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FIVE YEAR LEASE AGREEMENT ALONG WITH MISC INSURANCE DOCUMENTS I I LEASE AND OPERA'rING AGREEMENT This Lease and Operating Agreement (the "Agreement"), is made and entered into this ..l~"" day of ~~ , 1997, by and between the City of Clearwater, a Florida municipality, hereinafter called the "Lessor", and Clearwater Aircraft, Inc., hereinafter called the "Lessee". This agreement represents the agreement between Lessee and Lessor and Request for Proposal, Lessee's Response thereto. whole and entire incorporates City's and all attachments AR'rICLES Article I Article II Article III Term Aviation Operations Area Rights, Obligations, and Minimum Operating Standards Appurtenant Privileges Payments Utilities Insurance Indemnification Disclaimer of Warranties Lessee as Independent Contractor Assignment Non-Discrimination Requirements of the United States Default and Termination Miscellaneous Provisions Leasehold Improvements Article IV Article V Article VI Article VII Article VIII Article IX Article X Article XI Article XII Article XIII Article XIV Article XV Article XVI A'rTACBMENTS Attachment A Attachment B Attachment C Attachment D Attachment E Drawing of Leased Premises Tie-Down/Hangar Lease Form Tie-Down/Hangar Rental Rates ADA Deficiencies @ Air Ops. Bldg. Minimum periodic maintenance standards and Mowing Specifications 1 ./ ' /9-- CJ / ~ Q(' (9) I I W I 'r N E SSE 'r B: WHEREAS, Lessor operation and maintenance of Ci ty-owned land wi thin the Clearwater, now known as the and has jurisdiction over the safe the Premises and improvements to the territorial limits of the City of "Clearwater Airpark" (the "Airpark"); WHEREAS, Professional aeronautical services are essential to the proper accommodation of private and commercial aviation at the Airpark; and WHEREAS, Lessor desires to make such services available at the Airpark through independent operators and Lessee desires to provide such services as an independent operator. NOW, 'rBEREFORE, in consideration of the the mutual covenants contained in this Agreement, hereby agree as follows: Promises and the parties 2 I I AR'rICLE I TERM The initial term of this Agreement shall be for a period of 60 months, commencing on the 1!::1 day of De~he.-y- , 199-1-and continuing through the ~O day of Pc9\lza:e.(the "Termination Date"), unless earlier terminated under the provisions of this Agreement. Lessee with Lessor's consent may renew this Lease Agreement for two (2) consecutive five (5) year lease periods, upon the same terms and conditions, subject to Lessor and Lessee negotiating in good faith a new rental rate schedule wi thin the last 60 days of this said lease term or any extension thereof, and subj ect to Lessee having not been in material default under the terms and provisions of this said Lease. AR'rICLE II AIRPARK OPERA'rIONS AREA Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor, all facilities and improvements located on the following property, identified and shown on Exhibit A hereto and having a mailing address of 1000 North Hercules Ave. Clearwater FL 34625(the Airpark Operations Area): A. Airpark Operations Area Described as follows: Commence at the center of Section 12, Township 29 South, Range 15 East; thence run No+,th ego19' 10" West, along the East-West centerline of said Section 12, 50.00 feet, to a point on the West right-of-way line of Hercules Avenue; thence run South 00016"59" West, 22.07 feet, for a Point of Beginning of Parcel l... Thence run North 89021'07" West, 519.10 feet; thence run North 03051'07" West, 92.96 feet; thence run North 29057'09" West, 132.28 feet; thence run North 21027'15" West, 204.07 feet; thence run South 89021'07" East, 88.01 feet; thence run North 00016' 59" East, 134.20 feet; thence run North 89009' 12" West, 230.01 feet; thence run South 00038'53" West, 95.00 feet; thence run North 89021'07" West, 237.84 feet to a point also referred to as point "A" for convenience; thence run South 25013'17" East, 1869.75 feet; thence run South 89049'19" West, 131.67 feet; thence run South 00016' 59" West, 220.46 feet; thence run South 89022'16" East, 375.00 feet; thence run North 00016'59" East, 1469.04 feet to the P.O.B. for Parcel 1. Together with: Commence at point "A"; thence run North 25013'17" West, 15.25 feet for a Point of Beginning of Parcel 2. Thence run North 00016'59", East, 906.84 feet; 3 I I thence run North 89019'26" West, 434.06 feet; thence run South 25013'17" East, 1008.06 feet to the P.O.B. for Parcel 2. B. Improvement on said real property as follows: Three (3) covered "T" hangar buildings, four (4) mul tiple bay shade hangars, all hard stand and sod aircraft tie-down parking spaces; a 2214 square feet (MOL) operations building; one maintenance hanger of 8,487 feet (MOL); two (2) twelve thousand (12,000) gallon underground fuel tanks and pumps; and facilities related to or dependent upon the described improvements. The Airpark operations area and the improvements thereto are referred to as the "Premises." C. Maintenance and Repair: 1. Lessee shall maintain the Premises and all structures in their present condition. The Lessee agrees to maintain in a good state of repair, at all times, all leased grounds and structures, including all interior maintenance. For the purpose of this Agreement, Airpark Operations Area interior maintenance is defined as the maintenance and keeping in good repair of the interior walls and ceilings, painting, repairs or alterations of plumbing, doors, window or door glass, electrical fixtures, air conditioning, water fixtures, locking devices and all other fixtures; janitorial services such as sweeping, dusting, mopping and waxing floors; relamping; interior and exterior washing of windows; and the arrangement for sanitary removal of trash from the Premises. The Lessee shall not be responsible for the maintenance of the structural integrity of the leased structures with the exception of the (1) aboveground portion of the fuel pumping system; (2) existing sign maintenance. Underground fuel tanks and all public and common or joint use areas of the Airpark shall be the responsibility of the Lessor. D. Lessee's contact with the Lessor in connection with the Premises herein leased shall be with the Lessor's Staff Member designated by the City Manager, subject to the terms and provisions of this Lease, which may not be waived, modified, or amended except in writing executed by the Lessor. E. The parties agree that the Lessor has the right to add, remove, repair or relocate structures on the Premises at no cost to Lessee. Lessee agrees that no structural, electrical or other modification to any structure on the Premises shall be permitted without the express written consent of Lessor. If any alteration or modification takes place without Lessor's written permission, then, upon written request by Lessor, Lessee agrees 4 I I to return that part of the Premises modified, altered or affected without consent from Lessor to its original condition. If Lessee fails to return that part of the Premises which was modified or altered without written consent to its original condition within thirty (30) days from receipt or written request from Lessor, then Lessor shall be entitled to return that part of the Premises to its original condition, and shall be entitled to recover the cost and expenses from Lessee. Emergency repairs may be made by Lessee for the safety of individuals and prevention of damage to real and personal property. F. The Lessee agrees to comply with the American Disabilities Act (ADA) requirements as they pertain to the Airpark Operations Building. Lessee also agrees to bring the Airpark Operations Building into compliance by making those changes circled in Exhibit D. G. Lessee agrees to maintain the Premises according to the minimum periodic maintenance standards described in Exhibit E. AR'rICLE III RIGH'rS, OBLlGA'rIONS, AND MINIMUM OPERA'rING S'rANDARDS Lessee shall provide the following Aeronautical Activities at the Airpark: 1. Rental of hangar and tie-down space 2. Sale of aviation petroleum products 3. Aircraft rental 4. Repair and maintenance of airplanes In addition to these activities, Lessee is also granted the right, but is not obligated to conduct the following Aeronautical Activities at the Airpark: 1. Aircraft sales 2. Flight instructions 3. Flying club(s) 4. Aerial surveying 5. Sightseeing 6. Air Taxi operations 7. Air Freight operations 8. Charter operations The standards established herein set forth the minimum operating standards to be met as a condition for the right to conduct any Aeronautical Activity or endeavor at the Airpark. Lessee agrees that all Aeronautical Acti vi ties authorized under this agreement will be performed in accordance with the minimum operating standards established herein, including such reasonable amendments as may be adopted by Lessor from time to time. Lessor 5 I I may also review and approve all contracts, leases, subleases or other agreements that Lessee enters into to provide Aeronautical Activities. Lessee's failure to obtain Lessor's written approval for any Aeronautical Activity shall, at the option of Lessor, be a default under this Agreement. The Lessee shall be responsible for the enforcement of the provisions contained in the Tie-Down/Hangar Lease Form (EXHIBIT B) and shall take action to correct any violation within twenty-four (24) hours of written notice from Lessor. Lessor reserves the right to add, remove or revise any section(s) of the Tie Down/Hanger Lease Form, or replace the form in its entirety. Lessee shall be responsible to enforce the Tie Down/Hanger Lease form and any amendments at all times, and Lessee' 5 failure to enforce shall result in a default after thirty (30) days written notice from Lessor. A. Definitions 1. Aeronautical Activity Shall mean any activity which involves, makes possible, or is required for the operation of aircraft or which contributes to, or is required for, the safety of such operations and shall include, but not by way of limitation, all activities commonly conducted at airports, such as charter operations, pilot training, aircraft rental, sightseeing, aerial photography, surveying, aircraft sales and service, sale of aviation petroleum products (whether or not conducted in conjunction with other included activities), repair and maintenance of aircraft, sale of aircraft parts, sale and maintenance of aircraft accessories, radio, communication and navigation equipment, flying clubs and any other activity which, because of its direct relationship to the operation of aircraft, can appropriately be regarded as an "aeronautical activity". Aeronautical activity shall not include scheduled air carrier operations, glider training and operations, aerial advertising, crop dusting, all manufacturing, fabricating or assembly operations or ultra light operations, which activities are expressly proh1bited. 