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Resolution 073-1981 RESOLUTION NO. 73 - 1981 RESOLUTION AUTHORIZING THE CHAIRMAN OF THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, TO EXECUTE A LEASE BY AND BETWEEN THE COUNTY OF MONROE, STATE OF FLORIDA, AND PROVINCETOWN-BOSTON AIRLINE, INC. FOR THE PURPOSE OF INSTALLING A FUEL FARM AT KEY WEST INTERNATIONAL AIRPORT. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, as follows: That the Chairman of the Board of County Commissioners of Monroe County, Florida, is hereby authorized to execute a Lease by and between the County of Monroe, State of Florida, and Provincetown-Boston Airline, Inc. for the purpose of installing a fuel farm at the Key West International Airport, copy of same attached hereto. Passed and adopted by the Board of County Commissioners of Monroe County, Florida, at a regular meeting held on the 24th day of March, 1981. BOARD OF COUNTY COMMISSIONERS OF MON~E COUNTY, FLORIDA , 'd /" "'-..'-:" , i j (/, / \ , ,t( .e. ,I ._-t~ ",-' './, ,- _.-\ l -I A~, Chairman . )" By,/ , .' r-< f...,"" } (SEAL) Attest :-) APPIIOVfI) AI TO FORM AIllOU'att. StI"/CIENCY. ,rz~/':7// __ ~. / "-!?v.'{ .." r, ~ ~ . . - LEA~:" TIll S !\GREEMFNT OF LEASE ide and entered into on the 24th jqy of March , 1981, by and between the COUNTy"OFr;"MONROE, STATE OF l~LORI1J^, a political subdivision of the St~~e'of Florida, hereinafter referred to as Lessor, ,~ , ; and PROVINCET0WN-BOSTON AIRLINE, INC., a Massachusetts Corporation authorized to do business 1n the State of Florida, hereinaft~r ieferred to as Lessee. WIT N E SSE T II: .. WHEREAS; Lessor owns an airport known as Key West Inter- national Alrp,ort located in Key lVest, Monroe County, State of .. F1 or i,da, herina fter call ed the "AIRPORT", and WHEREAS, Lessee is engaged in the business of air trans- poytation with respect to persons, property, cargo and mail, and, WHEREAS, Lessee desires to install a fuel farm at the a i rp 0 l' t, . NOh, tIIILREI:ORE, for and in consideration of the prenllses . ' . and of the mutual covenants and agreements herein contained, and other y-a1uable considerations, Lessor does hereby grant and lease unto Lessee, an~ Lessee does hereby hire and take from Lessor,'certain premises in connection with and on the Airport, as tol1bws, to-wit: 6 ARTICLE I - PREMISES . A. PREMISES LEASED. The Lessor does hereby lease to the Lessee ,that property described ln Exhibit "A" attached hereto and made a paTt hereof at the Key West International Airport located in Key West, Monroe County, Florida, in accordance with the terms and conditions as set forth in this agreement. ARTICLE II - TERM . This lease and all rights herein granted Lessee shall become operative and effective the 1st day of January, 1981, and shnll end on the,31st day of December, 1990, unless sooner terminated as hereinafter provided. . ", . . Paqe 1 of 10 Papes . ARTICLE I I I - RI:;-H'\LS AND FEES . Lesse~ agre~s to pay Lessor at such places as Lessor may de.,~iR~pte, the following rental, payabJe in monthly . -~. .. installments. covering the ensuing calendar month and Security D~p'O"Sit, a. Two'hundred dollars ($200.00) on the first of each month beginning on the first day of January, 1981, an~ on the first of each month thereafter until the ter~ination of this Lessee, plus applicable sales tax. b. Security Deposits: Two hundred dollars, ($200.00). . c. ^11 payments shall be made payable to Monroe County, ~OO Whitehead Street, Key West, Florida, unless Lessor directs otherwise. .. . ARTICLE IV - TAXES AND ASSESSMENTS Lessee shall pay all taxes and assessments which lnay be lawfully levied by a duly constituted taxing body upon Lessee with respect to its operation at the Airport, and the Lease of these premises. ARTICLE V - DEFAULT FOR FAILURE TO PAY RENTALS, FEES AND CHARGES . ' . In the event Lessee fails to pay any rental on the first of each rnorith, such failure shall be a default of this lease. Lessor may, at its option, immediately or at any time thereafter, enter into and upon the premises hereby leased or any part thereof and in the name of the whole, and repossess the same oE . . Lessor's former estate, and expel