Resolution 301-1980RESOLUTION NO.301 -1980
RESOLUTION AUTHORIZING THE CHAIRMAN OF THE
BOARD OF COUNTY COMMISSIONERS OF MONROE
COUNTY, FLORIDA, TO EXECUTE AN AGREEMENT BY
AND BETWEEN THE COUNTY OF MONROE, STATE OF
FLORIDA, AND PROVINCETOWN-BOSTON AIRLINE,
INC. FOR LEASING OF CERTAIN LAND AND FACILI-
TIES AT THE 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 an Agreement
by and between the County of Monroe, State of Florida, and
Provincetown-Boston Airline, Inc., a copy of same being attached
hereto, for the leasing of certain land and facilities at the
Key West International Airport.
Passed and adopted by the Board of County Commissioners of
Monroe County, Florida, at a regular meeting held on the 6th day
of November, 1980.
(Seal)
Attest.• ----
i
Clerk
BOARD OF COUNTY COMMISSIONERS OF
MONROE COUNTY. FLORIDA
7
By
A;"
irman
i
APPROVED AS TO FORM
AND LEGA4 SuAFICIENCY.
aav
LEASE AGREEMENT
THIS LEASE AGREEMENT, made and entered into this 6th
day of November , 1980, by and between the
COUNTY OF MONROE, STATE OF FLORIDA, a political subdivision
of the State of Florida, hereinafter called the Lessor, and
MARATHON AIR`SERVICES,tINC., a Florida corporation, herein-
after called the Lessee,
WITNESSETH:
WHEREAS, the Lessor has previously entered into Agreements
for the leasing of certain land and facilities at the Key West
International Airport and the -Marathon Airstrip in Monroe County,
Florida, with Island City Flying Service, Inc., said Agreements
being dated the 12th day of October, 1976, the Sth day of
November, 1974, the 21st day of February 1978, and the 1st day
�of November, 1979, respectively, and
WHEREAS, Island City Flying Service, Inc. has agreed to
sell its business assets located in Marathon to the Lessee con-
tingent upon the execution of this Lease Agreement, and
f. WHEREAS, it is the intent of the parties to enter into a
5 new lease.regarding the Marathon Airstrip only, now, therefore,
IN CONSIDERATION of the mutual covenants, promises, and
premises herein contained, the parties hereto agree as follows:
.r;. That tie Lessor hereby leases that certain property de-
ti.
ascribed in Exhibit "A" hereto and made a part hereof,.located
in Key Vaca, Monroe County, Florida, subject to the following
: conditions and limitations which the parties mutually agree
bshall apply:
1. ,TERM. The period of this lease shall be from the
' st day 'of March 1981 until the 30th
day of September 1984.
2. RENTAL. The Lessee covenants and agrees to pay the
t uon
(a) First and last months' rthe amountxofution of
this Lease Agreement in
$ 1 272 00 plus tax and monthly thereafter
1981, at
beginning on
$ � plus ax on the first of each
an every month.
(b) Each year thereafter beginning February 1, 1981,
the rental shall be increased 6% per year and
payment shall be made on a monthly basis plus
tax.
(c) For any renewals,
shallrentals,
increaseset
atfarratenofhis
Lease Agreement,
6% per year.
3. RULES AND REGULATIONS. The Lessee agrees to
strictly execute,
comply with and abide by all applicable
rules, regulations and directives of the Lessor as presently
existing -or as may be promulgated, changed or amended from
.time to time, and it shall be the duty of the Lessee to
become and remain informed and familiar with the same as
promulgated, changed or amended, which by reference are
hereby made a part hereof. Failure or refusal to comply or
abide with the provisions of this article shall be cause for
'termination'of this lease.
4.' PERSONAL PROPERTY. All personal property placed
moved in or on the premises above described shall be at
b.the risk of 'the Lessee or owner thereof, and Lessor shall
not be liable for any damage or loss to said personal prop-
erty for any. act of negligence of any co -Lessee or occupant,
,
Xv of any other person whomsoever.
5, SAFETY, CORRECTION, ETC. The Lessee shall
'", p P rom tl execute and comply with all statutes, ordinances,
y
''rules, orders, regulations, directives and requirements of
ahe Federal, State, County and City Governments and of any
}. and all of,their departments and bureaus, applicable to said
�.>premises for safety and correction, prevention and abatement
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}
;of nuisances or other grievances, in, upon or connected with
„ph said premises and its operation.
6 .;:DEFAULT. A. The prompt payment of the rent for
said premises upon the terms named, and the faithful obser.
,�.x
�'� t page 2 of 13 Pages x: ro
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[ X
regulations and directives which are by
reference made a part hereof, and of such other and further
rules, regulations and/or directives as may be hereafter made
by the Lessor are the conditions upon which the lease is made
and accepted, and any failure on the part of the Lessee to
comply with the terms of this lease, or any of said rules and
regulations or directives, now in existence, or which may
hereafter be prescribed by the Lessor, shall at the option of
the Lessor, work a forfeiture of this lease, and all of the
rights of the Lessee hereunder, and thereupon the Lessor, its
agents or employees shall have the right to enter said premises,
-and remove all persons and property, if desired, therefrom
y
forcibly or otherwise, and the Lessee hereby expressly waivt1s
any and all notice required by law to terminate tenancy, and
- - also waives any and all legal proceedings to recover possession
of said premises, and expressly agrees that in the event of a
violation of any of the terms of this lease, or of said rules,
'regulations or directives, now in existence, or which may here -
a~ `after be made, said Lessor, its agents or employees may immedi-
-`ately re-enter said premises and dispossess Lessee without legal
notice or the institution of any legal proceedings whatsoever.
B. In addition to the acts of default elsewhere
defined, the commission of any of the following acts by the
`Y '<:Lessee shall .'constitute a default, and this lease may be
terminated � 1 b the Count immediately upon notice
° � y y y p in writing
t Jto ,the Lessee: Abandon, desert, ,vacate or discontinue m .
`'operations on the premises or petition for any bankruptcy or
insolvency, or be adjudicated bankrupt, or make a general
;,,assignment for the benefit of creditors, or suffer a lien to
`be' filed a ainst the premises, or permit a receiver or
trustee to come into possession without removing them,
`.:. within a ,reasonable time.
., 7 ;.,COSTS AND ATTORNEY'S FEES. Lessee agrees to pay
r
coots and ex �= penses and a reasonable attorneys fee in `-•
r •t� a., e x } s k a :za � • �
Page 3 of 13 Pa�t"�
s
the event legal action is taken by the Lessor becuase of any
violation of the terms of this lease or of any code section,
ordinance, regulation or rule applicable to the Lessee's use
of the premises including but not limited to those governing
the payment of rent.
8. FIXTURES. *The said Lessee hereby pledges and
assigns to the Lessor the fixtures, and goods and chattels
of said Lessee, which shall or may be brought or placed on
said premises as security for the payment of the rent herein
reserved, and the Lessee agrees that the said lien may be
enforced by distress foreclosure or otherwise at the election
of thesaidLessor, and does hereby agree to pay all costs
y
and charges therefor incurred by the Lessor.
9. ENTRY. The Lessor, or any of its agents, shall
have the right to enter said premises during all reasonable
hours, to examine the same as may be deemed necessary for
the safety, comfort or preservationithereof, and to determine
if Lessee is in compliance with all of the aforementioned
= rules, regulations, directives and otherwise.
10. CONDITION OF PREMISES. A. The Lessee acknowledges
and agrees that he has examined the premises, and is fully
advised of the condition and location thereof, and the limi-
t '.F ..
tations and' restrictions placed on any building, structure
''kv
or other object as to height, due to the proximity of the
:—landing and takeoff areas of the Airport. Lessee further
agrees to abide by and observe all such restrictions and
imitations, and agrees that the observance of such limita-
..`- rtions and restrictions,' whether by municipal, county, state
or federal governmental authority, shall not in anywise
.'affect the Lessee's obligations under this lease.
r
B. Lessee hereby accepts the premises in
the condition they are in at the beginning of this lease and
--..agrees to maintain said premises in the same condition,
order and repair as they are at the commencement of said
47
,Page 4 of 13 Pages f pY 4
•r•#,term, excepting only reasonable wear and tear arising from
the use thereof under this agreement. Lessee further
agrees to make good to said Lessor immediately upon demand
any damage caused by any act or neglect of Lessee, or of any
person or persons whomsoever, including but not limited to
employees, guests, passengers, or persons under the control
.,of the Lessee, and the Lessee shall be liable to the Lessor
,and shall forever hold harmless the Lessor from -any and all
.,such damage or loss occasioned to the premises, or any of
,.,its other properties caused by the acts or negligence of the
4,.Jessee or any person or persons whomsoever including but not
limitea to employees, guests, passengers, or persons under
A r
r'the control of the Lessee. There is no warranty of any kind
t j
,a
as to the condition of the property nor shall the Lessor be
responsible for injuries to persons or property occurring
,'upon the Lessor's property for any reason.
