to abide by those certain covenants and assurances required or recommended by the FAA, TSA, United States Department of Transportation (USDOT) or by Federal, Kentucky, or local statute. In the event of a breach of any such covenant, the Authority shall have the right to terminate any Agreement and to reenter and repossess any land and/or Improvements thereon, and hold the same as if said Agreement had never been made or issued. It is further understood and agreed that the Authority shall have the right to take such action as the federal, Kentucky, or local government may lawfully direct to enforce this obligation. In the event future covenants and/or assurances are required of the Authority by the USDOT, FAA or TSA, federal, Kentucky, or local statues which are applicable to an Agreement, Operator agrees that it will comply with the provisions thereof so long as the Agreement is in effect. Operator shall not discriminate against any person or class or persons by reason of race, creed, color, national origin, sex, age, or physical handicap in providing any products or services or in the use of any of its facilities provided for the public, or in any manner prohibited by applicable Regulatory Measures including without limitation Part 21 of the Rules and Regulations of the office of the Secretary of Transportation effectuating Title VI of the Civil Rights Act of 1964, as amended or reenacted.

(8) Licenses, Permits, Certifications, and Ratings: Operator shall obtain and maintain, at its sole cost and expense, and post (display in a prominent location) all applicable licenses, permits, certifications and/or ratings required by any duly authorized Agency for the Activities being conducted by Operator and shall, upon request, provide copies to the Authority within ten business days.

(9) Personnel:

(a) The person managing the Operator’s Activity(ies) shall demonstrate experience managing a comparable Activity(ies).

(b) For each Activity being conducted by the Operator, Operator shall have in its employ, on duty, on the Leased Premises or readily available, during hours of Activity, properly trained, fully qualified, and certified (as applicable or required) personnel in such numbers as are required to meet these Minimum Standards and the reasonable demands of the aviation public in a safe, secure, efficient, prompt, courteous, and professional manner. Such personnel shall be qualified and current in the function (position) for which they are employed. At least one employee must be present and available to meet, greet, and serve customers.

(c) Operator shall control the conduct, demeanor, and appearance of their employees. It shall be the responsibility of the Operator to maintain close supervision over Operator’s employees to ensure that a high quality products, services, and facilities are consistently being provided in the manner described above.

(d) Operator shall have a responsible person on the Leased Premises to supervise Activities and such person shall be qualified and authorized to represent and act for and on behalf of Operator during all hours of Activities with respect to the method, manner, and conduct of the Operator and Operator’s Activities. When such person is not on the Leased Premises, such individual shall be immediately Adopted: February 21, 2007 Page 800-11 Revisions: None

available by telephone or pager.

(10) Aircraft, Vehicles, and Equipment: All required Aircraft, Vehicles, and Equipment must be fully operational, functional, and available at all times and capable of providing all required products and services. Aircraft, Vehicles, and Equipment can be temporarily unavailable (out-of-service) for inspections and maintenance (routine and/or emergency) so long as appropriate measures are taken to return the Aircraft, Vehicle, or Equipment to service as soon as possible; however, Operator shall have at least one required Aircraft, Vehicle, or Equipment in a fully operational and functional condition available at all times and capable of providing all required products and services.

(11) Hours of Activity: Hours of activity shall be clearly posted in public view using appropriate and professional signage approved in advance, and in writing, by the Executive Director.

(12) Safety and Security: The Authority has overall responsibility for safety and security at the Airport as described in 14 CFR Part 139 and 49 CFR Part 1542. Standards and procedures for meeting these requirements are defined in the Airport Certification Manual and the Airport Security Program. These standards and procedures may apply to Operator’s Activities.

(13) Fines and Penalties: Failure by Operators to comply with these Minimum Standards may result in fines and penalties, as set forth in the Authority Regulations, including the suspension of authorized Activities on the Airport or revocation of permission to engage in such Activities at the Airport until such time as these Minimum Standards are met. Furthermore said failure to comply may also result in the termination of any Agreement between the Operator and the Board. Operator shall obey all rules and regulations promulgated, from time to time, by federal, Kentucky or local government, and the Authority governing the conduct and operation of the Airport and its facilities. The Authority agrees that any rules and regulations promulgated by the Authority shall be consistent with any legally authorized federal, Kentucky, or local government rules or regulations. In the event the Authority is assessed and pays a fine resulting from an act, error, or omission of Operator, its employees, agents, and invitees, in violation of this Section, Operator shall reimburse the Authority for such payment within 30 days of the Authority providing such notice of payment.

(14) Indemnification and Insurance: All existing and prospective Operators shall acquire and maintain, to the Authority's satisfaction, the insurance coverages stipulated in Operator’s Agreement or these Minimum Standards, whichever is greater. The Authority shall be named additional insured (when applicable), and Operator shall furnish a current certificate of insurance with a provision of 30 days notice of cancellation. Operator shall protect, defend, and hold the Authority, its Board, directors, officers, employees, agents, contractors, licensees or invitees completely harmless from and against liabilities, losses, suits, claims, judgments, fines or demands arising by reason of injury or death of any person or damage to any property, including all reasonable costs for investigation and defense thereof (including, but not limited to, attorneys’ fees, court costs, and expert fees), of any nature whatsoever arising out of or incident to an Agreement and/or the use or occupancy of the Leased Premises by Operator, the Activities of Operator, or the acts, errors, or omissions of Operator, its officers, agents, employees, contractors, subcontractors, licensees, or invitees, regardless of where the injury, death, or damage may occur, except to the extent such injury, death or damage is caused by the act, error, or omission of the Authority, its Board, directors, officers, employees, agents, contractors, licensees or invitees. Authority shall give to Operator reasonable notice of any such claims or actions.

(15) Taxes and Assessments: Operator shall, at its sole cost and expense, pay all taxes, fees, Adopted: February 21, 2007 Page 800-12 Revisions: None

and other charges that may be levied, assessed, or charged by any duly authorized Agency associated with Operator’s Leased Premises (land and/or Improvements), Operator’s Improvements on the Leased Premises, and/or Operator’s Activities.