Lessee and those claiming by, through o'r un\ler it, and remove its effects, forcibly if neces- sary, without being deemed guilty of trespass and without preju- dice to any r~medy which otherwise might be used for arrears of rent or preceding breach of covenant; on the re-entry aforesaid, this lease shall terminate. Further, if Lessee fails to perform any of the other covenants of this lease and such default sh;lll continue fo~ fifteen (15) days after notice thereof is given in writing by the County, or failure to correct any violation sha1J . . Page 2 of 10 Pages continue for fifteen (15) days :lfter notice thereof is gIven in writing by th~ County, or its agents or attorneys to said . Lessee'~' th~ County may, at its option, forthwith declare this . Lease forfe.it-ed, and may immediately re-enter and repossess ," said 1easeq py-operty, and any of the rents prepaid hereunder shall be forf,eited by the Lessee, and in no way shall affect the cb11ection of any other damages which may be due the County as a result of any of said defaults. In the event Lessor is obligated to par4:icipate in any court proceedings in order to enforc~' any of its rights under this paragraph or to collect its r e n tal s , . .f e e san d c h a r g e s, L e s s 0 r, i f sue c e s s f u 1 in pur sui n g ;. such litigation, shall be entitled to an additional amount in such sum as any District or Circuit Court having competent juris- diction shall determine as a reasonable attorney's fee. ARTICLE VI - RIGHT TO LEASE PROPERTY Lessor, represents that it has the right to lease the Airport, together with all premises, facilities, rights, licenses, Se!~iriDs and privileges herein granted, and has full power and authority to enter into this agreement In . respect thereof. ~RTICLE VII - RULES AND REGULATIONS Lessor shall have the right to and shall adopt and enforce reasonable raies and regulations, which Lessee agrees to observe and obey, with r.espect to use of the Airport Terminal Building . and appurtenances; provided that such rules and regulations shall n6t be consistent with this agreement nor with the safety and with rules, regulations and orders of the Federal Aviation Administration with respect to aircraft operations at the Airport and with procedures prescribed or approved from time to time by the Federal Aviation Administration with respect to the . operation of Lessee's aircraft at the Airport. Lessor shall provide Lessee with a copy of such rules and regulations from time to time. .. .. Page 3 of 10 Pages ARTICLE VIII - CANCELLATION BY LESSOR ..... -... .;..~ '. . sixty (60) days advance written notice to be served as The T~e So."; 0 r may canc e 1 thi s agreement by g ivi ng Le s see he re i na ft cr- p'rovided upon or after the happening of anyone .., of the fa ll.owing events: . 1. The ~iJing by Lessee of a voluntary petition in D.ankruptcy. 2. The institution of proceedings in bankruptcy against Lessee and adjudication of Lessee as a b~nkrupt pursuant to such proceedings. J 3.., 'I.'he takfng by a court of jurisdiction of Lessee and its assets pursuant to proceedings brought unde.r the provisions of any Federal re-organization act. . .. 4. Th~ appointment of a receiver of Lessee's assets. 5. The divestiture of Lessee's estate herein by other operation of law. 6. The abandonment by Lessee of its conduct of air transportation at the AirDort for a period of ninety (90) days. 7. The default by Lessee in the performance of any tovenant or agreement herein required to be performed by Lessee other than failure to pay rental~~fees and charges when due for which provIsfrin is made in Article III F, and the rai1~re of Lessee to remedy such default for J period of sixty (60) days after receipt from the ~essor of written notice to remedy the cancellation, as above provided, shall be of any force or effeGt if Lessee shnll have remedied the default prior to Lessor's notice of cancel- 1 a t ion. 8. The Inlvful assumption by the United States Gbvernment or any authorized agency thereof of ~he operation, control, or use of the Airport and facilities, or any substantial part or parts thereof, in such manner as substantially to restrict Lessee, for a