2. Agreement. Agreement Shall mean the Lease and Operating 3. Air Operations Area - Shall mean those portions of the Airpark provided and made available by City for aircraft and related operations, and shall include aircraft runways, taxiways, ramps, aprons and aircraft parking spaces, and areas directly associated therewith which are not leased by Lessee or any other tenant at the Airpark. 4. by the City. Airpark - Shall mean the Clearwater Airpark, owned 6 I I 5. City - Shall mean the city of Clearwater, Florida, and any of the appointed officials of the City who are vested with the specific authority to govern the activities of the Airpark. 6. Airpark 'renant - Shall mean any entity authorized by this Agreement to conduct Aeronautical Activities 7. Fixed Base Operator (FBO) - Shall mean the entity authorized by this Agreement to conduct Aeronautical Activities at the Airpark. For purposes of this Agreement, the Lessee and the FBO are the same entity. 8. Master Plan - Shall mean the master plan as adopted by the City Commission on April 11, 1989, and any subsequent amendments approved by the Lessor's City Commission, and the scaled dimensional layout of the entire Airpark, indicating current and proposed usage for each identifiable segment as approved by the Lessor and the State of Florida. 9. 'rie-Down/Banqar Lease Aqreements Shall mean the agreement forms supplied by the Lessor and used by the Lessee to sub-lease any covered shade, enclosed or tie-down hanger spaces. 10. structures Above ground buildings, runways, taxi-ways and other objects permanently affixed to the ground. B. Standard Requirements for all Services In providing any of the required services or activities specified herein, Lessee shall operate for the use and benefit of the public and shall meet or exceed the following standards: 1. Lessee shall furnish service on a fair, reasonable and nondiscriminatory basis to all users of the Airpark. Lessee shall furnish good, prompt, and efficient service adequate to meet all reasonable demands for its services at the Airpark. Lessee shall charge fair, reasonable, and nondiscriminatory prices for each unit of sale or service; provided, however, that Lessee may be allowed to make reasonable and nondiscriminatory discounts, rebates or other similar types of price reductions to volume purchasers. Lessee shall obtain Lessor's written approval thirty (30) days in advance when changes in rental rates are proposed. Increases in shade hanger, T-hanger and tie down rates must be approved by Lessor, and shall be limited to the same percentage increases of the consumer price index for the previous 12 months. The rates in effect as of the date of this Agreement are attached as Exhibit C of this Agreement. 2. Lessee shall select and appoint a full-time manager of its operations at the Airpark. The manager shall be qualified and experienced and vested with full power and authority to act in 7 I I the name of Lessee with respect to the method, manner and conduct of the operation of the fixed base services. The manager shall be available at the Airpark during regular business hours. During the manager's absence a duly authorized and adequately trained subordinate shall be in charge and available at the Airpark. Lessee agrees that a duly authorized representative shall attend Lessor's monthly Airpark Authority meeting to report on the Airpark and to answer any questions about the Airpark. Lessee further agrees to attend any meeting that Lessor deems necessary that may involve the operation of the Airpark. 3. Lessee shall provide, at its sole expense, no fewer than two (2) full-time qualified and trained employees during hours of operation to provide effectively and efficiently the services required or authorized by this Agreement. 4. Lessee shall control the conduct, demeanor and appearance of its employees, who shall be trained by Lessee and who shall possess such technical qualifications and hold such certificates of qualification as may be required in carrying out assigned duties. It shall be the responsibility of Lessee to maintain close supervision over its employees to assure a high standard of service to customers of Lessee. Lessee shall provide all of its employees collared shirt uniforms identifying themselves as Lessee's employees 5. Lessee shall meet all expenses and payments in connection with the use of the Premises and the rights and pri vileges herein granted, including licenses, taxes or permits required by law in the normal course of business. Lessee may, however, at its sole expense and cost, contest any tax, fee or assessment. 6. Lessee shall comply with all federal, state, and local laws, and standards set forth in the Airpark master plan, which may be amended from time to time. Lessee shall keep in effect and post in a prominent place all necessary or required licenses or permits. 7. It is expressly understood and agreed that, in providing required or optional services pursuant to the Agreement, Lessee shall select all vendors, suppliers or other users of the Airpark. 8. During the term of the Agreement, Lessee shall have the right, at its expense, to place in or on the Premises a sign or signs identifying Lessee. Said sign or signs shall be of a size, shape and design and at a location or locations approved by Lessor, and must comply with all City code requirements. Notwithstanding any other provision of the Agreement, said sign(s) shall remain the property of Lessee. Lessee shall remove, at its 8 I I expense, all lettering, signs and placards so erected on the Premises at the expiration of the term of the Agreement, or upon wri tten notice by Lessor. Lessee further agrees to provide an area within the operations building, an information dissemination point for City sponsored promotions, events and activities. Lessee shall sponsor at least once annually an open house day at the Airpark which date and time must be approved by Lessor. Lessee agrees to expend at least five hundred dollars ($500) annually to fund the open house day. 9. Lessee shall use the standard tie-down/hangar space Lease form attached as Exhibit B for hangar and tie-down space rentals. Copies of each executed lease agreement shall be made available to the Lessor upon request. Hangar vacancies shall be filled on a "first come, first serve" basis in accordance with a wai ting list maintained by the Lessee and made available to the Lessor and general public upon request. 10. The Lessee shall provide, upon Lessor's written request documentation as to the Lessee's technical and financial ability to perform the services of proposed operation at all times during the term of this lease. Such evidence of technical and financial ability shall consist of, but not necessarily be limited to, a statement of financial position certified by an officer of the Lessee as to its correctness and reviewed by the City auditor and other licenses, permits or certificates required by law and applicable to Lessee's proposed operation. 11. Lessee shall not do business on the Premises in any business name other than the name of the business as it appears in this Agreement without written permission by the Lessor. C. Services Minimum Requirements - Aviation Petroleum and Ramp 1. Buildings - The Lessor shall provide a building to serve as a General Aviation Terminal for use by the Lessee that contains at least 2,000 square feet of properly lighted space for office space, storage, a public waiting area that includes indoor restroom facilities, restaurant or appropriate vending machines and a public use telephone. The Airpark Authority and the Lessor shall have the right to conduct regular and special meetings in this building at no cost. 2. Personnel - Lessee shall employ at least two (2) full-time employees properly trained in aircraft fueling and ramp safety procedures. 3. Services Lessee shall provide aircraft ground guidance within the uncontrolled areas adjacent to the Premises, and ramp service, including sale and into-plane delivery of aviation fuels, lubricants, and other related aviation products. 