FIRST AMENDMENT TO LEASE AND PROPERTY OPERATION AGREEMENTFIRST AMENDMENT TO LEASE AND PROPERTY OPERATION
AGREEMENT
This First Amendment to Lease and Property Operation Agreement (this "First
Amendment") is entered into as of March lo3 , 2024, by and between The City of Clearwater,
Florida, a Florida municipal corporation ("Lessor") and FIyUSA PV, LLC, a Florida limited
liability company ("Lessee")(collectively, Lessor and Lessee shall be referred to as the "Parties"
and each individually as a "Party" herein.)
RECITALS
WHEREAS, Lessor and Lessee entered into that certain Lease and Property Operation
Agreement dated January 17, 2023 (the "Agreement") relating to the Clearwater Airpark located
at 1000 N. Hercules Avenue, Clearwater, Florida 33765 and more particularly described in the
Agreement (the "Premises"); and
WHEREAS, Lessor and Lessee desire to modify and amend the Agreement to revise the
provisions relating to term length and rent.
NOW, THEREFORE in consideration of the Premises and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee
agree as follows:
1. Recitals and Capitalized Terms. The recitals set forth herein are true, accurate
and correct and are incorporated herein by reference. All capitalized terms, unless otherwise
defined or modified hereby, shall have the same meaning as set forth in the Agreement.
2. Amendments to Article 3. Notwithstanding anything in the Agreement to the
contrary, Article 3 of the Agreement is hereby deleted in its entirety and replaced with the
following:
"3.1 Initial Term. Unless terminated earlier pursuant to the terms and
conditions of this Agreement, the initial term of this Agreement shall
begin on March 1, 2023, and shall continue until February 28, 2053 (the
"Initial Term").
3.2 Renewal Periods.
a) Upon the expiration of the Initial Term and provided that Lessee is
not then in default, the Parties may mutually agree to renew this
Agreement for up to five (5) five (5) year renewal periods (each a
"Renewal Period").
b) Lessee shall provide Lessor with written notice of Lessee's intent
to renew this Agreement no later than one hundred and twenty (120) days
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prior to the expiration of the Initial Term or, if renewed previously, one
hundred and twenty (120) days prior to the expiration of any of the
aforementioned renewal terms ("Notice of Renewal"). In the event Lessee
does not agree to renew this Agreement within the notice period, this
Agreement shall be subject to termination at the end of the current term at
the discretion of Lessor without penalty to Lessor."
3. Amendments to Article 11. Notwithstanding anything in the Agreement to the
contrary, Article 11, Sections 11.1 and 11.2 of the Agreement are hereby deleted in their entirety
and replaced with the following:
"11.1 Rent. Rent shall be due in monthly installments (the "Monthly Rent"). For
the first ten (10) years of the Initial Term, the Monthly Rent shall be in the
amount of twenty thousand dollars ($20,000.00). The Monthly Rent shall increase
annually by the higher of 3% or the increase in the CPI -U, based on the twelve
(12) month period ending two (2) months prior to the effective date of the
increase. Additionally, beginning in eleventh (11th) year of the initial term and for
the remainder of the length of this Agreement, the Monthly Rent shall experience
a one-time increase of twenty-five thousand dollars ($25,000.00) per month for a
new total of forty-five thousand dollars ($45,000.00) per month. Lessee agrees to
pay the pro rata share of any partial year during the beginning or end of this
Agreement. The Monthly Rent shall be due on or before the first day of each
calendar month for that calendar month's rent payment. Lessee agrees to pay
Lessor's sales tax on all rent payments. Lessor shall invoice Lessee for the
Monthly Rent via U.S. Mail with invoices deemed "received" five (5) calendar
days after mailing or through such other means mutually agreed upon by the
Parties in writing.
11.2 Deferred Rent Increase. Notwithstanding Section 11.1, for each twenty-five
thousand dollars ($25,000.00) that Lessee reimburses Lessor in excess of two
million four hundred thousand dollars ($2,400,000.00) (the "Monetary
Threshold") towards FDOT Projects (as identified in Article 12, Section 12.2),
there will be a one (1) month delay in commencement of the twenty-five thousand
dollar ($25,000.00) per month rent increase scheduled to become due at the
beginning of the eleventh (11th) year of this Agreement. Should Lessee's
reimbursement costs exceed the Monetary Threshold after the eleventh (1 lth) has
begun, the twenty-five thousand dollar ($25,000.00) rent increase shall be
suspended beginning the next calendar month for a period of one (1) month per
every twenty-five thousand dollars ($25,000.00) reimbursed to Lessor over the
Monetary Threshold. In any event, Lessee shall remain responsible for
reimbursing all of Lessor's costs for the aforementioned FDOT Projects. Nothing
in this section obligates Lessor to construct any of the FDOT Projects outlined in
Article 12, Section 12.2. Such obligations solely arise under Article 12."
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4. Miscellaneous. Except as modified herein, the Agreement remains unchanged
and is hereby expressly ratified and confirmed. In the event of a conflict between the Agreement
and this First Amendment, this First Amendment shall control and govern. This First
Amendment shall not be effective unless fully executed by Lessor and Lessee.
5. Remaining Provisions Enforceable. If any provision of this First Amendment shall be
found invalid, illegal or unenforceable by a court of competent jurisdiction, the validity, legality and
enforceability of the remaining portions hereof shall in no way be affected or impaired.
6. Authority. Each Party represents and warrants that it has the power and
authority to execute this First Amendment and that there are no third -party approvals required to
execute this First Amendment or to comply with the terms or provisions contained herein.
7. Counterparts. This First Amendment may be executed in counterparts, each of
which will be deemed an original, and both of which together shall be deemed to constitute one
and the same instrument. Each of the Parties hereto shall be entitled to rely upon a counterpart
of the instrument executed by the other Party and sent by facsimile transmission or other
electronic format.
IN WITNESS WHEREOF, the Parties have hereunto set their hands and seals on the date and
year first above written.
(SIGNATURE PAGES FOLLOW]
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(LESSOR SIGNATURE PAGE)
LESSOR:
14%.,
Bri C gst,
Mayor
Date:
Approved as to form:
Matthew J. Mytych, E(q.
Assistant City Attorney
Date: 9/ a .)
THE CITY OF CLEARWATER, FLORIDA,
a Florida municipal corporation.
By:
Je Pe i 'er
City Manager
Datet _Al2t c 12c
Attest:
L4:L`vL4 ( J
Rosemarie Call
City Cle'k
Date:L/vl 444
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(LESSEE SIGNATURE PAGE
LESSEE:
FLYUSA PV, LLC,
a Florida limited liability company.
By:
Name: F ariy L. Shevlin
Title: Manager
Date: _2 - _20.2 Y
STATE OF FLORIDA )
COUNTY OF piNom )
The foregoing instrument was acknowledged before me by [p(] physical presence or
[ ] online notarization, this -7-1k day of fr.,b rLacV , 2024, by Barry L. Shevlin, as Manager
of F1yUSA PV, LLC, a Florida limited liability company, on behalf of the company. He/She is
personally known to me or produced DC"fer5 I-, &t^k as identification.
Print Name: m, �tiat\ 5C01°\
Notary Public
Midael Scoia
Comm.8HH028710
Thru Awl Nobvy
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