period of at least ninety (90) days, from operating thereon for the carrying of passengers, cargo, and property. No waivep of default by the Lessor of any of the terms, covenants or conditions hereof to be performed, kept and observed shall be construed to be or act as a waiver of any subsequent default of any terms, covenants and conditions herein contained to be perfor~ed, kept and observed by the Lessee shall not be deemed a waiver of any right on the part of the Lessor to cancel this lease for failure by Lessee to so perform, keep or observe any of the terms, covenants or conditions of this lease. . . Page 4 of 10 Pages ARTICLE VIX - CANCLLL:\TION BY LESSEE . Less~e may cancel this agreement any time that Lessee is not in de~au.lt in its payments to Lessor hereunder, by giving ....... . ~. '. . Lessor six'ty. (60) days advance written notice to be served as . hereinafte~~rovided, upon or after the happening of anyone of .~ the fo110wi-n& "events: 1. 1ssv'ance by any court of competent jurisdiction o.f any injunction in any way preventing or restraining the use of the Airport or any part thereof for Airport purposes, and the remaining in force of such injunction for a period of at lea'st n.inety (90) days. 2." 'l~he inabil i ty of Lessee to use, for a period in excess of ninety (90) days, the Airport or ~ny of the premises, facilities, rights, licenses, services or privileges leased to Le~s~e hereunder because of fire, explosion, earthquake, other casualty, or acts of God or the public enemy, provided that same is not caused by negligence or willful acts of [ail- ure to act on part of Lessee. 3. The default by the Lessor in performance of any covenant or agreement herein required to be performed by the Lessor and the failure of Lessor to remedy such default for a period of p.inety (90) days after receipt from Lessee of written notice to remedy samc; providcd, how- ever, that no notice of cancellation, as pro- vided ~bove, shall be of any force or effect . .' if ,Lessor shall have remedied the defaul t pridr to receipt of Lessee's notice of cancel- lation. 4. Th'c lawful assumption by the Uni ted States Government of any. authorized agency thereof of the operation, control or use of the Air- pori and facilities, or any substantial part or parts thereof, in such a manner as sub- stantially to restrict Lessee, for a period gf at least ninety (90~ days, from operating ihe~eon for the carrying of passengers, cargo, pr~perty, and United States Mail. Lessee's performance of all or any part of this agreement for or dur~ng any period or periods after a deFault of any of the terms, covenants and. conditions herein contained to be performed, kept and observed by Lessor, shall not be deemed.a waiver of any right on the part of Lessee to cancel this agreement for failure by Lessor to so perform, keep or observe any of the terms, covenants or condi tiorps hereof to be performed, kept or observed. No wa i ve r of default by Lessee of any of the terms, covenants or conditions hereof to be performed, kept, and observed by the Lessor shall . . Page 5 of 10 Pages be construed to fle or act as a ~;llver by Lessee of any subsequent default of any of the terms, covenants and conditions herein contained.td'be performed, kept and observed by the Lessor. .... -... ...~ '. ARTICLE IX - INDEMNITY . ,~ Lesse6 agrees fully to indemnify, and save and hold harmless, . the Lessor fr..om and against all claims and actions and all expenses incidental t~ th~ investigation and defense thereof, based upon or arising out of damages or injuries to third persons or their property, cause~ by the negligence of Lessee, its agents or employ- . ees, i~ t&e u;e or occup~ncy of the said leased premises, runways, ramps or commpn areas at the Airport by Lessee; provided, however, .. that Lessee'sha11 not be liable for any injury or damages or less occasioned by the negligence of Lessor, its agents or employees; and provided, further that Lessor shall give to Lessee prompt and reasonable notice of any such claims or actions and Lessee shall have the right to investigate, compromise and defend the same. Le~see agrees to carry, and keep in force, public liability