Loading...
05/13/1998 Agreement llannp 1.. Itolbagt BRANCH OFFICE 3117 OVERSEAS lllGHWAY MARATHON, FLORIDA 33050 TEL. (305) 289-6027 FAX (305) 289-1745 CLERK OF THE CIRCUIT COURT ' MONROE COUNTY 500 WHITEHEAD STREET KEY WEST, FLORIDA 33040 TEL. (305) 292-3550 FAX (305) 295-3660 BRANCH OFFICE 88820 OVERSEAS HIGHWAY PLANT A nON KEY, FLORIDA 33070 TEL. (305) 852-7145 FAX (305) 852-7146 MEMORANDUM TO: Peter Horton, Director Division of Community Services FROM: Attention: Revette Moore, Airport Finance Ruth Ann Jantzen, Deputy Clerk .BAl, June 25, 1998 DA TE: ------------------------------------------------------------------------------------------------------------------------ On May 13, 1998, the Board of County Commissioners granted approval and authorized execution of a Standard Commercial Multi-Tenant Lease between Monroe County and Greyhound Lines, Inc., for space at the Key West International Airport Adam Arnold Annex. Enclosed please find a fully executed duplicate original of the above Lease for return to Greyhound Lines, Inc. H you have any questions concerning the above, please do not hesitate to contact me. Enclosure cc: County Attorney Finance County Administrator, w/o document File STANDARD COMMRRCIAL MULTI-TENANT LEASE 1. Basic Provisions 1.1 Parties: This Lease ("Lease"), dated for reference purposes only, May 1,:31998,js made by and between County of Monroe ("Landlord"), and Greyhound Lines, Inc., a Delaware corporation ("Tenant"), (collectively the "Parties", or individually a "Party"). 1.2 (a) Premises: Landlord owns that certain building (the "Building") commonly known by the street address of 3491 South Roosevelt Blvd., Adam Arnold Annex Building, City of Key West, located in the County of Monroe, and the State of Florida. The demised Premises includes a portion of the Building, consisting of 1,340 square feet of floor space; including all improvements therein or to be provided by Landlord under the terms of this Lease, and as more particularly described on Exhibit "A" attached hereto (the "Premises"). (See also Paragraph 2 for further provisions,) 1.2 (b) Parking: Tenant is hereby granted the exclusive use of two (2) reserved vehicle'parking spaces ("Reserved Parking Spaces"). (Also see Paragraph 2.4.) 1.3 Term: Five (5) years ("Original Term") commencing May 1, 1998 ("Commencement Date") and ending May 1, 2003 ("Expiration Date"). (See Paragraph 3 for further provisions.) 1.4 Earlv Possession: April 20, 1998 ("Early Possession Date"). 1.5 Base Rent: $25,585.80 per annum, payable in monthly installments of $2,132.15, plus any state sales tax attributable to sanIe ("Base Rent"), due and payable in advance on or before the first day of each month commencing on the later of the issuance of a certificate of occupancy or Tenant's commencement of business in the Premises. (See Paragraph 4 for further provisions.) 1.6 (a) Base Rent Paid Upon Execution. $2,132.15 as Base Rent for the period of five (5) years. 1.6 (b) Tenant's Share of Common Area Operating Expenses: See Paragraph 11 entitled "lJtilities" . 1.7 Permitted Use: Operation of a bus terminal and the handling of passengers, baggage and package express. (See Paragraph 6 for further provisions.) 1.8 Real Estate Brokers: The following real estate brokers (collectively, the "Brokers") and brokerage relationships exist in this transaction and are consented to by the Parties (check box where applicable): None (See Paragraph 15 for further provisions.) 1.9 Addenda. Attached hereto are Exhibits "A" and "B", and an Addendum or Addenda consisting of Paragraphs A through D. 2. Premises. 2.1 Letting. Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, the Premises, for the term, at the rental, and upon all of the terms, covenants and conditions set forth in this Lease. Unless otherwise provided herein, any statement of square footage set forth in this Lease, or that may have been used in calculating rental, is an approximation which Landlord and Tenant agree is reasonable and the rental based thereon is not subject to revision whether or not - the actual square footage is more or less, In addition to Tenant's rights to use and occupy the Premises as hereinafter specified, Tenant shall have the right to use, in common with others, the Common Areas (as defined in Paragraph 2.5 below) as hereinafter spec~fied, but shall not have any rights to the roof, exterior walls or utility raceways of the Building or to any other buildings in the Center. The Premises, the Building, the Common Areas, the land upon which they are located, along with all other buildings and improvements thereon, are herein collectively referred to as the "Center". 2.2 Condition. Landlord shall deliver the Premises to Tenant with all leasehold improvements shown on Exhibit "A" substantially complete on the Commencement Date, with the exception of minor punch list ite!lls. Said punch list items shall be completed at Landlord's sole cost and expense within ten days after written notice from Tenant to Landlord. In the event said punch list items have not be corrected within the ten day period after receipt of notice from Tenant, Tenant at Tenant's option shall have the right to correct the punch list items and offset the cost incurred by Tenant against the next installments Of Base Rentals due. 2.3 Compliance. Landlord represents and warrants to Tenant that the Premises {;omplies with all applicable zoning requirements, ordinances, regulations, and all applicable laws, affecting the Premises and/or required in Tenant's proposed use of the Premises or Common Areas, including the Americans with Disabilities Act (or other laws affecting handicapped access) and any environmental impact or traffic studies or requirements. . 2.4 Ve?icle/Bus Parking. Tenant sha1~ be entitled to. use the number of Reserved Parking ~pis ~c!~.in ~agraph 1.2 (b) on those portIons of the Common Areas deSIgnated from time to time by Landlord for SU.Ch parkmtS:j~~. . dIt~, Tti=nt shall have the exclusive right to use park, embark and disembark passengers, load and stage buses in the areas ~~ed!! E@9bit "A" attached hereto ("Bus Slip Spaces"). ' ().;::: N -rt (a) Except for the Bus Slip Spaces, Tenant shall not permit or allow any vehicles th~ toW arlCl))ntrolled by Tenant or Tenant's employees, suppliers, shippers, customers, contractors or invitees to be loaded, ~6f(dOi, <!ftJJar~ in areas other than those designated by Landlord for such activities. ~g~ ;: ~ r- C) .. C"") ~ T"'l Co) 0 . en i:?:! KCYWC:SLdoc '-J Initials -1- ...... (b) If Tenant permits or allows any of the prohibited activities described in this Paragraph 2.4, then Landlord 'shall have the right, without notice, in addition to such other rights and remedies that it may have, to remove or tow away the vehicle involved and charge the cost to Tenant, which cost shall be immediately payable upon demand by Landlord. (c) Landlord shall at the Commencement Date of this Lease, provide the parking facilities required by Applicable Law. 2.5 Common Areas - Definition. The term "Common Areas" is defmed as all areas and facilities outside the Premises and within the exterior boundary line of the Center and interior utility raceways within the Premises that are provided and designated by the Landlord from time to time for the general, as designated on Exhibit "A" non-exclusive use of Landlord, Tenant and other tenants of the Center and their respective employees, suppliers, shippers, customers, contractors and invitees, including restrooms, parking areas, loading and unloading areas, trash areas, roadways, sidewalks, walkways, parkways, driveways, and landscaped areas. 2.6 Common Areas - Tenant's Rights. Landlord hereby grants to Tenant, for the benefit of Tenant and its employees, suppliers, shippers, contractors, customers and invitees, during the term of this Lease, the non-exclusive right to use, in common with others entitled to such use, the Common Areas as they exist from time to time, subject to any rights, powers, and privileges reserved by Landlord under the terms hereof or under the terms of any rules and regulations or restrictions governing the use of the Center. Under no circumstances shall the right herein granted to use the Common Areas be deemed to include the right to store any property, temporarily or permanently, in the Common Areas. Any such storage shall be permitted only by the prior written consent of Landlord or Landlord's designated agent, which consent may be revoked at any time. In the event that any unauthorized storage shall occur then Landlord shall have the right, without notice, in addition to such other rights and remedies that it may have, to remove the property and charge the cost to Tenant, which cost shall be immediately payable upon demand by Landlord. 2.7 Common Areas - Rules and Regulations. Landlord or such other person(s) as Landlord may appoint shall have the exclusive control and management of the Common Areas and shall have the right, from time to time, to establish, modify, amend and enforce reasonable Rules and Regulations with respect thereto in accordance with Paragraph 2.8. Tt~nant agrees to abide and conform to all such Rules and Regulations, and to cause its employees, agents, suppliers, shippers, and contractors to so abide and conform. Landlord shall use reasonable efforts to ensure-compliance with said rules and regulations by other Tenants of the Center. 2.8 Common Area- Changes. Landlord shall have the right, in Landlord's reasonable discretion and taking into account the nature of Tenant's business, from time to time: (a) To make changes to the Common Areas, including, without limitation, changes in the location, size shape and number of driveways, entrances, parking spaces, parking areas, loading and unloading, ingress, egress, direction of traffic, landscaped areas, walkways and utility raceways; (b) To close temporarily any of the Common Areas for maintenance purposes so long as reasonable access to the Premises remains available; (c) To designate other land outside the boundaries of the Center to be a part of the Common Areas; (d) To add additional buildings and improvements to the Common Areas; (e) To use the Common Areas while engaged in making additional improvements, repairs or alterations to the Center, or any portion thereof; and (t) To do and perform such other acts and make such other changes in, to or with respect to the Common Areas and Center as Landlord may, in the exercise of sound business judgment, deem to be appropriate. 2.9 Common Areas - Operational Hours. Landlord shall ensure that all lights, air conditioning, heating and other utilities required for use of the Common Areas are working during Tenant's normal business hours; provided, however, lights in parking areas, if any, shall remain on for a period of one hour after the closing of the Center or Tenant's operations, whichever is later. 