(16) New Activities: Aeronautical Activities may be proposed that do not fall within the categories designated herein. In any such cases, appropriate minimum standards shall be developed, at such time, on a case-by-case basis, for such Activities and/or incorporated into Operator’s Agreement.

(17) Existing Agreements: It is understood that existing Agreements between the Authority and existing Operators supersede these Minimum Standards. Existing Operators, however, are requested to comply with the standards set forth herein that are not specifically addressed in the Operator’s current (valid) Agreement. All entities will become subject to the then current Minimum Standards immediately following the expiration, early termination, and/or any modification to an existing Agreement through amendment, addendum, exercising a lease option, extension, renewal, or other means.

(18) Sublicense and Sublease Activity: All Sublicense/Sublease Agreements require the prior written approval of the Authority.

(19) Environmental: Operator shall at all times and in all respects comply with federal, Kentucky, or local laws, ordinances, regulations, and orders relating to environmental protection, industrial hygiene, or the use, generation, manufacture, storage, disposal, or transportation of Hazardous Materials on, about, or from the Airport.

(20) Spill Plan: Operators using or selling Fuel, chemicals, or other products considered by federal, Kentucky, or local authorities to be pollutants or hazardous shall provide a Fuel and/or chemical spill plan for approval by the Executive Director and appropriate environmental agencies prior to Operator’s use/sale of such products.

804 FIXED BASE OPERATOR

A. Definition:

(1) A Fixed Base Operator (FBO) is a Commercial Operator engaged in the sale of products and services and the rental or leasing of facilities to include, at a minimum, the following Activities at the Airport:

(a) Aircraft fueling (both Jet Fuel and Avgas) and lubricants;

(b) Aircraft line (ground) services and support;

(c) Aircraft parking (including tie-down) and hangar;

(d) Aircraft maintenance;

(e) Aircraft charter;

(f) Aircraft flight instruction; and

(g) Miscellaneous customer services/amenities.

(2) In addition to the General Requirements as described in Section 803, FBO shall comply with the following minimum standards set forth in this Section 804.

(3) An FBO may engage in any SASO Activity not all ready required above. An FBO may Adopted: February 21, 2007 Page 800-13 Revisions: None

Sublicense any required aviation services to a SASO (i.e., a SASO can fulfill any of the mandatory requirements of an FBO) with the exception of fueling, line (ground) services and support, parking and hangar (which shall be provided by the FBO’s Employees using the FBO’s Vehicles, Equipment, and resources), provided that the Sublicense and/or Sublease Agreement is approved in writing in advance by the Authority. SASOs must meet all applicable requirements for the Sublicense operation. SASOs can sublease space from an FBO in order to meet minimum standards as long as the FBO meets the Leased Premises requirement for an FBO and the SASO Activity.

B. Leased Premises:

(1) Leased Premises at Bowman Field:

(a) Ground: 304,920 SF or 7.0 Acres

(b) Ramp: 174,240 SF or 4.0 Acres

(c) Building/Facility: 6,000 SF

(i) Maintenance & Parts Storage: 2,000 SF

(ii) Administration & Customer Support: 4,000 SF

(d) Hangar: 24,000 SF

(e) Parking: 7,500 SF or 30 Spaces.

(2) The minimum ground area shall be contiguous although the FBO may be permitted to have additional non-contiguous land (beyond the minimum ground area) for its operations.

(3) Ramp area shall provide adequate paved transient Aircraft parking having the weight- bearing capacity to accommodate the largest Aircraft type typically handled or serviced by FBO. Ramp area shall include adequate space to accommodate the number, type, and size of based and transient Aircraft requiring tie-down space at the Operator’s Leased Premises, but no less than 30 paved tie-down spaces.

(4) Building/facility area shall include adequate space for a public waiting area (customer lounge) of a size commensurate with the type and scope of the operations; restrooms, public use telephone; and an administrative area having adequate and dedicated space for employee offices, work areas, and storage.

(5) Leased Premises shall include a pilot lounge and flight planning area with appropriate seating, work areas, communication facilities and Equipment, directories, and all other items necessary for complete flight planning. These areas shall be separate from other public areas.

C. Fuel Storage:

(1) FBO shall demonstrate that satisfactory arrangements have been made with a recognized aviation petroleum distributor for delivery of Fuel in such quantities as are necessary to meet the requirements set forth herein.

(2) FBO shall have a fixed Fuel storage system (in a location designated by the Authority), containing safety fixtures, and filtration systems to ensure Fuel quality in accordance with applicable standards. Above ground storage tanks shall be built, installed, operated Adopted: February 21, 2007 Page 800-14 Revisions: None

and maintained in accordance with all federal, Kentucky and local regulations. Underground storage tanks are prohibited.

(3) The system shall have at least 20,000 gallons of storage for each type of Fuel the FBO is required to provide. The storage system must include adequate Fuel spill prevention features and containment capabilities together with an approved fuel Spill Prevention Countermeasures and Control Plan that must be submitted to the Authority (at least 30 days prior to commencing operations) and kept current by the Operator.

(4) FBO shall provide for the lawful and sanitary handling and timely disposal, away from the Airport, of all solid waste, regulated waste, and other materials including, but not limited to, used oil, solvents and other regulated waste. FBO shall provide monthly fuel reports identifying the total gallons of Fuel delivered by type and category, to the Authority.

D. Fueling Equipment: FBO shall have mobile refueling Vehicles (Refuelers), designed and built specifically for the purpose of fueling Aircraft, self-propelled, properly marked/labeled with type of Fuel being carried/dispensed, equipped with an accurate metering device, and having separate dispensing pump for each grade of Fuel being carried/dispensed. FBO shall have at least one Refueler for Avgas having a minimum 500 gallon capacity and at least one Refueler for Jet Fuel having a minimum 1,500-gallon capacity and “over-the-wing” and “single point” fueling capability. All Refuelers shall have “bottom loading” capabilities as well. If Operator elects to maintain the minimum Refuelers required as set forth in this Section 804, Operator must be able to provide interim service through either a back up Refueler or a written operating agreement with another FBO on the Airport while Operator’s equipment is out of service.

