Item C13AGENDA ITEM SUMMARY
Meeting Date: March 18, 2015 Division: County Administrator
Bulk Item: Yes XX No Staff Contact Person: Thomas Henderson
AGENDA ITEM WORDING: Approval of a Landlord Estoppel Certificate and Agreement. securing the
financial interests of 2J's Properties for construction of an aircraft hangar at Marathon.
ITEM BACKGROUND: Marathon General Aviation, one of the FBO's in Marathon, is leased to
South Shore Aviation Associates, LLC (South Shore). South Shore in turn has entered into a sub -leas
with Marathon Aviation Associates, LLC (Marathon Aviation) for operation of the FBO. The County
leased an additional parcel of land to Marathon Aviation for purposes of constructing a corporate
hangar. Marathon Aviation entered in to a sub -sub -lease with 2J's Properties, LLC (2J's) for financin
and construction of the hangar. The Landlord Collateral Estoppel is a standard financing instrument
that allows 2J's to secure its financial interests in the hangar by allowing 2J's to cure any default and
assume the leasehold obligations, responsibilities and rights of the leaseholder South Shore in the evel
PREVIOUS RELEVANT BOCC ACTION: None.
CONTRACT/AGREEMENT CHANGES:
N/A
Approval
TOTAL COST: N/A
3U1GETED: Yes No
REVENUE PRODUCING: Yes --- . No— AMOUNT PER MONTH:
APPROVED BY: County Aft OMB/Purchasin gcf-9 RiskManagement
DOCUMENTATION: Included XX Not Required
00101121,
MIMI1:�Y1[!7
Landlord:Monroe County,Florida
r"rime Tenant: South Shore AviationAssociates,
2 J's: 2 J's Properties, LLC
Prime Lease: Marathon FixedBase Operator ( ) Agreement effective April
, 1998 between Landlord and Prime Tenant and subsequent
amendments
Sublease: Sublease dated January 1, 2012 (as extended and amended)
between Prime Tenant and Sublessee with Consent to Assignment
dated January 16, 2014
Sub -Sublease: Lease and Sublease dated November 1, 2014 between Sublessee
and 2 J's.
•♦ • -i 111[. -
• -• 'I r • • • -- -
Landlord hereby consents, agrees, warrants, represents and certifies to 2 J's, and
its successors and assigns, as follows:
Landlord recognizes and acknowledges that uroo • of the
Hangar by •lessee, Sublessee shall own the Hangar. Sublessee
acknowledges, pursuant to the Lease Amendment dated April 15, 2009,
ownership of the Hangar transfers to Landlord upon termination of the
which the Hangar exists shall be leased/subleased/sub-subleased to 2 J's
by virtue of the Sub -Sublease.
4. Landlord agrees not to enter into an agreement with Prime Tenant (its
successors and/or assigns) to terminate the Prime Lease, except that
Landlord may terminate the Prime Lease in accordance with the terms
thereof following a material default under the Prime Lease by Prime
Tenant provided that (a) Landlord has given Sublessee and 2 J's written
notice of such default and an opportunity to cure the same pursuant to
Section 6 hereof
5. Landlord certifies that (i) the Prime Lease is in full force and effect, (ii)
the Prime Lease has not been terminated, (iii) the Prime Lease has not
been assigned, modified or amended except as referred to above,
default has occurred under the Prime Lease (nor are there any conditions
which the passage of time or giving of notice., or both, would become a
default under the Prime Lease).
6 Landlord agrees to provide Sublessee and 2 J's with written notice of any
default by Prime Tenant under the Prime Lease and an opportunity within
a reaso-u9ble zwiour4uji"tte to cure
7. Landlord acknowledges that, upon the earlier of, the FBO informing the
county that the hangar is substantially complete or that the FBO has
assumed occupancy, the parties will enter into a written lease extension
extending the lease until April 5, 2041.
8. Landlord acknowledges that Landlord's address for notices is: Monro(.!
County, 1100 Simonton Street, Key West, FL 33040.
#,. This Certificate shall run with the Leased Premises, and bind the
successors, assigns and grantees of Landlord.
MOVIOMMINIT MO
Executed this day of 92015.
ATTEST: AMY HEAVILIN BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
Deputy Clerk Name: Danny Kolhage
Title: Mayor
This is a Sub -Sublease Agreement ("Sublease") between MARATHON AVIATION
ASSOCIATES, LLC, a Florida limited liability company located at 9850 Overseas Highway,
Marathon, FL 33050 ("Landlord") and 2 J'S PROPERTIES, LLC., a Florida limited liability
,d
compay located at 719 Parkrider Street, 2 Floor, Conway, AR 72032 ("Tenant") dated as of
' JJQ
the of t-10 YT, 2014.
In consideration of the rents to be paid hereunder, the mutual promises and covenants
contained herein, and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Landlord and Tenant hereby covenant and agree as follows:
A. Landlord does hereby covenant, represent and warrant to Tenant as follows:
(i) Landlord entered into a Sublease Agreement effective Januay 1, 2012, with
Coast FBO, LLC, a Florida limited liability company. The said subleased Coast FBO,
LLC's, rights under the "Prime Lease" which is defined as the original 20-year lease
agreement entitled "Marathon Fixed Base Operator (FBO) Agreement" dated and
effective on April 6, 1998, and as further described in the recitals of said Sublease
Agreement, a copy of which is attached as Exhibit "A". The Sublease has been extended
9-nd amended in various instruments, the most recent on April 16, 2014.
(ii) Monroe County is the sole owner, in fee simple, of the Property,
I UW CWj It ro I I DIM W I N I UORM94
(iv) all Access Rights (as hereinafter defined) are and shall be available to Tenant
throughout the Initial Terrn (as hereinafter defined),
(v) the Underlying Lease is now in full force and effect, has a term which expires
April 5, 203 1, and, other than has previously stated in (i) above, has not been modified or
amended, and neither Monroe County, Landlord, or South Shore is in default thereunder,
(vi) Landlord shall not take any action to terminate or to modify (or to cause to be
terminated or modified) the Underlying Lease or the New Sublease after the execution
thereof,
there are no mortgages encumbering all or any portion of the fee, leasehold
or subleasehold estates of the Property that encumber the Hangar, but if there are or will
be (or if Landlord grants any mortgage in connection with its acquisition of the Hangar)
Landlord shall ensure that the holders of any such mortgages will consent to this
Sublease, and will provide Tenant with a subordination, non -disturbance and attornmen)
agreements reasonably acceptable to Tenant ("Consent and SNDA"),
(xiii) the height of the Hangar, as renovated and modified pursuant hereto, shall
not exceed the applicable regulations or requirements, including those of the Federal
Aviation Administration,
om
(x) neither South Shore's nor Monroe County's consent is necessary for the Plans
(as hereinafter defined).
B. Tenant hereby agrees to construct an aircraft hangar containing approximately
7,000 square feet ("Hangar"), a 22 foot door height and a minimum wingspan of 60 feet, at
Tenant's sole expense, on the portion of the Property described on the second page of attached
Exhibit B and shown on attached Exhibit B I and located at 9850 Overseas Highway, Marathon,
Florida. Completion, renovation and modification of the Hangar shall be evidenced by issuance
of the Certificate • Occupancy (as hereinafter defined). Tenant's obligations hereunder are
contingent upon the satisfaction or waiver by Tenant in writing of the following contingencies
(collectively "Contingencies"): (i) Tenant shall have received a building pen -nit for the
renovation and modification of the Hangar pursuant to the Plans, (ii) Tenant shall have received
w-ritten approval of the Plans from Landlord (and from South Shore and Monroe County if
required under the Underlying Lease and/or Sublease), (iii) Tenant shall have received from
Landlord the executed Landlord Estoppel Certificate (as hereinafter defined and attached as
Exhibit C) and the executed Sublandlord Estoppel Certificate (as hereinafter defined and
attached as Exhibit D). Landlord shall cooperate with Tenant in connection with Tenant's
applications for necessary permits, such as a building permit, including execution of forms and
applications if necessary.
