(Translation)
Airports
LICENSE FOR OCCUPANCY AND USE
OF CERTAIN AREAS AT THE [country] INTERNATIONAL AIRPORT
LICENSE
"...", a company limited by shares with Registered
Office in ... at ...., with an equity capital of $..., inscribed
at the Registry of Companies in ... under no.: [..], on page [..]
of Book [..], hereinafter also called ... or "the Licensor",
under the terms of the Lease Agreement for Construction and Operation
of the ... International Airport, hereby grants _______________,
with Registered Office in ____________, with an equity capital
of ____________, inscribed at the Registry of Companies in ______,
under no.:____________, hereinafter also called "the Licensee",
the present Private License of Occupancy and Temporary Use of
Airtport's Public Property, governed under the terms and conditions
provided in the following articles:
Article one
(Object)
The object of the present License is to grant occupancy of the
area marked under no.: ___, located on the _____ floor of the
[country] International Airport Passengers Terminal, in accordance
with Article 4, paragraph 1.
Article two
(Purpose of Occupancy)
1. The purpose for occupying the facilities referred to under
no.: 1 hereof, is to use them as office/support facilities for
passenger assistance related activities.
2. Besides that which is already provided under the previous number
and without prior express written permission from ..., the Licensee
is disallowed to render any other services or engage in any other
activity in the area(s) hereby licensed,.
Article three
(Term)
1. The present License is valid for a term of 5 (five) years.
2. The Licensor, after termination of the present License, shall
regain possession of all property unsusceptible to be separated
from the facilities and grounds occupied, notwithstanding the
liability of the Licensee to reinstate such premises and grounds
to their former condition.
3. The reversion provided under the previous number shall be
free of any charges.
Article four
(Fees)
1. For the granting of the License hereof, the Licensee is due
to pay the Licensor the following monthly fees:
a) Occupancy Fee for the area referred to under Article 1, established
according to the Table of Commercial Fees in effect at any given
date, hereby set at [currency] ____ (________ ) - ($ .../m2 x
19m2) as of the date the present License is granted;
b) The fee established under the previous subparagraph shall be
added of $...(... thousand .. .. and sixty [currency]), equivalent
to 40% of the Occupancy Fee per each square meter, in effect at
any given date - $.../m2 x 19m2 on the date of granting the present
License - corresponding to the Licensee's share of the common
running expenses for the area licensed, including water, electricity
and cleaning services of the premises.
2. The fees referred to under no.: 1 of present Article shall
be updated according to the Airport's general policy of rates,
after due ratification by the [country] in the terms of Clause
[..], subparagraph a) of the Lease Agreement signed with ....
3. Payment of sums hereinbefore provided under subparagraph a)
and b) of no.: 1, shall begin after the present License becomes
effective, and shall be payable before the 8th (eighth) day of
the month they refer to.
4. Any sums received from all fees due under the present License,
including any interest received, are considered revenues of ....,
payable at the ... International Airport Treasury Office.
5. Failing the punctual settlement of any sums payable under
the present License, shall bear interest for each day in arrears,
computed at the legal interest rate practiced by the banks increased
of 2% a year.
6. Notwithstanding the provisions of the previous number and
the eventual coercive collection performed by legal means, failure
to settle any outstanding for a period of ... (...) days or longer,
shall bestow the Licensor the right to demand immediate cancellation
of the License, whereby the provisions of Article 6, numbers 7,
8 and 9, shall apply.
7. Any equipment or services excluded from the object of the
present License but which the use thereof is required by the Licensee,
shall be likewise charged a fee at the rate in effect for that
kind of service at any given time.
8. Any fees referred to under no.: 7 of the present Article,
become due after the rel...nt equipment ceases to be in use or
after execution of the requested, payable on a monthly basis within
15 (fifteen) days from the date the respective invoices are issued.
Default thereof shall cause immediate suspension of the supply,
of the use of equipment or of the service being rendered, as the
case may be.