E. Other Equipment: FBO shall provide tie down facilities and Equipment including ropes, chains and other types of restraining devices (e.g., wheel chocks); adequate loading, unloading and towing Equipment (a least one tug and a variety of towbars) to safely and efficiently move Aircraft as necessary; Equipment for repairing and inflating Aircraft tires, servicing oleo struts, changing oil, washing Aircraft and Aircraft windows and recharging or energizing discharged Aircraft batteries and starters; oxygen and nitrogen; Equipment to clean the interior and exterior of Aircraft; telephones and radios to contact to service personnel; tools, jacks, ground power units, lavatory service cart, and crew/courtesy Vehicles. All equipment shall be able to service and/or support the Aircraft normally frequently the Airport.

F. Personnel:

(1) Personnel, while on duty, shall be clean, neat in appearance, courteous, and at all times, properly uniformed. Uniforms shall identify the name of the FBO and the employee and shall be clean, neat, professional, and properly maintained at all times. Management and administrative personnel shall not be required to be uniformed.

(2) FBO shall have at least one properly trained and fully qualified Employee during hours of Activity to provide fueling, line (ground) services and support, parking, tie-down, and hangar. FBO shall have at least one properly trained and fully qualified Employee during hours of activity (except from 10:00 p.m. to 6:00 a.m.) to provide customer service and support. FBO shall have at least one properly trained and fully qualified Airframe and Powerplant Mechanic during hours of activity.

(3) All personnel engaged in fueling operations shall be fully instructed and trained in proper fueling procedures as required by NFPA, Advisory Circulars, EPA, any other federal, Kentucky, or local authority (and any other applicable) standards.

G. Hours of Activity:

Adopted: February 21, 2007 Page 800-15 Revisions: None

(1) FBO shall make provisions for its Leased Premises to be open from 8:00 a.m. to 5:00 p.m., seven days a week, including holidays, for all Activities other than fueling, line (ground) services and support, parking, tie-down, and hangar.

(2) Fueling, line (ground) services and support, parking, tie-down, and hangar shall be available from 6:00 a.m. to 10:00 p.m., local time, seven days a week, including holidays, at any other time when the Air Traffic Control Tower is operational, and available all other times (after hours), on-call, with a response time not to exceed 60 minutes.

(3) Aircraft recovery (removal) services shall be provided within 30 minutes of notification that such services are required.

(4) The Authority reserves the right to require that facilities be open and staffed during other times (beyond the minimum required hours) based on public benefit and/or need.

H. Aircraft Removal: FBO shall provide appropriate recovery services and Equipment necessary to promptly remove disabled Aircraft, with a gross landing weight of 30,000 lbs or less, from the airfield on request by the Authority or the owner or operator of the disabled Aircraft.

I. Charter Services: FBO shall provide multiengine IFR charter service as a 14 CFR Part 135 air carrier.

J. Flight Instruction: The FBO shall provide primary and advanced flight and ground instruction.

K. Miscellaneous Customer Service: The FBO shall provide the following customer services:

(1) services to facilitate airborne customer requests;

(2) a discrete vending area within the FBO Leased Premises with the availability of both hot and cold beverages and prepacked snacks;

(3) discrete flight planning area properly equipped with desks, chairs, and appropriate wall charts, AIM, NOTAM’s board, a direct telephone line to LOU-AFSS and a monitor for the Bowman ATIS;

(4) conveniently located public pay and credit card only telephones;

(5) a retail sales counter adequately stocked with current charts, flight planning aids and miscellaneous small flight aid and comfort accessories;

(6) a convenient, comfortably furnished, public waiting area (customer lounge), with adjoining restroom facilities;

(7) rental car availability upon one (1) hour prior request;

(8) aviation grade in-flight oxygen refills upon 24-hour prior request;

(9) acceptance of one or more national bank and/or oil company credit cards for fueling, line and related services; and

(10) at least one dedicated courtesy Vehicle.

L. Optional Services:

(1) Dealership: The FBO may maintain a national airframe dealership and may provide both new and used Aircraft sales as part of its national airframe dealership obligation. In Adopted: February 21, 2007 Page 800-16 Revisions: None

addition, the FBO may maintain one or more national dealerships in Aircraft engines, accessories, instruments and avionics.

(2) Special Flight Services: The FBO may provide aerial sightseeing and aerial photography, provided, however, that all such services are conducted in compliance with these Minimum Standards.

(3) Flight Instruction: The FBO may provide primary and advanced flight and ground instruction.

(4) Aircraft Rental: The FBO may provide rental Aircraft.

M. Insurance: The FBO shall procure and maintain the minimum insurance stipulated in its Agreement with the Authority and/or these Minimum Standards, whichever is greater.

N. Fees: The FBO shall pay all fees associated with this Activity. All rental rates shall be at Fair Market Value (“FMV”) as required by the FAA. Current rates are listed in the Authority’s Regulations and may be changed, from time to time, by the Authority.

805 SPECIALIZED AVIATION SERVICE OPERATORS (SASO)

A. Definition: A SASO is a Commercial Operator that engages in any one or a combination of the following Aeronautical Activities, as authorized (permitted) by the Authority:

(1) Aircraft maintenance and repair service; or

(2) Avionics, instrument, and/or propeller maintenance, repair, or overhaul service; or

(3) Aircraft rental/flight training; or

(4) Aircraft sales; or

(5) Aircraft charter, air taxi, air ambulance, or management; or

(6) Commercial hangar operator; or

(7) Other Commercial Aeronautical Activities including, but not limited to, limited Aircraft services and support, miscellaneous commercial services and support, and air transportation services for hire.

