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04/06/1984BRANCH OFFICE 3117 OVERSEAS HIGHWAY MARATHON, FLORIDA 33050 TEL. (305) 743-9036 Mannp V Ralbage CLERK OF THE CIRCUIT COURT 16TH JUDICIAL CIRCUIT MONROE COUNTY 500 WHITEHEAD STREET KEY WEST, FLORIDA 33040 RECORDER TEL. (305) 294-4641 COLLECTOR OF DELINQUENT TAXES May 1, 1984 F & F Aircraft Leasing, Inc. d/b/a FINAIR EXPRESS 13020 S. W. 70th Avenue Miami, Florida 33156 Dear Sirs: BRANCH OFFICE P.O. BOX 379 PLANTATION KEY, FLORIDA 33070 TEL. (305) 852-9253 COUNTY CLERK COUNTY AUDITOR The Board of County Commissioners at a regular meeting in formal session on April 6, 1984 authorized execution of a Lease and an Agreement by and between F & F Aircraft Leasing, Inc., d/b/a FINAIR EXPRESS, and the County of Monroe, State of Florida. Enclosed is a fully -executed copy of said Lease for your records. Very truly yours, Danny L. Kolhage Clerk of Circuit Court and ex officio Clerk Board of_ ounty Commissioners D L K : r 1 s Enclosures cc: Airport Manager cc: County Attorney cc: Finance Dept. cc: File A G R E E M E N T THIS CONTRACT OF LEASE is made and entered into on the 6th day of April, 1984, by and between the COUNTY OF MONROE, STATE OF FLORIDA, a political subdivision of the State of Florida, hereinafter referred to as Lessor, and F & F AIRCRAFT LEASING, INC. d/b/a FINAIR EXPRESS, a corporation organized and existing under the laws of the State of Florida, hereinafter referred to as Lessee. W I T N E S S E T H: WHEREAS, Lessor owns an airport known as the Key West International Airport located in Key West, Monroe County, State of Florida, hereinafter 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 facilities; and the Lessor is willing to grant and lease the same to Lessee on a non-exclusive basis upon the terms and conditions hereinafter stated, NOW, THEREFORE, for and in consideration of the premises 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 on the Airport, as follows, to -wit. ARTICLE I - PREMISES A. PREMISES LEASED. The Lessor does hereby lease to the 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 conditions as set forth in this Agreement. B. USE OF THE AIRPORT. Lessee shall be entitled to 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 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. 2. the landing, taking off, flying, taxiing, towing, parking, loading and unloading of Lessee's aircraft, or other equipment operated by Lessee, used in the operation of scheduled, special and charter flights, including without limiting the generality hereof, the right to load and unload Lessee's aircraft adjacent to Lessee's temporary terminal building, upon approval of the Supervisor of the Key West International Airport. 3. the loading and unloading of property, cargo and mail at said Airport by such motor vehicles or other means of conveyance as Lessee may require in the conduct of Air Transportation, 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. C. SPACE ADJACENT TO TERMINAL BUILDING. Lessee is hereby granted non-exclusive use, in common with others, of such space and facilities 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 of Lessee's aircraft, space for reasonable amount of apron equipment, 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 and facilities in the Terminal Building 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 purposes 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 2 installation, maintenance and operation of radio and other communications equipment and facilities, and meteorological 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. 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 "A" to "D" inclusive above, for Lessee, its employees, agents, passengers, guests, patrons, its suppliers of materials or furnishers of service or their said property except as 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 April 1, 1984, and shall end on the 31st day of March, 1986, 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. In the event that the commencement of 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 months 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 3 Lessor shall, following the end of each calendar month, transmit to Lessee a statement of the rentals, fees and charges incurred by Lessee during said month as hereinafter provided, and the same shall be paid by Lessee within fifteen (15) days after receipt of such statement. A. RENTAL WITH RESPECT TO SPACE ADJACENT TO THE TERMINAL. Rental of such space herein leased to Lessee as shown on Exhibit "A" attached hereto and made a part hereof, shall be at the following rates payable monthly the first of said payments to be due the 1st day of April, 1984, 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. 569.2 square feet of ticket counter space at $11.12/sq. ft./annum 2. 687.3 square feet of office space at $7.95/ sq. ft./annum 3. 403 square feet of joint use baggage handling area at $7.95/sq. ft./annum (60% use) 4. 615 square feet of covered terminal area at $6.36/ sq. ft./annum 5. 