9 I I Lessee shall provide apron servicing of and assistance to aircraft, including itinerant parking, storage, and tie-down service for both based and itinerant aircraft upon or wi thin facilities leased to Lessee or aircraft parking areas designated by Lessor and described in the lease. Customary accommodations for the convenience of users, including passenger and pilot lounge areas, information services and telephone service connections to the Flight Service Station and/or the United States Weather Bureau, pilot accessories, appropriate vending machines, and rental car services as may be appropriate shall be provided by the Lessee. Lessee shall ensure the availability of an adequate number and type of fire extinguishers, and pieces/units of appropriate ground support equipment (GSE), to meet airport user requirements and all applicable governmental Codes. Lessee shall provide, maintain and operate an airport UNICOM providing continuous airport advisory services during the hours set forth in paragraph 5, Hours of Operation. By federal law, Lessee shall be the sole licensed UNICOM operator at the Airpark. 4. Fuel Facilities and Fuel Supply - The City shall furnish at least two (2) leased metered and filter-equipped dispensers, for dispensing 100-octane aviation fuel from storage tanks having a minimum capacity of 12,000 gallons each. Lessee shall ensure the maintenance of pumping equipment in as-is condition and meeting all applicable safety requirements with reliable metering, filtering and grounding devices subject to independent inspection and with a pumping efficiency capable of servicing aircraft. An adequate supply of 100 octane fuel will be maintained at all times and Lessee will secure and maintain an ongoing contract with a fuel supplier to ensure continuous supply of aviation fuel. Lessee shall be responsible for dispensing equipment on the Premises regardless of ownership. Automobile fuel may be dispensed at the Airpark under terms and conditions that may be subsequently agreed upon between the Lessor and the Lessee. 5. Hours of Operation - The normal operating hours will be from sunrise to sunset. Emergency "on call" service will be provided during off duty hours by Lessee. 6. Insurance Coverage - Lessee shall obtain and maintain continuously in effect at all times during the term of the Agreement, at Lessee's sole expense, insurance with total limits in an amount not less than $1 million Combined Single Limit, or equivalent, to include broad form contractual liability and the 10 ) I following coverages (copies of all insurance policies shall be on file with the City) : Comprehensive General Liability - Bodily injury and Property Damage $ 1,000,000.00 Product Liability - Bodily injury and Property Damage D. M1n~um Requirements - Flight 'rraining $ 1,000,000.00 1. Personnel Lessee shall employ Certified Flight instructors sufficient in number to meet service demands and currently certified by the Federal Aviation Administration, with appropriate ratings to provide ground instruction, private, commercial, and instrument flight training. 2. Aircraft - At least one (1) airworthy, properly equipped instrument single-engine aircraft, owned or leased in writing to the Lessee shall be furnished by the Lessee. 3. Hours of Operation - The normal operating hours for flight training will be from 8: 00 a .m. to 5: 00 p.m. 5 days per week exclusive of Holidays. 4. Customer Notification - Lessee shall post a sign or placard visible to all renter pilots giving notification of insurance coverage, student pilot liability, and other legal risks associated with the aircraft rental agreement. 5. Insurance Coverage - Lessee shall obtain and maintain continuously in effect at all times during the term of the Agreement, at Lessee's sole expense, flight training insurance with total limits in an amount not less than $1 million Combined Single Limit, or equivalent, to include broad form contractual liability and the following coverage: Comprehensive General Liability Bodily injury and Property Damage $ 1,000,000.00 Product Liability Bodily injury and Property Damage $ 1,000,000.00 Aircraft Liability Bodily injury and Property Damage Each Passenger $100,000 Limit $ 1,000,000.00 11 I I E. M1ntmum Requirements - Aircraft Rental 1. Personnel - Certified Flight instructors sufficient in number to meet service demands with ratings appropriate for aircraft for rent and currently certified by the Federal Aviation Administration shall be employed. 2. Aircraft - A total of at least one airworthy, properly equipped aircraft to include at least one airworthy, properly equipped instrument single-engine aircraft, owned or leased in writing to the Lessee shall be furnished by the Lessee. 3. Hours of Operation - The normal operating Aircraft rental will be from 8: 00 a .m. to 5: 00 p.m., week, exclusive of Holidays. hours for 5 days per 4. Customer Notification - The Lessee shall post a sign or placard visible to all rental customers giving notification of insurance coverages, renter liability, and other legal risks associated with the aircraft rental agreement. 5. Insurance Coverage - Lessee shall obtain and maintain continuously in effect at all times during the term of the Agreement, at Lessee's sole expense, Aircraft rental insurance with total limits in an amount not less than $1 million Combine Single Limit, or equivalent, to include broad form contractual liability and the following coverage: Comprehensive General Liability Bodily injury and Property Damage $ 1,000,000.00 Product Liability Bodily injury and Property Damage $ 1,000,000.00 Aircraft Liability Bodily injury and Property Damage Each Passenger $100,000 Limit $ 1,000,000.00 F. M1n~ Requirements - Aircraft Sales 1. Personnel At least currently certified by the Federal ratings appropriate for the types shall be employed by the Lessee. one (1) commercial pilot(s) Aviation Administration, with of aircraft to be demonstrated 2. Dealerships It shall be at the discretion of the Lessee: (1) whether or. not to be an authorized factory dealer; or (2) what manufacturer he chooses to represent. All aircraft dealers shall hold a dealership license or permit. 12 1 I 3. Insurance Coverage - Obtain and maintain continuously in effect at all times during the term of the Agreement, at Lessee's sole expense, insurance for Aircraft sales with total limits in an amount not less than $1 million Combined Single Limit, or equivalent, to include broad form contractual liability and the following coverage: I Comprehensive General Liability $ 1,000,000.00 Bodily injury and Property Damage Product Liability $ 1,000,000.00 Bodily injury and Property Damage Aircraft Liability $ 1,000,000.00 Bodily Injury and Property Damage Hangar Keeper's Liability $100,000/$300,000 if Applicable Passenger Liability $ 100,000.00 G. M1n~um Requirements - Air Taxi Operations Lessees engaging in air taxi and/or commuter airline operations must be certified by the Federal Aviation Administration under Federal Aviation Regulation Part 135 and Part 121 and registered with the Civil Aeronautics Board under the Economic Regulations of Part 298, and meet the following minimum standards. 1. Personnel - A sufficient number of commercial and/or airline transport pilot(s) shall be employed plus additional such pilots part-time and/or on call sufficient in number to meet service demands and currently certified by the Federal Aviation Administration to conduct the air taxi. 2. Aircraft - A minimum of one (1) airworthy, instrument aircraft is required. Beyond this minimum requirement, it shall be left to the discretion of the Lessee to provide the type, category, class, size and number of aircraft to meet the scope and magnitude of the service performed. All aircraft will be owned or leased in writing to the Lessee, and will be airworthy and meet all requirements of the certificate held. Such aircraft shall be under the full operational control of the Lessee 3. Insurance Coverage - Lessee shall obtain and maintain continuously in effect at all times during the term of the Agreement, at Lessee's sole expense, insurance with total limits in an amount not less than $1 million Combined Single Limit, or equivalent, to include broad form contractual liability and the following coverages: 13 1 I Comprehensive General Liability Bodily injury and Property Damage $ 1,000,000.00 Aircraft Liability Bodily injury and Property Damage $ 1,000,000.00 Passenger Liability $ 100,000.00 H. Separate insurance policies are not required as long as the minimum requirements set forth in the Lease Agreement are met. ARTICLE IV APPURTENANT PRIVILEGES A. Use of Airpark Facilities - Lessee shall be entitled, in common with others so authorized, to the use for their intended purposes of all facilities and improvements of a public nature which now are or may hereafter be connected with or appurtenant to the Airpark, including the use of landing areas, runways, taxiways, navigational aids, terminal facilities and aircraft parking areas designated by Lessor. B. Maintenance of Airpark Facilities 1. Lessor shall maintain all public and common or joint use areas of the Airpark in good repair, and shall make such repairs, replacements or additions thereto as are required and necessary for the safe and efficient operation of the Airpark. 2. Lessee shall keep all areas, including those common use areas wi thin a distance of one hundred (100) feet from the Premises, free from trash, debris, litter, and all other discards. 