B. Other: A SASO is not permitted to sell, provide (barter, trade, or exchange), or dispense Fuel (aviation or otherwise) to aviation consumers, the public, or any other entity. An FBO may Sublicense any required aviation services to a SASO (i.e., a SASO can fulfill any part of the mandatory requirements of an FBO except fueling, line (ground) services and support, parking, tie-down, and hangar) provided that the Sublicense and/or Sublease Agreement are approved in writing in advance by the Authority. SASOs must meet all applicable requirements for the Sublicense operation. SASOs can sublease space from an FBO in order to meet the SASO’s Leased Premises requirements as long as the FBO meets the FBO’s Leased Premises requirements and the Leased Premises meet the requirements for the SASO Activity.

C. Aircraft Maintenance Operator

(1) Definition:

(a) An Aircraft Maintenance Operator is a Commercial Operator engaged in providing Aircraft (airframe and powerplant) Maintenance (as defined in 14 Adopted: February 21, 2007 Page 800-17 Revisions: None

CFR Part 43) for Aircraft other than those owned, leased, and/or operated by (and under the full and exclusive control of) Operator which includes the sale of Aircraft parts and accessories. In addition to the General Requirements set forth in Section 803, Operator shall comply with the following minimum standards set forth in this Section 805.

(b) FBOs shall comply with the minimum standards set forth in Section 804 associated with Aircraft Maintenance.

(2) Leased Premises:

(a) Leased Premises at Bowman Field:

(i) Ground: 21,780 SF or 0.5 Acres

(ii) Ramp: Sized to accommodate a minimum of two aircraft and an additional tie-down for each additional 2,000 SF of hangar space.

(iii) Building/Facility: 1,000 SF

(iv) Hangar: 4,500 SF

(v) Parking: 2,500 SF or 10 Spaces.

(b) Building/facility shall include adequate space for a public waiting area (customer lounge), public use telephone and restrooms, an administrative area having adequate and dedicated space for employee offices, work areas and storage, and a maintenance area having adequate and dedicated space for employee work areas, shop areas, and storage for parts, supplies, Equipment, and tooling.

(c) Hangar area shall be at least equal to the square footage required for the type of Aircraft Maintenance being provided (as identified above) or large enough to accommodate the largest Aircraft undergoing Aircraft Maintenance (other than preventative Aircraft maintenance as defined in 14 CFR Part 43), whichever is greater.

(3) Aircraft Painting: For paint, varnish or lacquer spraying operations, the arrangement, construction, and ventilation of spraying booths, the storage of materials, disposal of hazardous waste (by products), and employee safety shall be in accordance with federal, Kentucky and local fire prevention and environmental standards.

(4) Licenses and Certification: Operator shall be properly certificated as an FAA Repair Station as defined by 14 CFR Part 145 with ratings appropriate for the services being provided. In the case of a new operation, Operator must acquire all applicable repair station certifications within six months of operation initiation.

(5) Personnel: Operator shall have at least one properly trained, fully qualified, and FAA certificated Airframe and Powerplant Mechanic (with ratings appropriate for the services being provided/work being performed) and at least one customer service representative, who shall be on duty, on the Leased Premises or readily available to the public, during the hours of Activity. Operator shall also have at least one person available who can supervise and inspect the work for which the repair station is rated.

(6) Equipment: Operator shall provide sufficient tools, Equipment, supplies and access to (availability of) parts as required for certification as an FAA Repair Station. Adopted: February 21, 2007 Page 800-18 Revisions: None

(7) Hours of Activity: Operator shall be open and services shall be available to meet the reasonable demands of the public for this activity during normal business hours (8:00 a.m. to 5:00 p.m.,) five days a week and available after hours, on-call, with a response time not to exceed 60 minutes.

(8) Insurance: Operator shall procure and maintain the minimum insurance coverages stipulated in the Operator’s agreement with the Authority or these Minimum Standards, whichever is greater.

(9) Fees: Operator shall pay all fees associated with this Activity. All rental rates shall be at Fair Market Value (“FMV”) as required by the FAA. Current rates are listed in the Authority’s Regulations and may be changed from time to time by the Authority.

D. Avionics or Instrument Maintenance Operator

(1) Definition: An Avionics or Instrument Maintenance Operator is a Commercial Operator engaged in the business of maintenance, alteration, or sale of one or more of the items described in 14 CFR Part 43, Appendix A (e.g., Aircraft radios, electrical systems, or instruments). In addition to the General Requirements set forth in Section 803, Operator shall comply with the following minimum standards set forth in this Section 805.

(2) Leased Premises:

(a) Leased Premises at Bowman Field:

(i) Ground: 21,780 SF or 0.5 Acres

(ii) Ramp: Sized to accommodate a minimum of two aircraft and an additional tie-down for each additional 2,000 SF of hangar space.

(iii) Building/Facility: 500 SF

(iv) Hangar: 4,500 SF

(v) Parking: 2,500 SF or 10 Spaces.

(b) Building/facility shall include adequate space for a public waiting area (customer lounge), public use telephone and restrooms, an administrative area having adequate and dedicated space for employee offices, work areas and storage, and a maintenance area having adequate and dedicated space for employee work areas, shop areas, and storage for parts, supplies, Equipment, and tooling.

(3) Licenses and Certification: The Operator shall be properly certified as an FAA Repair Station with ratings appropriate for the type of service being provided. In the case of a new operation, the Operator must acquire all applicable Repair Station certifications within six months of operation initiation.

(4) Personnel: Operator shall have at least one properly trained, fully qualified, and FAA certificated technician (with licenses and/or ratings appropriate for the services being provided/work being performed) on duty, on the Leased Premises or readily available to the public, during the hours of Activity.

(5) Equipment: Operator shall provide sufficient tools, Equipment, supplies, and availability of parts as required for certification by FAA as an approved Repair Station. Adopted: February 21, 2007 Page 800-19 Revisions: None

(6) Hours of Activity: Operator shall be open and services shall be available to meet the reasonable demands of the public for this Activity during normal business hours (8:00 a.m. to 5:00 p.m.), five days a week and available after hours, on-call with a response time not to exceed 60 minutes.