insyrapce covering personal injury and property damage, .. .... and such other insurance as may be necessary to protect Lessor herein 'frb~ sHch claims and actions aforesaid, Lessee agrees to carry and keep in force such insurance with minimum limits of liability'for personal injury in a sum not less than $SOO,OOO.Uli for anyone pers6n, and $1,000,000.00 for anyone accident; and For property Jamage in a sum not 1e~s than $200,000.00; and to furnish Lessor .wi th 'prop'er certificates certi fying that such insurance . is in force. Lessee shall carry its insurance coverages with insuran'ce companies authorized to do business in the State of Florida. ARTICLE Xl - QUIET ENJOYMENT Lessor agrees that, on payment of the rent and performance of the covenants and agreements on the part of the Lessee to be per- . formed hereunder, Lessee shall peaceably have and enjoy the leased premises and all rights and privileges of said Airport, its appur- tenances a~d facilities granted herein. . P~gP, 6 of 10 Pages . ARTICLE XII - SURRENDER OF POSSESSION Upon.the expiration or other termination of this lease of ........ any renew~i thereof, Lessee's rig'ht to use the premi ses, faci 1 i- ties, rig h ~s; 1 ice n s e s, s e r vie e san d p r i viI e g e she rei n 1 e a sed s h a 11 ,~ cease and he~~ee shall forthwith upon such expiration or termina- tion surrender the same. . . Structures,. fixtures, improvements, equipment and other rro~- erty bought, installed, erected or placed by Lessee in, on or about the Airpo~t and premises leased under this lease (such fix- . " , '. . tures, improvements and other property to include, without limiting the 'generality hereof, storage tanks, pipes, pumps, Wires, .. po1es~ machlnery and air conditioning equipment) shall at the expiration termination of the Lease become a part of the land on which it is located and title thereto shall thereupon rest in the Lessor. Provided further that Lessor reserves the right to require Lessee to remove such improvements and property nt Lessee's expense. AR'I'"tCLE XIII ~ DEFINITIONS OF TERMS Whenever. the term Federal Aviation Administration IS llscd in this lease it shall be construed as referring to the Federal Aviation Administration created by the Federal Government under the Federal AViation Act of 1958, or to such other Federal Govern- ment auth~rity as may be the SUGcessor thereto or to be vested , .' with the same or similar authority. Whenever the terms "person" and "persons" are used in the lease, ,they shall be construed as including individuals, firms, corporations,' and other legal entities. When in this agreement written approval by Lessor is required approval may be given to the Director of Airports for Lessor. . . " . Page 7 of 10 Pages AR1'ICLE XIV - INSPECTION BY LESSOR Lessor ~ay enter upon the prennses now or hereafter leased . exclus'i:ve'1y t<o Lessee hereunder.a-t any reasonable time for any purpose ne~e;sary, incidental to or connected with the perfor- ." mance of it~Qb1igations hereunder, or in the excise of its governmental ,functions. ,Xv - ASSIGNMENT AND SUBLETTING Lessee sha11 not at any time asslpn this agreement or any . part thercof,-nor sublet all or any portion of the Leased premises herein without written approval of Lessor. .. XVI - NOTICES Notices to Lessor provided for herein shall be sufficient if sent by certified mail, postage prepaid, addressed to: Director of Airport, Monroe County Key West International Airport S. Roosevelt Boulevard Key West, Florida 33040 and notice to. Li~see, if sent by certified mail, postage prepaid, addressed to: Provincetown-Boston Airline, Inc. Naples Municipal Airport Post Office Box 1073 N~ples, Florida 33939 or to suc~ other respective addiesses as the parties may designate to each oth~r iU writing from time to time. . ARTICLE XVI - PARAGRAPH HEADINGS The paragraph headings contained herein are for convenIence of reference and are not intended to define'or limit the scope of any provision in this lease. ARTICLE XVII - INVALID PROVISIONS . In the event any covenants, condition or provision herein contained IS held to be invalid by any court of competent juris- . Page 8 of 10 Pages diction the i~validity of any such covenant, condition or provision dO,es nOt materially prejudice either Lessor or Lessee . in its'-re,;.