3. Lessee shall notify the Lessor's Engineering Department Staff Liaison of any condition requiring repairs, replacements or additions necessary for the safe and efficient operation of the Airpark. Lessor shall not be liable to Lessee, its agents, employees or customers, for any damages resulting from any condition arising after the execution of this Lease unless Lessee has notified the Lessor's Engineering Department Staff Liaison and has confirmed such notification in writing directed to the Lessor prior to the occurrence of any loss. 4. Lessee shall maintain all grass and landscape vegetation on the Premises. Lessee agrees to mow and maintain the Airpark grass as described on the mowing specifications in Exhibit E, or as revised by Lessor throughout the term of this agreement. If Lessee fails to maintain Airpark as per Lessor's 14 I I' specifications, Lessor at its option may hire a contractor to maintain and bill Lessee accordingly. C. Airspace and Approaches - Lessor reserves the right to take any action it considers necessary to protect the airspace and approaches of the Airpark against obstruction, together with the right to prevent Lessee from erecting, or permitting to be erected, or locating any building, object, or structure on the Premises or adjacent to the Airpark which, in the opinion of the Lessor, would limit the usefulness of the Airpark or constitute a hazard to aircraft. ARTICLE V PAYMENTS A. Rent and Fees In consideration of the rights and privileges granted by this Agreement, Lessee agrees to pay Lessor during the term of this agreement rent of Seven Thousand Four Hundred and Fifty Dollars ($7,450)per month, for Airpark and hangar rental plus six cents ($.06) per gallon for all fuel dispensed at the Airpark. Lessee agrees to pay Lessor sales tax on all Rent and Fee payments. B. Payments All rent and fee payments shall be paid monthly in advance on the tenth (10) day of each month during the term of this Agreement. Lessee agrees to pay the pro rata share of any partial month during the beginning or end of this agreement. Lessor shall determine and assess a CPI increase on January 1, 1998, and each year thereafter, for all rent and fee payments. C. Delinquency Charge - A rent and fee payments shall be delinquent if not paid on or before the tenth (10tfi) day following the due date, and shall accrue interest at the maximum amount allowable by law, until paid. D. Place of Payment - All payments due Lessor from Lessee shall be delivered to the Finance Department, City of Clearwater, P.O. Box 4748, Clearwater, Florida 34618-4748. E. Taxes and Assessments - Lessee shall pay all taxes and assessments against property leased to Lessee by this Agreement, and against the leasehold and any other property interests under this Agreement. F. Records Lessee shall maintain in accordance with generally accepted accounting principles and keep for a period of five (5) years and for such additional reasonable period as the Lessor may request, records and books of account and such other records as the Lessor may reasonably request. Lessee shall record all transactions for the conduct of the business provided for herein, all of which records and books of account shall be made 15 I I available at the Airpark, or in such other location as may be requested in writing by the Lessor. G. Lessee will submit to the Lessor an annual financial report prepared in accordance with generally accepted auditing standards and compliance with the Lease Agreement. The report will be submitted to the City no later than three months after the completion of the Lessee's Fiscal Year, and Lessor, at its option may inspect Lessee's financial records upon written notice. H. The acceptance by Lessor of any statement by Lessee, or of any payment, shall not be deemed a waiver of the right of Lessor to claim additional payment after a review and inspection of Lessee's books and records nor shall such acceptance constitute a waiver by Lessee of any claim for a refund from Lessor for any overpayment. I. Lessee will use cash and credit control devices of a type acceptable to Lessor and that accurately reflect the gross revenues of Lessee from all sales. ARTICLE VJ: UTILITIES Lessee agrees to pay the cost of all utilities for the facilities leased. In the event Lessee fails to pay any utility bills when due, Lessor may, at its option, pay the same and collect from Lessee the amounts so disbursed, plus interest at the maximum rate allowable by law until paid, and in such event, this Agreement is subject to termination at the option of the Lessor. ARTICLE VII INSURANCE Lessee shall procure and maintain during the term of this Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with this Lease. The cost of such insurance shall be purchased and paid by Lessee. A. Min~um Scope of Insurance Coverage shall be at least as broad as: 1. Insurance Services Office form number CG 0001 (latest edition), or CG 0002 (latest edition) covering Comprehensive General Liability; and Insurance Services Office form number GL 0404 (latest edition) covering Broad Form Comprehensive General Liability, and 16 I I 2. Insurance Services Office form number CA 0001 (latest edition) covering Automobile Liability, code 1 "any auto"; and CA 002 (latest edition), and 3. Lessee shall procure and maintain, for the life of this lease, workers' compensation insurance covering all employees of Lessee with limits meeting all applicable state and federal laws. This coverage shall include employers' liability insurance with limits meeting all applicable state and federal laws. B. M1n~um Limits of Insurance Lessee shall maintain limits and types of insurance coverage as provided in this Lease and Operating Agreement. The minimum limits and types of insurance that Lessee shall maintain in general are set forth in this Article VII. However, the limits and types of insurance coverage for specific activities of the Lessee at the Airpark are set forth in Article III and the Lessee is required to maintain that coverage if that specific activity is engaged in by the Lessee and is not otherwise covered by the terms of the general insurance coverage. If the specific activity engaged in by the Lessee is insured by the provisions of its general coverage provided pursuant to the requirements of this Article VII, then the insurance requirements for that activity under Article III will be deemed satisfied and no additional insurance policy or endorsement to a policy shall be required of the Lessee. 1 . Comprehensive General Liabili ty $1, 000, 000 . 00 combined single limit each occurrence for bodily injury and property damage to include: a. Premises and Operations b. Independent Contractors c. Products and Completed Operations d. Broad Form Contractual e. Personal injury 2. AutomObile Liability - $1,000,000.00 combined single limit bodily injury and property damage each occurrence, if any automobile is used in Lessee's operations. 3. Workers' Compensation maintain, for the life of this insurance covering all employees of applicable state and federal laws. Lessee shall procure and lease, workers' compensation Lessee with limits meeting all This coverage shall include 17 I I employers' liability insurance with limits meeting all applicable state and federal laws. 4. Property Damage - Equal to replacement cost of real or personal property owned by the Lessor, or acquired by the Lessor, or by the Lessee on the Lessor's behalf, during the term of this Lease. Policy shall identify by separate schedule each item of personal or real property covered and its respective replacement cost. 5. Hangar Keeper's Liability $100,000/$300,000 combined single limit property damage and theft each occurrence. 6. Product Liability - $1,000,000 combined single limit property damage each occurrence. 7. Aircraft Liability $1,000,000 combined single limit bodily injury and property damage with $100,000 limit per passenger. 8. Co-insurance A minimum of 80% co-insurance is required. C. Deductibles and Self-Insured Retentions Any deductions or self-insured retentions must be declared to and approved by the Lessor. At the option of the Lessor, either the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the Lessor, its officials and employees or the Lessee shall procure a bond, letter of credit or other instrument acceptable to Lessor, guaranteeing payment of losses and related investigation, claim administration and defense expenses. D. Other insurance Provision The policies are to contain, or be endorsed to contain, the following provisions: 1. General Liability and Automobile Liability Coverage a. The Lessor, its officials, employees and volunteers are to be covered as insured as respects liability arising out of activities performed by or on behalf of the Lessee; products and completed operations of the Lessee; Premises owned, leased or used by the Lessee; or automobiles owned, leased, hired or borrowed by the Lessee. The coverage shall contain no special limitations on the scope of protection afforded to the Lessor, its officials, employees or volunteers. 18 I I b. The Lessee insurance coverage shall be primary insurance as respects the Lessor, its officials, employees and volunteers. Any insurance or self-insurance maintained by the Lessor, its officials, employees or volunteers shall be excess of Lessee insurance and shall not contribute with it. c. Any failure to comply with reporting provlslons of the policies shall not affect coverage provided to the Lessor, its officials, employees or volunteers. d. Coverage shall state that Lessee insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 2. Workers' Compensation and Employers' Liability Coverage The insurer shall agree to waive all rights of subrogation against the Lessor, its officials, employees and volunteers for losses arising from work performed by Lessee for the Lessor. 3. All Coverage a. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the Lessor. b. If the Lessee is underwritten on a claims-made basis, the Retroactive Date shall be prior to or coincide with the date of this Agreement and the Certificate of Insurance shall state that coverage is claims made and also the Retroactive Date. The Lessee shall maintain coverage for the duration of this Lease and for the two (2) years following the completion of this Lease. It is further agreed that the Contractor shall provide the Lessor a sixty (60) day notice of aggregate erosion, in advance of the Retroactive Date, cancellation and/or renewal. It is also agreed that either the Lessee or Lessor may invoke the tail option on behalf of the other party and that Extended Reporting Period (ERP) premium shall be paid by the Lessee. E . Acceptabili ty of Insurers Insurance is to be placed with an insurance company authorized to do business in the state of Florida and possessing a Bests' rating of no less than A:XIII. 19 I I P. Verification of Coverage Lessee shall furnish the Lessor with Certificates of Insurance and with the original policy or policies of insurance with all endorsements affecting coverage required by this clause. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements shall be submitted on standard insurance forms used in the insurance industry or on any other form acceptable to Lessor together with a written statement from Lessee's insurance broker or agent that all insurance policies provided by Lessee to Lessor complies with the insurance requirements set forth in this Lease and Operating Agreement. These forms shall be received and approved by the Lessor before execution of this Lease and Operating Agreement and other lease documents by authorized Lessor. G. Subcontractors of Subleases Lessee shall include all subcontractors/subleases as insured under its policies or shall furnish separate certificates and endorsements for each subcontractor/sublessee. All coverage for subcontractors/sublessee shall be subject to all of the requirements stated herein. ARTICLE VIII LIABILITY AND INDEMNIFICATION A. Lessee agrees to assume all risks of the Premises and all liability therefore, and shall defend, indemnify, and hold harmless the Lessor, its officers, agents and employees from and against any and all loss, liability, and damages of whatever nature, to persons and property, including, without limiting the generality of the foregoing, death of any person and loss of the use of any property. This includes, but is not limited to, matters arising out of or claimed to have been caused by or in any manner related to the Premises or Lessee's operations or those of any approved or unapproved tenant, subtenant, licensee, invitee, contractor, subcontractor or other person approved, authorized, or permitted by Lessee in or about the Premises, including losses, liability, and claims related to air and noise pollution, or any other operations pursuant hereto, whether or not based on negligence. Lessee shall defend all such claims, demands, and suits, whether groundless or not, at Lessee's own cost and expense. Further, Lessee does hereby covenant and agree to indemnify, hold harmless, and defend Lessor, its officers, agents, and employees, from and against any and all loss, liability and damages arising out of or in any manner related to any breach by Lessee, its agents, employees, invitees, licensees, contractors, subcontractors, tenants, or subtenants, whether approved or unapproved, of any of the terms, conditions, or other provisions of this Agreement. 20 1 I B. Lessee agrees to defend, indemnify, and hold harmless the Lessor, its officers, agents, and employee from and against any and all claims or liability for compensation under any workmen's compensation statute arising out of injuries sustained by any employee of Lessee or any licensee, contractor, subcontractor, tenant, or subtenant of Lessee. . C. Lessee agrees to indemnify Lessor from and to assume all liability for, and to pay all taxes and assessments of every kind, including taxes imposed or which may be imposed by the County of Pinellas and Lessor, which by law may be levied or assessed on the Premises occupied by Lessee pursuant to this Agreement, or which arise out of the operations of Lessee, or by reason of occupancy by Lessee or any of Lessee's agents, licensees, invitees, contractors, subcontractors, tenants, or subtenants, whether or not approved by the Lessor. Lessee shall be responsible for obtaining bills for all of said taxes and assessments directly from the taxing or assessing authority, and shall promptly deliver to the Lessor copies of receipts of payment. D. Lessee's obligations to defend, indemnify, and hold harmless, as set forth in this article, shall include any and all attorneys' fees and investigative expenses, incurred by Lessor in the defense and handling of said suits, claims, damages, and the like, and in enforcing and obtaining compliance with the provisions of this Article. ARTICLE IX DISCLAIMER OF ~IES This Agreement constitutes the entire Agreement of the parties on the subject matter hereof and may not be changed, modified or discharged except by written Amendment duly executed by both parties. Lessee agrees that no representations or warranties shall be binding upon Lessor unless expressed in writing herein or in a duly executed Amendment hereof. It is understood and agreed that: A. Lessor does not warrant, and hereby disclaims any and all liability and responsibility for or on account of the condition of, the Premises, or the Airpark or any portions thereof, or for or on account of anything affecting such conditions. B. Lessor makes no warranties and has no obligations or liability for or with respect to the removal of sand, water or debris from the Premises of any part thereof. C. Lessee makes no warranties and has no obligations or liability for or with respect to the acts or omissions of, or the presence or absence of any other Lessee or operator at the Airpark 21 I I D. Lessor makes no warranties and obligations or liability with respect to noise, air quality, or air pollution. shall have no noise pollution, ARTICLE X LESSEE AS INDEPENDENT CONTRACTOR In conducting its business hereunder, the Lessee acts as an independent contractor and not as an agent of the Lessor. The direction, and payment of Lessee's employees shall be the sole responsibility of Lessee, and Lessor shall not attempt to exercise control over the daily performance of duties by Lessee' employees. Lessee acts independently as to assignment. selection, retention and ARTICLE XI ASSIGNMENT This Agreement, nor any part thereof or any interest therein, shall not be assigned, transferred or subleased by Lessee without the express written consent of the Lessor which shall not be unreasonably withheld. This shall include any agreements or subleases in effect at the commencement of this agreement. Lessee's failure to obtain Lessors written consent to any assignment, transfer or sublease shall render such agreement null and void. All principals of the Lessee and their respective percentages of ownership shall be disclosed to the Lessor in writing and it is expressly agreed that if the Lessee is a corporation, any change in the ownership of corporate stock; or if a partnership, the addi tion to or withdrawal of any partner from the partnership firm; or the addition to or withdrawal of a principal Lessee in whatever capacity; by purchase or sale, or operation of law or in any other manner whatsoever, without the consent of the Lessor shall be deemed an assignment. Notwithstanding any attempt by Lessee to assign, transfer or sublease this Agreement, or any part thereof or interest therein, Lessee shall remain obligated and liable to Lessor for the performance of all covenants, terms, and conditions, warranties and other provisions of this Agreement to the same extent that Lessee would have been obligated and liable if such assignment, delegation, or sublease had not been attempted, but such attempt shall be deemed an act of material default by Lessee. It is understood and agreed that Lessor may, with notice, assign or delegate any or all of hereunder. at any time, its rights 22 ] I ARTICLE XII NONDISCRDaNATION Notwithstanding any qther provision of this Agreement, during the performance of this Agreement, Lessee, for itself, its heirs, personal representatives, successors in interest and assigns, as part of the consideration for this Agreement, does hereby covenant and agree, as a covenant running with the land, that; A. No person shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination in the use of the Premises on the grounds of race, color, religion, sex, handicap, age, or national origin. B. In the construction of any improvements on, over or under the Premises, and the furnishing of services therein or thereon, no person shall be excluded from participation in, denied the benefits of, or otherwise be subj ected to discrimination on the grounds of race, color, religion, sex or national origin. C. Lessee shall use the Premises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, and as said regulations may be amended. ARTICLE XIII REQUIREMENTS OF THE UNITED STATES This Agreement shall be subject and subordinate to the provisions of any existing or future Agreement between Lessor and the United States, or any agency thereof, relative to the operation or maintenance of the Airpark, the execution of which has been or may be required as a condition precedent to the expenditure of federal funds for the development or operation of the A1.rpark. ARTICLE XIV DEFAULT AND TERMINATION A. Termination by Lessee. This Agreement shall be subject to termination by Lessee at its option in the event of anyone or more of the following events: 1. The abandonment by the Lessor of the Airpark as an airport or airfield. 