(7) Insurance: Operator shall procure and maintain the minimum insurance coverages stipulated in the Operator’s Agreement with the Authority or these Minimum Standards, whichever is greater.

(8) Fees: Operator shall pay all fees associated with this Activity. All rental rates shall be at Fair Market Value (“FMV”) as required by the FAA. Current rates are listed in the Authority’s Regulations and may be changed from time to time by the Authority.

E. Aircraft Rental/Flight Training Operator

(1) Definition:

(a) An Aircraft Rental Operator is a Commercial Operator engaged in the rental of Aircraft to the public to include any necessary competency checks, check rides and/or transition training associated with Aircraft Rental activities.

(b) A Flight Training Operator is a Commercial Operator engaged in providing flight instruction to the public including flight training using fixed and/or rotary wing Aircraft and providing such related ground school instruction as required for taking a written examination and flight check ride for the category or categories of pilot’s licenses and ratings involved. A person holding a current FAA flight instructor’s certificate who gives flight instruction to an owner of an Aircraft in the owner’s Aircraft (and does not provide or make flight instruction available to the public) shall not be deemed a Commercial Operator.

(c) In addition to the General Requirements set forth in Section 803, Operator shall comply with the following minimum standards set forth in this Section 805.

(2) Leased Premises:

(a) Leased Premises at Bowman Field:

(i) Ground: 21,780 SF or 0.5 Acres

(ii) Ramp: Sized to accommodate a minimum of two aircraft and an additional tie-down for each additional 2,000 SF of hangar space.

(iii) Building/Facility: 1,000 SF

(iv) Hangar: *4,000 SF *These SASO services do not require hangar facilities. If Operator elects to build a hangar, sizing to meet the Activity provided shall be required. If Operator maintains its own aircraft for the Activity provided, the hangar size, as listed above, is required.

(v) Parking: 2,500 SF or 10 Spaces.

(b) Building/facility shall include adequate space for a public waiting area (customer lounge), public use telephone and restrooms, an administrative area having adequate and dedicated space for employee offices, work areas and Adopted: February 21, 2007 Page 800-20 Revisions: None

storage, and a maintenance area having adequate and dedicated space for employee work areas, shop areas, and storage.

(3) Licenses and Certification: Operator shall meet and maintain all applicable requirements for services offered.

(4) Personnel: Operator shall have at least one properly trained, fully qualified, and FAA certificated flight instructor (with ratings appropriate for the services being provided/training being performed and current medical certification) and at least one customer service representative, who shall be on duty, on the Leased Premises or readily available to the public, during the hours of Activity. For aircraft rental, the FAA certificated flight instructor shall be able to provide competency checks, check rides, and/or transition training in (for) all Aircraft available for rental.

(5) Equipment:

(a) Operator shall have available either owned or under written lease and under full and exclusive control of Operator, at least one properly certified and continuously airworthy Aircraft capable for flight under instrument conditions.

(b) For flight training, Operators shall have, at a minimum, adequate mock-ups, still and/or motion pictures, or other training aids that are necessary to provide proper and effective ground school instruction.

(6) Hours of Activity: Operator shall be open and services shall be available to meet the reasonable demands of the public for this activity during normal business hours (8:00 a.m. to 5:00 p.m.), five days a week and available after hours by prior arrangement (appointment).

(7) Insurance:

(a) Operator shall procure and maintain minimum the insurance coverages stipulated in Operator’s Agreement with the Authority or these Minimum Standards, whichever is greater.

(b) Disclosure Requirement: Any Operator conducting Aircraft rental or Flight Training shall post a notice and incorporate within the rental and instruction agreements the coverage and limits provided to the renter or student by Operator, as well as a statement advising that additional coverage is available to such renter or student through the purchase of an individual non-ownership liability policy. Operator shall provide a copy of such notice to the Executive Director.

(8) Fees: Operator shall pay all fees associated with this Activity. All rental rates shall be at Fair Market Value (“FMV”) as required by the FAA. Current rates are listed in the Authority’s Regulations and may be changed from time to time by the Authority.

F. Aircraft Charter/Management Operator

(1) Definition:

(a) An Aircraft Charter Operator is a Commercial Operator providing on-demand air transportation services (common carriage) for person or property (as defined in 14 CFR Part 135) or operates in private carriage under 14 CFR Part 125.

(b) Aircraft Management: An Aircraft Management Operator is a Commercial Adopted: February 21, 2007 Page 800-21 Revisions: None

Operator engaged in the business of providing Aircraft management services (for Aircraft not owned by the Operator) including, but not limited to, flight scheduling and dispatching and flight crew (pilot) services to the public (and/or coordinating Aircraft fueling, line services, ground handling, Maintenance, and storage for or on behalf of the public).

(c) In addition to the General Requirements set forth in Section 803, Operator shall comply with the following minimum standards set forth in this Section 805.

(2) Leased Premises:

(a) Leased Premises at Bowman Field:

(i) Ground: 21,780 SF or 0.5 Acres

(ii) Ramp: Sized to accommodate a minimum of two aircraft and an additional tie-down for each additional 2,000 SF of hangar space.

(iii) Building/Facility: 1,000 SF

(iv) Hangar: *4,000 SF *These SASO services do not require hangar facilities. If Operator elects to build a hangar, sizing to meet the Activity provided shall be required. If Operator maintains its own aircraft for the Activity provided, the hangar size, as listed above, is required.

(v) Parking: 2,500 SF or 10 Spaces.

(b) Building/facility shall include adequate space for a public waiting area (customer lounge), public use telephone and restrooms, an administrative area having adequate and dedicated space for employee offices, work areas and storage.

(3) Licenses and Certification: Operator shall maintain the appropriate FAA certification and approvals required to meet the standards set forth in this category for Operator and any Aircraft or other Equipment utilized to engage in the Activity and shall provide copies of all required certifications and approvals to the Authority prior to engaging in the Activity and update same anytime changes are made or occur.