11. '� '.LIABILITY. It is expressly agreed and understood
b and between the parties to this agreement, that the
U." Y p g
#�X.essor shall not be liable for any damage, loss or injury
pp
" vhich may be'sustained by the -Lessee or other person or for
�,`3t any other damage, loss or injury resulting from the care-
',essness, negligence or improper conduct on the part of any
r�other;Lessee or agents, or employees in or on or about the
rw
: said premises
`Aw�ft 12,. RELEASE. The Lessee does hereby forever release
and discharge the Lessor, its departments, agencies, agents
�and authorized personnel from any and all liability that has
?,i'May.result" rom or be suffered by the Lessee arising out
r` f or `in connection with this lease, and the Lessee's operation
a ",+
��Hereunder.
s 13.CLAIMS. The Lessee shall defend a or settle
pay
`i',any and all liability, demands and claims by or in favor of
-11,,-,any person including, but not limited to, -the Lessee's
agents, servants or employees against the Lessor its de-
4}
.
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Page ,S� or •� X
g f 13 Pages
t
partments, agencies, and authorized personnel arising out
of, or in connection with this lease or the Lessee's opera-
tion hereunder, and to forever hold harmless the Lessor, its
departments, agencies, agents and personnel from any such
liabilities, demands or claims asserted by any of the afore -
described, including cost of suit, attorney's fees and any
other expenses in connection therewith, and to pay or settle
any claims for the injury, loss or damage to personnel or
property of or under the control of the Lessor arising out
of this contract or the Lessee's operation hereunder.
14. INSURANCE. A. The Lessee shall carry and pro-
vide
during the term of this contract, at Lessee's expense,
the
following insurance coverage:
(1) Workmen's Compensation and Employee's Liability
Insurance, and any other insurance required by
any employee benefit act or otherwise required
by law.
(2) Property damage, liability, protective and
indemnity insurance covering the Lessee's opera-
�'
tions and such other operations of the Lessee
p
file
in and about the Lessor's property, subject to
the approval of the Lessor, and such other in-
surance coverage as may be requested by the
,K
Lessor. Said insurance shall be with a com-
k�"=
:pany with a Best's Insurance Guide,.. Latest
stb ¢
Edition,rating of A:AAA or better, and a cer-
"°"
t`ificate of insurance shall be furnished the
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Lessor in an amount not less than $100,000.00
per person and $300,000.00 per accident for
bodily injury liability and $100,000.00 for
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property damage for any one accident.
B All insurance policies shall be issued by
companies
authorized to do business under the laws of the
State
of Florida and must be acceptable to the Lessor. If
operation of the Lessee includes any hazards excluded by
any
"standard exclusion" of the policy, such "standard
' xclusion"
shall be eliminated from the policy. Any and all
."r
of said
insurance to be non -cancellable without a thirty -day
written
notice of cancellation first being given to the
"Lessor.,
The Lessee shall furnish certificates of insurance
} to, the Lessor on
all required insurance prior to occupancy
of the premises.
The public
liability and property damage
insurance shall
name the Lessor
as one of the parties insured.
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.Page 6 of
ages
13 Pk���,k&�.;<
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Compliance by the Lessee with the foregoing
requirements as to the carrying of insurance shall not relieve
the Lessee of its liability and obligations under this section
or any other portion of this lease.
is. INSOLVENT, ETC. If the Lessee shall become insol-
vent or if bankruptcy proceedings shall be begun by or against
the Lessee before the end of said term, the Lessor is hereby
irrevocably authorized at its option, to forthwith cancel
this lease, as for a default. Lessor may elect to accept
rent from such receiver, trustee, or other judicial officer
during the term of this occupancy in their fiduciary capacity
affecting Lessor's rights as contained in this contract,
but no receiver, trustee or other judicial officer shall ever
kl
� 'have any right, title or interest in or to the above described
T
property by virtue of this contract.
16. HEIRS AND ASSIGNS. This gontract shall bind the
i= Lessor and its assigns or successorks, and the heirs, assigns,
5 y administrators, legal representatives, executors or successors
5�"etas the case may be, of the Lessee.
17. TIME OF THE ESSENCE: It is understood and agreed
etween the -.parties hereto that time is of the essence of
#. this contract and this also applies to all terms and condi-
tions contained herein.
%i�J4T��';�"fig �i° �: y ; "
18.,RIGHTS. The rights of the Lessor under this lease
' shall be cumulative and failure on the part of the Lessor
°to exercise promptly any rights given hereunder shall not
A
_'?Y operate to forefeit any of the said rights.
r � t
19. :SIGNS OR ADVERTISING. It is hereby understood and
P
.agreed that no signs or advertising are to be used in connec-
�``a Lion with the premises leased hereunder without first obtain-
ing written approval of Lessor which approval will not be un-
reasonably withheld.
20. ASSIGNMENT, SUBLET AND ALTERATIONS. The Lessee
shall not assign this lease, either as an absolute transfer
` x
NORM
z Page 7 of, 13 Pages <<
�x a
' of his title or interest therein or thereto or as security
for a loan, nor sublet the premises, or any part thereof nor
use the same, or any part thereof, nor permit the same, or
any part thereof, to be used for any other purpose than as
above stipulated, nor make any alterations therein without
the prior written conjent of the Lessor.
21. TAXES. Should any taxes be imposed upon the
premises involved in this lease, or upon the owner, Lessor,
Lessee, occupant or whomsoever, from any source whatsoever,
the same shall be the responsibility of the Lessee and the
Lessee shall pay same promptly.
22: MAINTENANCE OF PROPERTY. The Lessee agrees to
keep the property clean and free and clear of debris.
23. LIEN. A. The Lessee agrees that the Lessor
shall have a lien against any airplane, her appurtenances
and contents for unpaid sums due onto become due for the
.,`use of the airport facilities or se4rvices or damage caused
"�to any property of the Lessor.
o- .
B. Lessee agrees that he will keep the
r,
leased premises and any buildings that may be erected thereon
at all times free and clear of any and all liens in anywise
arising out of the activities or use thereof by Lessee, pro-
1'tt �vided, however, the Lessee may in good faith contest the
validity of any lien.
25. MAINTENANCE. The Lessee agrees to maintain the
G4i� demised premises in a clean condition and to maintain an
adequate number of covered metal waste containers at suit-
t�w able locations, and shall deposit all trash and waste
ror,therein, and shall arrange for the proper disposition off
the Airport of such trash, waste or refuse at its cost and
expense. Further, Lessee agrees that the areas not paved
shall be maintained by it in a neat condition, and that
grassed areas shall be mowed regularly and shrubs will be
trimmed so as to maintain the premises in a clean and
attractive condition. Any areas not grassed or paved shall
o-�• r �x�� �'' �` � t E s, � �t ,ry :fir a : 3�f R+�s ,��,
-Page 8 of 13 Pages
a(30
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be stabilized by the Lessee and the leased premises shall be
so utilized that use of the premises by aircraft or vehicles
will not cause dust, debris or waste to be blown about or
raised so as to interfere with or disturb the use or enjoyment
of adjacent or adjoining premises. Further, that the Lessee
-shall keep and maintain the leased premises and any buildings
- r r
that may be erected thereon in a neat and clean condition.
26. EXCAVATION. The Lessee agrees that no excavation
of any of the leased lands shall be made, and that no soil
or earth shall be removed from said premises except with the
written approval of the Lessor.