2.10 Common Areas - Maintenance. Tenant shall be responsible to clean and make ordinary repairs to the Common Area restrooms, as designated on Exhibit "A", provided, however, upon the letting of any adjoining space, Landlord shall ensure that such tenant shall be liable to and reimburse Tenant, on a pro-rate basis, for costs and expenses of such cleaning and repairs. 3. Term, 3.1 Term. The Commencement Date, Expiration Date and Original Term of this Lease are as specified in Paragraph 1.3. 3.2 Early Possession. If Tenant totally or partially occupies the Premises prior to the Commencement Date, the obligation to pay Base Rent and other payment obligations hereunder shall be abated for the period of such early possession. All other terms of this Lease, however, shall be in effect during such period. Any such early possession shall not affect nor advance the Expiration Date of the Original Term. 3.3 Delay in Possession. If for any reason Landlord cannot deliver possession of the Premises to Tenant as agreed herein by the Commencement Date, Landlord shall not be subject to any liability therefor nor shall such failure affect the validity of this Lease, or the obligations of Tenant hereunder, or extend the term hereof, but in such case, Tenant shall not, except as otherwise provided herein, be obligated to pay rent or perform any other obligation of Tenant under the terms of this Lease until Landlord delivers possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within fifteen (15) days after the Commencement Date, Tenant may, at its option, by notice in writing to Landlord within ten (10) days thereafter, cancel this Lease, in KeywesLdoc Initials -2- which event the Parties shall be discharged from all obligations hereunder. Except as may be otherwise provided, and regardless of . when the term actually commences, if possession is not tendered to Tenant when required by this Lease and Tenant does not terminate this Lease, as aforesaid, the period free of the obligation to pay Base Rent, if any, that Tenant would otherwise have enjoyed shall run from the date of delivery of possession and continue for a period equal to what Tenant would otherwise have enjoyed under the terms hereof, but minus any days of delay caused by the acts, changes or omissions of Tenant. 3.4 Extension. If the Lease is still in full force and effect, Tenant shall have one (1) successive five (5) year option extension provided Tenant is not, at the date of such election, in default hereunder of such a nature as would allow Landlord to terminate the Lease, and further, provide written notice of the election of such option(s) shall be sent to Landlord not less than six (6) months prior to the expiration of the then current Term (original or extended). If said option is duly exercised by Tenant, the Term of this Lease shall be automatically extended for the period of the next ensuing option, without requirement of any further instrument, upon all of the same terms, provisions and conditions forth in the Lease, except with respect to rental payment which shall be governed by the then current "Rates and Charges" scheduled used by the Landlord for other tenants in the airport area, as of the date of Tenant's notice. In the event the aforesaid option(s) to extend or duly exercise, all references in the Lease to the term hereof, shall be construed to refer to the Original Term hereof, as extended, whether or not specific reference thereto is made in the Lease. Lease is subject to airport rates and charges, which must be exercised six (6) months before expiration date. Landlord to give new rate and charges nine (9) months before expiration date. 3.5 Termination. Lessor may give ninety (90) days termination notice to Tenant after U. S. Government gives written notification to Lessor of the need to utilize leased premises, by either U. S. Immigration and Naturalization Services, U. S. Customs Service, or U. S. Department of Agriculture, upon the easing of restrictions in Cuba. 4. Rent. 4.1 Base Rent. Tenant shall cause payment of Base Rent, as the same may be adjusted. from time to time, to be received by Landlord in lawful money of the United States on or before the day on which it is due under the terms of this Lease. Base Rent and all other rent and charges for any period during the term hereof which is for less than one (1) full calendar month shall be prorated based upon the actual number of days of the calendar month involved. Payment of Base Rent and other charges shall be made to Landlord at its address stated herein or to such other persons or at such other addresses as Landlord may from time to time designate in writing to Tenant. 4.2 Common Area Operating Expenses. See Paragraph 11 entitle "Utilities". 5. Representations and Warranties. Landlord hereby represents and warrants to Tenant that as of the Commencement Date: (a) Landlord is the sole owner in fee simple of the Premises and has full right, power and authority to grant the estate demised herein and to execute and perform all of the terms, provisions, covenants and agreements provided in t11is Lease; (b) to the best of'its knowledge, there are no existing or proposed plans for the widening of any streets adjacent to the Premises, or any urban renewal or other public projects affecting the Premises or which may impair Tenant's use and enjoyment of the Premises; (c) to the best of its knowledge, there are no condemnation proceedings or eminent domain proceedings of any kind pending, contemplated or threatened_against the Premises; (d) to the best of its knowledge, there are no suits, judgments or notices from any governmental authority relating to any violation of any health, pollutioD- control, building, fire or zoning laws of any governmental authority with respect to the Premises and there is no litigation or proceeding pending or threatened against or affecting the Premises; (e) to the best of i~ knowledge, there is no adverse fact relating to the physical, mechanical or structural condition of the Premises or any portion thereof \Vhich has not been specifically disclosed to Tenant; (f) no commitments have been or will be made by Landlord to any governmental authority, utility company or other organization relating to the Premises which would impose an obligation upon Tenant to make any contributions of money or dedications of property or to construct any improvements; and to the best of its knowledge, no governmental authority has imposed a requirement that the owner or occupant of the Premises pay any special fees or incur any expenses or obligations in cOIll1ection with the Premises; (g) to the best of its knowledge, other than this Lease, there are no contracts, leases or agreements of any kind whatsoever which affect Tenant's rights under this Lease or the Premises. 6. Use. 6.1 Use. Tenant shal1.use and occupy the Premises only for the purposes set forth in Paragraph 1.6, or any other use which is incidental thereto, and for any other lawful purpose. Tenant shall not use or permit the use of the Premises in a manner that creates waste or a nuisance. Landlord acknowledges that Tenant's proposed use of the Premises for its bus terminal operations does not constitute a nuisance. Landlord hereby agrees to not unreasonably withhold or delay its consent to any written request by Tenant, Tenant's assignees or subtenants, arid by prospective assignees and subtenants of the Tenant, its assignees and subtenants, for a modification of said permitted purpose for which the premises may be used or occupied, so long as the same will not impair the Kt'ywt'st.doc Initials ..... -3- structural integrity of the improvements on the Premises, the mechanical or electrical systems therein, is not significantly more 'burdensome to the Premises and the Improvements thereon, and is otherwise permissible pursuant to this Paragraph 6. If Landlord elects to withhold such consent, Landlord shall within five (5) business days give a written notification of same, which notice shall include an explanation of Landlord's reasonable objections to the change in use. 6.2 Hazardous Substances. (a) Landlord shall furnish Tenant with existing environmental reports, studies or audits concerning the Pi-emises. Tenant will comply with all environmental laws during the term of the Lease, but shall bear no liability whatsoever and .shall not assume any conditions for any existing environmental materials or Hazardous Materials on the Premises. Landlord agrees to indemnify, defend and hold Tenant harmless from and against any and all loss, damage, liability and expense (including reasonable attorneys' fees) that Tenant may incur as a result of any claim, demand or action related to environmental conditions, Hazardous Materials or any other environmental laws and regulations not directly resulting from Tenant's activities on the Premises. The environmental report, study or audit required in this Section must be provided to Tenant not later than thirty (30) days prior to the Commencement Date. (b) Landlord represents and warrants to Tenant that the Premises does not contain any asbestos or Hazardous Materials (as defined in herein below) and Landlord is not in violation of any federal, state or local law , ordinance or regulation relating to industrial hygiene or to the environmental conditions on, under or about the Premises including, but not limited to, soil and ground water condition, and that no previous occupant of the Premises has used, generated, manufactured, stored or disposed of on, under or about the Premises any Hazardous Materials. (c) The term "Hazardous Materials" as used herein shall include but not be limited to asbestos, flammable explosives, dangerous substances, pollutants, contaminants, hazardous wastes, toxic substances, and any other chemical, material or related substance exposure to which is prohibited or regulated by any governmental authority having jurisdiction over the Premises, any substances defined as "hazardous substances," "hazardous materials" or "toxic substances" in the Comprehensive Environmental Response Compensation and Liability Act of 1980, as amended, by Superfund Amendments and Reauthorization Act 42 V.S.C. g9601, et seq.; the Hazardous Materials Transportation Act, 49 U.S.C. gI801, et seq.; Clean Air Act, 42 V.S.C. g7901, et seq.; Toxic Substances Control Act, 15 V.S.C. g260I, et seq.; Clean Water Act, 33 U.S.C. gI251, et seq;the laws, regulations or rulings of the state in which the Premises is located or any local ordinance affecting the Premises; or the regulations adopted in publication promulgated pursuant to any of such laws and ordinances. (d) Nothing herein shall prohibit Tenant from using minimal amounts of oil, solvents, or other substances which may constitute Hazardous Materials in carrying out Tenant's maintenance and repair obligations under this Agreement or in conducting Tenant's business upon the Premises in accordance with the permitted uses, provided that such use is in compliance with all applicable regulations and shall be subject to all of the other provisions of this Lease. 