600 square feet of baggage claim area at $11.12/ sq. ft./annum (60% use) In addition to the first month's rent, the Lessee shall pay to the Lessor upon execution of this lease one month's rent as security deposit. 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 weight of the Lessee's Actual Revenue Trip Arrivals at the Airport each month as follows: $.40 per 1,000 pounds of approved maximum gross landing weight. A minimum landing fee of $5.00 will be charged for all aircraft weighing less than 12,500 lbs. gross landing weight. Lessee shall report to the Lessor not later than the loth day of each month, the Lessee's Actual Revenue Trip Arrivals at the 4 Airport during the preceding calendar month, which shall include the number and type of such arrivals. The number of arrivals so operated, and 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 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. (Included in this report will be the total number of passenger enplanement and deplanements for that month). 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 the 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, however, 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 commercial air carriers that are operating to or from the Airport. Subject to Lessee's rights under Article I hereof, the Lessor reserves the right to designate alternate parking areas if deemed desirable or necessary. Furthermore, in the event the Lessee desires to use the Airport apron and ramp facilities for aircraft storage purposes for more than twenty- four (24) hours prior approval must be obtained 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. C. 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 5 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. D. DEFAULT FOR FAILURE TO PAY RENTALS, FEES AND CHARGES In the event Lessee fails to pay any rental on the first of each month, such failure shall be a default of this Lease. Lessor may, at its option, immediately or at any time thereafter, enter into and upon the premises hereby leased or any part thereof and in the name of the whole, and repossess the same of Lessor's former estate, and expel Lessee and those claiming 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. Further, if Lessee fails to perform any of the other covenants of this Lease and such default shall continue for fifteen (15) days after notice thereof is given in writing by the County, or failure to correct any violation shall continue for fifteen (15) days after notice thereof is given in writing by the County, or failure to correct any violation shall continue for fifteen (15) days after notice thereof is given in writing by the County, or its agents or attorneys to said Lessee, the County may, at its option, forthwith declare this Lease forfeited, and may immediately re-enter and repossess said leased property, and any of the rents prepaid hereunder shall be forfeited by the Lessee, and in no way shall effect the collection of any other damages which may be due the County as a result of any of said defaults. In the event Lessor is obligated to participate in any court proceeding 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 0 determine as a reasonable attorney's fee. Lessor shall keep the Airport free of obstructions, including 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 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 landing area, runway, taxiway or other appurtenances of the Airport. Lessee shall not perform any cleaning or maintenance of aircraft except in designated areas 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 ares 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 lighting on and for the Airport, including without limiting the generality hereof, landing lights and beacons. Lessor shall also provide janitorial 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, sanitary and presentable. Determination of adequacy, as used throughout this ARTICLE III, 7 shall be made solely by Lessor but shall be at least equal to the standards for airports of substantially similar size and nature. ARTICLE IV - GOVERNMENTAL FACILITIES It is expressly agreed that if funds for the provision, maintenance and operation of the Control Tower and/or other air navigation aids or other facilities required or permitted by the United States and needed by the Lessee or Lessee's operation at the Airport, 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 V - 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 use of Airport property; 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 and with procedures prescribed or approved from time to time by the Federal Aviation Administration with respect to the operation of Lessee's aircraft at the Airport. Lessor shall provide Lessee with a copy of such rules and regulations from time to time. ARTICLE VI - CANCELLATION BY LESSOR The Lessor may cancel this Agreement by giving Lessee fifteen (15) 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 such proceedings. 3. The taking by a court of jurisdiction of Lessee and its assets pursuant to proceeding brought under the provisions of any Federal re -organization act. 4. The appointment of a receiver of Lessee's assets. 