Article five
(Scope of operation)
1. The use of the areas licensed according to Article 2 hereof,
shall begin within 30 (thirty) days from the date the present
License is granted. Default thereof shall cause the Licensee to
be henceforth charged by the Licensor a fee equivalent to 15%
of the monthly Occupancy Fee that would otherwise be due, for
each day of delay, except in case of accident or "force majeure",
when duly justified and accepted by ....
2. The area(s) hereby licensed shall be "used" in a
continuous manner, with no other interruptions than those resulting
from the normal activity being carried out by the Licensee hereof,
except in case of accident or "force majeure", when
duly justified and accepted by ....
3. The Licensor reserves the right to cancel the License, in
cases when the Licensee delays the use of the area(s) for a period
of over 30 (thirty) days, or of any interruptions that are not
duly justified under the terms of the previous number.
4. The Licensee shall adopt the schedule of the ... International
Airport and is obliged to keep a minimum of one agent permanently
at his counter, adopting the conditions of operation that shall
be deemed suitable for its business at the licensed area, in compliance
with the safety and security rules that at any given time shall
be effective at the building wherein the licensed area is located.
5. The Licensee, in order to affirm its responsibility for the
business being carried out at the licensed area, is obliged to
keep up a sign with the proper name of the company, according
to a model approved by the Licensor and placed at a location easy
to be seen.
6. The Licensee is obliged to do all that is necessary in order
to ensure proper usage of the area(s) granted, carrying out its
business in good sanitary, clean, and comfortable conditions,
as to avoid any damage, inconvenience or displeasure to the users
thereof.
7. The utilization of the area(s) licensed hereof constitutes
exclusive responsibility of the Licensee, who is likewise liable
for the payment of any other license, charter, tax, policy, fine,
debt or administrational charges imposed by law upon the occupants
of the area.
8. Any works of installation and decoration, as well as any other
works deemed necessary for starting business at the licensed areas,
shall not be considered a waiver to any term provided under number
1 of the present Article nor be invoked as a cause of default.
Article six
(Facilities and equipment)
1. Without prior written consent from the Licensor, the Licensee
is not allowed to make alterations to the facilities licensed,
namely through works or renovations, wherefore drawings, including
conditions and term of execution, must be priorly surrendered
for approval by the Licensor.
2. The Licensee is not authorized to affix any signs or announcements
without prior consent from ..., who is reserved the right to order
the immediate removal thereof at the Licensee's expense.
3. Any other equipment, special installations, fixtures, decorations
and means of advertisement deemed necessary to carry out business
shall be installed at the Licensee's expense, subject to prior
written permission from the Licensor in order to bring a well
balanced appearance to all the areas licensed.
4. The Licensee is responsible for the maintenance and security
of the premises with all fixtures, fittings and additions therein
committed under its charge by means of the present License. The
Licensee is likewise responsible to provide repair in case of
any damages inflicted to the facilities other then those resulting
from normal and cautious use.
5. The Licensee, whenever the areas licensed require works of
restoration or maintenance, shall forthwith serve notice to ...
to that effect, and in urgent cases take the necessary measures
to avoid aggravation to the situation.
6. ... may order the execution of works of repair and maintenance
deemed urgent and under the responsibility of the Licensee at
the expense of the latter.
7. On the expiration of this License, whatever the reasons may
be for its determination, the facilities with all fixtures, fittings
and additions therein shall be yielded up to ..., without any
encumbrances, and in good and clean repair, except for damages
attributed to natural decay during its normal and cautious use.
8. Failure to comply with the provisions laid under the previous
number on the part of the Licensee, shall cause the Licensor to
provide execution of the repairs deemed necessary, the costs thereof
being charged to the Licensee, storing at proper location any
effects, objects or equipment therein which pertain to the latter,.
The Licensee holds no right any indemnification or reparation
claims therefrom.
9. The Licensee is obliged to collect the effects or objects
in store and forthwith settle any charges due, including removal
and storage charges, within the term established by means of a
written notice served by .... In case the Licensee fails to comply,
... is hereby irrevocably authorized by the Licensee to sell the
said effects at auction, whereof all the resulting benefits shall
revert to the Licensor.
