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09/21/1984 Lease AIRPORT AGREEMENT ,THIS CONTRACT OF ~EASE is mad~~and entered into on the ~!s t: day of ~dem~ei- ,19M:, by and between the County of Monroe, State 0 Florida, a political subdivision of the State of Florida, hereinafter referred to as Lessor, and B & E Enterprises, a partnership organized and existing under the laws of the state of Florida, hereinafter referred to as Lessee. WIT N E SSE T H: \ffiEREAS, Lessor owns an airport known as Key West International Airport located in Monroe County, State of Florida, hereinafter called the "AIRPORT", and WHEREAS, Lessee is engaged in the business of main- taining a Gift and Sundry Shop, and WHEREAS, Lessee desires to obtain certain rights, services and privileges in connection with the use of the Airport and its facilities, and the Lessor is willing to grant: and lease the same to Lessee upon the terms and conditions hereinafter states, NOW, THEREFORE, for and in consideration of the pre- mises and of the mutual covenants and agreements herein contained, and other valuable considerations, Lessor does hereby grant and lease unto Lessee, and Lessee does hereby hire and take from Lessor, certain premises, facilities, rights, licenses, services and privileges in connection with and ()n the Airport, as follows, to wi t : ARTICLE I - PREMISES A. USE OF THE AIRPORT. Lessee shall be entitled to the use, in common with others authorized to do so, of the Airport and appurtenances, together with all facilities, equipment, improvements 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 Gift and Sundry Shop and has the right to maintain a Gift and Sundry Shop within the leasehold described hereafter in PART B which shall include: 1. The retail sale of gift and sundry items normally associated with an airport gift shop; 2. The retail sale of books, magazines, news- papers, confectionary products, tobacco produces and per- sonal grooming products and 3. Provide such services normally furnished by a Gift and Sundry Shop and as are compatible with other activities on the Airport. B. LEASEHOLD. Lessee does hereby lease, for its exclusive use the following described property: A 303 square foot gift shop located within the passenger terminal building at Key West International Airport as designated in Exhibit A attached hereto and made a part hereof. -2- The Lessee shall promptly execute and comply with all statutes, ordinances, rule, orders, regulations and requirements of the Federal, State and/or County or City governments, any and all of their Departments and Bureaus, which are applicable to said premises. C. 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 p,remises and facilities referred to in Sections "A" and "B' inclusive above, for Lessee, its employees, agents, patrons, its suppliers of materials or furnishers of service, its equipment, vehicles, machinery or other property, without charge to Lessee, its employees, agents, 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 on October 1, 1984, and ter- minate on September 30, 1985, unless sooner terminated as hereinafter provided. The Lessee shall have the option to rene~T the lease for an additional one (1) year provided that written evidence of such renewal is given to the Lessor in writing thirty (30) days prior to the end of the term pro- vided herein, said notice to be given in accordance with Article XXI. ARTICLE III - RENTALS AND FEES A. 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. In the event that the commencement or termination of the term with 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 the Lessee agrees to pay on or before the 15th day of each month following the last day of each calendar month throughout the leasehold term: 1. $250.00 per month for use of the 303 square foot gift shop at the passenger terminal, including electricity. 2. 4% of gross revenues over $25,000.00 resulting from the conducting of a Gift and Sundry Shop business at Key West International Airport. B. The Lessee hereby agrees to maintain Financial Records utilizing normally accepted accounting procedures. The Lessee further agrees that the aforementioned records will be made available to the Lessor, if it so desires for formal audit at most once each six months. Furthermor~, the Lessor has the right to inspect said records during normal business hours at any time. -3- C. The Lessee shall present a schedule of rates and charges to the Lessor for approval and such rates and charges shall prevail only after approval by the Lessor. Said schedule shall be subject to periodic review and renewal of, or denial of approval thereof by the Lessor. D. TAXES AND ASSESSMENTS. Lessee shall pay all taxes and assessments which may be lawfully levied by the 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 exercise and enjoyment of the rights and privileges granted herein; provided 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. E. Lessee shall pay for all water and gas used by Lessee on said premises, and any license fees, and State, County and City taxes including the sales rental tax. F. DEFAULT FOR FAILURE TO PAY RENTALS, FEES AND CHARGES. (1) The prompt payment of the rent for said premises upon the terms named, and the faithful observance of the rules, 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 upons 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 forcibly or otherwise, and the Lessee hereby expressly waives 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 hereafter be made, said Lessor, its agents or employees may immediately re-enter said premises and dispossess Lessee without legal notice or the institution of any legal proceedings whatsoever. (2) In addition to the acts of default elsewhere defined, the commission of any of the following acts by the Lessee shall constitute a default, and this lease may be terminated by the Lessor immediately upon notice in writing to the Lessee: Abandon, desert, vacate or discontinue 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 against the premises, or permit a receiver or trustee to come into possession without removing them, within a reasonable time. -4- ARTICLE IV - SERVICES TO 'PUBLIC The Lessee agrees that in furtherance of the privileges and uses permitted hereunder: 1. To furnish good, prompt and efficient service adequate to meet all the demands for its service at