(4) Personnel: Operator shall have the required number of properly trained, fully qualified, and FAA certificated pilots for the aircraft being operated (with ratings appropriate for the services being provided and current medical certification) and at least one customer service representative, who shall be on duty, on the Leased Premises or readily available to the public, during the hours of Activity.

(5) Equipment: For Aircraft charter, Operator shall provide, either owned or under a written lease and under the full and exclusive control of Operator, the type, class, size and number of Aircraft intended to be used by the Operator, but not less than one certified and continuously airworthy single-engine four–place Aircraft equipped, certified for, and capable of flight under instrument flight rules (metrological) conditions.

(6) Hours of Activity: For Aircraft charter, Operator shall be open and services shall be available to meet the reasonable demands of the public for this Activity during normal business hours (8:00 a.m. to 5:00 p.m.), five days a week and available after hours, on- call with a response time not to exceed 60 minutes.

Adopted: February 21, 2007 Page 800-22 Revisions: None

(7) Insurance: Operator shall procure and maintain the minimum insurance coverages stipulated in the Operator’s agreement with the Authority or these Minimum Standards, whichever is greater.

(8) Fees: Operator shall pay all fees associated with this Activity. All rental rates shall be at Fair Market Value (“FMV”) as required by the FAA. Current rates are listed in the Authority’s Regulations and may be changed from time to time by the Authority.

G. Aircraft Sales Operator

(1) Definition:

(a) An Aircraft Sales Operator is a Commercial Operator engaged in the sale of two or more new and/or used Aircraft during a 12-month period.

(b) New Aircraft Sales: Operator shall engage in the sale of new Aircraft through franchises or licensed dealerships (if required by Kentucky or local authority) or distributorship (either on a retail or wholesale basis) of an Aircraft manufacturer; and provide such repair, services, and parts as necessary to meet any guarantee or warranty of Aircraft sold.

(c) Used Aircraft Sales: Operator shall engage in the purchase and sale of used Aircraft accomplished through various methods including Aircraft brokering, assisting a customer in the purchase or sale of an Aircraft, or purchasing used Aircraft and marketing them to potential purchasers.

(d) General: Operator shall provide necessary and satisfactory arrangements for repair and servicing of Aircraft for the duration of any sales guarantee or warranty period. Operator shall have a representative example of the Aircraft being sold available for demonstration.

(e) In addition to the General Requirements set forth in Section 803, Operator shall comply with the following minimum standards set forth in this Section 805.

(2) Leased Premises:

(a) Leased Premises at Bowman Field:

(i) Ground: 21,780 SF or 0.5 Acres

(ii) Ramp: Sized to accommodate a minimum of two aircraft and an additional tie-down for each additional 2,000 SF of hangar space.

(iii) Building/Facility: 1,000 SF

(iv) Hangar: *4,000 SF *These SASO services do not require hangar facilities. If Operator elects to build a hangar, sizing to meet the Activity provided shall be required. If Operator maintains its own aircraft for the Activity provided, the hangar size, as listed above, is required.

(v) Parking: 2,500 SF.

(b) Building/facility shall include adequate space for a public waiting area (customer lounge), public use telephone and restrooms, an administrative area having adequate and dedicated space for employee offices, work areas and Adopted: February 21, 2007 Page 800-23 Revisions: None

storage.

(3) Licenses and Certifications: Operator shall maintain all applicable licenses, certifications, and ratings for all Aircraft being offered for sale.

(4) Personnel: Operator shall have at least one properly trained, fully qualified, and FAA certificated pilot (with ratings appropriate for the aircraft being sold and current medical certification) and at least one customer service representative, who shall be on duty, on the Leased Premises or readily available to the public, during the hours of Activity. The FAA certificated pilot shall be able to provide demonstration flights in (for) all the Aircraft available for sale.

(5) Equipment: Operator shall provide an adequate inventory of spare parts for the type of new Aircraft for which sales privileges are granted.

(6) Hours of Activity: Operator shall be open and services shall be available to meet the reasonable demands of the public for this Activity during normal business hours (8:00 a.m. to 5:00 p.m.) five days a week and available after hours by prior arrangement (appointment).

(7) Insurance: Operator shall procure and maintain the minimum insurance coverages stipulated in Operator’s Agreement with the Authority or these Minimum Standards, whichever is greater.

(8) Fees: Operator shall pay all fees associated with this Activity. All rental rates shall be at Fair Market Value (“FMV”) as required by the FAA. Current rates are listed in the Authority’s Regulations and may be changed from time to time by the Authority.

H. Specialized Commercial Aeronautical Operator

(1) Definition:

(a) A Specialized Commercial Aeronautical Operator is a Commercial Operator engaged in providing:

(i) limited Aircraft services and support;

(ii) miscellaneous commercial services and support; or

(iii) air transportation services for hire.

(b) Limited aircraft services and support could include Aircraft, engine, or accessory washing and cleaning and other miscellaneous Activities directly relating to Aircraft services and support.

(c) Miscellaneous Commercial services and support could include:

(i) ground schools;

(ii) simulator training;

(iii) charter flight coordinators;

(iv) aircrew management; or

(v) any other miscellaneous Activities directly relating to supporting or Adopted: February 21, 2007 Page 800-24 Revisions: None

providing support services for a Commercial Aeronautical Activity.

(d) Air transportation services for hire could include:

(i) non-stop sightseeing flights (flights that begin and end at the Airport and are conducted within 25 statute mile radius of the Airport);

(ii) aerial application (seeding, spraying, and/or bird chasing);

(iii) aerial advertising;

(iv) aerial photography or survey;

(v) power line, underground cable, or pipe line patrol;

(vi) fire fighting; or

(vii) any other miscellaneous Activities directly related to air transportation services for hire (e.g., helicopter operations in construction or repair work).

(e) In addition to the General Requirements set forth in Section 803, Operator shall comply with the following minimum standards set forth in this Section 805.