10. Notwithstanding whatever reasons may bring forth the termination
of this License, the improvements made or equipment installed
by the Licensee which is impossible to be removed without causing
damage to the facilities, shall become patrimony of ....
11. The Licensee and the area and facilities licensed are subject
to ...'s inspection and supervision, whose personnel shall be
promptly allowed by the Licensee to enter the facilities upon
request, as well the Customs Inspection Police and Security personnel
at the ... International Airport, the access and cooperation
therewith shall not be denied.
12. The Licensee shall not claim the contents of the License in
detriment of any laws or regulations in effect as well as against
any measures brought forth by the Police or Custom authorities
serving at the ... International Airport within the powers granted
to them by means of any law or regulation.
13. Licensees shall give prompt written notice to ... on any
facts or deeds perpetrated by third parties that may constitute
a threat or violation of their rights.
Article seven
(Personnel)
1. The Licensee is responsible for the neat appearance, discipline
and correct behavior of its personnel towards the users, whereof
any behavior deemed to cause displeasure, inconvenience or damage
shall not be allowed.
2. The Licensee's personnel are subject to all the provisions
and rules in effect at the ... International Airport and their
access and identification permits may be withdrawn in case of
any violation thereof.
3. The Licensee is responsible before the Licensor for deeds
and omissions perpetrated by its personnel during the course of
duty which may result in damage to the ... International Airport's
facilities or operations.
4. The Licensee and its personnel are obliged to comply with all
rules and regulations concerning identification as well as other
measures of control imposed by the relevant authorities within
the facilities of the ... International Airport.
Article eight
(Change of location)
1. Whenever justifiable by reasons of public convenience or the
operation of the airport, ... may determine the change of location
of the Licensee's installations or areas granted under the present
License, subject, whenever there is loss of fixtures or equipment
on the part of the Licensee, to the indemnification established
according to the residual value of the assets not yet fully depreciated
or any non-redeemable investment evidenced by documentary proof
from the accounts of the Licensee, duly accepted by ....
2. Should the change of location be inconvenient to the Licensee,
the same may waive its rights in writing, within 15 (fifteen)
days from the date the relevant notice was served, notwithstanding
the right of indemnification provided under the previous number.
The License hereof shall be considered terminated upon the reception
by the Licensor of the notice to that effect, however the Licensee
is obliged to fully comply with any obligations still in effect
at the moment of returning the facilities.
Article nine
(Insurance and civil liability)
1. The Licensee is obliged to effect and maintain an insurance
throughout the term of the present License, in respect of the
following risks:
a) Industrial accident insurance for all its personnel;
b) Liability insurance covering all and any damage to third parties,
including ... and its personnel, also covering robbery or theft
of property belonging to users of the licensed area, whenever
damages cannot be inputted to the perpetrators of the crime, with
a minimum capital limit of $ 1,000,000 (one million [$]), per
person;
c) Fire hazard and robbery insurance of property pertaining to
the facilities, including property directly or indirectly assigned
thereto by the Licensor, for the cost of replacement, covering
patrimonial insurance against fire, lightning strike, explosion,
fumes, robbery, theft, floods, disaster, installation of electronic
equipment and electric hazards, with a minimum capital of $ 10,000
(ten thousand ...$) per square meter.
2. Being otherwise subject to early termination of the License,
the Licensee shall present ... the copy of the insurance policies
and receipts within 10 (ten) days from the date the License becomes
effective or the maturity date of each insurance premium, respectively.
3. The Licensee shall be responsible for any damages itself or
its personnel may inflict to the facilities or equipment related
to the ... International Airport in general and to the users
thereof in particular, even if occurring outside the specific
area object of this License whenever the Licensee is obliged to
operate thereat by force of its business activities.
Article ten
(Revoking the License)
The present License may be fully or partially revoked at any time,
provided that in ...'s opinion, the activity licensed is deemed
incompatible with the regular functions of the ... International
Airport or on the grounds of public interest, subject to due indemnification
of the Licensee provided under no. 1 of Article eight, except
when otherwise expressly convened.