the airport; 2. To furnish said service on a fair, equal and nondiscriminatory basis to all users thereof; and 3. To charge fair, reasonable and nondiscriminatory prices for each unit of sale or service: PROVIDED that the Lessee may be allowed to make reasonable and nondiscrim- inatory discounts, rebates or other similar types of price reductions to volume purchasers. The word "service" as used in sub-sections 1, 2 and 3 of ARTICLE IV, shall include furnishing of labor, materials and supplies, related to Gift and Sundry Shop operation including the sale thereof, as well as furnishing 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 S'UPPLIES AND MATERIALS Lessee shall, except as herein otherwise provided, have the right to purchase or otherwise obtain personal property deemed by it to be required by or incident to, Lessee's operations, its exercise of the rights herein granted and its discharge of the obligations herein imposed, from any person, partnership, 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, handling, consuming, loading or unloading, or delivering any such personal pro- perty 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 rentals for the use of Lessor's property or any improvements thereon or thereto where such use of said property or improvements are of a regular or permanent nature as distinguished from 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. 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 repair the Airport, Terminal Building, -5- 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 occasioned by negligence of Lessee or its employees, fire or other casualty expected, and in which case Lessor may perform such maintenance or make such repairs and charge the reasonable cost of same to Lessee. Provided also th~t Lessor may abandon certain facilities which are no longer reasonably justified for proper and adequate operation of the Airport. Lessor shall keep the Airport free of obstructions, including the clearing and removal of grass, stones, or other foreign material, as reasonably necessary and with reasonable promptness, from the runway, taxi-way and loading areas for the safe, convenient and proper use of the Airport, 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 aiports of substantially similar size and character and in accordance 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 additions to the landing area, runway, taxi-way, or other appurtenances of the Airport. ARTICLE VIII - MAINTENANCE AND OPERATIONS BY LESSEE 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 term, excepting only reasonable wear and tear arising from the use thereof under this Agreement, and to compensate said Lessor immediately upon demand for any damage to said premises caused by any act or neglect of Lessee, or of any person or persons in their employ or under the control of the Lessee. The Lessee agrees to maintain the premises in a clean condition, and to maintain an adequate number of covered metal waste containers at suitable locations, and shall deposit all trash and waste therein for proper disposition of such waste materials at the disposal grounds designated by the Lessor. It is understood and agreed that no signs or advertising and no awnings shall be erected on or in connection with the premises leased hereunder, unless the same shall be first submitted to and approved by the Lessor in writing. ARTICLE IX - GOVERNMENTAL FACILITIES . It is expressly agreed that if funds for the provision, ma1ntenance and operation of the Control Tower and/or other air navigation aids or other facilities required or permitted by the United States 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. -6- ARTICLE X - RULES AND REGULATIONS Lessor shall have the right to and shall adopt and enforce reasonable rules and regulations, which Lessee agrees to observe and obey, with respect to the use of the Airport and appurtenances; provided that such rules and regulations shall not be 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, with procedures prescribed or approved from time to time by the Federal Aviation Adminis- tration with respect to the operation of aircraft of the Airport .. Lessor shall provide Lessee with a copy of such rules and regulations from time to time. ARTICLE XI - DAMAGE OR DESTRUCTION OF PREMISES In the event the premises shall be partially damaged by fire, explosion, the elements, the public enemy or other casualty, but not rendered untenantable, the same shall be repaired with due diligency by Lessor at his own costs and expense. If the damage shall be so extensive as to render such premises untenantable but capable of being repaired within thirty (30) days, the same shall be repaired with due diligence by Lessor at its own cost and expense, and rent payable hereunder shall be proportionately paid up to the time as the premises shall be fully restored. In case the premi,ses is completely destroyed 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 the premises, and rent payable here- under with respect to Lessee's exclusive space in said premises shall be proportionately 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 destruction, Lessor fails to notify Lessee of its intention to repair or re- construct the damage or destroyed premises or to furnish a substantially equivalent facility, Lessee may give Lessor written notice of its intention to then cancel this agree- ment in its entirety or to cancel, as of the date of such damage or destruction, such part of this agreement as. relates only to said premises. ARTICLE XII - CANCELLATION BY LESSOR The Lessor may cancel this agreement by giving Lessee thirty (30) days advance written notice to be served as hereinafter provided upon or after the happening of anyone of the following events: a. The filing by Lessee of a voluntary petition in bankruptcy. b. The institution of proceedings in bankruptcy against Lessee and adjudication of Lessee as a bankrupt pursuant to such proceedings. c. The taking by a court of jurisdiction of Lessee and its assets pursuant to proceedings brought under the pro- visions of any Federal re-organization act. -7- d. The appointment of a receiver of Lessee's assets. e. The divestiture of Lessee's estate herein by other operation of law. f. The abandonment by Lessee of its conduct of Gift and Sundry Shop at the Airport for a period of sixty (60) days. g. The lawful assumption by the United States Govern- ment or any authorized agency thereof of the operation, control, or use of the Airport and facilites, or any sub- stantial 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 conducting of a Gift and Sundry Shop. No waiver 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 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 for failure by Lessee to so perform, keep or observe any of the terms covenants or conditions of this lease. ARTICLE XIII - 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 provided, upon or after the happening of anyone of the following events: a. Issuance by any court of competent jurisdiction of an 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 least ninety (90) days. b. 