(2) Leased Premises:

(a) Leased Premises at Bowman Field:

(i) Ground: 21,780 SF or 0.5 Acres

(ii) Ramp: Sized to accommodate a minimum of two aircraft and an additional tie-down for each additional 2,000 SF of hangar space.

(iii) Building/Facility: 1,000 SF

(iv) Hangar: *4,000 SF *These SASO services do not require hangar facilities. If Operator elects to build a hangar, sizing to meet the Activity provided shall be required. If Operator maintains its own aircraft for the Activity provided, the hangar size, as listed above, is required.

(v) Parking: 2,500 SF.

(b) Building/facility shall include adequate space for a public waiting area (customer lounge), public use telephone and restrooms, an administrative area having adequate and dedicated space for employee offices, work areas and storage.

(3) Licenses and Certifications: Operator shall have and provide to the Executive Director evidence of all licenses, certificates, or ratings that are required to engage in the Activity.

(4) Personnel: For air transportation services for hire, Operator shall have the required number of properly trained, fully qualified, and FAA certificated pilots for the aircraft being operated (with ratings appropriate for the services being provided and current medical certification) on duty during the hours of Activity.

Adopted: February 21, 2007 Page 800-25 Revisions: None

(5) Equipment: Operator shall have (based at the Airport), either owned or under written lease to (and under the full and exclusive control of) Operator, sufficient Vehicles, Equipment, and for air transportation for hire, one continuously airworthy Aircraft. Operator shall have sufficient supplies and parts available to support the Activity.

(6) Hours of Activity: Operator shall be open and services shall be available during hours normally maintained by entities operating competitive businesses at the Airport and at comparable airports.

(7) Insurance: Operator shall procure and maintain the minimum insurance coverages stipulated in the Operator’s Agreement with the Authority or these Minimum Standards, whichever is greater.

(8) Fees: Operator shall pay all fees associated with this Activity. All rental rates shall be at Fair Market Value (“FMV”) as required by the FAA. Current rates are listed in the Authority’s Regulations and may be changed from time to time by the Authority.

I. Independent Operators

(1) Definition:

(a) An Independent Aircraft Maintenance Operator is a Commercial Operator engaged in providing Aircraft Maintenance as defined in 14 CFR Part 43 at the Airport on Bowman Field based Aircraft without a business presence (place of business) at the Airport (i.e., Operator does not lease land and/or Improvements at the Airport.

(b) An Independent Aircraft Flight Training Operator is a Commercial Operator engaged in providing flight instruction to the public including flight training using fixed and/or rotary wing Aircraft without a business presence (place of business) at the Airport (i.e., Operator does not lease land and/or Improvements at the Airport.

(c) In addition to the General Requirements set forth in Section 803, Operator shall comply with the following minimum standards set forth in this Section 805.

(2) Licenses and Certifications: Operator shall be properly trained, fully qualified and in possession of current valid FAA certificates with licenses and/or ratings appropriate for the services being provided (work being performed) and provide evidence of same to the Executive Director prior to engaging in the Activities at the Airport.

(3) Equipment: Operator shall have sufficient tools, Equipment, supplies, and access to parts appropriate for the services being provided (work being performed) at the Airport.

(4) Insurance:

(a) Operator shall procure and maintain the minimum insurance coverages stipulated in the Operator’s Agreement with the Authority or these Minimum Standards, whichever is greater.

(b) The Authority shall review the insurance requirements annually to determine the availability and industry standards for such coverage necessary as set forth in this subsection of Section 805.

(5) Fees: Operator shall pay all fees associated with this Activity. Current rates are listed in Adopted: February 21, 2007 Page 800-26 Revisions: None

the Authority’s Regulations and may be changed from time to time by the Authority.

J. Non-Commercial Operators – Self-Service Fueling Operator

(1) Introduction:

(a) This Section sets forth the standards and prerequisite to an entity desirous or engaging in Non-Commercial Self-Service Fueling at the Airport. Any entity engaging in such activities shall also be required to comply with all applicable Regulatory Measures pertaining to such activities.

(b) Operator may Fuel and otherwise service its own Aircraft provided the Operator does so himself (or his/her Employees do so) using his/her own Vehicles, Equipment, and resources (Fuel) and such fueling shall be performed in accordance with all applicable Regulatory Measures.

(2) Agreement/Approval:

(a) No entity shall engage in Self-Service Fueling activities unless a valid Non- Commercial Self-Service Fueling Permit (the “Permit”) authorizing such activity has been obtained from the Executive Director. Such entities shall herein be referred to as “Permittees”.

(b) The Permit shall not reduce or limit Permittee’s obligations with respect to these Self-Service Fueling standards, which shall be included in the Permit by reference.

(c) Prior to issuance and subsequently upon request by the Executive Director, Permittee shall provide evidence of ownership or lease of any Aircraft being operated (under the full and exclusive control of) and fueled by Permittee.

(3) Reporting:

(a) Permittee shall report all Fuel delivered to the approved Permittee’s Fuel storage facility during each calendar month and submit a summary report along with appropriate Fuel flowage fees and/or other charges due on or before the 10th day of the subsequent month.

(b) Permittee shall, during the term of the Permit and for three years thereafter, maintain records identifying the total number of Fuel gallons purchased and delivered. Records (and meters) shall be made available to the Authority for review and audit. In the case of a discrepancy, Permittee shall promptly pay, in cash, all additional rates, fees, and charges due, plus a late fee on all unpaid balances at the rate set forth in the Authority’s Regulations.

(4) Fuel Storage:

(a) Permittee shall demonstrate that satisfactory arrangements have been made with a recognized aviation petroleum distributor for delivery of Fuel in such quantities as are necessary to meet the requirements set forth herein.

(b) Permittee shall have a fixed Fuel storage tank system (in a location approved by the Authority), containing safety fixtures, and filtration systems to ensure quality in accordance with applicable safety and environmental standards. Above ground storage tanks shall be built, installed, operated and maintained in accordance with all federal, Kentucky and local regulations. Underground Adopted: February 21, 2007 Page 800-27 Revisions: None

storage tanks are prohibited.