C. Landlord hereby sub -subleases the land directly upon which the Hangar is to be
located to Tenant in accordance with the terms and provisions hereof, together with the right of
pedestrian and vehicular access to the Hangar and the Airport's terminal from Overseas
Highway/U.S. Highway No. I and together with the right of aircraft access to the Airport and the
Airport's terminal, fuel depots, driveways, aprons, access roads, taxiways and runways
(collectively "Access Rights") subject to any and all restrictions provided in the Underlying
Lease regarding the same.
Tenant shall provide Landlord with a complete set of the Plans following the date
of this Sublease. Tenant may terminate this Sublease on written notice to Landlord if (i) for any
reason the Airport is not being operated for a period of one (1) month and (ii) Underlying Lease
and/or the New Sublease expire or are terminated or (iii) Tenant shall not have received the
certificate • occupancy evidencing completion of the Hangar in accordance with the teniis
hereof provided Tenant is in compliance with the terms of the Plans ("Certificate of
Occupancy").
I Term,
-2-
The term of this Sublease ("Initial Term") shall expire twenty (20) years from the
issuance
of a of R for g.r upon completion.
Monroe County extends!' rLandlord offer an extension
market rate and consistent with the lease terms governing the primary ground lease and
applicable lease terms with the C
A Rent shallR $.41 per foot per r(Landlord'sr R cost)paid to
monthlyLandlord on the execution of this Sub -Sublease and on each anniversary date . There shall be a
of 00 per ! and the maintenance fee are R to
an annual
CPI escalator equal to the CP1 charged by the County to the Landlord and any other
property rent adjustments contemplated in the primary lease. If Tenant subleases space to
transient aircraft, Tenant shall set the pricing and other parameters and Landlord shall retain 33%
of the hangar rental fee to offset ramp revenue loss. For reference, Landlord shall supply the
current pricing in effect to other transient hangar space in the airport.
B. The Tenant is responsible for Hangar insurance for the asset/rebuild valu(-.-
for fire, windstorin, and other perils. The Landlord shall provide liability insurance as an
extension to the Landlord's existing ramp and hangar insurance policy of $2 million per incident
with the Tenant as Named Insured. Additional insurance will be the responsibility of Tenant at
Tenant's discretion.
incidental
4. Use of Hang . Tenant may use and occupy the Hangar solely for the purposes of
storing, maintaining, repairing, cleaning and operating aircraft, and all other uses ancillary and
# in accordance with Sectionhereof,! until the parties mutually
agree in writing to permit otherwise.
5. Utilitv Exi)enses. Tenant shall install separate utility meters at the Hangar, and
shall ensure that all utilities (including water, electricity, telephone, Internet and cable) and trash
removal areavailableat the
Hangar.
* Tenant agrees to pay all charges
.r •" applicable
Hangar.
A. Landlord shall be liable to Tenant for all damages incurred by Tenant in the event
that the Underlying Lease and/or the New Sublease terminates or expires due to Landlord's acts
*r omissions.
MonroeB. As a condition of Tenant's obligations hereunder, Landlord shall obtain from
Countyandshallfurnish Tenant an estoppelcertificatedagreement
Estoppelattached hereto as Exhibit C or as otherwise agreed to by Tenant and Monroe County ("Landlord
`
C. Landlord shall obtain consents and non -disturbance agreements from the holders
of any and all leasehold mortgages./deeds of trust encumbering any and all leasehold and
- 3 -
subleasehold interests in the Hangar and land upon which the Hangar is to be located, including
the Consent and SNDA.
D. All references herein to Monroe County shall be deemed to include all successors,
assigns and grantees of Monroe County.
A. Tenant shall be responsible for all repairs and maintenance of the Hangar made
after the construction by Tenant. Tenant shall be responsible to repair (at Tenant's sole expense)
any and all design, construction, renovation andl'or modification defects respecting the Hangar,
including but not limited to all structural components thereof such as the roof, walls, ceilings,
floors, doors and foundation, as well as all mechanical systems such as the heating, ventilating,
air conditioning, plumbing, electrical, drainage and security systems. Insofar as the claims,
actions, causes of action, litigation, proceedings, costs or expenses relate to faulty construction
by the Tenant, this Section will survive the expiration of the term of this Sublease. In no event
shall Monroe County or Landlord be responsible for any costs of repair necessitated by Tenant's
faulty construction. Tenant does hereby covenant to keep the Hangar in clean and sanitary
condition and will comply with all Laws and directions of proper public officers in connection
with Tenant's business operations at the Hangar, and will yield up the Hangar at the end of the
Lease. Ownership of the hangar shall pass to Landlord at Lease expiration.
B. Inspection and Maintenance of the Hangar by Monroe County. Monroe County
and its authorized officers, employees, agents, contractors, subcontractors and other
representatives shall have the right to enter upon the Hangar to perform essential maintenance,
repair, relocation, or removal of existing underground and overhead wires, pipes, drains, cables
and conduits now located on or across the Hangar, and to construct, maintain, repair, relocate,
and remove such facilities in the future as necessary to carry out the Master Plan of development
of the Airport; provided, however, that said work shall in no event unduly interfere with the
operations of Tenant and shall rovided further that the entire cost of S 11 11 h
Nj
8. AIterations by Tenant. Landlord agrees that Tenant may make, at its own
expense, any minor nonstructural alterations, repairs, replacements or additions tote Hangar,
provided:
A. Any such alterations, repairs, replacements or additions shall not lessen the value
of the Hangar; and,
B. Tenant shall perforin such alterations, repairs, replacements or additions, in
accordance with all Laws and orders of all %ublic or quasi -public authorities havin*urisdiction
• and in accordance with the rules and • • the local •! of Fire Insuranc,#
Underwriters; •;
-4-
1, 5 -
11. Default by Tenant/Remedies:
A. The following events shall be deemed to be events of default by Tenant under this
Sublease:
(i) if Tenant shall fail to pay within five (5) days following receipt by Tenant of
written notice that any such payment is past due;
(ii) if Tenant shall fail to pay any other sum other than rent within five (5) days
following receipt by Tenant of written notice that any such payment is past due;
(iii) if Tenant shall fail to comply within a reasonable time (but not longer than
thirty (30) days from receiving written notice from Landlord) of such failure with any
other term, provision, condition or covenant of this Sublease; provided, however, that
Tenant shall not be in default if the cure cannot be completed within thirty (30) days so
long as Tenant commences the cure within such 3-ay period and thereafter diligently
completes the cure;
(iv) if Tenant shall desert, abandon or vacate the Hangar for a consecutive period
of sixty (60) days;
M if any petition shall be filed by or against Tenant under this Sublease under
any section or ch
similar law or statute of the United States or any state thereof (and if against Tenant such
petition is not discharged in sixty (60) days), or Tenant shall be adjudged bankrupt or
insolvent in proceedings file under any section or chapter of the present or any future
Federal Bankruptcy Code or under any similar law or statute of the United States or any
state thereof;
,vi) if Tenant shall become insolvent or make a transfer in fraud of creditom,
an(viii) if a receiver or trustee shall be appointed for Tenant or any of the assets of
Tent.
B. Upon occurrence of any event of default, ownership of the Hangar shall revert t*
Landlord and Landlord shall have the option to do any one or more of the following:
(i) Terminate this Sublease, in which event Tenant shall immediately
surrender the Hangar to Landlord, but if Tenant shall fail so to do, Landlord may enter
upon and take possession of the Hangar and expel or remove Tenant and its effects
without being liable to prosecution or any claim for damages therefore.
(ii) Enter upon and take possession of the Hangar as the agent of Tenant
without being liable to prosecution or any claim for damages therefor, and Landlord may
relet the Hangar as the agent of Tenant and receive the rent thereof, in which event
Tenant shall pay to Landlord on demand the reasonable cost of renovating, repairing and
-6-
altering the Hangar for use by a new tenant as an aircraft hangar, and recover any
deficiency that may arise by reason of such reletting; provided, however, that Landlord
shall make a good faith effort to relet the Hangar in order to mitigate damages.