6.3 Tenant's Compliance with Law. Except as otherwise provided in this Lease, Tenant, shall, at Tenant's sole cost and expense, fully, diligently and in a timely manner, comply with all "Applicable Law," which term is used in this Lease to include all laws, rules, regulations, ordinances, directives, covenants, easements and restrictions of record or permits relating to Tenant's use of the Premises, now in effect or which may hereafter come into effect, and whether or not reflecting a change in policy from any previously existing policy. Tenant shall, within twenty (20) days after receipt of Landlord's written request, provide Lan410rd with copies of all necessary documents and information, including, but not limited to permits, registrations, manifests, applicatioIls, reports and certificates, evidencing Tenant's compliance with any Applicable Law, and shall promptly upon receipt, notify Landlord.in writing (with copies of any documents involved) of any threatened or actual claim, notice, citation, warning, complaint or report pertaining to or involving failure by Tenant to comply with any Applicable Law. The nature of Tenant's business requires that a public pay phone be provided for patrons. _ 6.4 Ingress and Egress. Tenant shall have the right of ingress and egress to and from the Premises and shall not be restricted in the operation of its motor buses to and from the Premises. It is the intent of the parties hereto that Tenant's operation of a bus terminal facility at the Premises shall not be unreasonably restricted in any manner. In the event any governmental bodY or agency or public or quasi-legal authority shall, in Tenant's sole opinion, hinder, restrict, prevent, or prohibit Tenant's business, ingress or egress, or physical or legal use of the Premises during the Term or any extension thereof, Tenant shall have the right to terminate this Lease upon thirty (30) days written notice to Landlord. 7. Maintenance and Repail's; Improvements, Additions and Alterations, 7.1 Maintenance and Repairs. Tenant shall make ordinary interior repairs and replace broken glass in the Premises, Landlord shall maintain and promptly make all exterior repairs (including landscaping and snow removal), all repairs, replac~ments or retro-fitting of a permanent character (including, but not limited to, components in the air conditioning, boiler and heating systems, HV AC system, sprinkler system, gas lines, electrical and plumbing fixtures and hot water systems, including heaters), and all floors and floor surfaces, driveways, parking lots, bus docks, wall, roof (including water tightness), foundation, footings, Building Systems (as herein defined) and structural repairs, support systems, strengthenings, alterations, reconstructions, or additions necessitated by reason of lapse of Keywest.doc Initials ..... 4- time, weakness or decay, insect infestation, or damage to or destruction of the Premises, or to any part thereof, or which may, at any time, 'be required by any governmental or public authority, except for any damage caused solely by Tenant's negligence. The "Building Systems" shall be construed as the building utility elements essential for Tenant's use and occupancy of the Premises including, but not limited to, such systems as are not readily accessible to Tenant, such as underground water, sewer, electric and other utility lines and all trash removal, janitorial and elevator services and maintenance services related to the Premises. Tenant shall surrender the Premises in as good order, repair and condition as the same were in the commencement of the Tenn, damage by fire and items covered by extended coverage insurance, unavoidable casualty, reasonable wear and tear, alterations, improvements and additions made by Tenant and Landlord's failure to repair excepted. 7.2 Improvements, Additions and Alterations. Tenant, with Landlord's consent, which consent will not be unreasonably withheld, may make any alterations, improvements, or additions in, on or about the Premises, which Tenant may deem necessary or desirable, except for structural repairs and maintenance, which are the sole obligation of Landlord. Landlord shall, at its sole expense, make any alterations, improvements or additions to the Premises (structural or non-structural) that may be required on account of any existing or future laws of any governmental authority, except alterations, improvements or additions to the Premises as may be required solely by reason of the nature of Tenant's business. Tenant shall pay, when due, all claims for labor or materials furnished to Tenant at or for use in the Premises. Tenant shall not pennit any mechanics' or materialmen's liens to be levied against the Premises for any labor or material furnished to Tenant or to Tenant's agents or contractors in connection with work of any character perfonned on the Premises at the direction of Ten ant. 7.3 Ownership; Removal; Surrender; and Restoration (a) Ownership. All alterations, additions and improvements to the Premises by Tenant shall be the property of and owned by Tenant, but considered a part of the Premises. Unless otherwise provided herein, all Tenant made alterations, additions and improvements shall, at the expiration or earlier tennination of this Lease, become the property of Landlord and remain upon and be surrendered by Tenant with the Premises. Tenant's personal property and its trade fixtures, including all machinery, equipment and furnishings, shall remain the property of Tenant and may be removed by Tenant. (b) Removal. Tenant, at its option, may remove such alterations, improvements, or additions made by it in, on or about the Premises. Any personal property, trade fixtures, alterations, improvements, or additions not removed by Tenant within thirty (30) days after the end of the Tenn shall automatically become the property of Landlord. Tenant shall repair any material damage to the Premises caused by Tenant's removal of its personal property, trade fixtures, alterations, improvements, or additions, but Tenant shall have no obligation to remove such items from the Premises at any time (c) Surrender/Restoration. Tenant shall surrender the Premises by the end of the last day of the Lease term or any earlier tennination date, with all of the improvements, broom clean and in good operating order, condition and state of repair, ordinary wear and tear excepted. 8. Insurance; Indemnity. 8.1 Public Liability. (a) Tenant shall maintain, at its sole cost and expense, a comprehensive general liability policy protecting Tenant and Landlord (as an additional insured) against claims for bodily injury, personal injury and property damage, based upon, involving or arising out of the use, occupancy or maintenance of the Premises, including coverage of contractual liability as respects to this Lease, providing a combined single limit of liability of not less than $1,500,000 per occurrence. Tenant shall furnish a certificate of insurance evidencing the aforesaid coverage upon Landlord's written request. Landlord shall be an additional insured. (b) Landlord shall maintain a comprehensive general liability policy against claims for bodily injury, personal injury and property damage, based upon, involving or arising out of the use, occupancy or maintenance of the Common Areas, providing a combined single limit of liability of not less than $1,500,000 per occurrence. Landlord shall furnish a certificate of insurance evidencing the aforesaid coverage upon Tenant's written request. 8.2 Property. (a) Landlord shall maintain throughout the Term, at its sole cost and expense, a policy or policies of insurance, against loss or damage to the Center, including the Premises, in the amount of the full replacement cost thereof, or the amount required by any Lender, but in no event, more than is commercially reasonable, against any perils included within the classifications of fire, vandalism, explosion, and malicious mischief. (b) Tenant may, at its cost and expense, by separate policy or endorsement to a current policy, maintain insurance coverage on all Tenant's personal property, trade fixtures and Tenant-owned alterations in or on the Premises. The proceeds from any such policy shall be used by Tenant for the replacement of personal property and restoration of its trade fixtures and Tenant-owned alterations. 8.3 Indemnity. Except as otherwise agreed herein, and to the extent allowed by law, each party agrees to indemnify and save the other party harmless from any and all claims, demands, costs and expenses of every kind whatsoever, including reasonable attorney's fees for the defense thereof, arising from the indemnifying party's wrongful act or negligence in or about the Premises. In case of any action or proceeding brought against either party by reason of any such claim, upon notice from such party, the Keyw~sl.doc Initials -5- indemnifying party covenants to defend such action or proceeding by counsel reasonably satisfactory to the other party, unless such . action or proceeding alleges the joining or concurring wrongful act or negligence of both parties, in which case both parties shall share equally in the defense of such action or proceedings. Nothing contained herein waives any protection granted to Landlord under FS 768.28 which applies to Florida Public Entities, a.k.a. Sovereign Immunity, 8.4 Waiver of Subrogation. Landlord and Tenant af!d all parties claiming under or through them hereby mutually release and discharge each other, and the officers, employees, agents, representatives, customers and business visitors of Landlord or Tenant from all claims, losses and liabilities arising from or caused by any injury to persons or property covered by third party insurance, even if caused by the fault or negligence of a released party, but only: Xi) in the actual amount and to the extent that insurance proceeds are received by the agreed party from third party insurers, (ii) if this provision does not void or render invalid any insurance coverage or policy, (iii) if consent to this waiver of subrogation by a third party insurer is given after a request has been made therefor (if required under the terms of such policy in order not to void same) and/or an endorsement to the policy is obtained (if an endorsement can be obtained at no additional cost), and (iv) applying, in the case of Tenant, to any amounts in excess of the amount for which Tenant may self-insure. 