2% USE OF PROPERTY. --Lessee shall have the right to
T maintain a fixed base operation and shall have the right to
a
, ,',sell aircraft and aircraft engines, parts and accessories;
lease aircraft storage space; operate pilot training ser-
vice; provide aircraft maintenance and repair service; air-
1-1---craft rental rental and charter flying service; and any other
aeronautical service normally furnished by a fixed base
erator, and Lessee shall have the right to sell aviation
v"tVY r '�zR ki�'k s • ,v
gasoline and lubricants and provide such aeronautical ser-
ices as are compatible with other activities on the airport.
In addition to the foregoing, the Lessee shall be
entitled to receive tie -down fees from aircraft parked in
ot 'only the paved ramp area being a part of the Lessee's
"leisdd premises at the Marathon Airstrip,but also that area
in southerl of the east -west taxiway lying westerly of the
Yg Y Y Y g Y
ved area hereinabove mentioned at the Marathon Airstrip.
Further,' Lessee shall refrain from either directly
`kYfe
nor indirectly being involved in any car rentals or other
s„.services which are not related specifically to fixed base
'firax s t
aircraft operations.
28. IMPROVEMENTS. A. The Lessee shall obtain prior
written consent of the Lessor before making any improvements
on the -leased property.
�r
Page 9 of 13 Pa
At the end of the term of this lease, title
to all hangars or improvements placed on the leased premises
shall vest in the Lessor.
29. UTILITIES. The Lessee shall pay for all costs of
utilities including but not limited to electric power,
water, communications and gas used on the premises by the
Lessee.
30. SURRENDER OF POSSESSION. Promptly upon the ter-
mination of this lease by lapse of time or otherwise, the
Lessee will at once peacefully surrender and deliver posses
-
sion to the Lessor of all of the lands hereby leased and all
Hof the -improvements thereon to which the Lessor is entitled
hereunder, in good repair in accordance with the covenant
`°herein contained to maintain and repair.
31. NON-EXCLUSIVE USE. It is understood and agreed
� that nothing herein contained shall be construed to grant or
.+. authorize the granting of an exclusive right within the
meaning of Section 308 of the Federal Aviation Act of 1958
;rr
or its successor.'.
32. SEVERABILITY. In the event any covenant, condi-
r�r'��i-
''i
tion or provision herein contained is held to be invalid
by any court of competent jurisdiction the invalidity of any
s,
such covenant, condition or provision shall in no way affect
other covenant, -condition or provision herein contained;
ovided that the invalidity of such covenant, condition or
' tprovis`ion'does not materially prejudice either Lessor or
'��� Lessee in its respective rights and obligations contained in
the" valid covenants conditions or provisions of this lease.
33. ,NOTICE. It is understood and agreed between the
,n
^," parties hereto that any written notice required under the
wzi,r 'terms of this lease to be given to the Lessor would be given
by Certified Mail - Return Receipt Requested and addressed
to:
yz}- Qit
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Page 10 of 13' Pages , '
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Director of Airports, Monroe Cd'unty
Key West International Airport
S. Roosevelt Boulevard
Key West, Florida 33040
and, any written notice required under the terms of this
lease to be given to the Lessee would be given by Certified
Mail - Return Receipt Requested and addressed:
M Marathon Air Services, Inc.
Marathon Airport
Marathon, Florida 33050
34. SPECIAL CLAUSES.
A. SCHEDULE OF RATES. The Lessee shall present
a schedule of rates and charges to the Lessor for approval
and such rates and charges shall prevail unless disapproved
by Lessor.
B. DESTRUCTION OF PREMISES. In the event the
premises shall be destroyed or so damaged or injured by fire
or other casualty during the life of this lease, whereby the
same shallbe untenantablee then the Lessor shall
have the right to render said premises tenantable by repairs
within ninety (90) days therefrom. If said premises are
{
rendered tenantable within said time, it shall be
' .'optionable with either party hereto to cancel this lease,
.and in the -event of such cancellation the rent shall be paid
of Iyf
only to the date of such fire or casualty. The cancellation
herein mentioned shall be evidenced in writing.
¢f t C ,SERVICES. The Lessee agrees that in further-
nce of the privileges and uses permitted hereunder and
described in section 27'of this lease:
=`(1) To furnish good, prompt and efficient service
adequate to meet all the demands for its
.-'service at the Airport.
s.;
(2) To furnish said service on a fair, equal
and nondiscriminatory basis to all users
thereof, and
(3) To charge fair, reasonable and nondiscrimin-
atory prices for
each unit of sale or
service;
PROVIDED that the
Lessee may be allowed
to
make reasonable
and nondiscriminatory
dis-
counts, rebates
or other similar types
of
price reductions
to volume purchasers.
41
Fage 11 of;.,3 Pages,44
'n -3
(The word "service" as used in sub -sections (1),
(2) and (3) of Subdivision 34. C., shall include
furnishing of labor, parts, materials and sup-
plies, including the sale thereof, as well as
furnishing service.)
D. RENEWAL. The Lessor does hereby grant three
additional five (5) year options, under terms and conditions
provided:
(1) Lessee+performs in a timely manner and
prior to the first renewal the improvements
and additions specified in Exhibit "B" which
is attached hereto and made a paxt hereof.
(2) Lessee gives to the Lessor written notice
six (6) months prior to the termination of
the original term of five (5) years or any
renewal that said Lessee wishes to exercise
his option.
E. RELOCATION OF AIRPORTS. That in the event
the Lessor relocates its airport facilities at another air-
port, the Lessor hereby agrees that if adequate facilities
are provided to said Lessor or funds may be furnished to the
Lessor through certain appropriate granting agencies of the
state or federal government at itsonew airport site, the
Lessor agrees to provide such facilities furnished to it or
cause the construction of facilities through any such grants
for the benefit and use of the Lessee. Furthermore, if the
Lessee agrees to locate to the relocated Airport, they will
renegotiate and a new lease written.
E. LIMITATIONS. (1) This lease and all provisions
thereof shall be subject and subordinate to all the terms and
X
.k,
conditions of the instruments under which Lessor received said
property from its former owners, and Lessor's agreements with
the United States of America, and shall be given only such effect
- as will not conflict or be inconsistent with such terms and con-
ditions.
(2) This lease shall be subordinate to the pro-
visions of any existing or future agreement between the Lessor
and the United States of America, relative to the operation
and maintenance of the Airport.
rt` ; Page 12 of 13
$> Y> Pages`
G. PARKING. Lessee agrees that the premises de-
mised herein will be so utilized as to provide vehicle parking
areas for all of Lessee's purposes and business invitees of
Lessee. No vehicle parking shall be permitted by Lessee, or
business invitees, on roads, rights -of -way, Qr properties ad-
jacent to the leased Vremises, unless such adjacent properties
are leased to Lessee.
H. REPAIRS. The Lessee agrees that -any repair
parts for aircraft or components not being worked on shall be
stored in such a manner as to be safe in the event of Windstorm
or other act of nature, and shall be screened from public view
by a structure of plantings of an aesthetically pleasant nature.
I. OPTION - LOCATION OF LANDS. The parties agree
that Lessee shall release such part/portion of the premises being
leased hereunder as required to comply with all Federal Aviation
=—Regulations when the Lessor has completed the General Aviation
a5�a,Parking Ramp and the Lessor agrees ito provide comparable premises
(physically and in a similar business location) in exchange there-
'a='for.
IN WITNESS WHEREOF the parties hereto have caused these
:presents to be executed by their respective officials the day
and year first above written.
.t
COUYIY OF MONROE, ST � E OF FLORIDA
`hAx 5 .�'.
I 4airman bf therNBoard of County
C mmissioners o
kf Monroe County,
Florida
4 (Seal)
Attest:
4 �k' k ,
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r`/C1 e r k
r rY
J•^' :.` M THON IR S ES NC.
r>,
By
esi ent
`(Corporate Seal)
y� Attes
ary(
a
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�,��irt►v�!'�''.� ' Page ..13 of . 13 Pages
EXHIBIT "A"
'A
A tract of land in a part of Government Lot 4, Section 1, T.66S.,
R.32E., on Key Vaca, Monroe County, Florida, and being more
particularly described by metes and bounds as follows:
Commencing at the intersection of West line of Section 6 and the
Northerly right of way line of Old State Highway No. 4A bear
North 67 degrees 51 minutes East along the Northerly right of way
line of Old State Highway No. 4A for a distance of 781.09 feet
to the point of beginning of the tract of land hereinafter
described; from said point of beginning bear North 22 degrees
9 minutes West 315 feet; thence North 67 degrees 51 minutes East
1,250 feet; thence South 22 degrees 9 minutes East 40 feet; thence
South 67 degrees 51 minutes West 750 feet; thence South 22 degrees
9 minutes East 275 feet; thence South 67 degrees 51 minutes West
500 feet back to the point of beginning.
