Airline Use and Lease Agreements

Kaplan Kirsch LLP

Use and lease agreements between the airport and its airline tenants are the bedrock on which airport finances are built – particularly, for commercial service airports, signatory airport-airline agreements. We bring our unparalleled airport expertise to bear in guiding clients through the negotiation and drafting of airline use and lease agreements, often in support of the airport’s capital program and in addition to and parallel with other use, lease, development, and concessions agreements. Just as importantly, we frequently advise clients in preparing a strategy for decision making on the type, duration, and terms of use and lease agreements – strategies that can have long-term implications for airport operations, maintenance, and development. Our first role is to listen and then to assist each of our airport clients develop an approach and strategy that reflects that airport’s unique circumstances and needs.

The airline-airport relationship – typically determined by the use and lease agreement in use at the airport – has changed dramatically over the past 30 years. Airports can no longer rely on antiquated, standard-form agreements. Instead, a comprehensive approach is needed to incorporate complex and interrelated matters that span the range of issues from the airport’s capital improvement plans to an analysis of how a particular airport fits into different airlines’ route

systems. We work with our airport clients to consider the differing business models employed by various U.S. and foreign air carriers and develop means to address these in structuring critical terms and conditions, such as joint use formulae. Concerns over local air service; funding major airport development projects; costs per emplaned passenger; origination and destination traffic; control of airport-generated, non-aeronautical revenue; and a myriad of other factors all come into play.

Our expertise with all aspects of airport operation enables us to provide our clients with strategic counsel on negotiation of new use and lease agreements, as well as related matters, including negotiation of gate use policies, rates and charges resolutions and fuel farm leases with individual airlines or with consortia. We partner with our clients and draw upon the knowledge, experience and expectations of the airport’s staff to devise and implement negotiation strategies and find models that work for each airport’s unique circumstances and objectives.

We also advise both commercial service and general aviation airports on other key leasing arrangements for concessions, including in-terminal concessions, rental cars, ACDBE issues and other concessions arrangements, general aviation users, and, increasingly, non-aeronautical development. See Airport Concessions for more information.

Representative Experience

Advising multiple medium and small hub airport in negotiation of new use and lease agreements addressing issues including upcoming capital program, restructuring rates and charges methodology after over 20 years of fixed rates, addressing gate use provisions to make more efficient use of limited facilities and undertake major new terminal programs.

Co-led negotiating team for medium hub airport embarking upon a major capital program. Restructured and updated legacy Airport-Airline Use and Lease Agreement, assisted with development and negotiating of new rates and charges methodology, developed and negotiated gate use policy and related ULA provisions.

Assisted with negotiation of and drafted new use and lease agreement at medium hub airport in the mountain west embarking on a major capital program where new rates and charges methodology was required to recover airline costs.

Assisted with negotiation and led drafting of two new use and lease agreements at medium hub airports that served as financial foundation for development of new terminals and related amenities, including parking facilities, roadways and rental car facilities. Signatory airlines included both legacy carriers and ultra-low cost carriers.

Advised and drafted selected provisions of use and lease agreement at large hub airport in the Mid-Atlantic states with a dominant, major U.S. carrier and counseled the airport regarding locally based labor regulation matters and potential impacts upon airline operations.

Advised, negotiated, and drafted an amended use and lease agreement for development and construction of an expansion of the international terminal at the largest fortress hub airport in the Southwest.

Advised large hub airport with dominant carrier on multiple legal and operational issues in negotiation of new use and lease agreement.

Assisted in renegotiation of use and lease agreements at multiple large and medium hub airports after bankruptcy-based rejection of such agreements.

Negotiated unique airline services agreement among carriers, terminal manager and airport owner/operator relating to management of new terminal at large hub airport.

Advised, negotiated, and drafted use and lease agreement at the largest fortress hub airport in the Rocky Mountain states regarding matters related to construction and operation of new airport terminal and concourse facility.

Advised and drafted services to medium hub airport related to multiple extensions of use and lease agreements with a large, dominant U.S. carrier and involving approval of large-scale capital improvements.

Strategically counseled, negotiated, and drafted use and lease agreement that provided for private design, financing, construction, operation, and maintenance of passenger facilities at a large commercial airport in the Pacific Northwest that was to receive commercial passenger service for the first time.

Assisted both large and small hub airports in their preparations to transition from use and lease agreements to implementing rates by ordinance during pendency of negotiations with airlines.

Counseled a group of small regional airports in negotiations among legacy carriers and an ultra-low-cost carrier over terminal changes and the permissibility of adopting different rate structures for different airport terminal facilities; included close coordination with FAA and industry groups because of the precedential nature of the arrangements.

Counseled one of the nation’s first combined commercial airports and spaceports in the revision of use and lease agreements to account for the new financial realities presented by the presence of space transportation.