(iii) Landlord may declare all of the Rent reserved hereunder immediately due
and payable, except that this remedy of acceleration shall not apply if Tenant is delayed
in making payment by virtue of a • Majeure. A "Force Majeure" involves delays
caused by acts of God (such as floods and hurricanes), fire or other casualty, strikes, labor
disputes, riots, terrorism or government action. Notwithstanding the foregoing, in the
event that Landlord receives any rent, additional rent or other sums from any third party
applicable to the Initial Term and/or the Hangar (or any portion thereof), Landlord shall
promptly credit all such rent, additional rent and other sums to the accelerated Base Rent
paid by Tenant, and Landlord shall make immediate payment to Tenant on account
thereof. This obligation of Landlord shall survive the expiration and/or termination of
this Sublease.
(iv) Landlord may perforin Tenant's obligations under this Sublease, and may
enter the Hangar without being liable to prosecution or any claim for damages therefor in
order to accomplish this purpose. Tenant agrees to reimburse Landlord immediately
upon demand for any reasonable expenses which Landlord may incur thus effecting
compliance with this Sublease on behalf of Tenant, and Tenant further agrees that
Landlord shall not be liable for any damages resulting to Tenant from such action.
12. Accord and Satisfaction. No payment by Tenant or receipt by Landlord of a
lesser amount than the Base Rent herein stipulated shall be deemed to be other than on account
of the earliest stipulated Base Rent, nor shall any endorsement or statement on any check or any
letter accompanying any check or payment as rent deemed an accord and satisfaction, and
Landlord may accept such check or payment without prejudice to Landlord's rights to recover
the balance of such Base Rent or pursue any other remedy in this Sublease provided.
13. Quiet En - iovment. Landlord covenants that so long as Tenant pays the Base Rent
and any other sums due under this Sublease, and performs its agreements hereunder, Tenant shall
have the right to quietly enjoy and use the Hangar for the Initial Term and all renewal terms, if
applicable, of this Sublease, subject to the provisions hereof.
14. Holding Over. Any holding over after the expiration of the Initial Term or any
Renewal Tenn shall be construed to be a tenancy -at -will at 150% of the Base Rent herein
sy,ecified Vxm ed o 44r, )tmvi* g--,J 6N, 1 k
applicable. Acceptance of any Base Rent after a holdover begins shall not be deemed to renew
this Sublease nor shall this provision be deemed a waiver of Landlord's right to terminate
Tenant's tenancy or to pursue other remedied for Tenant's failure to vaczte.
A. Tenant shall have the right to use the parking areas on the Property.
- 7-
B. Tenant will comply with reasonable rules and regulations established by Landlord
regarding the parking of Tenant and it employees.
16. Tenant to Observe Laws, Rules and Regulations. With the exception of any
provisions herein to the contrary, Tenant agrees, insofar as applicable to Tenant's responsibility
during the term of this Sublease, to promptly observe, comply with and execute at its own cost
and expense all Laws relating to the use of the Hangar by Tenant. Tenant, however, may
contest, review or appeal any governmental orders and directions provided Tenant shall, prior to
contesting the same, notify Landlord in writing of its intention to do so, and provided that all
such proceedings shall be promptly commenced by Tenant and diligently prosecuted by Tenant
at its expense to a speedy and final conclusion.
A. Compliance. In connection with Tenant's use of the Hangar, Tenant shall
comply with the Minimum Standards for Commercial Aeronautical Activities by Fixed Base
Operators and Other Aeronautical Service Providers at Monroe County Airport and all
ordinances of the County, including any reasonable rules and regulations with respect to use of
Airport property, as the same may be amended from time to time (which rules, regulations and
amendments are furnished to Tenant), all additional laws, statutes, ordinances, regulations and
rules of the federal, state and county governments, and any and all plans and programs developed
in compliance therewith, which may be applicable to its operations, including specifically,
without limiting the generality thereof, federal air and safety laws and regulations and federal,
state, and county environmental, hazardous waste and materials and natural resources laws,
regulations and pen -nits and FAA Airport Improvement Program Grant Compliance
requirements. This Sublease is subordinate to the County's obligations under federal aviation
law and contractual commitments to the federal government. Upon a formal written declaration
by the Federal Aviation Administration ("FAA") that a term or provision of this Sublease is
inconsistent with federal aviation law or a contractual commitment to the FAA, the
impermissible term shall be severed, without affecting the remainder of this Sublease. The
parties may agree to amend this Sublease as provided herein as necessary to comply with the
FAA's formal written declaration.
B. Violations. Tenant agrees to pay on behalf of Monroe County any penalty,
assessment, or fine, issued against Monroe County, or to defend in the name of Monroe County
any claim, assessment, or civil action, which may be presented or initiated by any agency or
office of the federal, state, or county governments, based in whole or substantial part upon a
claim or allegation that Tenant, its agents, employees or invitees have violated any law,
ordinance, regulation, rule or directives described in Section 17A. above respecting Tenant's use
of the Hangar.
A. Tenant shall not release any Hazardous Material in, on or under the Hangar.
"Hazardous Material" shall mean without limitation, any flammable, explosive or radioactive
material, lead paint, asbestos or asbestos containin
biphenyl, fungal microorganism or component thereof (including, without limitation,
- 8 -
Stachybotrys chartarum Aspergillus/Pennicilium, Trichoderma, Fusarim, Cylindrocarpon,
Acremonium, Trichothecium, Myrothecium or Alternaria, and/or any micotoxins produced by
fungal microorganisms) capable of causing pulmonary, respiratory, neurological or other
illnesses after exposure, petroleum or petroleum product or constituent, methane, hazardous
material, hazardous waste or any other hazardous or toxic substance or related material, as
defined in the Comprehensive Environmental Response, Compensation, and Liability Act of
1980, as amended (42 U.S.C. §§9601, et seq.), the Hazardous Materials Transportation Act, as
amended (49 U.S.C. Appendix §§1801, et seq.), the Resource Conservation and Recovery Act,
as amended, (42 U.S.C. §§9601, et. seq.), the Toxic Substances Control Act, as amended (15
U.S.C. §§2601, et. seq.), or any other federal, state or local laws and regulations regulating the
environment.
A. Tenant shall not be liable or responsible for any environmental contamination of
the Hangar not caused by Tenant; nor shall Tenant be liable or responsible for the condition of
the Hangar as exists prior to the date that Tenant occupies the Hangar.
C. Tenant shall defend, indemnify and hold harmless Landlord from any and all
claims, orders, demands, causes of action, damages, proceedings, judgments, suits, liabilities,
losses, fines, penalties, costs and expenses (including, without limitation, consultant fees, court
costs and reasonable legal fees) arising out of any Hazardous Material in the Hangar that was
brought upon the Hangar by Tenant (or its agents, employees or contractors).
D. Landlord shall defend, indemnify and hold harmless Tenant from any and all
claims, orders, demands, causes of action, damages, proceedings, judgments, suits, liabilities,
losses, fines, penalties, costs and expenses (including, without limitation, consultant fees, court
costs and reasonable legal fees) arising out of
(i) Hazardous Material on, in or under the land on which the Hangar is built that is
or was brought upon, the land on which the Hangar is built by Landlord (or its agents,
emplovees • contractors)
(ii) Hazardous Material that was already present on or under the Hangar prior to
the date that Tenant constructs the Hangar.
1��. Tenant shall not construct or install any underground or above -ground fuel tanks
19. Assignment and Subletting. This Sublease shall bind and shall inure to the benefit
of the parties hereto and their respective successors and assigns, and shall bind all grantees and
assignees of Landlord and purchasers of any portion of the Hangar. Any purchaser and/or
grantee of all or any part • the Hangar shall acquire same subject to this Sublease. Tenant may
not assign this Sublease, or sublet the Hangar or any part thereof, without Landlord's prior
written consent, which consent shall not unreasonably be withheld, conditioned or delayed. The
written consent by Landlord to any assignment or sublease shall not constitute a waiver of the
necessity for such consent to any subsequent assignment or sublease. Receipt by Landlord of
Kent hereunder from any party other than Tenant shall not be deemed to be consent to any such
zssignment or sublease or relieve Tenant of its obligation to pay Rent or other charges under this
Sublease. Tenant may assign this Sublease, or sublet the Hangar or any part thereof, to any
-9-
parent, subsidiary or affiliate of Tenant without Landlord's consent provided that Tenant wi
still remain liable for all rights and obligations under this Sublease irrespective of any su
assignment or sublet. Landlord's consent shall not be required in connection with a
assignment related to a sale or transfer of Tenant's assets or stock. I
20. Perfo ance by Landlord of Tenant's Obligations. In the event Landlord shall
pay or be compelled to pay a sum of money, or to do any act which requires the payment of any
money, by reason of the failure of Tenant to perform one or more of the covenants herein
contained to be kept and performed by Tenant, then in such event, the sum or sums so paid by
Landlord, together with all interest, expense or obligations incurred by Landlord, shall be
considered as additional rent and shall be added to the Base Rent becoming due and shall be
collectible in the same manner and with the same remedies as if they had been rents originally
reserved.