ALSO
A tract of land in a part of Government Lot 2, Section 6, T.66S.,
R.32E., on Key Vaca, Monroe County, Florida, and being more
particularly described by metes and bounds as follows:
Commencing at the intersection of the West line.of Section
6 and
the Northerly right of way line of Old State Highway No. 4A
bear North 67 degrees, 51 minutes East along the Northerly
right
of way line of Old State Highway No. 4 A for a distance of
781.09 feet to the point of beginning of the tract of land
here-
inafter described; from said point of beginning bear North
22
degrees 9 minutes West 315 feet; thence South 67 degrees 51
minutes West 1,865 feet; thence South 22 degrees 9 minutes
East
50 feet; thence North 67 degrees, 51 minutes East 1,265 feet;
thence South 22 degrees 9 minutes 2'G5 feet; thence North 67
degrees.22 minutes East 300 feet East back to the point of
be-
ginning, containing 172,750 square feet.
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F
EXHIBIT "B"
The following list of improvements and additions will be accom-
plished by the Lessee in accordance with Section 34.D. SPECIAL
CLAUSES of the Lease.
No. Description Completion Date
1 Remove approximately 150 feet of damaged 5/l/81
fencing between parking area and ramp
area. Replace with 4' wide elevated
sidewalk to separate vehicles from air-
craft and provide baggage transfer area.
2 Cover the above sidewalk with shelter and 6/1/81
provide seating for passengers and spec-
tators.
3 Cover the waiting area on the North Side 7/1/81
of the terminal building with shelter
and provide seating for customers, passen-
gers and spectators (approx. 1600 sq. ft.).
4 Paint exterior wood and redecorate interior 5/1/81
of Terminal Building including new furn-
iture and fixtures.
5 Remove fuel island, and install new fuel 7/15/81
farm for storage of jet and Avgas.
6 Install temporary Flight Schooi building 8/1/81
on west side of parking area,,clear and
fill area west of parking area for flight
school aircraft parking.
7 Build permanent Flight School building 4/1/83
approx. 1500 sq, ft.
8 Build maintenance hangar north east of 5/1/83
present Terminal building approx. 4000
sq. feet.
.9 Enlarge Terminal building to twice present 5/1/84
size,,put new roof on existing building.
AGREEMENT
IJIS Ci)NTRACT OF LEASE is made and entered into on the. 6th
day of November , 1980, by and between the COUNTY OF MONRi.',
STATE OF FLORIDA, a political subdivision of the State of Florida,
hereinafter referred to as Lessor, and PROVINCETOWN-BOSTON AIRLINE,
INC., a Mas:-achusetts corporation authorized to do business in the
State of Florida, hereinafter referred to as Lessee.
W I T N E S S E T H:
hHEREA:�-, Lessor owns an airport known as Key West Internat.i.onal
Airport located in Key West, Monroe County, State of Florida, here-
-after called the "AIRPORT", and
WHEREAS, Lessee is engaged in the business of air transportation
with respect to persons, property, cargo and mail, and
WHEREAS, Lessee desires to obtain certain rights, services and
privileges in connection with the use of the Airport and its facili-
ties; and the Lessor is willing to grant and lease the same to
Lessee on a non-exclusive basis upon the terms and conditions herein-
after stated,
NOW, T,:`REFORE, for and in consideration of the premises and of
the mutual covenants and agreements herein contained, and other
.aluable considerations, Lessor does hereby grant and lease unto
.essee, and Lessee does hereby hire and take from Lessor, certain
premises, facilities, rights, licenses, services and privileges in
connection with and on the Airport, as follows, to -wit:
ARTICLE I - PREMISES
A. PREMISES LEASED, The Lessor does hereby lease to tile
Lessee that space as marked as enclosed on Exhibit "A" attached hereto
and made a part hereof at the Key West International Airport located
in Key West, Monroe County, Florida, in accordance with the terms and
-onditions as set forth in this agreement.
B. IIS1: OF THE AIRPOT,-_T. Lessee shall. be entitled to use,
in common w,tti others authorized to do so, of the Airport and appur-
tenances, together with all facilities, equipment, improvements
aid
and services which have been or may hereafter be provided at or in
connection with the Airport for common use, in the operation of a
transportation system by aircraft for the carriage of persons,
property, cargo, mail and related purposes (hereinafter referred to
as Air Transportation), which use without limiting the generality
hereof, shall include:
1. the handling, ticketing, billing and manifesting
of passengers, baggage, cargo, property and mail
in Air Transportation by Lessee or on behalf of
any other certificated air transportation com-
pany.
2. the repairing, servicing, maintaining, condition-
ing, testing, parking or storage of aircraft or
other equipment operated by the Lessee, or of any
other certificated air transportation company,
provided that such right shall not be construed
as authorizing the conduct of a separate business
by the Lessee, but shall permit the Lessee to
perform such functions only as an incident to its
' conduct of Air Transportation.
3. the training on the Airport of personnel in the
employ of or to be eTployed by the Lessee, or
any other certificated air transportation com-
pany, or the Federal Aviation Administration,
provided that such right shall not be construed
as authorizing the conduct of a separate business
by the Lessee, but shall permit the Lessee to per-
form such functions only as an incident to its
conduct of Air Transportation.
4. the purchase, sale, lease, transfer, disposal or
exchange of Lessee's aircraft, engines, acces-
sories, and other equipment or supplies; provided
that such right shall not be construed as author-
izing the conduct of a separate business by the
Lessee, but shall permit Lessee to perform such
functions only as an incident to its conduct of
'Air Transportation, and specifically, but without
limitations, shall permit the purchase, sale,
lease, transfer or disposal of any article or
goods used by or bought for use by the Lessee in
connection with its conduct of Air Transportation;
and provided the Lessee shall not sell food or
beverages (except as provided in Paragraph 10 of
this Article I) nor gasoline, fuel or propellants,
greases or other lubricants, except when such
gasoline, fuel or propellants, greases or other
lubricants are of a particular grade desired by
others and are not otherwise available (except
from other certificated air transportation com-
panies) at the Airport.
S. the servicing by Lessee or others of aircraft
operated by Lessee and other equipment on the
apron by truck or otherwise, with gasoline, oil,
greases, lubricants, and any other fuel or pro-
pellant or other supplies, including food and
9yl
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beverages required by the Lessee; such right to
include, without limiting the generality there-
of, the right of Lessee to install and maintain
on the Airport adequate storage facilities for
such gasoline, oil, greases, lubricants and other
fuel, or propellant, or supplies, either under-
ground or on the surface, together with the
necessary pumps, pipes, motors, filters and
other appurtenances incidental to the use
-thereof, all subject to approval by the Lessor
of plans, specifications, location and in-
spection of same, which approval shall not be
unreasonably withheld. Lessor agrees to grant
and make available to Lessee's use adequate and
convenient rights -of -way on Airport property
for said pipe lines, provided that Lessee shall
be responsible for the cost of excavation, con-
struction, installation, maintenance and opera-
tion thereof, subject to the Lessor's written
approval and subject to the execution of a
separate fuel storage form agreement.
6. the landing, taking off, flying, taxiing, towing,
parking, loading and unloading of Lessee's air-
craft, or other equipment operated by Lessee, used
in the operation of scheduled, shuttle, courtesy,
test, training, inspection, emergency, special,
charter, sightseeing and other flights, including
without limiting the generality hereof, the right
to load and unload Lessee's aircraft, or the air-
craft of any other certificated air transporta-
tion company adjacent to a convenient entrance
to the Terminal Building; provided that flights
carrying cargo or freight only shall load and
unload at convenient and accessible points to be
designated by the Lessor.
7. the loading and unloading of property, cargo,
and mail at said Airport by such motor vehicles
or other means of conveyance as Lessee may de-
sire or require in the conduct of Air Transpor-
tation, with the right to designate the particular
carrier or carriers who shall regularly transport
Lessee's property, cargo and mail to and from
the Airport.