8.5 Self Insure Retention. Tenant represents to Landlord and Landlord acknowledges that Tenant self-insures in the ordinary course of its business. Notwithstanding any other provision contained herein to the contrary, the insurance obligations of Tenant set forth in this Paragraph 8 may be satisfied by endorsements to existing excess/umbrella blanket policies written by companies of recognized standing showing a self-insurance retention of noi more than $1.5 million per occurrence for automobile liability and general liability insurance coverage; worker's compensation insurance coverage is subject to a $1.0 million deductible per occurrence with a deductible of $100,000 per occurrence for property damage insurance coverage, to the extent required under this Lease. 9. Damage or Destruction. If the Premises is damaged or destroyed in whole or in part by fire or other casualty, Landlord shall repair and restore the Premises to a good tenantable condition. All rent shall wholly abl!te in case the entire Premises is untenantable, or shall abate pro rata for the portion rendered untenantable in case a part only is untenantable, until the Premises is restored to a tenantable condition. Landlord shall commence and complete all work required to be done under this Paragraph 9 with reasonable promptness and diligence. In the event Landlord repairs or restores the Premises, the rent due under this Lease shall be abated or reduced proportionately during any period which, by reason of such damage or destruction, there is any interference with the operation of the business of Tenant. If Landlord does not commence the repair or restoration within fifteen (15) days after the damage or destruction occurs, or if repair or restoration will and does require more than ninety (90) days to complete, Tenant may, at Tenant's option, terminate this Lease by giving Landlord notice of Tenant's election to do so at any time prior to the commencement of the repair or restoration. In that event, this Lease shall terminate as of the date of such damage or destruction. 10. Real Property Taxes. 10.1 Payment of Taxes. Landlord shall pay the Real Property Taxes, as defined in Paragraph 10.2, applicable to the Center, and except as otherwise provided in Paragraph 10.3, any such amounts shall be included in the calculation of Common Area Operating Expenses in accordance with the provisions of Paragraph 4.2. 10.2 Real Property Tax Definition.. As used herein; the term "Real Property Taxes" shall include any form of real estate tax or assessment, general, special, ordinary or extraordinary,' and any license fee, commercial rental, tax, improvement bond or bonds, levy or tax (other than inheritance, state sales taxes, pers~nal income or estate taxes) imposed upon the Center by any authority having the direct or indirect power to tax, including any city, state or federal government, or any school, agricultural, sanitary, fire, street, drainage, or other improvement district thereof, levied against any legal or equitable interest of Lessor in the "Center" or any portion thereof, Landlord's right to rent or other income therefrom, and/or Landlord's business or leasing the premises. The term "Real Property Taxes" shall also include any tax, fee, levy, assessment or charge, or any increase therein, imposed by reason of events occurring, or changes in Applicable Law taking effect, during the term of this Lease, including but not limited to a change in the ownership of the Center or in the improvements thereon, the execution of this Lease, or any modification, amendment or transfer thereof, and whether or not contemplated by the Parties. In calC).llating Real Property Taxes for any calendar year, the Real Property Taxes for any real estate tax year shall be included in the calculation of Real Property Taxes for such calendar year based upon the number of days which such calendar year and tax year have in common. 10.3 Additional Improvements. Common Area Operating Expenses shall not include Real Property Taxes specified in the tax assessor's records and work sheets as being caused by additional improvements placed upon the Center by other Tenants or by Landlord for the exclusive enjoyment of such other Tenants. Notwithstanding Paragraph 10.1 hereof, Tenant shall, however, pay to Landlord at the time Common Area Operating Expenses are payaple under Paragraph 4.2, the entirety of any increase in Real PropertyeTaxes if assessed solely by reason of alterations, trade fixtures or utility installations placed upon the Premises by Tenant or at Tenant's request. lOA Joint Assessment. If the Building is not separately assessed, Real Property Taxes allocated to the Building shall be an equitable proportion for the Real Property Taxes for all of the Hind and improvements included within the tax parcel assessed, such KeyweSl.doc Initials . -0- ..... proportion to be determined by Landlord from the respective valuations assigned in the assessor's work sheets or such other information 'as may De reasonably available. Landlord's reasonable determination thereof, in good faith, shall be conclusive. 10,5 Tenant's Property Taxes. Tenant shall pay prior to delinquency all taxes assessed against and levied upon Tenant- owned alterations, trade fixtures, furnishings, equipment and all personal property of Tenant contained in the Premises or elsewhere. When possible, Tenant shall cause its Tenant-owned alterations, trade fixtures, furnishings, equipment and all other personal property to be assessed and billed separately from the real property of Landlord. If any of Tenant's said personal property shall be assessed with Landlord's real property, Tenant shall pay Landlord the taxes attributable to Tenant's property within twenty (20) days after receipt of a written statement setting forth the taxes applicable to Tenant's property. 11. Utilities. Tenant shall pay directly to Landlord, monthly the sum of Three Hundred Thirty Two Dollars and Sixty Nine Cent ($332.69) for electricity, water and sewer, also the sum of One Hundred Fifty Four Dollars and Fifty Cents ($154.50) monthly for trash and recycling, and directly to the provider for any other separately metered utilities servicing the Premises. 12. Assignment and Subletting. Tenant shall have the right to assign this Lease, or sublease all or a part of the Premises for any inter-city bus transportation purpose, with the prior consent of Landlord, which consent shall not be unreasonably withheld to any person or entity at any time and from time to time. If Tenant subleases all or a part of the Premises, Tenant agrees to remain primarily liable for the payment of rent for the remaining term of this Lease. Tenant shall have tlle right to grant licenses and enter into with contractual agreements with independent contractors to operate Tenant's business without the prior consent of Landlord. 13. Default; Breach; Remedies 13.1 Default. The occurrence of any of the following events constitutes a material default of this Lease by Tenant: (a) The failure by Tenant to make any payment of rent or any other payment required to be made by Tenant hereunder, as and when due, where the failure continues for a period of twenty (20) days after Tenant receives notice thereof from Landlord. (b) The failure by Tenant to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Tenant, other than those described in subparagraph (a) above, where the failure continues for a period of thirty (30) days after Tenant receives notice thereof from Landlord; provided, however, that if the nature of Tenant's default is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant commences such cure within the thirty (30) day period and thereafter diligently completes the cure. (c) The making by Tenant of any general assignment or general arrangement for the benefit of creditors; the filing by Tenant of a petition to have Tenant adjudged a bankrupt; the judicial declaration of Tenant as bankrupt. (d) The appointment of a trustee or receiver to take possession of substantially all Tenant's assets located at the Premises or of Tenant's interest in this Lease, if possession is not restored to Tenant within thirty (30) days. (e) The attachment, execution or other judicial seizure of substantially all Tenant's assets located at the Premises or of Tenant's interest in this Lease, if the seizure is not discharged within thirty (30) days. 13.2 Remedies upon Tenant's Default. In the event of any such material default by Tenant, Landlord may, after giving notice as provided above, enter into the Premises, remove Tenant's property and take and hold possession of the Premises and expel Tenant and pursue those remedies available to Landlord under the laws of the state in which the Premises is located. Landlord shall make reasonable efforts to relet the Premises or any part thereof in order to mitigate any damages resulting from Tenant's default. 13.3 Default by Landlord. Landlord shall not be in default unless Landlord fails to perform any covenants, terms, provisions, agreements or obligations required of it within a reasonable time, but in no event later than thirty (30) days after notice by Tenant to Landlord; provided that if the nature of Landlord's obligation is such that more than thirty (30) days are reasonably required for performance, then Landlord shall not be in default if Landlord commences performance within the thirty (30) day period and thereafter diligently completes performance. 13.4 Remedies upon Landlord's Default. If Landlord defaults in the performance of any of the obligations or conditions required to be performed by Landlord under this Lease, Tenant may, after giving notice as provided above, either cure the default and deduct the cost thereof from rent subsequently becoming due hereunder, or elect to terminate this Lease upon giving 30 days notice to Landlord of its intention to do so. In that event, this Lease shall terminate upon the date specified in the notice, unless Landlord has meanwhile cured the default to the satisfaction of Tenant. In the event that any representations and warranties set forth in this Lease (including but not limited to those set forth in Paragraph 5 herein) shall cease to be the case, and if Landlord shall have failed to commence to cure within sixty (60) days after notice from Tenant and thereafter diligently completes the cure of the same, then, except as specifically provided elsewhere in this Lease, Tenant shall have the right to terminate this Lease upon notice to Landlord. Tenant may also pursue those remedies available to it under the laws of the state in which the Premises is located. KeyweSl.doc Initials -7- 14. ' Condemnation. 14.1 Total Taking. If all the Premises or a substantial portion thereof is taken by condemnation or under the power of eminent domain, or sold under the threat of the exercise of said power (all of which are herein called "condemnation"), this Lease, at T~nant's sole discretion, shall automatically terminate as of the date the condemning authority takes title or possession, whichever occurs first. . 