(c) The system shall have at least 10,000 gallons of storage for each type of Fuel dispensed. The storage system must include adequate Fuel spill prevention features and containment capabilities, together with an approved Fuel Spill Prevention Countermeasures and Control Plan, as applicable.

(d) Permittee shall provide for the lawful and sanitary handling and timely disposal away from the Airport of all solid waste, regulated waste, and other materials including, but not limited to, used oil, solvents, and other regulated waste.

(5) Limitations:

(a) Permittees shall not sell and/or dispense (barter, trade, or exchange) Fuels to Based Aircraft or Transient Aircraft that are not owned, leased and/or operated (and under the full and exclusive control of) Permittee. Any such selling or dispensing (bartering, trading, or exchanging) shall be grounds for immediate revocation of the Permit by the Executive Director.

(b) At least one properly trained and fully qualified person shall be on duty at all times when fueling operations are being conducted. Each refueling attendant will receive training regarding refueling operation, Aircraft to be refueled, and proper procedures to be followed prior to, during, and after refueling operations including fire safety and emergency procedures. This training must be documented and available for review by the Authority.

(6) Co-op Fueling: Joint or co-operative fueling (co-op fueling) is prohibited.

(7) Self-Service Fueling: The use of commercially available Self-Service Fueling facilities is not considered to be Commercial Self-Service as defined in this Section.

(8) Insurance: Permittee shall procure and maintain the minimum insurance coverages stipulated in the Operator’s Agreement with the Authority or these Minimum Standards, whichever is greater.

K. Application Process – Commercial Aeronautical Activity Application

(1) Any entity desirous of engaging in a Commercial Aeronautical Activity at the Airport shall comply with the following.

(2) Application Process:

(a) The prospective Operator shall submit all of the information requested on the Application/Proposal Requirements checklist (See Appendix 1) and thereafter shall submit any additional information that may be required or requested by the Executive Director in order to properly evaluate the application and facilitate an analysis of the prospective operation including, but not limited to, verifiable history of experience, qualifications, capabilities, and /or capacity, etc.

(b) No application will be deemed complete that does not provide the Executive Director and the Authority with the information necessary to allow the Executive Director and the Authority to make a meaningful assessment of Applicant’s prospective operation and determine whether or not the prospective operation will comply with all applicable Regulatory Measures and be compatible with the Airport’s Master Plan, Airport Layout Plan, or Land Use Plan. Adopted: February 21, 2007 Page 800-28 Revisions: None

(c) If the type of Commercial Aeronautical Activity(ies) being proposed is generally accepted by the Authority, and requires the leasing of land and/or Improvements for a term greater than 12 months, a more formal public proposal process will be conducted by the Authority as required by Kentucky Revised Statutes. During this proposal process, Applicant shall be given the opportunity to provide more detailed information in its endeavor to obtain the right to engage in the Commercial Aeronautical Activity(ies) being sought by the Applicant.

(3) Approval Process:

(a) All applications will be reviewed and acted upon by the Board within ninety (90) days from the Board’s receipt of the application, subject to any necessary FAA or other Agency review.

(b) Applications may be denied for one or more of the following reasons:

(i) The applicant does not meet qualifications, standards and/or requirements established by these Minimum Standards.

(ii) The applicant's proposed operations or construction will create a safety hazard on the Airport.

(iii) The granting of the application will require the expenditure of local funds, labor or materials on the facilities described in or related to the application and/or the operation will result in a financial loss to the Authority.

(iv) There is no appropriate or adequate available space on the Airport to accommodate the entire Activity of the applicant.

(v) The proposed operation, development and/or construction do not comply with the approved ALP.

(vi) The development or use of the Airport area requested will result in a congestion of Aircraft or buildings, or will result in unduly interfering with the operations of any present FBO/SASO or tenant on the Airport, such as problems in relation to Aircraft traffic or service, preventing free access and egress to the existing FBO/SASO or tenant areas; or will result in depriving, without the proper economic study, an existing FBO/SASO or tenant of portions of its leased area in which it is operating.

(vii) Any party applying or having an interest in the business, has supplied false information, or has misrepresented or omitted any material fact in the application or in supporting documents, or has failed to make full disclosure on the application.

(viii) Any party applying, or having an interest in the business, that has a record of violating any Airport Regulations, or the rules and regulations of any other airport, or Agency having jurisdiction over the Airport, or any other rule, regulation, law or ordinance applicable to the Airport or any other airport.

(ix) Any party applying, or having an interest in the business, has defaulted in the performance of any agreement with the Board or any agreement Adopted: February 21, 2007 Page 800-29 Revisions: None

at any other airport.

(x) Any party applying or having an interest in the business is not sufficiently credit worthy and responsible in the sole judgment of the Board to provide and maintain the business for which the application relates including prompt payment of amounts due and payable.

(xi) The applicant does not have the finances necessary to conduct the proposed operation for at least six months.

(c) The Authority reserves the right at any time to approve or disapprove any application to engage in Commercial Aeronautical Activities at the Airport. Such approval shall take into account the aforementioned standards along with an analysis of the business and/or aviation experience, background, and qualifications of the Applicant, the feasibility of the Applicant’s proposal, and the Applicant’s financial capabilities and capacities to fully implement the proposal and successfully engage in the proposed Commercial Aeronautical Activities at the Airport. Final approval by the Authority shall be based upon a comprehensive evaluation of the proposal.

Adopted: February 21, 2007 Page 800-30 Revisions: None

CHAPTER 900 PENALTIES

901 PENALTIES FOR VIOLATION

Except as otherwise expressly provided in these Regulations, or by law, any Person who violates any Section of these Regulations may be fined and/or imprisoned in accordance with the applicable provisions of KRS 183.885 (2) and KRS 183.990 (1) and may result in the suspension or revocation of Authority issued driver authorization privileges.

Revised: October 15, 1997 Page 900-1

EXHIBIT G

PROFORMA