8. the right, subject to approval by Lessor of
plans, specifications, location and inspection
of the same, to install, maintain and operate,
without cost to the Lessor, by Lessee alone,
or in conjunction with others who are Lessee's
at the Airport, or through a nominee, a message
tube system and other communications systems be-
tween suitable locations, subject to payment by
Lessee for any space used.
9. the right to install, maintain and operate, with-
out cost to Lessor, by Lessee alone, or in con-
junction with any certificated air transportation
companies who are Lessee's at the Airport, or
through a. nominee, any additional air condition-
ing equipment including, without limiting the
generality hereof, the operation of an air con-
ditioning truck equipment for the air condition-
ing of an aircraft, subject to payment by Lessee
-4-
for any space used for any fixed installation
of air conditioning equipment, subject to writ-
ten approval by the Lessor and subject to
availability of space.
10. the right to provide, without cost to Lessor,
by Lessee, food and beverages for consumption
by passengers and crews, or for consumption by
passengers and crews in aircraft grounded at
.the Airport, due to weather or mechanical condi-
tions. Food and beverages may be served in
the Lessee's exclusive space to its passengers
and crews. without limiting the generality of
the foregoing, the said right shall include the
right to install, maintain and operate, by
Lessee alone and not in conjunction with others,
without cost to the Lessor, on any premises
leased exclusively to Lessee, and approved for
this use by Lessor, at the Airport, a kitchen or
other plant for the purpose of preparing or dis-
pensing food and beverages (including alcoholic)
for consumption as aforesaid. Except to the ex-
tent hereinabove specifically provided, nothing
in this paragraph shall be deemed to give Lessee
the right to maintain or operate a cafeteria,
restaurant, vending machine, bar or cocktail
lounge for the purpose of selling, or in any
manner otherwise provide for the sale of food
or beverages to the public or to its employees
and passengers provided, however, nothing con-
tained in this paragraph shall preclude Lessor
and Lessee under this Airport Agreement from
concluding lease agreements covering separate
hangar or service buildings, which leases may
contain a provision giving Lessee the right to
maintain an employee's cafeteria and/or vending
machines in the event the restaurant concession-
aire at the airport shall decline to operate a
facility convenient to such separate buildings.
11. the right to install and operate, on and in the
Terminal Building, at Lessee's expense, identifi-
cation signs representing its business, which
signs shall be substantially uniform in size,
type and location with those of other air trans-
portation companies, the number, general type,
size, design and location of such signs to be
subject to the written approval of Lessor in
advance of installation, such approval shall not
be unreasonably withheld. .
12. the right to install, maintain and operate, at
Lessee's expense, by Lessor alone, or in con-
junction with any other certificated air trans-
portation companies who are Lessee's at the
airport or through a nominee, such radio commu-
nications (including ARINC), meterological and
aerial navigation equipment and facilities in
or on premises leased exclusively to Lessee and
subject to the approval of Lessor with respect
to the location of installation, if outside the
premises leased exclusively by the Lessee, sub-
ject to the availability of such space and/or
ground areas as determined by the Lessor and
at mutually agreed upon rental rates.
-5-
13. the rights and privileges granted the Lessee
under paragraphs 5, 7, 8, 9 and 12 of this
Article I may be exercised by the Lessee for or
on behalf of any other certificated air trans-
portation Company or by or through a nominee of
Lessee, which nominee shall have been first
approved by Lessor in writing, and such approval
shall not be unreasonably withheld; provided,
however, that any such nominee shall have no
-greater rights than the Lessee hereunder.
Lessor agrees that it will levy no charge
or toll upon any nominee appointed by the
Lessee pursuant to paragraph 13, other than
for space occupied and facilities and ser-
vices used. Except as specifically provided
for in this paragraph B, nothing herein
shall be deemed to give Lessee any right or
permission to sell at the Airport any goods
or services to the public or to its em-
ployees and passengers, other than the Air
Transportation Services, and the customary
services incidental thereto. Such prohibi-
tion includes, without limiting the generality
of the foregoing, trip insurance unless not
otherwise available in the 'Terminal Building
other than from a certificated air transpor-
tation company.
C. SPACE IN AND ADJACENT TO TERMINAL BUILDING. Lessee
is hereby granted the non-exclusive use, in common with others, of
such space and failcities as may be designated by Lessor in or
adjacent to said Terminal Building consisting of a. ground area to
permit the taxiing, servicing, loading and unloading fo Lessee's
aircraft, space for reasonable amount of apron equipment, paving,
loading gates, and lighting for loading ramps and for other areas
adjacent to the Terminal Building and used by passengers.
Lessee may use such space in the Terminal Building with
respect to which it is granted the exclusive use hereunder and
all such space and faiclities inside or outside the Terminal Build-
ing with respect to which it is granted the non-exclusive use
hereunder, subject to reasonable rules and regulations of Lessor
as to the use of such space and facilities, for any or all pur-
poses in connection with or incidental to its business of Air
Transportation including, without limiting the generality hereof,
the handling, ticketing, billing and manifesting of passengers,
baggage, cargo, property and mail and the installation, main-
tenance and operation of radio and other communications equipment
044
and facilities, and meterological and navigation.equipment and
facilities.
D. PARKING SPACE. Adequate and reasonably convenient
vehicular parking spaces shall be provided by Lessor at a location
selected by Lessor, where it will not interfere with operations
at the Airport, for the use of Lessee and its employees. Lessor
may charge such employees a fee in connection therewith.
E. RIGHT OF INGRESS AND EGRESS. The right of ingress to
and egress from, but not the use of, except as provided in this
lease, the premises and facilities referred to in Sections "B" to
"D" inclusive above, for Lessee, its employees, agents, passengers,
guests, patrons, its suppliers of materials or furnishers of ser-
vice, its aircraft, equipment, vehicles, machinery or other property,
its empldyees, agents, passengers, guests, patrons, suppliers of
materials or furnishers of service or their said property except as
herein, otherwise provided; and provided further that nothing herein
contained shall be deemed to limit Lessor's right to impose charges
upon ground transportation services.
ARTICLE II - TERM
This lease and all rights herein granted Lessee shall become
operative and effective the
and shall end on the 31st
24th
day of October , 1980,
day of _ March Y 1984,
unless sooner terminated as hereinafter provided.
ARTICLE III - RENTALS AND FEES
Lessee agrees to pay Lessor at such places as Lessor may
designate for the use of the premises, facilities, rights, licenses,
services and privileges granted hereunder, the following rentals,
fees and charges, all payable in monthly installments covering the
ensuing calendar month except that landing fee payments shall cover
the preceding calendar month. In the event that the commencement
of termination of the term wi`h respect to any of the particular
premises, facilities, rights, licenses, services and privileges
as herein provided falls on any date other than the first or last
day of a calendar month, the applicable rentals, fees and charges
for that month shall be paid for said month prorata according to
the number of days in that month during which said particular
premises, facilities, rights, licenses, services and privileges
were enjoyed; and Lessor shall, following the end of each calendar
month, transmit to Lessee a statement of the fees and charges other
than monthly, rentals incurred by Lessee during said month as herein-
after provided, and the same shall be paid by Lessee within ten
(10) days after receipt of such statement. Monthly rentals shall be
due and payable on the first of each and every month with any billing
statement to be made by Lessor.
A.
RENTAL WITH RESPECT TO EXCLUSIVE SPACE IN THE TERMINAL
COMPLEX. From and after the effective date hereof a one month's
advance deposit of rental as shown below shall be made to Lessor.
Rental of such space herein leased exclusively to Lessee as shown on
Exhibit "A" attached hereto and made a part hereof, shall be at the
i-ollowing rates payable monthly the first of said payments to be
due the 24th day of October , 1980, and one of said
monthly payments to become due and payable on the first day of each
and every month thereafter during the term of this lease.
1. $1.00.00 per month payable in advance.
2. Lessee shall pay sales tax on all the rentals
payable hereunder.
B. LANDING FEES. From and after commencement of the term
of this lease, rentals, fees and charges for the use of the landing
area and facilities necessary therefore as granted hereunder, except
those which rentals are specifically provided elsewhere, shall be
combined in and represented by a landing fee based upon the approved
maximum landing weights of the Lessee's Actual Revenue Trip Arrivals
at the Airport each month as follows:
$.16 per 1,000 pounds of approved maxi-
mum gross landing weight.