14.2 Partial Taking. If any other taking (of the Premises or otherwise) adversely and substantially affects Tenant's use, aCcess, or rights of ingress or egress of or to the Premises, then Tenant may elect to terminate this Lease of the date the condemning authority takes possession. Tenant's election to terminate shall be made in writing within thirty (30) days after Landlord has given Tenant written notice of the taking (or in the absence of such notice, within fifteen (15) days after the condemning authority has taken possession), If Tenant does not terminate this Lease in accordance with this Section 16, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that rent shall be reduced in the proportion that the area taken diminishes the value and use of the Premises to Tenant. In addition, Landlord, at its expense, shall promptly repair any damage to the Premises caused by condemnation and restore the remainder of the Premises to the reasonable satisfaction of Tenant. 14.3 Award. Any award or payment made upon condemnation of all or any part of the Premises shall be the property of Landlord, whether such award or payment is made as compensation for the taking of the fee or as severance damages; provided Tenant shall be entitled to the portion of any such award or payment for loss of or damage to Tenant's trade fixtures, removable personal property, and additions, alterations and improvements made to the Premises by Tenant, and for its loss of business or the leasehold herein created or any other consequential or special damages, such as Tenant's relocation and moving expenses. 14.4 Notification; Contest. Landlord shall give notice to Tenant within five (5) days after receipt of notification from any c:Ondemning authority of its intention to take all or a portion of the Premises. Notwithstanding anything, expressed or implied, to the contrary contained in this Lease, Tenant, at its own expense, may in good faith contest any sucl! award for loss of or damage to Tenant's trade fixtures, removable personal property, and additions, alterations and improvements made to the Premises by Tenant, and for its loss of business or the leasehold herein created or any other consequential or special damages, such as Tenant's relocation and moving expenses. 15. Broker's Fee. 15.1 The Brokers named Paragraph 1. 7 are the procuring causes of this Lease. 15.2 Upon execution of this Lease by both Parties, Landlord shall pay to said Brokers jointly, or in such separate shares as they may mutually designate in writing, a fee as set forth in a separate written agreement between Landlord and said Brokers (or in the event there is no separate written agreement between Landlord and said Brokers, the sum of $ N/ A) for brokerage services rendered by said Brokers to Landlord in this transaction:- 15,3 Tenant and Landlord each represent and warrant to the other that it has had no dealings with any person, firm, broker or fmder (other than the Brokers, if any named in Paragraph 1.7) in connection with the negotiation of this Lease and/or the consummation of the transaction contemplated hereby, and that no broker or other person, firm or entity other than said named Brokers is entitled to any commission or finder's fee in cOlmection with said transaction. Tenant and Landlord do each hereby agree to indemnify, protect, defend and hold the other harmless from and against liability for compensation or charges which may be claimed by any such unnamed broker, finder or other similar party by reason of any dealings or actions of the indemnifying Party, including any costs, expenses, attorneys' fees reasonably incurred with respect thereto. 15.4 Landlord and Tenant hereby consent to and approve all agency relationships, including any dual agencies, indicated in Paragraph 1. 7 . 16. Tenancy Statement. 16.1 Tenant (as "Responding Party") shall within twenty (20) days after written notice from the Landlord (the "Requesting I>arty") execute, acknowledge and deliver to the Requesting Party a statement in writing substantially in the form of the then most current "Tenancy Statement" form published by the American Industrial Real Estate Association, plus such additional information, confirmation and/or statements as may be reasonably requested by the Requesting Party. 16.2 If Landlord desires to finance, refinance, or sell the Premises, any part thereof, or the building of which the Premises are a part, Tenant shall deliver to any potential lender or purchaser designated by Landlord such financial statements of Tenant and such Guarantors as may be reasonably required by such lender or purchaser, including but not limited to Tenant's financial statements for the p~st three (3) years. All such financial statements shall be received by Landlord and such lender or purchaser in confidence and shall pe used only for the purposes herein set forth. 17. Landlord's Liability, The term "Landlord" as used herein shall mean the owner or owners at the time in question of the fee title to the Premises, or, if this is a sublease, of the Tenant's interest in the prior lease. In the event of a transfer of Landlord's title or interest in the Premises or in this Lease, Landlord shall deliver to the transferee or assignee (in cash or by credit) any unused Security Keywcst.doc Initials ...... -8- Deposit held by Landlord at the time of such transfer or assignment. Except as provided in Paragraph 15, upon such transfer or "assignment and delivery of the Security Deposit, if any, the prior Landlord shall be relieved of all liability with respect to the obligations and/or covenants under this Lease thereafter to be performed by the Landlord. Subject to the foregoing, the obligations and/or covenants in this Lease to be performed by the Landlord shall be binding only upon the Landlord as hereinafter defined. Notwithstanding anything to the contrary, neither party shall be liable to the other party for !ipeciaI, consequential, or indirect damages, including but not limited to, loss of profits. 18. Severability. The invalidity of any provision of this Lease, as determined 9Y a bourt of competent jurisdiction, shall in no way affect the validity of any other provision hereof. . 19. Conditions Precedent. The rental and other monetary obligations of Tenant under this Lease shall not be effective unless and until Tenant, exercising reasonable efforts, procures a certificate of occupancy from the necessary governmental authorities to operate its business on the Premises. In the event Tenant is unable to procure the necessary permits to operate on the Premises by the Commencement Date, Tenant may terminate this Lease upon written notice to Landlord. 20. Time of Essence. Time is of the essence with respect to the performance of all obligations to be performed or observed by the Parties under this Lease. 21. Rent Defined. All monetary obligations of Tenant to Landlord under the terms of this Lease are deemed to be rent. 22. No Prior or Other Agreements. This Lease contains all agreements between the Parties with respect to any matter mentioned herein, and no other prior or contemporaneous agreement or understanding shall be effecti~e. 23. Notices. 23.1 All notices required or permitted by this Lease shall be in writing and may be delivered in person (by hand or by messenger or courier service) or may be sent by certified or registered mail or U.S. Postal Service Express Mail, with postage prepaid, or by a nationally recognized overnight courier (next day delivery), and shall by deemed sufficiently given if served in a manner specified in this Paragraph 23. The addresses noted adjacent to a Party's signature on this Lease shall be that Party's address for delivery or mailing of notice purposes. Either Party may by written notice to the other specify a different address for notice purposes, except that upon Tenant's taking possession of the Premises, the Premises shall constitute Tenant's address for the purpose of mailing or delivering notices to Tenant. A copy of all notices required or permitted to be given to Landlord hereunder shall be concurrently transmitted to such party or parties at such addresses as Landlord may from time to time hereafter designate by written notice to Tenant. 23.2 Any notice sent by registered or certified mail, return receipt requested, shall be deemed given on the date of delivery shown on the receipt card, or if no delivery date is shown, the postmark thereon. Notices delivered by United States Express Mail or overnight courier that guarantees next day delivery shall be deemed given twenty-four (24) hours after delivery of the same to the United States Postal Service or courier. If notice is received on a Sunday or legal holiday, it shall be deemed received on tlle next business day. 24. Waivers. No waiver by Landlord of the Default or Breach of any term, covenant or condition hereof by Tenant, shall be deemed a waiver of any other term, covenant or condition hereof, or of any subsequent Default or Breach by Tenant of the same or of any other term, covenant or condition hereof. Landlord's consent to, or approval of, any act shall not be deemed to render unnecessary the obtaining of Landlord's consent to, or approval of, any subsequent or similar act by Tenant, or be construed as the basis of an estoppel to enforce the provision or provisions of this Lease requiring such consent. Regardless of Landlord's knowledge of a Default or Breach at the time of accepting rent, the acceptance of rent by Landlord shall not be a waiver of any preceding Default or Breach by Tenant of any provision hereof, other than the failure of Tenant to pay the particular rent so accepted. Any payment given Landlord by Tenant may be accepted by Landlord an account of moneys or damages due Landlord, notwithstanding any qualifying statements or conditions made by Tenant in connection therewith, which such statements and/or conditions shall be of no force or effect whatsoever unless specifically agreed to in writing by Landlord at or before the time of deposit of such payment. 25. Recording. Omitted. 26. Holdover, If Tenant remains in possession of the Premises after the expiration or termination of this Lease, and without the execution of a new Lease, Tenant shall be deemed to be occupying the Premises as a tenant from month-to-month, subject to all of the conditions, provisions and obligations of this Lease insofar as they are applicable to a monthcto-month tenancy. Keyw~s[.doc Initials -9- ..... 27. Cumulative Remedies. No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity. 28. Covenants and Conditions. All provisions of this Lease to be observed or performed by Tenant are both covenants and conditions. 