A. Tenant agrees to indemnify, defend and hold Landlord harmless from and against
any and all claims, liabilities, damages and expenses (including reasonable attorneys' fees)
respecting personal injury and/or property damage arising from the use or occupancy of the
Hangar by Tenant, and any other parties at any time utilizing the Hangar through Tenant, other
than those claims related to or arising out of Landlord's acts, omissions, gross negligence or
willful misconduct.
B. Landlord agrees to indemnify, defend and hold Tenant harmless from and against
any and all claims, liabilities, damages and expenses (including reasonable attorneys' fees)
respecting personal injury and/or property damage arising out of
(i) Landlord's (and Landlord's agents', employees' and contractors') negligence
-znd/or willful misconduct and
(ii) any breach of any material representation, warranty or covenant of Landlord
set forth herein that cannot be cured by Landlord within sixty (60) days of notice of such
breach by Tenant, including Landlord's representation and warranty that Landlord is the
current lessee under the Underlying Lease. This subsection shall not apply to Monror.:
County in the event the Landlord defaults and Monroe County becomes the Landlord
under this Sublease.
22. Notices. All notices, requests, demands, and other communications pertaining to
this Sublease shall be in writing and shall be deemed duly given and effective
(i) on the day when sent by facsimile transmission (provided that the sender
thereof has confirmation of receipt by the intended recipient),
(ii) on the day when delivered personally (which shall include delivery by Federal
Express or other nationally recognized, reputable overnight courier service that issues ?-
receipt or other confirmation of delivery) and/or
(iii) three (3) days after any such notice was given by certified U.S. mail, return
receipt requested, postage prepaid, addressed as follows:
William Ehrhorn
Marathon Aviation Associates, LLC
9850 Overseas Highway
Marathon, FL 33050
Thomas D. Wright, Esq.
Law Offices of Thomas D. Wright, Chartered
9711 Overseas Highway
Marathon, FL 33050
John Allison
2 11's Pro Wct"XIC4,
719 Harkrider Street
2nd Floor
Conway, AR 72032
1Y'illiam C. Brazil
"4—V-iQLe-j
1315 Main Street
Conway, AR 72032
Effective notices hereunder may be given by either party's counsel on behalf of such
23. Waiver. In the event Landlord does not insist on a strict performance of any of
the terms and conditions hereof, such decision shall not be deemed a waiver of the rights or
remedies that Landlord shall have to insist upon strict performance of any such terms or
conditions in the future or any other conditions and terms of this Sublease.
24. Entire Ap-reement. S,everability. This Sublease, and any exhibits annexed hereto,
contains the entire agreement between Landlord and Tenant, and any agreement hereafter made
between Landlord and Tenant shall be ineffective to change, modify, waive, release, discharge,
terminate or effect an abandonment of this Sublease, in whole or in part, unless such agreement
is in writing and signed by both Landlord and Tenant. If any term or provision of this Sublease
or the application thereof to any present or future circumstances, to any extent, be held to be
invalid or unenforceable by a court of competent jurisdiction, the remainder of this Sublease
shall be in full force and effect, and only the provision found to be unenforceable shall be
stricken from the to hereof.
25. Goveming Law- Venue. This Sublease shall be governed by the internal laws of
the State of Florida, without regard to the principles of conflicts of laws, with venue in Monroe
County.
26. Invalidity of An rovisions. If any term, covenant, condition or provision of this
Sublease shall be held to any extent to be invalid or unenforceable under applicable law, the
remaining terms, covenants, conditions and provisions of this l sha
Sublease be affected
thereby and shall remain in full force and effect. I I not ffe
27. Waiver of J, Trial. Landlord and Tenant hereby waive trial by jury in any
action, proceeding or counterclaim brought by either of the against the other or any matters
whatsoever arising out of or in any way connected with this Sublease, the relationship of
Landlord and Tenant, Tenant's use or occupancy of the Hangar, and/or claim of injury or
damage.
28. Legal Expenses. Should either party employ an attorney or attorneys to interpret
or enforce any of the provisions hereof, or to protect its interest in any matter involving, arising
out of, or otherwise relating to this Sublease, or to recover damages for the breach of this
Sublease, the party prevailing shall be entitle to recover from the other party all reasonable fees,
costs, charges and expenses, including but not limited to, attorney and legal assistant fees,
expended or incurred in connection therewith from the initial request for redress through trial,
appeal and collection.
29. Relationship of the Parties. Nothing herein contained shall be deemed or
construed as creating the relationship of principal and agent or of partnership or joint venture
between Landlord and Tenant; it being understood and agreed that neither the method of
computing Base Rent nor any other provision contained herein nor any acts of Landlord and
Tenant shall be deemed to create any relationship between the parties other thanilin 41ari
30. CounteM,Lts. This Sublease may be signed in counterparts, and by facsimile or e-
mail signatures, which originals, facsimile and/or e-mail counterparts shall be deemed
and og
originals
for all purposes, which tether shall be deemed one agreement.
31. Miscellaneous; Captions. The masculine, feminine or neuter gender, wherever
used herein, shall be deemed to include the masculine, feminine and neuter whenever and
wherever applicable herein. Whenever the singular is used it shall be deemed to include the
plural whenever and wherever applicable herein. Captions and headings in this Sublease are for
convenience. They do not define or limit the scope of any provision set forth herein.
32. Memorandum of Subleas . Upon execution of this Sublease, Landlord and
Tenant shall execute a Memorandum of Sublease in the form attached hereto as Exhibit E
("Memorandum"). Landlord or Tenant shall record the Memorandum in the Public Records of
Monroe County. If not already recorded, memoranda of the Underlying Lease and New
Sublease shall also be recorded in the Public Records of Monroe County. All recording fees a
taxes required to be paid in connection with this Section 32 shall be paid by Landlord. I
33. Survival. The indemnification obligations set forth herein shall survive the
expiration or earlier termination of this Sublease.
34. FAA Required Clauses.
A. Tenant for itself and its successors in interest and assigns, as a part of the
consideration hereof, does hereby covenant and agree that (i) no person on the grounds of race,
color, or national origin shall be excluded from participation in, denied the benefits of, or be
otherwise subjected to discrimination in the use of the Hangar, (ii) that in the construction of any
improvements on, over or under the Hamilar and the *-n
the grounds of race, color, or national origin shall be excluded from participation in, denied the
benefits of, or be otherwise subjected to discrimination, (iii) that Tenant shall use the Hangar in
compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal
Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21,
Nondiscrimination in Federally -assisted programs of the Department of Transportation -
Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be
amended. That in the event of breach of any of the above nondiscrimination covenants,
Landlord and Monroe County shall have the right to terminate this Sublease and to re-enter the
Hangar as if this Sublease had never been made or issued. This provision shall not be effective
until the procedures of Title 49, Code of Federal Revulation-, Part 21
including exercise or expiration of appeal rights.
B. It shall be a condition of this Sublease that Monroe County reserves for the us,*
and benefit of the public, a right of flight for the passage of aircraft in the airspace above the
Hangar, together with the right to cause in said airspace such noise as may be inherent in the
operation of aircraft, now known or hereafter used, for navigation of or flight in the said
airspace, and for use of said airspace for landing on, taking off from or operating on the Airport.