Lessee shall report to the Lessor not later than the loth clay of
each month, the Lessee's Actual Revenue Trip Arrivals at the Airport
during the preceding calendar month, which shall include the number
.92
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multiplied by the applicable approved maximum gross landing weights
for each type of aircraft, shall determine the weight for which the
monthly payment shall. be made.
The monthly reports above referred to shall also include
and separately state the number and type of shuttle, courtesy, test,
training, inspection, emergency and other non -revenue flights,
landed at the Airport by Lessee. If, during any calendar year, the
number of flights is greater than ten (10) percent of Lessee's
:'actual Revenue Trip Arrivals, Lessee shall pay regular landing fees
upon such flights which exceed said ten (10) per cent allowance.
Said fees shall be included by Lessor in its first regular monthly
billing after the close of the calendar year.
The term "approved maximum gross landing weight" for any
aircraft'as used herein, shall be the maximum gross landing weight
approved by the Federal Aviation Administration for landing such
aircraft at the Airport herein.
Subject to reasonable rules and regulations adopted by
the Lessor, it is expressly agreed that payment of landing fees shall
entitle Lessee to the use of loading apron at or adjacent to the
Terminal Building for such reasonable time as may be required by
Lessee for the loading and unloading of its aircraft; provided, how-
ever, that Lessee shall incur no penalty or charge for additional
time resulting from unavoidable delays due to weather conditions,
minor mechanical defects, or other delays beyond control of Lessee,
except when such delays preclude use of the apron by other commer-
cial air carriers that are operating to or from the Airport. Sub-
ject to Lessee's rights under Article I B.6 hereof, the Lessor
reserves the right to designate alternate parking areas if deemed
desirable or necessary. Furthermore, in the event the Lessee de-
sires to use the Airport apron and ramp facilities for aircraft
storage purposes for more than twenty-four (24) hours prior approval
,rust be obatined from the Lessor who will determine what apron or
ramp areas are available for this purpose and the Lessor shall have
the right to charge reasonable storage rates as mutually agreed
upon between the Lessee and Lessor.
-9-
E. TAXES AND ASSESSMENTS. Lessee shall pay all taxes and
assessments which may be lawfully levied by a duly constituted
taxing body upon Lessee with respect to its operation at the Airport.
The Lessor agrees not to levy any license or permit fee or special
assessment on Lessee that would restrict or interfere with the exer-
cise and enjoyment of the rights and privileges granted herein; pro-
vided this shall not prevent the Lessor from making charges to
Lessee for the use of the Airport, its facilities and services as
herein specifically authorized.
F. DEFAULT FOR FAILURE TO PAY RENTALS, FEES AND CHARGES. In
the event Lessee fails to pay any rentals on the first of each month,
or fails to pay charges and fees hereunder within ten (10) days after
Lessor transmits a statement therefore to Lessee, such failure shall
he a defdult 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 repos-
sess the same of Lessor's former estate, and expel Lessee and those
Maiming by, through or under it, and remove its effects, forcibly
if necessary, without being deemed guilty of trespass and without
prejudice to any remedy which otherwise might be used for arrears of
rent or preceding breach of covenant; on the re-entry aforesaid,
this lease shall terminate. In the event Lessor is obligated to
participate in any court proceedings in order to enforce any of its
rights under this paragraph or to collect its rentals, fees and
charges, Lessor, if successful in pursuing such litigation, shall be
entitled to an additional amount in such sum as any District or
Circuit Court having competent jurisdiction shall determine as a
reasonable attorney's fee.
ARTICLE IV - SERVICES TO PUBLIC
Lessee may, alone or in conjunction with other certificated
air transportation companies who are Lessees at the Airport, dr
through a nominee approved by Lessor, provide sufficient porter
service, common bag claim service in the area designated herein for
the convenience of its passengers provided, however, that Lessor
M
-10-
shall be under no obligation to provide or contribute to the fur-
nishings of such service.
ARTICLE V - RIGHT TO LEASE PROPERTY
Lessor, represents that it has the right to lease the Airport,
together with all premises, facilities, rights, licenses, services
and privileges herein granted, and has full power and authority to
enter into this agreement in respect thereof.
ARTICLE VI - RIGHT TO PURCHASE SUPPLIES AND MATERIALS
Lessee shall, except as herein otherwise provided, have the
might to purchase or otherwise obtain personal property of any nature
(including, but not limited to, gasoline, fuel, propellants, lubri-
cating oil, grease, food, beverages and other materials, equipment
and supplies) deemed by it to be required by or incident to, Lessee's
operations, its exercise of the rights herein granted and its dis-
charge of the obligations herein imposed, from any person, partner-
ship, firm, association or corporation it may choose. Except as
herein otherwise specifically provided, no charges, fees, or tolls,
of any nature, direct or indirect, shall. be charged by Lessor,
directly or indirectly, against Lessee or its suppliers, for the
privilege of purchasing, selling, using, storing withdrawing, hand-
ling, consuming, loading or unloading, or delivering any such per-
sonal property of Lessee by Lessee or its suppliers or for the
privilege of transporting such personal property or persons to, from
or on the Airport.
Nothing in this lease shall be deemed to restrict in any manner
Lessor's right to charge any person, partnership, firm, association
or corporation rental for the use of Lessor's property or any im-
provements thereon or thereto where such use of said property or
improvements are of a regular or permanent nature as distinguished
from a temporary or transitory nature or where such use is of such
a nature as to constitute the performance of a commercial business
at the Airport. Lessor shall make no charge for surface transpor-
tation of Lessee's passengers when such passengers are carried to
or from the Airport at Lessee's expense occasioned by flight cancel -
ass
-1.1-
lations. Lessor shall have the right to charge persons, partner-
ships, firms, associations or corporations, a fee for the sale and
serving of food and beverages to Lessee at the Airport for consump-
tion on its aircraft aloft; provided, however, in the event the
Lessee maintains a flight kitchen at the Airport for the prepara-
tion of food, no such fee shall be charged to the suppliers of
unprepared food to the said flight kitchen; and provided further
that no such fee shall be charged to any persons, partnerhips,
firms, associations or corporations operating off the Airport from
which the Lessee may purchase in-flight meals and beverage require-
ments if Lessee is forced to discontinue its purchase of in-flight
meals and beverage service from the Concessionaire to meet Lessee's
standards as to quantity, quality, cost of service. In the event
said Concessionaire fails to furnish in-flight meals and beverage
service in accordance with Lessee's reasonable and published stand-
ards as to quantity, quality and cost of service, the Lessor shall
promptly, upon receipt of written notice from Lessee, serve written
notice on said Concessionaire to comply with such standards. Should
the said Concessionaire continue to fail or refuse to meet such
standards, within thirty (30) days after receipt of said notice to
the Concessionaire, Lessee may, after five (S) days prior written
notice to Lessor, and after demonstrating to Lessor that such Con-
cessionaire has failed or refuses to meet such standards, purchase
its in-flight meals and beverage service from an off -the -Airport
supplier without the assessment of any fee by Lessor as aforesaid.
Should Lessee choose to purchase its in-flight meals and
beverage service from an off -the -Airport supplier for any other
reason than that set forth above, then in such event, Lessor may
assess a fee (but not in excess of the fee assessed the said Air-
port Concessionaire) on the off -the -Airport supplier for sale of
in-flight meals and beverage service to Lessee.
ARTICLE VII - MAINTENANCE AND OPERATIONS BY LESSOR
Except as otherwise specifically provided herein Lessor, during
the term of this lease, shall operate, maintain and keep in good
)5U
-1�-
repair the Airport, Terminal Building, vehicular parking space, all
appurtenances, facilities and services now or hereafter connected
with the foregoing, including, without limiting the generality
hereof, all field lighting and other appurtenances, facilities and
services which Lessor has agreed to furnish and supply hereunder.