29. Binding Effect; Choice of Law. This Lease shall be binding upon the parties, their personal representatives, successors and assigns and be governed by the laws of the State in which the Premises are located. Any litigation between the Parties hereto concerning this Lease shall be initiated in the county in which the Premises are located. 30. Subordination; Attornment; Non-Disturbance. The following provisions of this Paragraph 30 shall be effective only in the event the Center or Premises is conveyed to a third party. 30. I Subordination. Tenant hereby agrees that, if requested by Landlord, Tenant shall subordinate its interest in the Premises to any first mortgage which hereafter may encumber the Premises, provided that (a) no such subordination shall impose any additional legal or fmancial obligations upon Tenant, (b) no such subordination shall affect the provisions of this Lease and the rights of Tenant hereunder regarding casualty losses, condemnation awards and insurance proceeds, and (c) the lender or mortgagee, Landlord and Tenant enter into a separate Non-Disturbance and Attornment agreement in the form attached hereto as Exhibit "B". 30.2 Priority of Leasehold. Landlord represents and warrants to Tenant that the Premises is now and will, subject to the foregoing non-disturbance and attornment provision, remain free and clear of all mortgages, deeds of trust, liens and encumbrances which could adversely affect Tenant's leasehold estate; 30.3 Self-Executing. The agreements contained in this Paragraph 30 shall be effective, without the execution of any further documents; provided, however, that, upon written request from Landlord or a Lender in co~nnection with a sale, financing or refmancing of the Premises, Tenant and Landlord shall execute such further writings as may be reasonably required to separately document any such subordination or non-subordination, attornment and/or non-disturbance agreement as is provided for herein. 31. Attorney's Fees. If any Party brings an action or proceeding to enforce the terms hereof declare rights hereunder, the Prevailing Party (as hereafter defmed) in any such proceeding, action, or appeal thereon, shall be entitled to reasonable attorney's fees. Such fees may be awarded in the same suit or recovered in a separate suit, whether or not such action or proceeding is pursued to decision or judgment. The term, "Prevailing Party" shall include, without limitation, a Party who substantially obtains or defeats the relief sought, as the case may be, whether by compromise, settlement, judgment, or the abandonment by the other Party of its claim or defense. The attorney's fees award shall not be computed in accordance with any court fee schedule, but shall be such as to fully reimburse all attorney's fees reasonably incurred. 32. Landlord's Access; Repairs. Landlord and Landlord's agents shall have the right to enter the Premises at any time, in the case of an emergency, and otherwise at reasonable times for the purpose of showing the same to prospective purchasers, lenders, or tenants, and making such alterations, repairs, improvements or additions to the Premises or to the building of which they are a part, as Landlord may reasonably deem necessary, provided such activities shall not interfere with Tenant's operations. All such activities of Landlord shall be without abatement of rent or liability to Lease. 33. Auctions. Tenant shall not conduct, nor permit to be conducted, either voluntarily or involuntarily, any auction upon the Premises without first having obtained Landlord's prior written consent. Notwithstanding anything to the contrary in this Lease, Landlord shall not be obligated to exercise any standard of reasonableness in determining whether to grant such consent. 34. Signs. Landlord shall, at its sole expense, prior to fifteen (15) days before the Commencement Date of this Lease, remove all signs and identification from the Premises. Tenant may erect with the consent of the Airport Director, which consent shall not be unreasonably withheld, such signs on the exterior or interior of the Premises as Tenant may deem desirable if the signs do not violate the laws, rules, or regulations of the municipality in which the Premises are situated. 35. Termination; Merger. Unless specifically stated otherwise in writing by Landlord, the voluntary or other surrender of this Lease by Tenant, the mutual termination or cancellation hereof, or a termination hereby by Landlord for Breach by Tenant, shall automatically terminate any sublease or lesser estate in the Premises; provided, however, Landlord shall, in the event of any such surrender, termination or cancellation, have the option to continue anyone or all of any existing subtenancies. Landlord's failure within ten (10) days following any such event to make a written election to the contrary by written notice to the holder of any such lesser interest, shall constitute Landlord's election to have such event constitute the termination of such interest. 36. Consents. KeYWC:Sl.doc Initials -10- (a) Except for Paragraph. 33 hereof (Auctions) or as otherwise provided herein, wherever in this Lease the consent of a Party 'is required to an act by or for the other Party, such consent shall not be unreasonably withheld or delayed. (b) All conditions to Landlord's consent authorized by this Lease are acknowledged by Tenant as being reasonable. The failure to specify herein any particular condition to Landlord's consent shall not preclude the imposition by Landlord at the time of consent of such further or 9ther conditions as are then reasonable with reference to the particular matter for which consent is being given. 37. Quiet Possession.' Landlord covenants and agrees that so long as Tenant observes and performs all of the agreements and covenants required of it hereunder, Tenant shall peaceable and quietly have, hold and enjoy the Premises for the Term without any encumbrance, interference .or hindrance by Landlord. If Tenant's use of the Premises is limited or denied through rezoning, environmental impact edict, or other action of any public or quasi-public agency or governmental authority, this Lease, at the sole option of Tenant, shall terminate as of the effective date of such action and the rent applying to the unexpired portion of the Term will abate. 38. Options. 38.1 Defmition. As used in this Paragraph 38 the word "Option" has the following meaning: (a) the right to extend the term of this Lease or to renew this Lease or to extend or renew any lease that Tenant has on other property of Landlord: (b) the right of first refusal to lease the Premises or the right of first offer to lease the Premises or the right of first refusal to lease other property of Landlord or the right of first offer to lease other property of Landlord: (c) the right to purchase the Premises, or the right of first refusal to purchase the Premises, or the right of first offer to purchase the Premises, or the right to purchase other property of Landlord, or the right of first refusal to purchase other property of Landlord, or the right of first offer to purchase other property of Landlord. 38.2 Multiple OPtions. In the event that Tenant has an Multiple Options to extend or renew this Lease, a later Option cannot be exercised unless the prior Options to extend or renew this Lease have been validly exercised, or the exercise of same was waived by mutual agreement of Landlord and Tenant. 38.3 OPtions~ Landlord has granted to Tenant, in addition to any right to extend this Lease under Paragraph 3.4, if any, the following described option: None 39. Performance Under Protest. If at any time a dispute shall arise as to any amount or sum of money to be paid by one Party to the other under the provisions hereof, the Party against whom the obligation to pay the money is asserted shall have the right to make payment "under protest" and such payment shall not be regarded as a voluntary payment and there shall survive the right on the part of said Party to institute suit for recovery or such sum. If it shall be adjudged that there was no legal obligation on the part of said party to pay such sum or any part thereof, said Party shall be entitled to recover such sum or so much thereof as it was not legally required to pay under the provisions of this Lease. 40. Authority. If either party hereto is a corporation, trust, or general or limited partnership, each individual executing this Lease on behalf of such entity represents and warrants that he or she is duly authorized to execute and deliver this Lease on its behalf. If is a corporation, trust or partnership, Tenant shall, within thirty (30) days after request by Landlord, deliver to Landlord evidence satisfactory to Landlord of such authority. 41. Conflict. Any conflict between the printed provisions of this Lease and the typewritten or handwritten provisions shall be controlled by the typewritten or handwritten provisions. 42. OtTer. Preparation of this Lease by Landlord or Landlord's agent and submission of same to Tenant shall not be deemed an offer to lease to Tenant. This Lease is not intended to be binding until executed by all Parties hereto. 43. Amendments. This Lease may be modified only in writing, signed by the Parties in interest at the time of the modification. 44. Multiple Parties, Except as otherwise expressly provided herein, if more than one person or entity is named herein as either Landlord or Tenant, the obligations of such Multiple Parties shall be the joint and several responsibility of all persons or entities named herein as such Landlord or Tenant. LANDLORD AND TENANT HAVE CAREFULLY READ AND REVIEWED THIS LEASE AND EACH TERM AND PROVISION CONTAINED HEREIN, AND BY THE EXECUTION OF THE LEASE SHOW THEIR INFORMED AND VOLUNTARY CONSENT THERETO. Keywt::5l.doc Initials ~ -11- The parties hereto have executed this Lease at the place on the dates specified above to their respective signatures. K f>( rJ~SI, pL S--/1 3/9t' , I Executed at Dallas, Texas J~ Executed at , 19 q rg : If? on on by TENANf: by LANDLORD: Greyhound Lines, Inc., a Delaware corporation ~~ J ALk:': J-l9 N ( bAl M .A ,-( b C ce Pr~sident, COO ::p,* form . , Attorney C 61-I--f('; E Rt . ~ <2 S '; f'J-- 330 cjlJ s-rt"-O iL 4:. i 30/ ~9t./-WR 'II Address: Greyhound Lines, Inc. P. O. 660362 Dallas, TX 75266-0362 Tel. No. (214) 849-8533 Fax No. (214) 849-6966 Address Tel. No. Fax No. /~~."..