Article eleven
(Disclaiming the License)
The Licensee may at any time disclaim its rights under the present
License, provided he serves ... a 90 (ninety) day written notice
of such disclaim, whereof the latter may claim payment of occupancy
fees due until the end of the term established under Article three
hereof or any eventual extended term in course.
Article twelve
(Conveyance of License)
1. The present License is of the exclusive use of the Licensee
and the rights and obligations hereof shall by no means be transferred
to third parties, whether for a consideration or free of charge,
without prior and express written permission from the Licensor.
2. Any breach of the provisions of the previous number on the
part of the Licensee or his representatives shall cause immediate
termination of the License with consequent loss of rights to claim
indemnification, notwithstanding the obligation to pay all occupancy
fees due until the end of the License term or eventual extended
term in course.
3. Transfer by reason of death is not included in the violation
provided for under the previous numbers, however, the Licensor
may revoke the License if the inheritance remains undivided for
more than 120 (one hundred and twenty) days or if within 30 (thirty)
days counted from the date the successor became known he is deemed
not to be sufficiently competent or merited of being granted such
License.
4. Any rights emerging from the present License, as well as any
construction works executed by the Licensee, shall not be object
of real guarantee, distraint, lien or any other similar instrument,
without previous authorization from the Licensor, in order to
allow the assessment of the competence and merit of the parties
acquiring such rights.
5. Violation of the provisions laid under no.: 1 and 3 shall
cause the deed of transfer to become ineffective, replacement
or mortgage as well as any other real guarantee, notwithstanding
any other sanctions resulting from the case.
Article thirteen
(Cancellation of the License)
1. In addition to the cases of cancellation and revocation expressly
provided, ... may terminate the License whenever the Licensee,
after being duly notified to that effect, fails to comply with
any of its commitments or does not provide a remedy within the
term established.
2. In case of the Licensee's failure to comply with any of the
conditions of the present License, the Licensor may determinate
the suspension or cancellation of the License.
3. In case of cancellation, the fixtures and effects subject
to such provision in the terms of this License, shall revert to
the Licensor, free of charge, when such is determined by law or
agreement.
Article fourteen
(Suretyship)
1. Subject to the cancellation of the License otherwise imposed
for failure to comply, the Licensee, within 10 (ten) days from
the date of the signing hereof, shall deposit in an account to
be appointed by ..., a surety bond equivalent to three months
of the monthly values referred to under Annex I, to secure due
and prompt observance and performance of any obligations emerging
hereof.
2. In the event of any deduction being made to the deposit hereinbefore
referred to, by reason of any non-observance or non-performance
on the part of the Licensee, a further sum, destined to reinstate
the initial amount, shall be deposited within 10 (ten) days from
the date notification is served to that effect.
3. Whenever the fees provided under Article four suffer any alteration,
the surety bond hereinbefore referred to under no.: 1 shall be
reinforced by another, the amount thereof shall equal the resulting
increase.
4. The surety bond hereinbefore referred to under no.: 1 shall
remain valid for the full term of this License and shall be refunded
within 30 (thirty) days after termination thereof, deducted of
any amounts due and subject to the deliverance of vacant premises
in compliance with the conditions provided under no.: 7 of Article
six.
Article fifteen
(Applicable Provisions)
The present License is governed by the provisions hereof and by
the conditions laid in the Regulations for Operation of the ...
International Airport, approved by the [country], the contents
thereof the Licensee declares to be cognizant of and hereby accept.
... on the ___th of __________, 19xx.
... -
TO THE EXECUTIVE COUNCIL
THE LICENSEE, [..] AIRWAYS, TOOK KNOWLEDGE OF THE CONTENTS OF
THE PRESENT LICENSE, WHICH HEREBY DECLARES TO ACCEPT AND IS OBLIGED
TO OBSERVE WITHOUT ANY RESERVATION, HOLDING A COPY THEREOF; FURTHERMORE
DECLARES THAT BY MEANS OF THE PRESENT INSTRUMENT CONFERS THE PERMISSION
REFERRED TO UNDER NO.: 8 OF ARTICLE 6.
THE LICENSEE
(Certified signature, indicating the capacity and powers granted,
if any)
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