2. The default by the Lessor in the performance of any of the terms, covenants or conditions of this Agreement, and in 23 1 I the failure of Lessor to remedy, or undertake to remedy, to Lessee's satisfaction, such default for a period of t.hirty (30) days after receipt of notice from Lessee to remedy the same. 3. Damage to or destruction of all or Premises or Airpark facilities necessary to the Lessee's business not repaired within 180 days. part of operation the of 4. The lawful assumption by the United States, State of Florida, or any authorized agency thereof, of the operation, control, or use of the Airpark, or any substantial part or parts thereof, in such a manner as to restrict substantially Lessee from conducting business operations for a period in excess of forty-five (45) days. B. Termination by Lessor. This Agreement shall be subject to termination by Lessor at its option in the event of anyone or more of the following events: 1. The material default by Lessee in the performance of any of the terms, covenants or conditions of this Agreement, and in the failure of Lessee to remedy, or undertake to remedy, to Lessor's satisfaction, such default for a period of thirty (30) days after receipt of written notice from Lessor to remedy the same. 2. Lessee files a voluntary petition in bankruptcy, including a reorganization plan, makes a general or other assignment for the benefit of creditors, is adjudicated as bankrupt or if a receiver is appointed for the property or affairs of Lessee and such receivership is not vacated within thirty (30) days after the appointment of such receiver. for all Charter. 3. The Lessor determines that a municipal need exists or part of the Premises consistent with the Lessor's 4. The Lessee has violated the terms of the agreement by a consistent pattern of conduct detrimental to the operation of the Airpark. c. Exercise. Exercise of the rights of termination set forth in Paragraphs A and B, above, shall be by five (5) days' written notice to the other party. Forbearance of timely notice shall not be deemed a waiver of any breach. D. Removal of Property Upon termination of this Agreement for any reason, Lessee, at its sole expense, shall remove from the Premises all signs, trade fixtures, furnishings, personal property, equipment and materials which Lessee was permitted to install or maintain under the rights granted herein. If Lessee shall fail to do so within thirty (30) days, then Lessor may effect such removal or restoration at Lessee's expense, and 24 I I Lessee agrees to pay Lessor such expense promptly upon receipt of a proper invoice therefor. E. Waiver. The waiver of any breach, violation or default in or with respect to the performance or observance of the covenants and conditions contained herein shall not be taken to constitute a waiver of any such subsequent breach, violation or default in or with respect to the same or any other covenant or condition hereof. ARTICLE XV MISCELLANEOUS PROVISIONS A. The point of contact for all matters related to the Lease Agreement and all other conditions, acti vi ties and events relating to the Airpark shall be the Lessor's Engineering Department Staff Liaison or as otherwise designated by the Lessor's City Manager. B. It is understood by the Lessee that no right or privilege has been granted to Lessee which would operate to prevent any person, firm or corporation operating aircraft on the Airpark from performing any services on its own aircraft with its own regular employees (including, but not limited to, maintenance and repair) that it may choose to perform. C. It is understood and agreed that nothing herein shall be construed to grant or authorize the granting of an exclusive right other than rights of possession and peaceful enjoyment to the Premises. D. Lessor reserves the right to further develop or improve the Airpark as it sees fit, taking into consideration the desires or view of the Lessee, and without interference or hindrance. Lessor shall make every effort to minimize the disruption of normal Airpark usage during periods of repair or further Airpark development. The ~essor proposes to construct a medium intensity runway light system (MIRL) and a low intensity taxiway light (LITL) system and the Lessee agrees to maintain these systems throughout the term of this Agreement. All improvements constructed at the Airpark shall be owned by the Lessor at the expiration of this agreement. E. During time of war or national emergency Lessor shall have the right to lease the landing area or any part thereof to the United States Government or State of Florida for military or naval use, and, if such lease is executed, the provisions of this instrument insofar as they are inconsistent with the provisions of the lease to the Government, shall be suspended. Lessee's rents will abate accordingly. F. Lessor reserves the right to enter upon the Premises for the purpose of making any inspection it may deem expedient to 25 ) , the proper enforcement of any of the covenants or conditions of this Agreement. Lessee agrees to correct any violation within a reasonable time thereafter, and if Lessee fails to correct such violation, then Lessor may assess a fine or penalty as determined by Lessor. G. Lessor reserves the right to bar, terminate, or otherwise prohibit the use of its common use, publicly-owned facilities by persons, activities or organizations including Lessees judged by the Lessor, or other duly authorized authority to be operating in an unsafe or unauthorized manner. H. Severability - If a provision hereof shall be finally declared void or illegal by any court or administrative agency having jurisdiction, the entire Agreement shall not be void, but the remaining provisions shall continue in effect as nearly as possible in accordance with the original" intent of the parties. I. Notice - Any notice given by one party to the other in connection with the Agreement shall be in writing and shall be sent by certified mail, return receipt requested, with postage and fees prepaid: 1. If to Lessor, addressed to: With a copy to: City Manager Attn: Engineering Department City of Clearwater Post Office Box 4748 Clearwater, FL 34618-4748 City Attorney's Office City of Clearwater Post Office Box 4748 Clearwater, FL 34618-4748 2. If to Lessee, addressed to: Clearwater Aircraft, Inc. 1000 North Hercules Avenue Clearwater, Florida 34625 Notices shall be deemed to have been received on the date of receipt as shown on the return receipt. J. Corporate Status - Lessee shall keep its corporate status active and current throughout the term of this agreement. Lessee shall annually file on the anniversary date of this agreement with Lessor a copy of the Certificate of Good Standing from the State of Florida. Lessee's failure to bring its corporate status current, after thirty (30) days written notice from Lessor, shall be a default under this agreement. K. Attorneys Fees Lessor and Lessee agree that the prevailing party in any litigation arising out of this agreement shall be entitled to attorneys fees and costs, and that litigation shall be in a court of competent jurisdiction in Pinellas County. 26 I I ARTICLE XVI LEASE BOLD :IMPROVEMENTS No improvements, additions, or changes shall be made to the Premises without the prior written consent of the Lessor. It is further agreed that any improvements, additions, or changes shall be made by the Lessee at its own expense and at the option of the Lessor shall become the property of the Lessor upon expiration, or prior termination of this Lease Agreement or any extension or renewal thereof. Should the Lessor elect not to exercise this option, the Lessee agrees to remove such improvements, additions or changes at its own expense and deliver the Premises to the Lessor in as good condition as they now are. Lessee may construct additional general aviation facilities such as a new terminal/hanger and T-hangers so long as such construction conforms with the Airpark Master Plan, conforms with all code requirements, and is approved by Lessor. Lessee shall also have the first right of development of the '150 x '250 outparcel located on Hercules Ave. as described in Exhibit A, so long as the Lessee and Lessor agree on the use, and agree on addition rent for such use. The lease must be approved by Lessor's Ci ty Commission and must conform with all code requirements and any other conditions applicable to the use. IN WITNESS WHEREOF, the parties hereto have set their seals on the date first above written. CITY C CLEARWATER, =DA By: Michael J. Roberto City Manager (Lessor) Rita Garvey Mayor-Commission Approved as to form: Attest: ~/'~ n Carassas, Esq. Assistant City Attorney CLEARWATER AIRCRAFT, INC. (Lessee) By: Name: Its: P 27 AIRPARK DESCRlPllON ...: ~"~~'~'~~'~~~;$ a: "'~"'~"~~~ffi~\ SHERWOOD STREET ~,~~~~~~~~ < ',.~~~~~~~~~~~ ~~\~~\~~~~% '~'~?a'~'~ ~;1?~~~~1 ~~~.~~ . ~~~~~~ ~~%~ ~~\~,~~~~~ ~~~~~I~~>>~ ~~':~~% @'~% ,~~~'l. ~~' ~~~~~~~~~~ ~~~~~~~ ' ~~J...~,~~ ' AIRPARK lEASE W ~\~ff~~ '~ DESCRIPllON ~ ~.~~~~~ ~ ~~~~~. GRANO AVENUE en ~~~h~~~' '" , '" " w ~~~~~~~~ ,,~~(,~.~~ :5 ~~ "~ "~. '~ ."g~ 0 ~~,~,~., ~,~~~~ f5 ~~.. i?-~~~, :J: fI,a'.~~ '. ~~\,.~~\~-' ~~~'~I~~\~\ ~. "'~ ~ ~,}?~~~~~~~~~~ ~,i~~~',~~Jf~\~f@\ 1~~~~1~~~~~~~~~ ~~~~~ ~~~~~~~~~ %~~~~~ %~%~ff~, ~'~.~~~~~'~~~.~~~'~ v; ~~~~>>~~~>>~~~. ~~ff~~~f~~~' ~~~ ~~~~>>~~~~ ,~,~~, , ~~~, ~~~~'I*~=~= ~'l.~~~~ ' ~~=~= Vh '.~~ ' '~'~~" , " " '/"~'//.Jl: , '~' z'~ AIRPORT DRIVE =~:~%' =~~~', ~~~~ , , , , J N ~A~ W......B~E ~,' S o I 400 800 ~ SCALE : FEET $- T-R: 12-29-15 NOTE: THIS IS NOT A SURVEY AIRPARK.DWG DRAWN BY: RBW DATE: 5/20/97 AIRPARK TOTAL 64.05 ACRES I - ---l Exhibit "A" Sheet 1 of 2 CILBERT STREET I I EXHIBIT "B" CLEARWATER AIRPARK TIE-DOWN/HANGAR LEASE That the has this day leased to (Name of Lessor) Space No. Description (i.e. Hangar/Grass Tie Down/Hard Stand) located on the Clearwater Airpark on a month-to-month term beginning on the 1 st day of ,19_, upon the following terms and condition: 1. The space is to be used solely for the parking of the Tenant's aircraft with the exception that automobile parking in the space is permitted while the aircraft is being flown. 