C. Tenant expressly agrees for itself, its successors and assigns, to restrict the height
of structures, objects of natural growth and other obstructions on the Hangar to such height so as
to comply with Federal Aviation Regulations, Part 77. Tenant expressly agrees for itself, its
successors and assigns, to prevent any use of the Hangar which would interfere with or adversely
affect the operation or maintenance of the Airport, or otherwise constitute an Airport hazard.
D. This Sublease and all provisions hereof are subject to any ordinances, rules or
regulation which have been, or may hereafter be adopted by, Monroe County pertaining to the
Airport.
- 13 -
IN
WITNESS WHEREOF, Landlord and Tenant have signed this Sublease as of the day
and year first above written.
MARATHONAVIATION ASSOCIATES, LLC
y® �.. �.
Name: I
Title: _
lY e...
Title:
[Sublease between Coast FBO, LLC (now South Shore Aviation Associates, LLQ and Marathon
Aviation Associates LLC and Consent to Assignment to South Shore Aviation Associates, LLC]
SUBLEASE AGREEMENT (this -Sublease") dated effecfive Jantwxy 1, 2012 (the
136ective Date"), by and between COAST FBO, LLC, a Florida limited liability company
("Sublandlord"), and MARATHON AVIATION ASSOCIATES, LLC, a Florida limited
liability company ("Subtenant").
A. MONROE COUNTY, a political subdivision of the State of Florida ("Monroe
County") is the fee simple owner of the Property.
B. Pursuant to the Prime Lease, Monroe County (as landlord) leased the Property to
Sublandlord (as tenant/FBO).
C. The terrn "Prime Lease", as used herein, sliall mean that certain original twenty
(20) year lease agreement entitled Marathon Fixed Base Operator (FBO) Agreement dated
effective on or about April 6, 1998 (the "Original Lease"), by and between Monroe County and
PARADISE AVIATION, INC. ("Sublandlord's Predecessor-in-Interes-Cl, as said Original Lease
has been (i) amended between Monroe County and Sublandlords Predecessor -in -Interest,
Pursuant to that certain Lease Amendment dated effective December 19, 2001; (ii) assigned to
Z5
Sublandlord, and (iii) amended to date between Monroe County and Sublandlord, including
Nkithout limitation, that certain (a) Lease Amendment dated effective April 15, 2009. (b) first
Extension of Time to Lease AmendmenL (c) Second Extension of Time to Lease A 'e'i'
m i drnent
dated eff-ective September 15. 20 10 and (d) Third Extension of Time to Lease Amendment dated
elTective March 16, 2011.
D. The term "Property", as used herein, shall mean all real property leased firom
Monroe County to Sublandlord, pUrsuant to the terms of the Prime Lease, including without
limitation, those certain parcels of real property described in Exhibit A and Exhibit A I to the
Prime Lease.
AM1t"JQ'NQR11 r-M W**]21Q9FA9K%J 1 MOM A] M #01
NOW, THEREFORE, in consideration of the foregoing reciWs, and for good and
valuable consideration, the receipt and sufficiency of which is hereby acknowledged, tile pal -ties
hereby agree as follows:
I . LEASE OF PROPERTY. Sublandlord hereby subleases to Subtenant, and
SUbtenant hereby Subleases from Sublandlord, the Property.
TERM. The term of this Sublease (the "Term-) shall commence on the Effective
Date, and shall continue throughout the term of the o Prime Lease, as the same may be amended
fTOm time ttime.
4
remain fully primarily liable hereunder and shall not be released from any obligations or performing any of the terms of this Sublease.
7. LIABI.LITY/INDEMNIFICATION.
A. Subteriant shall indemnify Sublandlord and hold it harmless ofrom suits,
actins. damages, liability and expenses in connection with loss of life, bodily or personal injury or property damages arising from or Out of the use or occupancy of the Prop'erty or any part
thereoE or occasioned wholly or in part by any art or omission of Subtenant, its agents. contractors, employees, servants� invitees, licensees or concessionaires, including the sidewalks
the parking facilities, arid facilities within any buildings located thereon, except in the case f' negligence on o
the part of Sublandlord or their respective employees, servants and agents;
B. Subtenant shall store its personal property in and shall occupy the Property
at its own risk and releases Sublandlord, to fall extent permitted by law. from all claims of every kind. resulting in loss of life. personal or bodily injury or property damage; and-
C. Sublandlord shall not be responsible or liable at any time or any loss or damage to Subtenant's equipment, Fixtures, and other personal property of Subtenant or to
SUbteriant's business.
A. Events of Default The following events shall be deemed to be events
default by Subtenant under this Sublease: W Subteriant shall fail to Pay any Base Ren
Additional Rent or other sums payable by Subteriant hereunder as and when such rents or oth 1�
sums become due and payable; (ii) Subteriant shall fa to comply with any other obligation 0
Z)
SUbtenant hereunder, which failure shall have the effect of causing Sublandlord to be in defaul
I
to MOnroe County under the terms of the Prime Lease; or any other circumstance shall occu
I
with respect to Subteriant (e.g., if a receiver or trustee shall be appointed in any bankrupt I
e
proceeding) which shall have the effect of causing Sublandlord to be in default to •Monro
County under the terms of the Prime Lease.
B. R_ernedjes. At any time after the occurrence of an Event of Defaul
Sublandlord shall have the right to exercise any and all remedies against Subtenant (includi
termination) which Monroe County may exercise against Sublandlord for the swne Event
Default, and subject to any notice requirements set forth in the Prim Leas (i e if and o
extcnt that Monroe County shall have the obligation to no e c - - I th
Default under the terms of the Prime Lease, then Sublandl tify Sublandlord of any Event
n
h 01-
Ord shall likewise have the san,
obligation to notify Subtenant Of such Event of Default under the terms of this Sublease).
a
9. SUBORDINATION. This Sublease and the Subtenant's interest hereunder shal
3
be subject arid subordinate to any mortgage, leasebold mortgage, deed of trust, or any method o
I
financing or refinancing now or hereafler placed against the Property and/or any and all of tb
buildings
now or hereafter built, and to all
.replacements,
� .thereof.
10. ATTORNMENT. Subtenant shall in the event of the sale or assignment of
Sublandlord's interest in the Property, or in the event of any proceedings brought for the
foreclosure of, or in the event of I exercise of the power of sale under any mor'tgage made by
Sublandlord coverisig the Property,
attorn to the purchasers or , _ mortgagee and
recognized such purchaser or foreclosing mortgagee as •. r ♦ R, under this Sublease.
11. AMENDMENTS & NOTIFICATIONS. Sublandlord agrees: (a) that it will not
amend the Prime Lease with
Monroe County,R -•- « t r �s • R
which approval + ► , •
withheld or • i and r to forward, Subtenant
copiesf any andall notices and/ora •
ns received by Sublandlord from Monroe County
or any third parties, promptly after
r i R receipt of "
WAIVER.12. NO
peribi-mance of any provision of this Sublease or to exercise any option or an y rules and
regulations herein contained shall not be construed
s a waiver for the future of any such
r R ooption. The i ! r , , of rent with knowledge of the breach of
enforceany provision of this Sublease shall not be deemed a waiver of such breach. No provision of this
S�bl&ise shall be deemed to have been waived unless such waiver is in writing signed,by the
party seeking to provision.
SUCCESSORS13. AND Except
representative, successors provisions herein shall be binding upon and shall inure to the benefit of the parties, their legal
14. ENTIRE AGREEMENT,
parties.Riders and/or Addenda, if any attached, set forth the entire agreement between the
prior conversations or writing - merged herein
15. GOVERNING
agreement # .
governed respect by _ laws
of of • i.and the parties agree that the appropriate venue for any
lawsuit involving issues arising from this agreement shall be Monroe County, Florida.