5. The divestiture of Lessee's estate herein by other operation of law. 6. The abandonment by Lessee of its conduct of air transportation at the Airport for a period of thirty (30) days. 7. 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 D, and the failure of Lessee to remedy such default for a period of thirty (30) days after receipt from the Lessor of written notice to remedy the same; provided, however, that no notice of cancellation, as above provided, shall be of any force or effect of Lessee shall have remedied the default prior to Lessee's notice of cancellation. 8. The lawful assumption by the United States Government 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 manner as substantially to restrict Lessee, for a period of at least sixty (60) days, from operating thereon for the carrying of passengers, cargo and property. 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 VII - 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 thirty (30) days advance written notice to be served as hereinafter provided, upon or after the happening of any one of the following events: 1. 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. 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, 9 provided that the same is not caused by negligence or willful acts of failure 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, 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. 4. The lawful assumption by the United States Government 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 carrying of passengers, cargo, property and United States Mail. 5. The failure or refusal of the Civil Aeronautics 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, 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 conditions hereof to be performed, kept or 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 VII - 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, runways, ramps or common areas at the Airport by 10 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. 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 within minimum limits of liability for personal injury in a sum not less than $300,000 for any one person, and $500,000 for any one accident; and for property damage in a sum not less than $200,000; and to furnish Lessor with proper certificate 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 IX - 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 X - 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. ARTICLE XI - 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 11 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 XII - INSPECTION BY LESSOR Lessor may enter upon the premises now or hereafter leased exclusively 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 functions. ARTICLE XIII - 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 passed by resolution of equal solemnity as the passage and execution of this document; provided, however, that Lessor shall not unreasonably withhold approval. The prohibitions above stated include 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 XIV - NOTICES Notices to Lessor provided for herein shall be sufficient if sent by certified mail, postage prepaid, addressed to: Mayor & Chairman of the Board of County Commissioners MONROE COUNTY COURTHOUSE 500 Whitehead Street Key West, Florida 33040 and notice to Lessee, if sent by certified mail, postage prepaid, addressed to: F & F Aircraft Leasing, Inc. d/b/a FINAIR EXPRESS 13020 S.W. 70th Avenue Miami, Florida 33156 or to such other respective addresses as the parties may designate to each other in writing from time to time. 12 ARTICLE XV - 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 XVI - 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 effect 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 XVII - 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 XVIII - NON-DESCRIMINATION CLAUSE The Lessee in exercising any of the rights or privileges herein granted to him shall no 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 XIX - 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, maintenance, etc., of Airport property or in derogation of such governmental rights as Lessor possesses, except as is specifically provided for herein. 13 ARTICLE XX The Lessee agrees to accept the leased property in "as is" condition and Lessor shall not be obligated to repair, maintain or renovate same. ARTICLE XXI Lessor reserves the right to move Lessee from the premises being leased under the terms of this Agreement within thirty (30) days after permanent space becomes available for use by Lessee. IN WITNESS WHEREOF, the parties hereto have caused this Lease to be executed as of the day and year first above written. (SEAL) Attest: C1 rk COUNTY OF MONRO , STATE OF _LORIDA By Mayor 9 Chairman of the Board of County Commissioners of Monroe County, Florida F & F AIRCRAFT LEASING, INC. d/b/a FINAIR EXPRESS B y G� i (CORPORATE SEAL) President Attest: AS TO FORA/ By 1 < 14 ;,',�._'."•ILA ���n .1 _ I�11 � � � V\ IJ �• V V 11� �� • 'I^' I �� i:l • 1 41 � jy ; � 1 II V� N 1 1 .