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 failure to act on part of Lessee. c. 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, however, that no notice of cancellation, as provided above, shall be of any force or effect if Lessor shall have remedied the default prior to receipt of Lessee's notice of cancellation. d. The lawful assumption by the United States Govern- ment or any authorized agency thereof of the operation, control or use of the Airport and facilities, or any substantial part or parts thereof, in such a manner as substantially to restrict Lessee, for a period of at least ninety (90) days, from operating thereon for the conducting of a Gift and Sundry Shop. -8- 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, 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 the Lessee to cancel this agreement for failure by Lessor to so perform, keep or observe any of the terms, covenants or conditions 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 default of any of the terms, covenants and conditions herein contained to be performed, kept and observed by the Lessor. ARTICLE XIV - 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 employees, in the use or occupancy of the said leased premises by Lessee; provided, however, that Lessee shall not be liable for any injury or damage or loss 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. ARTICLE XV - INSURANCE 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 anyone person, and $300,000 for anyone accident; and for property damage in a sum not less than $50,000; 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 Florida. ARTICLE XVI - RISK All personal property placed or moved in the premises above described shall be at the risk of the Lessee or Owner thereof, and Lessor shall not be liable to the Lessee for damages arising from any act of negligence of any co-tenant, or of any other person whomsoever, except as stipulated hereinabove. ARTICLE XVII - QUIET ENJOYMENT Lessor agrees that, on payment of the rent and per- formance 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. -9- ARTICLE XVIII - 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 XVIII, all structures, fixtures, improvements, equipment and other property bought, installed, erected or placed by Lessee in, on or about the Airport and premises leased under this lease shall be deemed to be personal and remain the property of the Lessee and Lessee shall have the right a.t any time during the term of this agreement, or any renewal or extension hereof, 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 beyond control of Lessee excepted. Any and all property not removed by Lessee as set forth herein, shall thereupon become a part of the premises 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 at Lessee's expense. ARTICLE XIX - DEFINITION 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 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 by the Director of Airports for Lessor. ARTICLE XX - INSPECTION BY LESSOR 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. ARTICLE XXI - NOTICES Notices to Lessor provided for herein shall be sufficient if sent by certified mail, return receipt requested, postage prepaid, addressed to: Director of Airports, Monroe County Key West International Airport S. Roosevelt Boulevard Key West, FL 33040 -10- and notice to Lessee, if sent by certified mail, return receipt requested, postage prepaid, addressed to: B & E ENTERPRISES 201 B Key West By The Sea Key West, FL 33040 Attn: E1friede B. Cox or to such other respective addresses as the parties may designate to each other in writing from time to time. ARTICLE XXII - PARAGRAPH HEADINGS The paragraph headings contained herein are for con- venience of reference and are not intended to define or limit the scope of any provision in this lease. ARTICLE XXIII - INVALID PROVISIONS In the event any covenant, condition or provision herein contained 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 XXIV - COVENANT NOT TO GRANT MORE FAVORABLE TERMS Lessor covenants and agrees not to enter into any lease, contract or agreement with any other Gift and Sundry Shop with respect to the Airport containing more favorable terms than this lease or to grant to any other Gift and Sundry Shop 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. ARTICLE XXV - SUCCESSORS AND ASSIGNS BOUND BY COVENANTS 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 XXVI - 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 other 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 notwithstanding, as the United States may direct to enforce this non- discrimination covenant. ARTICLE XXVII - INTERPRETATION OF LEASE Nothing in this lease shall be construed or interpreted in any manner, whatsoever as limiting, relinquishing, or waiving of any rights of ownership enjoyed by Lessor in the Airport property, or in any manner waiving or limiting its -11- control over the operation, maintenance, etc., of Airport property or in derogation of such governmental rights as Lessor possesses, except as is specifically provided for herein. IN WITNESS WHEREOF, the parties have caused this lease to be executed as of the day and year first above written. COU~.!TYY _2f / /MON~R OE STA~/ FLORIDA ' %~ ~'" ~ I , ._' ___ _ ~ By - - .'-- Chairman of the Board of County Commissioners of Monroe County, Florida Attest pANNY L. I~OLIIAG-E, Clerk (;J f. (/// / /) ,,' V-"-crac<k ;(.(~""<-t::';>VO~ ;(]/.j!; Cletk"' ( (Seal) LESSOR B & E ENTERPRISES Witnesses: By ~;<</~ ;:i;AeL' fs.'~: L~~se{ 0,r:?;.<A!',-/ l/~ ro, ~ /J t??0 c LESSEE Attorney's Office