16. WAIVER OF JURY
TRIAL. *,. AND SUBTENANT
HEREBY WAIVE, TO THE EXTENT NOT
PROHIBITED BY LAW, THE RIGHT TO A
AMONGJURY TRIAL IN ANY ACTION, SUMMARY PROCEEDING, OR LEGAL
PROCEEDING BETWEEN OR PARTIES OR
THEIR SUCCESSORS
ARISING OUT OF THIS SUBLEASE, SUBTENANT'S RIGHT
OF ',
THE PROPERTY, ;
IN WITNESS WHEREOF, the parties
this day and year first above written,
El
Witnesses:
M
Print Name:
I in(Name:
w
df 7L.T-
.; r
Pri.nf'Naine:
a Florida limited liability company
By:
William G- EhThorn, —Manage'—
r
David S. Band, Manager
a Floricla limited liability company
1;
BY:
'William 6. Ehrhor-n, Manager
an Manager
DATE. Januaty 24, 2014
TO: Peter Horton,
Director ofAirports
A TTN. Judy Layne, Senior Coordinator
Airport Grants and Finance
FROM.- Lindsey Ballard, D. C 6h
At the January 16'h, 2014, Board of County Commissioners meeting, the Board granted approval
and execution of Item C7 Consent to Assignment for the Marathon General Aviation FBO facility at the
Florida Keys Marathon Airport.
Enclosedisaditplicateorigitialaftlieabove-ineiitionedforyout-hai?dling. Shouldyou have any
questions, pleasefeelfree to contact our oflice.
CC: County Attorney (w1b documents)
Finance
File
3117 Overseas Highway, Marathon, R 33050 Phone: 305-289-6027 Fax. 305-289-6025
88820 Overseas HIghway, Plantation Key, FL 33070 Phone: 852-714S Fax: 305-852-7146
) G <Z3-a
This Consent to Assignment is entered into thisKth day of r, 24, by and
between Monroe County, a political subdivision of the State of Florida, hereafter County,
Sarasota Coast Investors, LLC. Assignor, and South Shore Aviation Associates, LLC., Assignee,
the parties agreeing as follows:
i. The County, through a Consent to Assignment dated July 18, 2008, leased to
Assignor approximately 373,679.56 s.f of space utilized as a FBO facility at 9850
Oversea Highway at the Florida Keys Marathon Airport, Marathon, Florida, under a
Marathon FBO Agreement dated April 6, 1998, (hereafter the original agreement),
and amended by lease amendment thereto on April 15, 2009. The original agreement,
lease amendment and July 18, 2008 Consent to Assignment are attached and
3m= �
2. The County and Assignor, through a Fourth Extension Of Time To Lease
Amendment, agreed to extend the time Assignor had to comply with the terms of the
April 15, 2009 lease amendment.
3. Subject to approval by the County Commission, a change of operational control of
the FBO facility was agreed to between the Assignor and the Assignee effective June
4, 2013, wherein the Assignor assigned to Assignee all the Assignor's rights, title and
C Monthly rent payments shall be made payable to Monroe County Airport Business
Office, and sent to 3491 S. Roosevelt Blvd. Key West, FI 33040.
5. In consideration for Monroe County's consent, the Assignee agrees to be bound
all the terms and conditions of the original agreement, the lease amer I
D., 9 � � �! �4 M
T: DAN Y L. KOLHAGE OF MONROE COUNTY, FLORf DA
CLERK
B
qirlDeputy Clerk'---- ly
Aiao Pro—
em
•
ASSIGNEE - SOUTH SHOIXAVIATION ASSOCIATES, LLC.
B jkl By: 'g
to Public -State f Florida (Name) v
(Title)_A44A, uoC
(Address)
MY i
CornmisS2
A;M,W4AY
SARAH L KM �r
sion # EE We"'
W Fabnmry 16, *-q
Tra lot FdAk"= wm.
ASS[ NOR — ARASOTA COAST INVESTORS, LLC
By:,
y.
Totary Public - State of Florida (Name)
(Title) Al
(Add rez ii�) I
My Commission Expires.
(SEAL)
0�1
I
EXHIBIT B
U
\ C.641306.71
a
C-1 .41M .9
at v I
5
IL ,—.
5-
NOTES.
North orrow based an HAD S3 (1990) State Plane Coorslinot.
Reference Bsurirg� HAD 83 (1990) System
Pdsnotgs State
Plane Coordinate System
existing' elevation
Elvvotlonz bused on N.GV.O 1929 Opium
Bench Mork NO,: X-273'
bevolion:
Monumentation.
A set Slus"' Or PA. Nall, 03 noted 3.907 (destrarvd)
se" 1/2' 'ran Pipe, P.L.S.
No. 2749
found 1/2' (eon pow
Abbrirvictionw.
SN Story
R I
W
F%7Pn;Gf-WpY O/h Oyillrhood
id, u/9 Underground
P, o Plot F.FL.® Finish Floor Ejsvmlon
rn Measured conr.- concrete
Official Records
see ® Section Basoline
Township C-8, Concrete Black
T � - Range CAS-- ConcreteBlock Stucco
Spi cov'd. - Covered
Not to Scale
8evottaft 'DE ' Ele"rkol pull Box
0Z Bench Mork O' Electrical Mon H-1.
P.B. E
Plot Book
W
ftc�- Electric - Runway right
T4L ® Telephone & "' Horp" Control Moniumni
C.B. I Catch Basin
F?OW Work Performed On! 12/30/97 th,. 1/10/98
Monroe COunty
ll'ilarathon Ai arty MOrathon, Flora
Sketch to OCCOMPOny Legal
DeScription
6-�
D.n No,: FREDERICK H, HILDEBRANDT
98-437-01
stew I " "200 Ref Flood panel No,
ENOINCER PLANNER SURWMR
32-1
Mod Zomn
Own, B
Flood 134v, 3150 Norlhs;d& 06"
REVISFONS AND R ADDITIONS/6e�9B: plan
-F location
Suite 101
1Wem 33040
M-a4fis
(3-5) 29S
PC. (305) Z93-0237
LEGAL DESCRIP71ON (LEASE AREA):
A portion of land located at Marathon Airport, and beng a pok of Section 1. Township 66
South, Range 32 East, Key Voco, Monroe County, Flori'do and being more par-t-cuiarly
described as follows:
COMMENCING at a N.O.S. Horizontal control monument stomped MTHC 1989, and whose Rondc;
State Plane Coordinates ore N 142029.09 and E 638059.76 (1983/90); thence N 67'29'51"
for 2473.09 feet to the Point of Beginning ( N 142975.60, E 64034-4 55 ) thence N
67'22'34' E along the edge of or. asphalt surface for 1347.96 feet ( N 14'3494.14, E
641588.79 ); thence S 22*3952 E and along the edge Of or asphalt surface fo, 252 9!
feet to a chain link fence ( N 143260.76 ' E 64168624), thence S 67'23'40" W and along
the said chain link fence for 1348.46 feet ( N 142742.43, E 640441.38 )� thence N
22*33'05" W and along on edge of a asphalt surface for 252.48 feet to the Point of
Beginning.
Containing 340,679 56 Square Feet or 7.82 Acres, more or less.
jp�R'TJFICATION-,
I HEREBY CERTIFY that the attached Sketch to accorn
an♦correcto b
=
d Le?'al Descri�tion is true t•the espeof my knowledge and gal if-, ti at it mae s the min- m
technical stand d the Flo6do Board of Land Surveyors, Chapter
Florida Statute 2 and the American Land Title Association, and that
adop'ed
'e '
-- c h n
it;a. 47
gtheror n Else encr 2 hments unless shown hereon.
u 2
—4
DE ICK H. HIL OT
" t !an,
rofessional Land Su or No. 2749
�rrofessllonof Engineer No. 36810
;tote of norldo
Monroe County
Marathon Airport, Marathon. Florido
�7WC- FREDERICK H. HILDEBRANDT
Description
ENGINEER PLANNER SURVEYOR
3750 NOrthilde Drl�e
svite 101
West, R 33040
Fox, (305) 29-3-02�7
`l
I I
*M1140WE
The following terms as used in this estoppel certificate and agreement
("Certificate") have the following meanings:
Sublandlord: South Shore Aviation Associates, LLN
P*ublessee: Marathon Aviation Associates, LLC
2 J's: 2 J's Properties, LLC
Prime Lease: Marathon Fixed Base Operator (FBO) Agreement effective April
6, 1998 between Monroe County, Florida and Sublandlord and
subsequent amendments.