Provided, however, that Lessor shall not be required to perform
maintenance and make repairs (a) in areas exclusively leased to
Lessee or (b) to perform maintenance and make repairs occasioned
by the negligence of Lessee or its employees, fire or other casualty
excepted, in which case Lessor may perform such maintenance or make
such repairs and charge the reasonable cost of same to Lessee. Pro-
vided also that Lessor may abandon certain facilities which are no
longer reasonably justified for proper and adequate operation at the
Airport.' Lessor shall keep the Airport free of obstructions, includ-
ing the clearing and removal of grass, stones, or other foreign
matter, as reasonably necessary and with reasonable promptness, from
the runway, taxiway and loading area, and immediately adjacent to
such runways, taxiway and loading areas for the safe, convenient and
proper use of the Airport by Lessee, and shall maintain and operate
the Airport in all respects in a manner at least equal to the highest
standards or ratings issued by the Federal Aviation Administration,
for airports of substantially similar size and character and in
+ccordance with all rules and regulations of the Federal Aviation
Administration and any other Governmental Agency having jurisdiction
thereof, providing that nothing herein contained shall be deemed to
require Lessor to enlarge the Airport or to make extensions or addi-
tions to the landing area, runway, taxiway, or other appurtenance of
the Airport.
Lessor, at its cost, shall keep the public and passenger space
in the Terminal Building, including the common departure area,
,adequately supplied, equipped, furnished and decorated and shall
maintain adequate directional signs in said spaces and in all other
public and passenger spaces at the Airport, including, but not
limited to signs indicating the location of all public restaurants,
restrooms, newsstands, telephones, baggage counters and all other
051
-13-
facilities for passenger or public use in the Terminal Building'or
elsewhere on the Airport.
Lessor shall supply adequate light and water for the public
and passenger space in the Terminal Building. Lessee shall not per-
form any cleaning or maintenance of aircraft except in designated.
area under separate lease. Further., it is specifically agreed that
no cleaning or maintenance of aircraft shall be performed on Airport
runways or ramps. Lessee shall pay for its own electrical power in'
its exclusive areas, which power shall be separately metered. The
Lessee shall, at its expense, repair, maintain or replace, as may be
required, all plumbing fixtures, electrical incandescent bulbs or
fluorescent tubes or other lighting devices located in its exclusive
areas within the space leased hereunder. Lessor, at its cost, shall
also provide and supply adequate lighting for the common departure
area, vehicular parking spaces, loading ramps, adequate field light-
ing on and for the Airport, including without limiting the generality,
hereof, landing lights and beacons. Lessor shall also provide-
jani-
torial services necessary to keep the common departure area, the
public and passenger space, and vehicular parking spaces'and the
landing field of the Airport at all times clean, neat, orderly, sani-
tary and presentable. Determination of adequacy, -as used throughout
this ARTICLE VII, shall be made solely by Lessor but shall be at
least equal to the standards for airports of substantially similar
size and nature.
ARTICLE VIII - GOVERNMENTAL FACILITIES
It is expressly agreed that if funds for the provision, main-
tenance and operation of the Control Tower and/or other air naviga-
tion aids or other facilities required or permitted by the United
States and needed by the Lessee or Lessee's operation at the Air-
port, which are now, or may be hereafter furnished by the United
States, are discontinued by the United States, ,Lessor shall not be
required to furnish said facilities.
ARTICLE IX - RULES AND REGULATIONS
Lessor shall have the right to and shall adopt and enforce
reasonable rules and regulations, which Lessee agrees to observe
a5a
-14-
and obey, with respect to use of the Airport Terminal Building and
appurtenances; provided that such rules and regulations shall not
he inconsistent 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 pro-
cedures 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 regu-
lations from time to time.
ARTICLE X - DAMAGE OR DESTRUCTION OF PREMISES
If any building of Lessor in which the Lessee occupies exclusive
space hereunder shall be partially damaged by fire, explosions, the
elements; the public enemy or other casualty, but not rendered un-
tenantable, the same shall be repaired with due diligence by Lessor
at his own cost and expense. If the damage shall be so extensive
as to render such building untenantable but capable of being repaired
within thirty (30) days, the same shall be repaired with due dili-
gence by Lessor at its own cost and expense, and rents payable here -
tinder with respect to the Lessee's exclusive space shall be pro-
portionately paid up to the time as such building shall be fully
restored. In case any such building is completely damaged by fire,
explosion, the elements, the public enemy or other casualty, or so
damaged that it will or does remain untenantable for more than
thirty (30) days, the Lessor shall be under no obligation to repair
and reconstruct such building, and rent payable hereunder with re-
spect to Lessee's exclusive space in said building shall be propor-
tionately paid up to the time of such damage or destruction and
shall thenceforth cease until such time as the premises may be fully
restored. If within ninety (90) days after such damage or destruc-
tion, Lessor fails to notify Lessee of its intention to repair or
reconstruct the damaged or destroyed building or to furnish a sub-
stantially equivalent facility, Lessee may give Lessor written
notice of its intention to then cancel this agreement in its en-
953
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tirety or to cancel, as of the date of such damage or destruction,
such part of this agreement as relates only to said buildings.
ARTICLE XI - CANCELLATION BY LESSOR
The Lessor may cancel this agreement by giving Lessee sixty
(60) days advance written notice to be served as hereinafter provided
upon or after the happening of any one of the following events:
1. The filing by Lessee of a voluntary petition
in bankruptcy.
2. The institution of proceedings in bankruptcy
against Lessee and adjudication of Lessee as
a bankrupt pursuant to'suc.h proceedings.
3. The taking by a court of jurisdiction of Lessee
and its assets pursuant to proceedings brought
under the provisions of any Federal re -organiza-
tion act.
4. The appointment of a receiver of Lessee's assets.
S. ` 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 Airport for a period
of ninety (90) days.
i. The default by Lessee in the performance of any
covenant or agreement herein required to be
performed.by Lessee other than failure to pay
rentals, fees and charges when due for which
provision is made in Article III F, and the
failure of Lessee to remedy such default for
a period of sixty (60) days after receipt from
the Lessor of written notice to remedy the
cancellation, as above provided, shall be of
any force or effect if Lessee shall have remedied
the default prior to Lessor's notice of cancel-
lation.
8. The lawful assumption by the United States
Government or any authorized agency thereof
of the operation, control, or use of the Air-
port and facilities, or any'substantial part
or parts thereof, in such manner as substan-
tially to restrict Lessee, for a period of
at least ninety (90) days, from operating there-
on for the carrying of passengers, cargo, and
property.
No waiver of default by the Lessor of any of the terms, coven-
ants 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 of the terms, covenants and conditions herein contained to be
performed, 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
a5�
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for failure by Lessee to so perform, keep or observe any o'f the
terms, covenants or conditions of this lease
ARTICLE XII - CANCELLATION BY LESSEE
Lessee may cancel this agreement any time that Lessee is not in
default in its payments to Lessor hereunder, by giving Lessor sixty
(60) days advance written notice to be served as hereinafter pro-
vided, upon or after the happening of any one of the following
events:
1. Issuance by any court of competent jurisdic-
tion of an injunction in any way preventing.
or restraining the use of the Airport or any
part thereof for airport purposes, and the re-
maining in force of such injunction for a period
of at least ninety (90) days.
2. The inability of Lessee to use, for a period
in excess of ninety (90) days, the Airport or
any of the premises,.facilities, rights,
licenses, services or privileges leased to
Lessee 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 fail-
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
ninety (90) days after receipt from Lessee of
written notice to remedy same; provided, how-
ever, that no notice of cancellation, as pro-
vided above, shall be of any force or effect
if Lessor shall have remedied the default
prior to receipt of Lessee's notice of cancel-
lation.
4. T.he lawful assumption by the United States
Government or any authorized agency thereof
of the operation, control or use of the Air-
port and facilities, or any substantial part
or parts thereof, in such a manner as sub-
stantially to restrict Lessee, for a period
of at least ninety (90) days, from operating
thereon for the carrying of passengers, cargo,
property, and United States Mail.
S. The failure or refusal of the Civil Aero-
nautics Board to grant Lessee the right to
operate into and from said Airport and the
issuance by the Civil Aeronautics Board of a
final order of suspension, termination or
revocation of Lessee's authority to provide
service at Key West International Airport,
Monroe County, Florida.
Lessee's performance of all or any part of this agreement for
or during any period or periods after a default of any of the terms,
��5
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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 con-
ditions hereof to be performed, kept or observed. No waiver of
default by Lessee of any of the terms, covenants or conditions
hereof to be performed, kept, and observed by the Lessor shall be
construed to be or act as a waiver by Lessee of any subsequent de-
fault of any of the terms, covenants and conditions herein contained
to be performed, kept and observed by the Lessor.