2. Aircraft parked in each space must be registered with the Clearwater Airpark. The aircraft to be parked is described as 3. The Tenant does not have the right to sub-lease a space without Lessor's approval. 4. Airworthy aircraft may not be under repair for more than ninety (90) days. 5. If the Tenant changes the aircraft to be parked in the space, the identifications and N-number of the new aircraft must be reported to the Airport Manager and shown on this rental agreement. 6. Rent in the amount of $ plus applicable sales tax is due on or before the first of each month beginning ,19._, and will be considered delinquent if not paid on or before the 20th of the month. I I If the Tenant has not paid the rent on or before the last day of each month when it becomes due, the Lessor, may terminate the rental agreement. The Lessor reserves the right to adjust the rental amount upon fifteen (15) days written notice to the Tenant. Partial payment of the tie-down space rental will not be accepted by the Lessor. 7. The Tenant shall make no structural, electrical, or other modification to the premises without Lessor's written consent and securing a permit from the City. Tenant is subject to penalty. 8. The Tenant shall be responsible for all damage to the leased premises caused by the Tenant's negligence or abuse. If the Tenant does not promptly repair any damages caused by its negligence or abuse after notification by the Lessor and/or City, the City reserves the right to make repairs at the Tenant's expense which shall become due and payable as part of the Tenant's rent on the next monthly billing cycle. 9. Partial payment of space rental will not be accepted by the Lessor. 10. The Tenant shall purchase a hangar lock from the Airport Manager with one (1) key supplied to the Tenant and one (1) key to be retained by the Airport Manager. 11. The Lessor and the City reserves the right at all times to enter the space for security, fire, and other emergency inspections. The space shall not be used for any illegal purposes or used in connection with any illegal activity. 12. Remedies for default and payment. If the Tenant defaults in the payment of rent or does not fulfill the other terms and conditions of this Lease, the Tenant does, by the signing of this Lease, grant the Lessor or the City the right to remove the airplane and all contents from the space and to then lease the 2 I I space to another tenant. Any airplane removed from space for non-payment of rent shall be impounded by the Lessor or the City in an area designated by the Airport Manager, and shall not be removed until all unpaid rent, storage charges and fees are paid in full. This section shall be construed to be an additional remedy and right granted by the Tenant to the Lessor in addition to any other remedy available by law. 13. Tenant shall keep area of space clean and clear of oil, grease, and other stains. 14. No explosive or flammable materials will be permitted within or about the space with the exception of fuel in aircraft tanks. 15. No boxes, crates, rubbish, paper, or litter that could cause or support combustion shall be permitted within or about the space. All spaces shall be kept clean and neat. 16. Tenant may polish or clean aircraft in the space if flammable materials are not used. 17. No shop equipment shall be installed in the space. 18. Lessee shall be permitted to perform only those repairs and/or maintenance which are specifically authorized under Federal Air Regulations, Part 43, preventive maintenance allowed by owner/pilot and subject to approval by the fire official, which does not require the services of a licensed A & P mechanic. This maintenance may be performed only by the owner or operator of the aircraft. 19. The Tenant is not permitted to bring onto Airpark property fuel not dispensed from the Airpark fueling facilities with the exception of fuel in the aircraft tanks. 20. Failure to abide by these stipulations will result in termination of this Agreement. 3 I I 21. If it becomes necessary for the Lessor to use legal process to collect unpaid rent or charges, the Tenant shall pay all costs of collection at trial and appellate levels, including attorney fees, incurred by the Lessor. LESSOR: By: Date: TENANT: By: Date: 4 I I EXHIBIT .C. HANGARfTIE DOWN RENTAL RATES EXCLUDING STATE SALES TAX 1) 2) 3) 4) 5) Enclosed T -Hangars A & B Enclosed T-Hangars C Covered Shade Hangars Asphalt lie-Downs Grass lie-Downs $300.00-$325.00 per month plus tax $275.00 per month plus tax $160.00 per month plus tax $ 60.00 per month plus tax $ 50.00 per month plus tax ~" ( , '. EXHllil'l' ~l). BOILOINO If\JIlllEIII ill! _ alOl~IN. LOCATlOR. ~.l.r Aln>ark Co<wlox TARGET D~TlI 1994 1000 ". Rereule. Avenue. OOKPLlTlD DATIl 90/00/00 ". :- ", . . .. ._ INDIVIDU~ ~. or ~ rAcILITl W1IIC21 lCUi~ as JlIXOvATED -- fL._ 1 r ',--" ZUMIH'l' JXISTINO STATS ~A' itNroAAD ~ . . rukln9 Accell1hl. 1>Uk1n9 .pac.., dedgnatecS by , 119ft .howing th, .ymbol of acceu1bll1tJ' do act _xl.t. . Sigh..t operable part 1. 58- frOll 9rouncS on Imergency Phone at Kaln Building. A. Ballway .~ Main Entranc. doe. not. provld.. 3'-' openin9 vith gla.. counter. 1D pre.ent location. aOTi. tA"" t,.poD.lbl' for Jd)~ ~Q.pUbC.. : (4.1.2). Alto (4.6.2). (4.2.') 54. ma.x1.lDwa beight fo. .ide t'.ch. . , . . I . . r 9 e n c J telephope i . A. (4.3.3). Acce.l1ble ~oute B. When pilots park ln B. (4.3.2) (2). gra.., there 1. no acce8llbl. walkway to Haln Building. C. Walkway does not exbt C. (4.3.2) (2). from Kain Building to Haintenance Building. D. Walkwa, fro. Kain D. (4.3.4). Building to Fuel station doe. not bave a turnaround area. DoOr. E. Doel not exl,t to picnic I. (4.3.2)(2). table in back of Hain BulldiD9. r;:'\thre,hold at. Hain A. (4.13.1). ~EntranCe Door i. greater thu 1/2-. B. ~ea in froDt. of MaiD .. (4.13.6). Intrance Door 1. .loped, DOt level. c.)(aiD IntrAnce doonra, C. (4.13.5). doe. not prov1de 32- open1hg. D. DoOnraJ. throughout Kal.n b. (4.13.5). Bul1ding (Offlce. ~..t t,oOII, .to.) do not provlde 32- openin9. I 0. ~ :,;:~ I) Of- . c .~~ - fa,. 2 But~INO LOCAtIO"' ~~t~li~t.~ alrD.~~ eoo;lll BerculeB Avenv. . I 80ILDINC NUHBtRI litO- TARGSt D~TI' 1994_ COKPLtTED DATIl ~OIOO/oo. . __ l)f1)lVlbUAL .nAT\TP.EI 0' tJm t~ci~ln Wllci MU~ as ki:NoVA%ZD - - SLEHEtrr '1'oilet stall. (Main Building) Water Closet. (Ma.in Building) "rinal. Building) ~avatorie. Mirror. BuilcUng) (Haln and (Hala '. .. III _ .44'__. ... EXISTING STATI K. Doontay 1.'d1n9 out.61~ to fuel It't1on cSoe~ DOt prov~de 32- open1n9,' r. DoOrway leading oublcS. to Patio doe. not provide 32- open1n~. c. '1'hre Ibolel at dOor leading out.id. ,to ruel station. And tbretbolcl at door 1~adin9 ouUld. .to Patio, have 5- .t'~. A. '1'bere are no .tallil ln Ken" or Women" ~e.t ~00CIl' tbat are proper, .i&e and arrangement. B. Door.lay' .to .tdU in Ken.' . and Women'. Steat ~oom' do not provide 32- opening. A. Toilet. 1a Heo'. ancl women' . Iteat ~oom' are nottbe proper height. t;:\crab bar. do not exilt ~1n Hen'. or Women" ,..t ~oom stall.. Orinal 1n Men'. Jle.t JlOClll baa ria 25- frOll floor. t;:'\Hlrror. over ,1.nJtt lJa \::I Ken' . aneS women'. !te,t ~oom. u. too higb. t;)paper 'towel' dhpenlu 1.D \::.:J Hen ' . Jle.t JlOClll it too higb. e. sink. 1ft HaD" &Del WOCMn'. ~eR Jloocd do not prov id. proper b.. clearanc.. I). Sinlt. 1ft Ken'. a.ncl women" Iteat JloOCDti hav. expo.ecS wat~r plpe~& ADA S'1'1Jf1)W i .. C..13.5). i r. (4.13.5). o. (4.13.8). A. (4.17.3). A180 (4.22.4). B. (4.17.5). A. (4.16.3). I. (4.i7.6). (~.18.2) . A. (4.19.6). i. (..23.7). J.180 (4.2.5),(4.2.6) c. (4.24.3). I). (..19.4). AlIo (4.24.6). ,I . !. I 8l'ILDUfO HVMBl:JU }j 10 - TARGtT DATI. 1994_ COMPLtTlD DATI' 29/00/00 .. __ IHDlVIDUAL nA~' 01' US tActLt'll tnlldl IcOn II RENOVATED -- re~(\ 8U1I,.I)lNO LC>CAT1011. fJ,.....ur MrPlrk pOl!lol.. ;1.000 ". .Rercu1e. Avenue ~ " . ....... ~ EXUTING STATS tJ>A 8TAN1>AJU) IL!.HINT - S8"lce Count.~ 'Seat!.ng PaEt. Count8~ (Halntenanc. BuUding) "ater Fountain B m . ~ 9 e n c y Telephone Door. I . Kala Sertlc. Counte~ 1. too ~7.2)Cl). bigh and doe. ftot provlde a 3'. x 3'. area acce..1bl. to wheelcbUr.. Delk and tabl.. throughout (4.32.3).' Mal.n ~OOCI In Kaln Bulldl.D9 do not have proper. knee clearance. . . :(1.2)(1) . Part. S8" lce Counte~ 1A MaIntenance Bulldlng doe. not provide a 3'. x 3'. area acce..ible to wheelchair.. ~rountalft In ~ala ~8ulldln9 has. epout too hlgh fr~ floor. I. Witb table In present B. (4.15.5)(1). location, clea~ floor 'pace 1ft front of fountaloa 1. not prodded. 0rounta1D hal wate~ flov C. (4.15.3). v:.:J toward rear. A. (4.15.2). A..Sigb.lt operable part 1. A. (4.2.6). 'S- fro. ground on tmergenCJ phone at .Malntenance Bu11d1Dg. . I. Clear groun4 a~c:e 1. 14 (4.31.2). A1,0 (4.5). not provld.. bf !mergenCJ Telephone at Haintenance .BulldlDg, due to tbe fact that IUrf~ce 't phone 1. .gra... A. 4. atep exlst. at A. (4.13.1). thre.bold to part. Jtc>Oa. I. Doorwaf at top of "AU' I. (4.13.5). doe. not prov1de 32- opening. c. Doorway at ~e.t loom hat c. (4.13.1). an .. and a 4. Itep at thre,bold. . ~ . .. .. .. .... ... . o c.\ ...., ~} h9. ( I :1 BUI~INO LOCATIONI ~~.g~lter Al~ark ~olex __00 R, Rercule. Avenue 8UILDINO NVMBIR.I 1jl0 TAROET DATIl 1994_ COKPLEnD DAril ~/OOIOo. .;. IN'DlVIDUM. nA1'01lE' or nz tActLln WIlICS Nun U IlENOVATED -- 1L!.XEH1' EXISTING STATI lOA STANDARD stalr. Toilet stall. (Halntenance Building) Water clo.et. (Haintenance Building) Lavatorie. and H 1 r r 0 r · (Maintenance Building) Shower Stall. (Maintenance BuUd!.n9) A. stair. to .econeS floor A. C4.9.2). toft have open ri.er.. I. stair. to *econcS floor I. (4.f.4). toft bav. bAndrlil. that art not a continuoUI 3.