Sublease: Sublease dated January 1, 2012 between Coast FBO, LLC and
Sublessee with Consent to Assignment dated January 16, 2014,
executed by Monroe County, Sarasota Coast Investors, LLC, and
Sublandlord.
Sub -Sublease: Lease and Sublease dated NOV'�'n'%',2014 between Sublessee
and 2 J's.
Leased Premises: Airport property leased under the Prime Lease as described in
attached Exhibit A.
Subleased Premises: Airport property which is a part of the Leased Premises, and is
subleased and sub -subleased under the Sublease and Sub -Sublease,
and which is described on the second page of attached Exhibit A
and depicted on attached Exhibit Al.
Sublandlord hereby consents, agrees, warrants, represents and certifies to 2 J's,
and its successors and assigns, as follows:
I Sublandlord consents to the Sub -Sublease, and warrants and represents
that there are no mortgages or deeds of trust encumbering all or any part of
Sublandlord's interest in the Subleased Premises.
2. Sublandlord certifies that Sublessee is the tenant under the Sublease.
3. Sublandlord agrees not to enter into an agreement with Sublessee (its
successors and/or assigns) to terminate the Sublease, except that
Sublandlord may ten-ninate the Sublease in accordance with the terms
thereof following a material default under the Sublease by Sublessee
provided that (a) Sublandlord has given 2 J's written notice of such default
and an opportunity to cure the same pursuant to Section 6 hereof and (b) if
the Sublease is terminated, Sublandlord shall recognize the Sub -Sublease
as a direct sublease between Sublandlord and 2 Y s, and the Sub -Sublease
shall remain in full • and effect.
4Sublandlord certifies that (i) the Prime Lease and Sublease are in full force
and effect, (ii) the Prime Lease and Sublease have not been ten-ninated,
(iii) the Prime Lease and Sublease have not been assigned, modified or
amended except as referred to above, (iv) the first, second, third, fourth
and fifth amendments to the Prime Lease have been rescinded and are of
no further force or effect and (v) no default has occurred under the Prime
Lease or Sublease (nor are there any conditions which the passage of time
•+ giving • notice, or both, would become a default under the Prime
Lease or •
Sublandlord agrees to provide 2 Fs with written notice of any default by
Sublessee under the Sublease and an opportunity within a reasonable
9,mount of time to cure such default.
6Sublandlord. certifies that the to of the Prime Lease and Sublease
expire on April 5, 203 1.
7. Sublandlord acknowledges that Sublandlord's address for notices is: 9850
Overseas Highway, • FL 33050.
This Certificate shall run with the Subleased Premises, and bind th(.!;
successors, assigns and grantees of Landlord.
9. This Certificate may be recorded in the real property records.
11. If Prime Tenant/Sublandlord, South Shore Aviation Associates, LLC
and/or Sublessee, Marathon Aviation Associates, LLC, violate(s) their
lease agreements for any reason; become(s) insolvent; sell(s) or transfers
to another party; and/or if another prime tenant and/or sublessee assumes
control for any reason, 2 J's Properties, LLC's sublease will not be
affected in anyway unless caused by 2 J's Properties, LLC and any future
agreement or new lease between other parties would specifically provide
that the lease with 2J's Properties be honored under the same terms and
conditions as originally agreed upon in this Lease and Sublease
Agreement.
Executed this _Irday of _ AP2014.
COUNTY OF
The foregoing instrument was acknowledged before me this day of Fe,19
201!Cby /-/, ((er--, __ of South Sh--ore Aviation Associates,
LLC, a Florida limited liability company.
Who: (check one)
is personally known to me; or
has produced, as identification
KMI ERMKSM
............
Si re of notary public
Typed, printed or stamped name of notary public)
qotary Public, State of
v1y Commission Expires: --Av4
�m
M,
F�5
\ r
\A 7 \A
N3. 5-
Vol
". 14349a l .
t-04 I SEE' It
Wtft
'SURVMR'S
Now
w :.r-..=z w.z (63 (1990) state plane Coordinate slnt'm
1990) Stat-Pl."Coar'll"OtiSYNIsm
Elv`OUOft based an NAV.D 1229 Datum
Bench '40rk NO.: X-273 bevallon..
monumentatEam
A W Spiko of P-K Nall, 99 notod 3.907 (dutdyed)
P.I.S. SM 2749
0
Abbravlavoran
s - - Ste
0/h - Ovfrh-ad
Found y 4 Ft I Lhdorground
lr�
P. - plat Rnldh
Fl-r Elevation
Wavered cone," concrete
— 0ffldQl R.,mve
946. sactlan Busenne
TWP. TOhhip•C-Cnrt* Black
R�w� Range 0'"'- COnvr6t& Black Stucco
0 X, Not to Seal® Cov*d.— Covered
CentwAns Electrieel pull sox
Bovallaft
fl.
P,w B, Bench mark
Plat Book OE' E(OctricOl Mon Halo
gggtjr '* ® Runway q,;ht
TGL Telephone S, Norte. control Monument
C-11, - catch Baal.
now Work performed on: 1 2/30/97 thru l/le/Edt
MOnro nounty
Marothon A'rP*rt, MOrcthen,
Sheet I of 2
Sketch to acc rn P0nY Legal
Descri tj n
D-n W: FREDERICK H. HILDEBRANDT
soatio 1 *-200' R0, flood
98-4,37-01 MM'ER KMNM SUMSMR
DO* 128/98 Flo ., od 2 2
/132-1 Fla
D-. F.H.H°
Road
K"ISIONS ANDAM ADMONs
- --------------- Z-
96* Han or laccaon
v, 3l50 NW0131da IM"
Suite 101
s W' 3j)2'3,1S h. 33040
Fox, (03) 0446
LEGAL DESCRIP71ON (LEASE AREA):
A portion of land located at Marathon Airport, and being a Pak of Section 1. Township 66
South, Range 32 Emit, Key Voca, Monroe County, Florida and betng more pari,cuiarly
described as follows:
COMMENCING at a N.O.S. Horizontal control monument stamped MTHC 1989. and whose Rondo
State Plane Coordinates ore N 142029.09 and E 638059.76 (1983/90); thence N 67'29'51"
for 2473.09 feet to the Point of Beginning ( N 142975.60, E 640344 55 ); thence N
67'22*34' E along the edge of an asphalt surface for 1347.96 feet ( N 143494.14, E
641588.79 ); thence S 22'39'52' E and along the edge of on, asphalt surface fop 25Z91
feet to a chain link fence ( N 143260.76, E 641686 24)� thence S 67'23'40" W and along
the said chain link fence for 1348,46 feet ( N 142742.43, E 840441.38 ); thence N
22'33'05* W and along on edge of a asphalt gsurface for 252.48 feet to the Point of
Beinning.
Containing 340,079,56 Square Feet or 7.82 Acres, more or less.
CEnFICATION.
I HEREBY CERTIFY that the attached Sketch to acc
is true and correct t th ba;Vof rn knowledge cia"92 megst on
technical standardi " 'a Id R"tgbt' ?"cr' it' the minimum
d d the Zrido Board of Land Surveyors, Chapter 6IG17-6.
id St ute C, a . o4p7t-� 7
Florid -tion .472 Z and the American Land Title Association. and that
e
ther or n ibla encr chments unless shown hereon.
DE ICK H. HIL DT
Su . 7
ftfes"slonal Land Su or or No9
. 274
�Irofesslonaf Engineer No. 38810
�tate of Florida
Monroe County
Marathon Airport, Marathon. Florida
IV "-==A FREDERICK H. HILDEBRANDT
ENGINEER PLANNER SURVEyOR
3150 Narlitside Drive
StAir 101
07K Weat, Fl. 33040
5) 293-0456
P. (305) 293--0237
w
w
FT�
MFTW
ll:'4ffT,l
M."
1.
PREPARED BY AND RETURN TO:
William C. Brazil
Brazil, Adlong and Mickel
1315 Main Street
Conway, AR 72032
THIS MEMORANDUM OF SUBLEASE, dated as of 2014,
between MARATHON AVIATION ASSOCIATES, LLC, 9850 Overseas Highway, Marathon,
FL 33050 ("Sublandfor d") and 2 J'S PROPERTIES, LLC, 719 Harkrider Street, 2 d Floor,
Conway, AR 72032 ("Subtenant").
