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72 Guidebook for Developing and Managing Airport Contracts 10.3 Scope of Services The scope of services may apply to a third-party management agreement in a multiple-user terminal situation that is common use. This would define the duties of the management com- pany. At Chicago's Midway Airport, the scope was defined in an agreement with the Midway Airlines' Terminal Consortium (MATCO), which was created to provide the airport's airlines with a single entity through which to participate in the design, construction, and management of the recently built main terminal building. See CRP-CD-81 (enclosed herein), Appendix to Chapter 10, Multiple-Use Facilities, for excerpts from the Midway MATCO Agreement defining the obligations of the operator and the standard of care. 10.4 Indemnity Issues It is important for the airport to have adequate indemnity provisions and insurance requirements satisfactory to the airport's risk management and to ensure protection of the airport sponsor, pro- vision of adequate insurance levels, and detailed administration, reporting, and maintenance of these requirements. See CRP-CD-81 (enclosed herein), Appendix to Chapter 10, Multiple-Use Facilities, for excerpts from the Midway MATCO Agreement defining the indemnification obligations of the operator to the city, release of the city, and required insurance coverage. 10.5 Ownership Issues In most cases, the airport owns the facilities and there should be a provision clearly stating which party owns the facilities. See CRP-CD-81 (enclosed herein), Appendix to Chapter 10, Multiple-Use Facilities, for excerpts from the Midway MATCO Agreement defining title to replacement parts, components and equipment. 10.6 Resolution of Disputes The contract should indicate which state's governing law and court will apply in the event of dispute resolution. Some agreements may call for resolution through arbitration. In these cases, it is advisable to indicate as many details as practicable regarding arbitration (e.g., required experience of arbiter, location of arbitration meetings or hearings, and time frames in which arbitration will be accomplished) See CRP-CD-81 (enclosed herein), Appendix to Chapter 10, Multiple-Use Facilities, for excerpts from the Midway MATCO Agreement defining governing law and consent to service of process and jurisdiction. 10.7 Compensation Compensation provisions apply in contracts between management companies, such as third- party agreements like the MATCO agreement. These provisions should include detail pertaining to cost basis (as required), invoicing procedures, and payment terms.