~'pec-tive rights and obli'gations contained in the valid . covenants', .omditions or provisions of this lease. ," ARTICL~ xix - SUCCESSORS AND ASSIGNS BOUND BY COVENANTS . All the.' covenant s, st ipu1 at ions and agreements in t hi s lease shall exte~d to and bind the legal representatives, successors and assigps,of the respective parties hereto. .. AJUICLE xx - NON - DISCRIMINATION CLAUSE The Le~~ee in exercising any of the rights or privileges ;. herein gr~nted to him shall not on the grounds of race, color or national origin discriminate or permit discrimination against any person or groups of persons in any manner prohibited by Part 15 of the Federal Aviation Regulations, and the Lessor IS hereby granted the right to take such action, anything of the contrary herein not withstanding, as the United States may direct to ~nforce this non-discrimination covenant. . ' . 'ARTICLE XXI - INTERPRETATION OF LEASE Nothing in this l~ase shall be construed or interpretated In any manner whatsoever a~ limiting, relinquishing, or waiving of any rights.or ownership enjoyed by Lessor in the Airport property, ~or in any manner waiving or limiting its control over the operaiioh, maintenance, etc., of Airport property or in derogation- of such government rights as Lessor possesses, except as IS specifically provided for herein. ARTICLE XXII - RENTAL INCREASE The parties specifically agree that the rental rates prevl- ously provided for herein shall increase automatically based upon the U.S. Department of Labor Consumer Price Index (U.S. City Average all -items) using January, 1980, as the base period = 100 as compared to set index at the end of the twelve month period and applying such percentage increase to the monthly rental. All increases in rental will be computed annually after the first year of this lease and be used for the following year's rental. . ., . Page 9 of 10 Pages XI II - CONDITION "AS IS" The Lessee agrees to accept the premises which arc exclusively ,leas~d to Lessee in "as is" condition and Lessor . shall~'nat..;'be .obligated to repair, maintain or renovate same. . XIV - PURPOSE ,., The p~rties specifically agree that the purpose for which the p!opcrty.'is being leased is for the installation of a fuel farm by the Less~e at the Lessee's total cost and expense. Further, the Lessee agrees that said fuel farm shall be installed in accorJ~nce with all existing local, state and federal speci- '0 fications and/or regu1at'ions. ~ XXV - MAINTENANCE OF FUEL FARM The Lessee shall assure at all times during the term of this lease that the fuel farm which 1S to be installed upon the premises being leased be maintained 1n such condition that it complies with all local, state and federal specifications and/or regulations. IN WITNESS :.WIfEREOF, the part ie s heret 0 have caused t his .. ... lease to be executed as of the day and year first ahove written. COUNTY OF MONROE, STATE OF FLORIDA By a l' oTCo1.1nTy .Monroe County, (SEAL) . Attest :' / -L. '-, PROVINCETOWN-BOSTON AIRLINE, INC. By ~ /~,~~_~ (CO~?ORA-rF. SEAL) . .~ttest : .- -', ~ 'I /~/~-... J' / I'-.J-iiu (' ,/ .I) r/I'L 0'-.. retary APP,rfOVED AS TO FCPM AND LEGAL Sl.IfFICIE:.NC r ..-- / (..../ Sy_ Anomi1)". Offici1 . . Page 10 of 10 Pages ..~ '. EXHIBIT "A" . ." . A parcel of Jand on the Island of Key West, Monroe County, Florida and-being more particularly described as follows: - Commence a t the, southeas t corner 0 f Tra ct 49 as recorded in Official Records Book G-66 at Page 148 of the Public Records of Monroe County, Florida, said Tract 49 also shown un numbered (between Tract 47 and East Martello Tower) j 11 the Plat of Survey as recorded in Plat Book 3, at Pa~~ 35 of the Public Records of Monroe County, Florida, said pOLnt pcing the easterly line of Tract 49 and the northerly Rtght-of-Way line (curb line) of South Roosevelt Boulevard; t'kence N62038'47"E for 1044.65 feet to the Point of Beginning; thence N87014'55"E for 73.84 feet; thence 504014' 39"E for 78.13 feet to the Point of Beginning; containing 0.13 acres more or less. . ' ~ . . .