WITNESSETH:
Sublandlord and Subtenant have entered into a lease and sublease agreement
("Sublease") with respect to part of the airport real property commonly known as the Florida
Keys Marathon Airport, Marathon, Monroe County, Florida upon which Sublandlord shall
renovate and modify an existing aircraft hangar. The Sublease follows a lease agreement entitled
Marathon Fixed Base Operator (FBO) Agreement effective April 6, 1998 between Prime
Landlord, Monroe County, Florida, and South Shore Aviation Associates, LLC, as amended by a
Consent to Assignment dated January 16, 2014 (collectively "Prime Lease") covering the airport
property located in Marathon, Monroe County, Florida described in attached Exhibit A
(collectively "Property"). A portion of the Property, defined below as the Subleased Premises,
was subleased by South Shore Aviation Associates, LLC to Sublandlord ("Sublease") and then
sub -subleased by Sublandlord to Subtenant ("Sub -Sublease"). The following terms are
applicable to the Sublease:
I . Subleased Premises:
The Hangar (as defined in the Sublease) and the land upon which the
Hangar has been erected as described on the second page of attached
Exhibit A and depicted in attached Exhibit A I.
2. Name. and Address of Prime Landlord and South Shore Aviation
Associates, LLC:
SOUTH SHORE AVIATION ASSOCIATES, LLC
5321 Memorial Highway
Tampa, FL 33634
3. Name and Addof Sublandlord:
MARATHON AVIATION ASSOCIATES, LLC
9850 Overseas Highway
Marathon, FL 33050
4. Name and Address of Subtenant:
=711K�107111 IKM7=7 -
719 Harkrider Street
2 d Floor
Conway, AR 72032
Pate of Sub -Sublease V) 2014.
This initial term of the Sub -Sublease shall expire on April 5, 203 1, an,f,
shall commence pursuant to the tenns of the Sub -Sublease.
90010=_ =
in "Turerparts, ana by
facsimile or e-mail signatures, which originals, facsimile and/or e-mail
counterparts shall be deemed originals for all purposes, and which
together shall be deemed one agreement.
t MORTFrSTUX 71 —ILi fe-TETTY-pr7p er
records of Monroe County, Florida.
This Memorandum of Sublease shall be indexed against both the Prirrm,
Landlord, South Shore Aviation Associates, LLC and the Sublandloraq
-2-
MARATHON AVIATION ASSOCIATES,2EC
By:
Title:
22sProperties, CCC
......
Name:
Title: . .
STATE OF -f--/ 0 r-I ( )-a—
COUNTY n r—of
The foregoing instrument was acknowledged before me this
20 by L� C—�Ij rk)C)erj
f Marathon Aviation Associate-
LLC, a Florida limited liability company. .-,/ ,--/ I
Whq/'(check one)
is personally known to me:
has produced, as identificat]
0%, pue Notary Public State of Ronda
JoAnn N Wagner
152
Z Pay Cormsson EE 111152
0 Fve L-pww, 07/2,12015
I E?Ie �-',O�p
STATE OF
COUNTY OFild
( tore notary, �wm
J
(Typed, printed or sta ed na e of notary public)
Notary Public, State of 7Kicb—
My Commission Expires:
The foregoing instrument was acknowledged before me this I ('q day A br
201/ by 4V C Ane
limited liability company. -Y��Ir. --, of 2 J's Properties, LLC, a Florida
Who: (check one)
is personally known to me;
has produced, as identificat]
' HOLLY MCKE'NNA
Notary Public - Arkansas
Faulkner County
4 K u
n'
9
CornrM,`s's,",'n' 2393919
ion �P. 05_ 0
on E 2
", LMC,00M=MrMMm--`,US.,'SK,
PLEASE RECORD AND RETURN TO:
William C. Brazil
Brazil, Adlong and Mickel
1315 Main Street
Conway, AR 72032
Sig ailof notary public
r\ . ..... ...... ... . .......
-f\ �I ' (I yped p nt-ed or stamped name of notary public)
Notary Public, State of
My Commission Expires:
-4-
I I f
J
L131E=
CIE=
I
Vs"
,-40344.53
at
L
\Ao
Lit
\A
SURY"It'S NOTES.
an Wa
Oftolonotog eglgling',hre. 83lion
&3 state Pion. Coardhicte tam
('990) State Plan. Coordinate System
Eltlonm bused an N.G�V.O. 92,,
Bench Daturn
Mork NO,: X-273
El,voijann
On enf AS
A mat SPIk" Or PA, Nall, 09 rVotod 3,907 (dostrayod)
PI-S. No. 2749
AbbravlaUorw
3 - S R
0/h - Overhead
it Found
P. Plat
F 9
u� - UnduVround
Finish Floor Eleation
fm Measured
O.R.ofndal Record,
cone. -concrete
saction
TWP, Township
L0° ConcM0 Block
R�m. - Ran 9a,
N, 'S.- Not to scale
Concrete Block Slacco
cov d.- Covered
CGnt*rVn
Elevation
CIE Elect Pull Box
Bench rk Ma
Plot Book
0 E CfgctffcW Man Hal.
g".c;Hc
I* Runway light
TOL a Telephone
& Haft control No"'onen,
C.B. Catch 80.11.
Oold W*I* "rfcrmad onl 12/30/97
thro 1/111/98
Monroe County
M10rothon Airport, MCIrOthon, Merida
Sketch to ac, Fnlp0nY Legal
6scri tion
®an No.:
98-437-01 FROER"( H- HILDE13RANDT
sechu 1 "es200' Ref, Flood Panel No,
ENGIN12R PLANNM SURVMR
Date- 1/28/98 Mod 20nog
Own . F.H.H.
Flood Elau.
Z--�.-MLSIONIS AN/98: Harm sr Iaoallon D/'OR ADOMOMS
3130 l"ImUllida Drive
suite 101
'38&We )h. 3
-04653040
Fox. (303) 293-0237
LEGAL DESCRIP71ON (LEASE
A Portion of land located at Marathon Airport. and being a part at Section 1. Township 66
South. Range 32 East, Key Voca, Monroe County, Florida and being more par*,cublarly
described do follows-.
COMMENCING at a N.O.S. Horizontal control monument stamped MTHC 1989, and whose Florida
State Plane Coordinates ore N 142029.09 and E 638059.76 (1983/90); thence N 67'29'51"
for 2473.09 feet to the Point of Beginning ( N 142975.60, E 640344 55 ); thence N
67*22'34' E along the edge of an asphalt surface for 1347.96 feet ( N 14349414, E
641588.79 ); thence S 22'39'52' E and along the edge at on, asphalt surface for
641688 24); thence S 67'23'40" W and along
feet to a chain link fence ( N 143260.76, E 252,91
the said chain link fence for 1348.46 feet ( N 142742.43, E 640441.38 ); thence N
22*53'05" W and along an edge of a asphalt surface for 252.48 feet to the Point of
Beginning.
Containing 340,679.56 Square Feet or 7.82 Acres, more or lass.
CEERFICATION.
I HEREBY CERTIFY that thl; attached Sketch to accom9a Legal kescriction
is true and correct t the bes of knowledge and OP�ff; t at I Mae s the minimum technical standards adopted the 'Florida So ard of Land Surveyors, Chapter 6IG17-6.
Florida St t,f^
Ction 47 .7. and the American Land Title Association, and that
the or ible encr hments unless shown hereon,
DE ICK H, HIL of
*r6fassional Land Su or No. 2749
"rofenalonal Engineer No. 36BIO
;tote of Florida
=11010VIIIII I'll � 11 Monroe County
Marathon Airport, Marathon, Florida
FREDERICK H. HILDEBRANDT
EMNEM PLANNER SURVEyOR
3150 Notiftsid. L_'.
sioite lot
�
JILg"m 1l!l"W K Went, Fl. .13o4o
6203 *5) 3 --0456
OIL (305) 293--02,37
`LE
;or
9