-._, /: . /: . (SEAL) AITEST: DANNY l. KOLHAGE, CLERK Keywes(. doc Initials -12- ADDENDUM Notwithstanding any other provisions contained in the Lease, the following provisions are incorporated in the Lease as if set forth therein at length: A. The Tenant for himself, his personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree that (1) 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 said facilities, (2) that in the construction of any improvements on, over or under such land and the furnishing or services thereon, 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, (3) that the Tenant shall use the premises 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 non-discrimination covenants, Airport Owner shall have the right to terminate the lease and to re-enter and as if said lease had never been made or issued. The provision shall not be effective until the procedures of Title 49, Code of Federal Regulations, Part 21 are followed and completed including exercise or expiration of appeal rights. B. It shall be a condition of this lease, that the Landlord reserves unto itself, its successors and assigns, for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the re..al property hereinafter described, 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. That the Tenant expressly agrees for itself, its successors and assigns, to restrict the height of structures, objects of natural growth and other obstructions on the hereinafter described real property to such a height so as to comply with Federal Aviation Regulations, Part 77. That the Tenant expressly agrees for itself, its successors and assigns, to prevent any use of the hereinafter described real property which would interfere with or adversely affect the operation or maintenance of the airport, or otherwise constitute an airport hazard. C. This lease and all provisions hereof are subject and subordinate to the terms and conditions of the instruments and documents under which the Airport Owner acquired the subject property from the United States of America and shall be given only such effect as will not conflict or be inconsistent with the terms and conditions contained in the lease of said lands form the Airport Owner, and any existing or subsequent amendments thereto, are subject to any ordinances, rules or regulations which have been, or may hereafter be adopted by the Airport Owner pertaining to the KWIA Airport. D, Notwithstanding anything herein contained that may be, or appear to be, to the contrary, it is expressly understood and agreed that the rights granted under this agreement are non-exclusive and the Landlord herein reserves the right to grant similar privileges to another tenant or other tenant's on other parts of the airport. Keywl:sl.doc Initials -13- " '.... . SLOPE . A-7'-7" .'< T '1:12" . ....., SLOPE:') ------- --------~---------;~1z-~--- ----------- 35'-411 'RAIUNGS TYP. ---_:1.._______.__ " t .A.l.U11. SJli'ltEI'RONT ENTrv.~CE WITH ru I 'pULL .; en. LOC.I'. . I &AGG^GE ".0. !. -, SLOPE < .', . 1'12 . . - --------------- - .14'-4" '. fBQpOSED GREYHOUND LEASE SPACE - 1.~4-0 N*'! K~Y WE~T AlP-FORT ---------- i 1<E'I" WEST I Fl. f'F-Er...."ED 13'(: GLI rROrE~ !:lEV. PErT. I- 'Z.1-"e. / JDI DASIlED U E ~~~~~~ TO ,'.6" A IF. I I 18' D\A. CONVEX HI"Ro~ e "T" ~.f.F. INf=tI.L CCUNTE/l.. ! TICKETS ~.r SoLII) LU~1l Pc,oR ~W3 W/E RANCE LocK Y.'!.:!/ SCALE' :3/161 :: ,'.0. TENANT 125 I 1C~'NG ~.r l..,,,,,) WAITrN G E I C(jI'1HC>~ MEA I E 1.'~'-O" 5'-4" @IEXTEf:.IOf:.PAYPHONEOUTLn <! +~. A.r.F. I ON WML Arr~ox. ,"' fRoM eASE Of STAl~) 5'-4" 21'-3" ~ I I , '..~.!.~~".-' A' ."._. ,'___~) 10'-411 ;~ 0:::;-, EX~\6rT ^ '';:''.. ./ im~i~ummfujfmalUi.li{1~fuitWfmi~~HI}llii . . . .\ ---'-'$ <~: 'E~~lt A I ---_..-~ . - --.----{ ::.......-.--...- ( =-] -~ :.._- , J ~..._._.._._.. . . . - , il if Ii .j H H -"---'l! :: --.- !~ ~~ -'1 '--..-........i :...-.. r- I ~ I I . , \--t- -...----'1 . ~ r-..__n_- ... ~. " 'I.. ," H !.....f.,. ---- it ~~. .'.. ". :i u i! !~ .'., }j f :f I; '~1 I I I I I I I I ~ I j, I ; ii j I ..~ 1 J II j i Ii f .i i/ ! j '/ // ----'~ / ....,....!/..../,./.:..,.,~,~:l _...../// ,/ /~i' ...;c >";-./ .:~.:/.l- ; ........ ._....__..-~~..- r . .---<.:::// 0" .... --,.:...-' fi' ..;"!-;-'-- l ..... - \.-.0' t ,. '1 .' (r- ... ...-:;:~- .~~-;:-:/ Y ~..."'_..... _4J' .........l"" _..~- ~ ~ 1---/- " "or :- ::' .':--:". ~ I -to I I~ , .f~ ----\ I - \ I -~ /-lj{";~~,~\\ , - -:. ,-,",:}:;..;;.~\".. , ..\ ':~, - V~ r.C' r~ "\ ,\ \ \;.~_::;:>~:~r~~~. .~ n gF "(J" 6 . ~'..:~:.:''''' w-.~ ~. '~i . ,_, n \ \ll~7'ti ' ~~ "...' .~~:: Ai. '~~ -:-:-: ''-'. ~. /. :~<.:~~j:.~" ~:~~ 2.19 ~ ~ $;: ~~ ...:.... ~.~ t:rt.- !~ CD . ~i n g ..... \~ :.... U. :: fo.)' " " '.",' /~ ~.~r.'~'~. :-"-i ;.-,-,"~ ro.'. .~)> ,; ~ ~ ~. ..~ .~.. V .~~<? '. . ~ tTl' . -f \j). ,~-:--- .... -' t:... ')l. , ~ {TT ...- ;"-"1<'''~:;f''.\J " .. ~ ~,; 70 ~ . -" '6 ~/ ..,. ,'""G' ~~.~_.._' :.- !!".:.d"l.','. ; ~ . Q~~' ". ,-' .~'.': t. :.0-, ~ ..J~ - l. '.'~' _::~.:_ '~:... ;;',~, ~)- '-' :E:' ~ ~ ji~i,t f"""'~' :; hl~L~~ ~.~~l wilL.!. ,-is :2 ; ~; ~ -..1 .~;: :,r.--' J ;"1 . , '3 0 " : ~ 6-..::-c 111 ^ c:. 'J-';i:: ...,-'-=j7! . tTtz .;~~~y; 'Jipi~, .j. I. m..:,""tr, 71, ~7'f ." '~'-'~'.r' 3, tt If:' " .,t:.t:-..:.t:.;'J/;':'::'" z< 'Ii'(~' : .....-. ,I :'~"." ,'.". ~_. , ,m, ;:;::,i0t):'J~L " .,~ ~'UI:,c!L_';~:'1:i~:';'.:'".(, ~ ~:~ ",' :dH'~" ;..J,;:? ;';;:: - '.. , 5;.:z: , . ..!q " . 1"-;:' 5 .~. 'IH . ' :::::J 7" Tt .~ ..i!=. tt1 .' iU '1 ~ ..,. .." ~:s :.: . . . .~ ~.r\ ~ ,il.. ~:"':;E, r:;~'~ 1 . J::::~ "" ,"':"-', , ..... r)~ ','" "_""__ . '. .~.." "_ at . ~ 'Pt) .l~:~,~r;{~~. it .>\ fJ,.,;:' -..'.;' ->',; n';":~~l.!1" -, . J) -' "'-~. ...,1,., ...,.. ..1' :r--1~'~ l', ~_.~.~::~l.'?\ ~i:': .' ..~,::..,:;~.... r.. '" "~:':~" _.,~.::, :" : >, . :.:- '~::?:~'i~' " ',:':. -_J'.,;> ,...'., ....! ". F' ~" "-~ -..... " ~]-- ~ :~11.'.'~: · ;.,. . .., .. '<~:"0\.~1~~:;-"~'_~ ~.; ~~_ l . '. '_"'::','-_f._ "i. ._'.~: ';": .. "'. "- . r !. <<~)":.:,;:- ~, . '~_~'~-:-"__:-~:'!"';""'__~.~'-'-""_,.'.-.'_"'..'~,_:...._,.,,~.!,_.:.;;1 ~"~";' .Y.': : ~ '~ ' -: ..' ~ ' t . ::'';. ' ;';J~~:~(/~:,~~ l~ t&~..~_. - ..~~l:.', ....~~:.~I<}':.';:':::; .i' . ... .. : ~".~~- '..::' ~ ! '~~-::::'.~- <+. ! ~ ~. rr<, ~:/;{ ::..:"J:"'<~" _:~':r~~;~.:'~~/~::~ ~,: ....'. t..:1. . "_.\.J;:-"--l-: ...~-;x.'!~~-"......4\~."!:r.::. ~ .. . .' 1..... ....:~-~,... ~ ~. ~".r1 ...~~-:.... -~["'(:'''''6J;'ll:.. ...., , : .:- " . y ';>>";;-:~~";';":''"'''~''~{'~.y.'~::r;,~ .:....~,,<;:......-1.,: ' .., , , '1'"':.(" ~.~......-, . '"\'<r~ '':''~~'''-...,--.......- , '; ,i~r' :-,=,:.::...:f" "(/ -: ;.S-'t';p~' ;~~ ",,;:::"':r1;:"~',I":~:.&.' ,~ ~ ~ : ~ -i': : . ;.-;. 12.0 29.3~U . i~~ ~j (0 :' C"~~ :-:~ ~'fe. L; of". ...._..._1 ~~ ~i .' H ~: H " " j l ,~ i If J ii (:: ti ,.. U. ~ t I,. '. A tt1 7- ~ ~ '\../ .~ ~\ \\ \\ ~Ail S \"i . ~...r \~ O~ fA. ~ , . "\ ~. .... t-) t ~~ ., , .11, ,...., \ .'~ 8l:sL; : \ -t,~ EXHIBIT "B" to that certain Lease Agreement by and between Greyhound Lines, Inc., as Tenant Dated , as Landlord and , 1997 Non-Disturbance and Attornment A2reement This Non-Disturbance and Attornment Agreement ("Agreement") is made and entered into to be effective as of 19 , by, between among ("Mortgagee"), and Greyhound Lines, Inc., a Delaware corporation ("Tenant"). ("Landlord "), WHEREAS, Mortgagee is the owner and holder of lhat certain promissory note dated , 19 in the original principal sum of Dollars ($ ), executed by Landlord and payable to the order of Mortgagee (the "Note"), secured by a Mortgage/Deed of Trust of even-date therewith (the "Mortgage"); WHEREAS, the Mortgage constitutes a lien or encumbrance on that certain real property more particularly described in Exhibit "A" attached hereby and incorporated herein; WHEREAS, Tenant is the holder of a leasehold estate covering a portion of the Property (the "Demised Premises") as set forth in that certain lease between Landlord and Tenant dated , 19 (the "Lease"); WHEREAS, Tenant, Landlord and Mortgagee desire to confirm their understanding of their respective rights with respect to the Lease and the liens created by the Mortgage; WHEREAS, as consideration for Landlord and Tenant entering into the Lease and the benefit to the Mortgagee arising from the value of the Lease, the parties desire to enter this Agreement. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiencies of which are hereby acknowledged, and in order to induce Mortgagee to consent to the Lease, Landlord, Tenant and Mortgagee hereby and covenant as follows: Non-Disturbance. Provided Tenant is not in default (beyond any period provided to Tenant in the Lease to cure and remedy such default) in the payment of rent or the performance of any of the terms, covenants or conditions of the Lease on Tenant's part to be performed, Tenant's possession and occupancy of the Demised Premises shall not be interfered with or disturbed by Mortgagee during the term of the Lease or any extension, renewal or'amendment thereof duly exercised by Tenant and Tenant shall, from and after Mortgagee's acquisition of the interests of LandIordtn the Property, have the same remedies against Mortgagee for the breach of the Lease that Tenant would have had under the Lease against Landlord if Mortgagee had not succeeded to such interests. Attornment. If the interests of Landlord in the Property are acquired by Mortgagee by foreclosure, deed-in-lieu of foreclosure, judicial action or any other method, (a) Tenant agrees to attorn to Mortgagee as the landlord and Tenant shall be under all of the terms, covenants, and conditions of the Lease for the balance of the term thereof remaining including any extension or renewal options which are exercised in accordance with the terms of the Lease; and (b) the interests so acquired shall not merge with any other interests of Mortgagee in the Property if such merger would result in the termination of the Lease. General Provisions. The provisions of this Agreement shall be effective and self-operative immediately upon Mortgagee succeeding to the interests of Landlord without the execution of any other instrument. This Agreement may not be modified orally or in any other manner except by an instrument in writing signed by the parties hereto, their respective heirs, successors and assigns. Upon recorded satisfaction or release of the Mortgage, this Agreement shall become null and void and of no further effect. KcywCSl.doc Initials ..... -15- IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. Landlord: By: Its: Landlord Notarization: STATE OF COUNTY OF On this day of . 19_, personally appeared known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that said person executed same for the purposes therein stated. Notary Public My Commission Expires: Mortgagee: By: Its: Mortgagee Notarization: STATE OF COUNTY OF On this day of , 19_, personally appeared known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that said person executed same for the purposes therein stated. Notary Public My Commission Expires: Tenant: GREYHOUND LINES, INC. By: Its: Tenant Notarization: STATE OF COUNTY OF On this day of , 19_, personally appeared known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that said person executed same for the purposes therein stated. Notary Public My Commission Expires: Keywest.doc Initials -16- EXIllBIT "C" . PAGE 1 ADDITIONAL LEASE PROVISIONS. IF LEFT BLANK, NONE EXIST. Keywest.doc Initials ..... -17- e Greyhound Unes, Inc. VENDO"R INFORMATION SHEET (MUST BE FILLED OUT COMPLETELY) COMPANY NAME: J<e j Wr<..