ARTICLE XIII - INDEMNITY
Lessee agrees fully to indemnify, and save and hold harmless,
the Lessor from and against all claims and actions and all expenses
incidental to the investigation and defense thereof, based upon or
arising out of damages or injuries to third persons or their
property, caused by the negligence of Lessee, its agents or employ-
ees, in the use or occupancy of the said leased premises, runways,
ramps or common areas at the Airport by Lessee; provided, however,
that Lessee shall not be liable for any injury or damage or less
occasioned by the negligence of Lessor, its agents or employees; and
provided, further that Lessor shall give to Lessee prompt and reason-
able notice of any such claims or actions and Lessee shall have the
right to investigate, compromise and defend the same. Lessee agrees
to carry, and keep in force, public liability insurance covering
personal injury and property damage, and such other insurance as may
be necessary to protect Lessor herein from such 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 $100,000 for any one person, and $300,000 for any one
accident; and for property damage in a sum not less than $200,000;
and to furnish Lessor with proper certificates certifying that such
.insurance is in force. Lessee shall carry its insurance coverages
with insurance companies authorized to do business in the State of
i�lorida.
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ARTICLE IV - QUIET ENJOYMENT
Lessor agrees that, on payment of the rent and performance of
the covenants and agreements on the part of Lessee to be performed
hereunder, Lessee shall peaceably have and enjoy the leased premises
and all rights and privileges of said Airport, its appurtenances
and facilities granted herein.
ARTICLE XV - SURRENDER OF POSSESSION
Upon the expiration or other termination of this lease or any
renewal thereof, Lessee's right to use the premises, facilities,
rights, licenses, services and privileges herein leased shall cease
and Lessee shall forthwith upon such expiration or termination
surrender the same.
Except as otherwise provided in Article XV, all structures, fix-
tures, improvements, equipment and other property bought, installed,
erected or placed by Lessee in, on or about the Airport and premises
leased under this lease (such fixtures, improvements and other
property to include, without limiting the generality hereof, storage
tanks, pipes, pumps, wires, poles, machinery and air conditioning
equipment) shall be deemed to be personalty and remain the property
of the Lessee and Lessee shall have the right at any time during the
term of this agreement, or any renewal or extension hereof, and for
an additional period of ninety (90) days after the expiration or
other termination of said term as the same may be renewed or extend-
ed, to remove any or all of its property from the Airport; provided,
however, that Lessee is not in default in its payments to Lessor
hereunder and provided Lessee shall restore said premises to its
original condition as at the beginning of occupancy, ordinary wear
and tear, damage by elements, fire, explosion or other causes be-
yond control of Lessee excepted. Any and all property not removed
by Lessee prior to the expiration of the aforesaid ninety (90) days
period, shall thereupon become a part of the land on which it is
located and title thereto shall thereupon rest in the Lessor. Pro-
\ided further that Lessor reserves the right to require Lessee to
remove such improvements and property at Lessee's expense.
M.
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The Lessor reserves the right to make a reasonable charge of
rental for the period of ninety (90) days provided for herein for
continuation of occupancy of space; provided, however, that no
charge shall be made to Lessee if Lessee shall remove its property
from the leased premises within the first thirty 00) days of said
ninety (90) day period. In the event that it becomes necessary for
Lessor to remove equipment, structures or other attachments to
the grounds or buildings because of the failure of Lessee to do so,
the expenses of such removal are to be borne by the Lessee.
ARTICLE XVI - DEFINITIONS OF TERMS
Whenever the term Federal Aviation Administration is used 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 Government authority
as may be the successor 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, such written approval may be given to the Direc-
tor of Airports for Lessor.
ARTICLE XVII - INSPECTION BY LESSOR
Lessor may enter upon the premises now or hereafter leased ex-
clusively to Lessee hereunder at any reasonable time for any purpose
necessary, incidental to or connected with the performance of its
obligations hereunder, or in the exercise of its governmental func-
tions.
ARTICLE XVIII - ASSIGNMENT AND SUBLETTING
Lessee shall not at any time assign this agreement or any part
thereof, nor sublet all or any portion of the leased premises herein
without written approval of. Lessor; provided that the foregoing shall
not prevent the assignment of this agreement to any corporation with
which Lessee may merge or consolidate, or which may succeed all or
any portion of the business of Lessee.
MI
ARTICLE IX - NOTICES
Notices to Lessor provided for herein shall be sufficient if
sent by certified mail, postage prepaid, addressed to:
Director of Airports, Monroe County
Key West International Airport
S. Roosevelt Boulevard
Key West, Florida 33040
and notice to Lessee, if sent by certified mail, postage prepaid,
addressed to:
Provincetown-Boston Airline, Inc.
Naples Municipal Airport
Post Office Box 1'037
Naples, Florida 33939
or to such other respective addresses as the parties may designate
to each other in writing from time to time.
ARTICLE XX - 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 XXI - INVALID PROVISIONS
In the event any convenant, condition or provision herein con-
tained is held to be invalid by any court of competent jurisdiction
the invalidity of any such covenant, condition or provision shall in
no way affect any other covenant, condition or provision herein
contained; provided that the invalidity of such covenant, condition
or provision does not materially prejudice either Lessor or Lessee
in its respective rights and obligations contained in the valid
covenants, conditions or provisions of this lease.
ARTICLE XXII - COVENANT NOT TO GRANT MORE FAVORABLE TERMS
Lessor covenants and agrees not to enter into any lease, con-
tract or agreement with any other air transport operator with respect
to the Airport containing more favorable terms than this lease or
to grant to any other air transport operator rights, privileges or
concessions with respect to the said Airport which are not in accord
to the Lessee hereunder unless the same terms, rights; privileges
and concessions are concurrently made available to the Lessee.
0,59
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ARTICLE XXIII - SUCCESSORS AND ASSIGNS BOUND BY COVENANT'S
All the covenants, stipulations and agreements in this lease
shall extend to and bind the legal representatives, successors
and assigns of the respective parties hereto.
ARTICLE XXIV - NON-DISCRIMINATION CLAUSE
The Lessee in exercising any of the rights or privileges herein
granted 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 to the contrary herein not withstanding,
as the United States may direct to enforce this non-discrimination
covenant.
ARTICLE XXV - INTERPRETATION OF LEASE
Nothing in this lease shall be construed or interpreted in any
manner whatsoever as 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 operation, main-
tenance, etc., of Airport property or in derogation of such govern-
mental rights as Lessor possesses, except as is specifically provided
for herein.
ARTICLE XXVI - RENTAL INCREASE
The parties specifically agree that the rental rates previously
provided for herein shall increase automatically seven (7) per cent
per year. All increases in rental rates will be computed annually
after the first year of this lease and be used for the following
year's rental rates.
ARTICLE XXVII - CONDITION "AS IS"
The Lessee agrees to accept the premises which are exclusively
leased to Lessee in "as is" condition and Lessor shall not be
obligated to repair, maintain or renovate same.
a,
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IN WITNESS WHEREOF, the parties hereto have caused this lease
to be executed as of the day and year first above written.
(Seal)
Atte�--
C erk
(Corporate Seal)
Attest:
Secretary
COUNTY OF MONROE, STATE OF FLORIDA
By
Chair t e and of County
Commissioners of Monroe County,
Florida
PROVINCET04VN-BOSTON AIRLIN j
INC.
4,
By l
PreV�t
APPROVED A$ TO FMM
ARID GAL SufflaNCY
77 BY
�7aomeyi
CW
EXHIBIT "A"
A parcel of land on the Island of Key West, Monroe County
Florida and being more particularly described as follows:
Commence at the southeast corner of Tract 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) in the Plat of Survey as recorded in Plat Book 3,
at Page 3S of the Public Records of Monroe County, Florida,
said point being the easterly line of Tract 49 and the
northerly Right -of -Way line (curb line) of South Roosevelt
Boulevard; thence N62038147"E for 1044.65 feet to the Point
of Beginning; thence N87014'S5"E for 73.56 feet; thence
N04014139"l'l for 77.52 feet; thence S87043109"W for 73.84
feet; thence S04014'39"E for 78.13 feet to the Point of
Beginning; containing 0.13 acres more or less.
(96J