- to 38- ahov. Itair nOling'. Grab bar8 do not .xilt. Toilet in ~elt ~oom 1i not the proper height. fi:\Hlrror over .ink in Re8t \:.:IROOCI i8 too high frea floor. {4.U.'). ~4.i'.3). A. (4.19.6). " I. (4.19.4). 1.180 (4.24.6). ~Expo.ed water pipel ~ex18t underneath 8ink 1n Relt Room. 0paper towel dhpen.8r ill \:.:J Relt Room 11 too higb from floor. A. 6- .tep ,xiltl at door A. f~.21.'J). t.o ,bower Itall (at threshold) . . I. 2'- opening exi.t. at ebower ,tall door, thu. not pro.idin9 32- openl.n9. .. c. Shower Itall 1. not the . prop.r 81z' and arrangement with .eat and grab bar.. D. Proper .lhOwer .pray unit ~. (4.21). 1.110 (4.21.5). and proper control. do DO .)tilt. c. (4.23.7).1.110 (4.2.5), (4.2.6) a. (4.13.5). ! c. ( 4.. 2 1 . 2 ) · (4.21.3),(4.21.4). 111 ( I I Exhibit "e. Page 1 of 3 MINIMUM PERIODIC MAINTENANCE STANDARDS FLIGHT OPERATIONS BUILDING PAINT. Interior - repaint every five (5) years Exterior - repaint every seven (7) years CARPET/FLOOR CLEANING - Carpeting - professionally cleaned every six (6) months Flooring _ professionally power stripped and waxed every six (6) months HEATING, VENTILATION AND AIR CONDITIONING. Professionally inspect, clean and service annually including coils and condenser unit LANDSCAPING. Landscape shrubbery around Aight Operations building m4st be trimmed. ' Future landscape irrigation system must be maintained. ~RPARK MOWING SPECIFICATIONt I. INTRODUCTIONS EXHIBIT "E" Page 2 of 3 The Clearwater Executive Airpark is the local aerial point of entry for the Clearwater community. As such, that facility must present a neat, business park-like appearance which reflects the civic pride in and careful stewardship of municipal assets demanded by Clearwater's citizenry. Central to that appearance is the maintenance of the large areas of grass (sod) on the Airpark proper. Such close attention to the physical appearance of the Airpark is also necessary to the safety of Airpark ground operations. Unkempt, overgrown areas obscure potential hazards to pedestrians, motor vehicles and aircraft under power. A reliable efficient grounds maintenance and mowing operator is thus a key factor in the operations of Clearwater Airpark. II. JOB REQUIREMENTS: A. Primary Scooe of the Work. All sod areas on airport proper and the adjoining right-of-way are to be mowed. . This includes the areas between the main runway and the taxiway; areas in and around sod parking areas for aircraft including areas under and around parked aircraft; the area between the Airpark parking lot and the right- of-way on Hercules; runway and taxiway shoulders; and the areas to the west of the runway now in sod. Areas requiring equipment not normally associated with "mowing" as a function such as that required for brush, tree, or other heavy vegetation removal are not a part of this specification. B. Minimum Mowina Freauencv. The Airpark is to receive a minimum of 34 mowings per year with the number of mowings per month as shown below, subject to modification by the Engineering Staff Liaison. Month Number of Mowinas January February March April May June July August september October November December TOTAL 2 2 3 3 3 4 4 3 3 3 2 2 34 mowings ,. .. ~IRPARK MOWING SPECIFItTIONS I EXHIBIT "E" Page 3 of 3 C. Minimum Performance standards. 1. All grass areas within the Airpark fence are to be mowed and trimmed to present a clean, neat appearance free of litter, grass clippings, and other debris. 2. Areas near buildings, fences, hangars, hardstands, and other structures are to be edged or otherwise trimmed. Chemical herbicides such as Roundup may be used to control the growth of vegetation in areas where edging or trimming is not possible or is otherwise impractical and where the use of the herbicide will not harm the composition, extent, or coverage of the turf. In cases, where the city Engineering Department Staff Liaison determines that damages to the turf is present or likely, the F.B.O. will be asked to cease the use of herbicides and resume trimming/edging using mechanical means. 3. ~ll clippings, trash, or other debris generated by mowing activities shall be removed by the F.B.O. at his expense. 4. All work shall be carried out under the responsibility of and at the personal direction of the F.B.O. 5. The F.B.O. shall carry out the work with such care and in such a way as to avoid damage to public and private property. 6. If the F.B.O. fails to satisfy any of the terms of this mowing specification, the City may hire a mowing contractor to complete the work and the F.B.O. will be billed for the work. AVIATIolINSURANCE AGEN~Y, INc':".No. CERTIFICATE OF INSURANCE 98-01 This Certificate does not amend, extend or otherwise alter the terms and conditions of the policies referred to herein. NAMED INSURED CERTIFICATE HOLDER Clearwater Aircraft, Inc. 1 000 N. Hercules Avenue Clearwater, Florida 34625 City of Clearwater P. O. Box 4748 Clearwater, Florida 33618-4748 Type of Coverage Insurance Company, Policy Number and Policy Period Limits of Liability Airport Premises Liability * National Union Fire Insurance Company of Pittsburgh, P.A. through AIG Aviation, Inc. Bodily Injury and Property Damage Combined AP 3383682-03 06/07/98 to 06/07/99 Limit $1,000,000 each occurrence PREMISES INSURED Clearwater Air Park Clearwater, Florida including all locations incidental to the Named Insured's operations * The Certificate Holder is included as an Additional Insured but solely as respects operations of the Named Insured, CANCELLA TION: Should any of the described policies be cancelled before the expiration date thereof, the issuing company will endeavor to mail thirty (30) days written notice to the above named Certificate Holder, but failure to mail such notice shall impose no obligation or liability of any kind upon the company. June 4, 1998 Date Issued Aviation Insurance Agency, Inc. P. O. Box 2260 Palm City, Florida 34991 Telephone (561) 286-0626 Facsimile (561) 286-1108 v4)~0:d~ Authorized Representative THl.,I 2.. 1 :~S .AVX AT XON xHS ~GY 1 JUH~~-::-9S " r', "',1/ ,:,:", ~;. " , , ' . '.~ " r ," ' .' I' .. : , ',.. ... ( ,\ .. .Avi~tl()rt InS\l"~Ilc~AgeJi:cY ... . I ~ C 0 ~p 0 It A tep , " .' . . .. , .901 S,W ~ Martin I)QwtlsB()u\~~d P. o. BoX 226Q ... . Pa\m City, florid~ H99l: p~lrnC'1Y i~l! 11 28~06:(6 1~\1 ri,;c \\lOOl4n 78Eo8 .. ...,J! Dati .,,"-:-- ': JU~ 4, 1998 i': . . . ~r.G\eo Bahn'Ic\c. '. Of)' of Cle~rwater . p 0, BoX cf14S: . :Cleal'water, F1Qi,1da 3361S-4743. Re~' Clearwater ^ircr~ftjlne. Cl('C\(Watet, Florida. '..: , .. . . .' ' r:~G~""";'~ ;~I\ 11)~6 , ~QIl. . r,'~~J''1il!:.;.~ri'))..? 7~~$93. w~ b..... .n.:t.,od i eeltiflC01< l)f \n5Ilran<<: ..;dClICing lII. .1tlS.ence. of ^ilJlOrt rr."""" . u~litY <;<IV...g" fOt the t.pt~ l1!S'!red. . . . , {)ear Mr ,aaMlc~: w< l!'lsllhat yo. ",,11 fl.~ tbi$ in oroer. pl~'" teellr<< 10 coh~t .~ if you bay. qu<"'oo'. Sit\C,en:\}' , AVl.ATJON tNSURANCE AGEN'CY . vq~'JJw..> . , Mary 0' A\au(O ~U/dP vJ\C: ce',' !vb' ,J~ic~ Etnsnoff. C\UJ",jtef Aircraft. lnc. Mr. Steve Ale'ltandTiS, AIG Aviation, Inc. ,;' ---------------------- ,. ~ -.." A viafton Insurance A!ency INCORPORATED 901 s. w. Martin Downs Boulevard P. o. Box2260 Palm City, Florida 34991 Palm City (561) 286-0626 Toll Free .~'" Facsimile (561) 286-1108 Facsimile (800) 572-0893 June 5, 1997 Gk/l 8q/"lcl ENGINEERING AOM~NlsmAnON li 0 RRP Ci NIlf" OM oM OMJB QNIt (l GA.I 0 TRAf 0 AAE g 1<;8 RF 0 ENVl 0 N* o WJS 0 GCH 0 WPC 0 wr oEWS oJWR 0 0 """"~. '^""~ ~ fU: Mr. Cre! Bardell City of Clearwater P. O. Box 4748 Clearwater, Florida 33618-4748 ,., P\fl~; ~.t\ r,n, 0" "ct.~, ~.,.~q~'..r\ .. v r.l)t~/,,!,...-,:--- 'r "I ~ ~ fl. ',N " :-.---.---- t.~.:::--- Re: Clearwater Aircraft, Inc. Clearwater, Florida Dear Mr. B8l'\ielu BC7Jl'1lcf We have enclosed a Certificate of Insurance evidencing the existence of Airport Premises Liability coverages for the captioned Insured. We trust that you will find this in order. Please feel free to contact us if you have questions. Sincerely, ~;;:[;irz~ Shelly corbd SCire Enclosures cc: Mr. Rick Emshoff, Clearwater Aircraft, Inc. Mr. William Soyak, AIG Aviation, Inc. ~ . . Certificate No.: 97-01 AVIATION INSURANCE AGENCY, INC. CERTIFICATE OF INSURANCE This Certificate does not amend, extend or otherwise alter the terms and conditions of the policies referred to herein. NAMED INSURED CERTIFICATE HOLDER Clearwater Aircraft, Inc. 1000 N. Hercules Avenue Clearwater, Florida 34625 City of Clearwater P. O. Box 4748 Clearwater, Florida 33618-4748 Type of Coverage Insurance Company, Policy Number and Policy Period Limits of Liability AI . Oft Pr,........a-I :-biIit * rp '..u~, ...... y National Union Fire Insurance Company of Pittsburgh, P.A. through AIG Aviation. Inc. AP 3383682-02 HIO:7197,...to:06/07/~8 ~. Injurv and ,~age UItIIt $,l.OQO,OOO 8i8efl.' occurrence PREMISES INSURED Clearwater Air Prk Clearwater, Florida including all locations incidental to the Named Insured's operations * The certificate holder is included as an additional insured but solely as respects to operations of the Named Insured. CANCELLATION: Should any of the described policies be cancelled before the expiration date thereof, the issuing company will endeavor to mail Thirty (30) days written notice to the above named certificate holder. but failure to mail such notice shall impose no obligation or liability of any kind upon the company. Aviation Insurance Agency, Inc. P. O. Box 2260 Palm City, Florida 34991 //" Telephone (561) 286-0626 Facsimile (5<)11286-110 June 5. 1997 Date Issued