-sT INT.e-nNATtoAl/1 ~ A J n-POILT REMITTANCE ADDRESS: 3 Lf 9/ S. 0200 S €. v~ Lr 13 o vle.. vA /LcJ (MAILING) " CITY: 1('<-1 STATE: AO/L' <lit We.,fi (Nine Numeric Digits) ZIP CODE: 3.3 oLIO (Nine Numeric Digits) ~o/-){lJ of CovNfy COIvtAf/SSIOJJe4tS - TAXPAYER NA~ fY} ON ft,O e. COU/lJ ry Ex eM P I As Reported to the IRS PHONE NUMBER:(3 e>.s ) a.. Cf.B--- "3 s I 8 FAX NUMBER: (3o-S' ) 'J..?:~- :3 S -; 8 ss# 'FEDERAL TIN #: S .3....i2 Q 0 2..:1!:L 3- Greyhound's stahdard payment terms are NET 45 DAYS 1. Contact: SK.elJy' LAST NAME I1/UT FIRST NAME 2. Corporation 'Individual Proprietorship' Partnership (CIRCLE ONE) - C au IVTy rp cp /1 /1- -r.A1 eN T 2a. If individual or individual propHetorship, include owners name and SS# above. 3. Manufacturer' Distributor' Services (CIRCLE ONE) - fA.Ald 10 J1-d 4. Product or Services Offered: 0 P./OM Tt ON A L g P A- c e . 5. Minority Firm: (Circle One) _ Not Applicable African American Native American Asian America Woman Hispanic/Latin Other VENDOR '~ Completed B.f'15 <2..1IQ..;rfe..-f1 oofLQ.., ~e1:1:P i1 ~ PRINT NAME SIGNA TURE 1/9/9 g DATE GREYHOUND LINES, INC. Requested By: LOCATION: PRINT NAME , PHONE #: PRINT Fax Completed Forms to: GREYHOUND LINES, INC. Rev 06/97 ~<') y-o-\-~~ ~ V & 5 FAX (214) 849 -.... f41t,(, Fom.' .W-9 (Rev. Decemb<< 1996) ~oftne Trea&utY ItDtMI R_ 5eMce Request for Taxpayer Identification Number and Certification . Give form to the requester. Do NOT send to the IRS. ~~a joint account or you changed your name, see Spectnc Instructions on page 2.) o Of} /ld () COUN- Co M M {':;'5/ olJ Q...^-S' - .! Business name, if dift'erent from abow. (See SpedtIc S 00 page 2.) o e We s -X lVTe/lJlJ ION A L A {IL 0/1-::;- ~ Check appropriate box: 0 lndIYtduallSole proprieloc 0 Corporation 0 Partnerahip Co ~ Addreu (number, street, ~. Of suite no.) : "3 (/ Cf I ~ J IL oOSf'_ Va.. L a: c, '- st2.te, and ZIP code f\.'Q. (Ai a Sf 0 _ d 1'1 "'3 "30L 0 i:R~r Taxpayer Identification Number (TIN) 69 6 0 0 0 Enter your TIN In the appropriate box. For individuals, this Is your social security number (SSN). However, It you are a resident alien OR 21 sole proprietor, see the instructions on page 2 For other entities, It Is your employe( IdentIncatlon number (EIN). If you do not have a number, see How To Get a TIN on page 2. Note: If the lICCOunt is In monJ then one neme, - the chert on ~ 2 for gu/delnes on whOStJ number to enter. I 1\ t\.- d I Sodal securtty number e. A.t-; OR I Employe( /dentlfk:atlon number ov lIsl aocounIlII.Imbec{&) hefe (opllonal) :j:eiftlW For Payees Exempt From Backup WIthholding (See the Instructions on page 2,) ~ Ce r:tfficatio n . Unde,..,ienatt!es 0/' peljury, I certify that . 1. The number shown on this form is my correct taxpayer Identification number (or I am walting for al1Ul1lber to be Issued to me), and . 2. I am not 6Ubject to backup withholding becaUM: (a) I am exampt from backup wlthholdlng, or (b) I have not been notified t1j the Internal Revenue SeMce (IRS) that I am subject to backup wtthhokIng as a result 0( a fiIIkn to report aIllOOlrest or dMdends, or (el the IRS'" notl1'IecI me that I am no longer subject to backup withholding. Cet1fftcaUon Instructions. - You must CfOS8 out Ilem 2 above If you have been notlfiecl by the IRS that you are curently IUbjec:t to beckup withholding becaUM you have failed to report aD Interest and diVIdends on your tax rehrn. For IllaI eatcIIe trallSac;tioc IS, Ilem Z does not apply. For mortgage Interest paid, lCqUisItlon or abandonrnefi 0( secured property, cancelIatlon of debt, contrtbutIons to an IncIMciJal NlIaement al1'llngeC1Mlnt (IRA), and genenMJy, payments othef" than Interest and livIdeods, you are not required to sign the CertItk:atlon, but you must provide your correct TIN. (See the instructions on page 2.) Sign Here Date~ r /9/ q tf> I slg~ure~ .Q.;v -eJ;I:u H. ~ Purpose of Fonn. - A person who Is requlrec:f to file an infOlTll8tion return wtth the IRS must get your correct taxpayer ldentltlcatlon number (TIN) to report, for example, income paid to you, real estate transactions, mortgage Interest you paid, acquisition or abando!vnent of secured property, cancellation of debt, or contributioM you made to an IRA. Use Form W-9 to give your correct TIN to the person requestlng It (the requester") and, when applicable, to: 1. Certify the TIN you are giving Is correct (or you are wailing for 21 number to be Issued), 2. Certify you are not subject to bacloJp withholding, or 3. Claim exemption from bacloJp withholding if you are an exempt payee. Note: If B requester fives you a form other than a W-9 to request your TIN, you must use the requesters form if It Is substantially similar to this Form W-9. What I" Backup Withholding? - Persons maldng certain payments to you must withhold and pay to the IRS 31 % of such payments undef" certain =nditions This is called 'backup lithholding: Payments that may be subject to backup withhoIdilg include interMt, dividends, broker and b8rter exchange Irwlsactions, rents, royalties, nonempIoyee pay, n::l certaln payments from fiahlng boat operators. "R_ estate transactions are not subject to backup wiIhholdlng. If you give the requester your correct TIN, make the proper certlficatlons, and report aD your taxable interest and <ividends on your tax return, payments you receive will not be subject to backup wlthholdng. payments you receive will be subject to baclaJp wlthhoIdlng If: 1. You do not furnish your TIN to the requester, or 2. The IRS tells the requester that you furnished an Incorrect TIN, or 3. The IRS tells you that you are subject to backup withholding because you did not report all your interest and dMdends on your tax retum (for reportable interest and dMdends only), or 4. You do not certify to the requester that you are not subject to backup withholding under 3 above (for reportable interest and dMdend accounts opened aner 1983 only), or 6. You do not certify your TIN IMlen required. See the Part III instructions on page 2 tor details. Certain payees and peymenta are exempt from backup withholding. See the Part II Instructions and the IepInIte 1n&tl'uctloM for the Requester of Fonn W4. Penalties Failure To Furnish TIN. - If you falHo furnish your correct TIN to a requester, you are subject to a penalty of $50 for elICh such fallt6e unless your faiure Is due to reasonable caUse and not to wIllful neglect. Civil Penalty for False Information With Respect to WIthholding. - If you make a false statement with no reasonable bBaIs that results in no backup withholding, you are subject to a $SOO penalty. Criminal Penalty for FlIlsifylng Information. _ WiUfuUy falslfyIng certifications or affirmations may subject you to criminal penalties including fines and/or Imprlsonment. Misuse of TINs. - It the requester discloses or uses TINs in violation of Federal law, the requestet" may be subject to civil and criminal penalties l<;/. Form W-9 (Ro-v. 12-5-6) S';~- I U)f~LL'1 1 Sedgwick of Texas, Inc. 500 North Akard, Suite Dallas, TX 75201 CERTIFICATE OF LIABILITY INSURANCE 5;~TE~~~D~/VV) !THIS CERTIFICATE IS ISSUED AS A MAlTER OF INFORMATION i ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE ! HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR : ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. COMPANIES AFFORDING COVERAGE 2200 A4,ORDTM PRODUCER 214/84('1-5000 COMPANY A INSURANCE COMPANY OF N. AMERICA INSURED Gr e y h 0 un d L i n e s, In c., eta 1 Attn: Ray McGueen 15110 N. Da llas Par kway, #400 Dallas TX 75248 COMPANY B COMPANY C COMPANY D COVERAGES THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD i INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS j CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, ;__F2'_~~~SIONS AND CONDITIONS O~SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO I TYPE OF INSURANCE i POLICY NUMBER II POLICY EFFECTIVE POLICY EXPIRATION LTR ! DATE (MM/DD/VV) DATE (MM/DD/VV) A GENERAL LIABILITY SLG19326688 I 6/28/97 6/28/98 I -lCOMMERCIALGENERALLlABILlTY . $3, 500, 000 ! --I CLAIMS MADE KJ OCCUR: Ex c e s s 0 f i---j OWNER'S & CONTRACTOR'S PROTI $1, 500,000 . . Self Insured f--i H_______ Retention LIMITS i I -~- GENERAL AGGREGATE $ I PRODUCTS. COMP/OP AGG $ 1 PERSONAL & ADV INJURY $ I EACH OCCURRENCE $ $ $ N/A * * * FIRE DAMAGE (Anyone fire) MED EXP (Anyone person) 50000 I AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ , . ----, i ANY AUTO ! ALL OWNED AUTOS -: ; , SCHEDULED AUTOS f------j I . HIRED AUTOS I-----j I , :J NON.OWNED AUTOS I BY , r-----.------~_.---+--- i BODILY INJURY I (Per person) , $ ,-------------------t-~-- I I BODILY INJURY I $ I (Per accident) I c---- ! i PROPERTY DAMAGE I $ . AUTO ONLY - EA ACCIDENT $ i OTHER THAN AUTO ONLY: r--- ! EACH ACCIDENT $ AGGREGATE $ , I I I !l~~GE LIABILITY '._J ANY AUTO ... i waM:R: "'.-*-'mI-+ i I ~_* lA) er~ I EACH OCCURRENCE i AGGREGATE ! $ $ $ : EXCESS LIABILITY ~i UMBRELLA FORM H i OTHER THAN UMBRELLA FORM , , WORKERS COMPENSATION AND ! i EMPLOYERS' LIABILITY I THE PROPRIETOR! I PARTNERS/EXECUTIVE I OFFICERS ARE: ! OTHER I ! ----,- I INCL I I EXCLI $ EL DISEASE. POLICY UMIT $ EL DISEASE. EA EMPLOYEE $ DESCRIPTION OF OPERA TlONS/LOCA TIONSNEHICLES/SPECIAL ITEMS Re: Location at 3491 S. Roosevelt Blvd" Adam Arnold Annex Bldg., ,Key West, FL, See attached for additional insured information. CERTIFICATE HOLDER CANCELLATION Monroe County Board of County Commissioners/Attn: B. Moore Public Service Building 5100 College Rd. Crosswing 101 Key West, FL 33040 i ACORD 25-S(1/95) 6- SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCEUED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 60 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR L1ABIUTY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE 1 ~~D CORPORATION 19..1 CERTSS_ 1 ATTACHMENT TO CERTIFICATE OF INSURANCE ISSUED TO Airport Business Coordinator 1. The below listed is (are) named as Additional Insured and Loss Payee only to the extent provided by the indemnity provisions contained in the certain contract or lease(s) entered into between the parties which requires the party to be named as an additional insured! loss payee. 2. The additional insured coverage is further limited to claims arising out of the insured's sole negligence and specifically excludes coverage for the additional insured's separate, independent, or comparative negligence. 3. The additional insured coverage shall not apply with regard to claims made by an insured or additional insured under this policy against any other insured or additional insured under this policy, 4. The additional insureds are as follows: Monroe County Board of County Commissioners Public Service Bldg., 5100 College Rd., Cross Wing Rm. 101 Key West, Florida 33040 Re: Location at 3491 S. Roosevelt Blvd., Adam Arnold Annex Building, Key West, FL Auth~M....J