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Item D37 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: December 20, 2006 Division: Airports Bulk Item: Yes X No Department: Florida Keys Marathon Airport Staff Contact Person: James R. "Reggie" Paros/289-6002 AGENDA ITEM WORDING: Approval of Lease Agreement between Monroe County and Matthew Schulte and Robert DeField, Tenants, for hangar space at the Florida Keys Marathon Airport ITEM BACKGROUND: See attached memo. PREVIOUS RELEVANT BOCC ACTION: On October 15, 1997, Board approved lease agreement between Monroe County and Charles Pierce and Bob Cayce for hangar space at the Marathon Airport. On April 8, 1998, Board approved Assignment of Lease for hangar space at the Marathon Airport from Charles Pierce to Robert DeField. On February 19, 2003, Board approved a Lease Renewal Agreement for an additional five year term, ending on October 31,2007. On September 20,2006, Board approved a Consent to Assignment from Robert Cayce to Matthew Schulte for the East Bay of Hangar One due to a change of ownership. CONTRACT/AGREEMENT CHANGES: The term of the agreement has been extended in exchange for the tenants to assume maintenance and insurance responsibilities for the leased property. The lease is for a ten-year term, with the option to renew for three additional five-year terms. STAFF RECOMMENDATIONS: Approval TOTAL COST: N/A BUDGETED: Yes No COST TO COUNTY: SOURCE OF FUNDS: REVENUE PRODUCING: Yes..x No AMT MONTH $191.95 Year $2301.00 APPROVED BY: County Atty YES OMB/Purchasing YES Risk Management YES DOCUMENTA TION: Included X Not Required_ DISPOSITION: AGENDA ITEM # Revised 8/06 HOUSING AND COMMUNITY DEVELOPMENT FLORIDA KEYS MARATHON AIRPORT James R. "Reggie" Paros, Director/Manager 9400 Overseas Highway, Suite 200 Marathon, FI. 33050 Telephone: (305) 289-6002/289-6060 Facsimile: (305) 289-6071 ADDITIONAL INFORMATION MEMO TO: Monroe County Board of County Commissioners FROM: James R. "Reggie" Paros, Director Housing and Community Development Florida Keys Marathon Airport Manager SUBJECT: Lease Agreement with Matthew Schulte and Robert DeField for hangar space at the Florida Keys Marathon Airport DATE: December 5,2006 The original Lease Agreement for this hangar space was for a term of five years, beginning October 1, 1997 and ending October 31, 2002, with an option to renew for three additional five year terms by providing the County with written notice of their intent to do so thirty days or more in advance of the term's expiration date; in the second ten years the rent would be charged at fair market value, established after an appraisal of the premises and calculated pursuant to the then current rates and charges study. On October 31, 2002, a letter was received requesting to extend the lease for an additional five year period. On February 19, 2003, the Board approved the Lease Renewal Agreement, which waived the requirement to provide thirty day written notice and extended the agreement for an additional five years, effective November 1,2002 and ending October 31,2007. The attached Lease Agreement extends the term of the lease, in exchange for the tenants to assume the maintenance and insurance responsibilities for the leased property. The lease is for a term of ten years, with the option to renew the lease agreement for three additional five year terms by providing the County with written notice of their intent to do so thirty days or more in advance of the term's expiration date. JRP/sd MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CO~TR.A.CT SID1MARY Contract # Contract with: Matthew Schulte and Effective Date: Upon Approval Robert DeField Ex pirati on Date: 1 0 year term with option to renew for three additional five-year terms Contract Purpose/Description: Nev.' lease agreement with \1atthe\v Schulte and Robert DeField for a longer te11ll in excham!:e for tenants to assume maintenance and insurance responsibilities for the leased property at the Marathon AirporT Contract Manager: James "Reggie" Paros (N ame) 6002,/6060 (Ext.) Marathon Airport/Stop 15 (Department) for BOCC meeting on December 20,2006 Agenda Deadline: December 50. 2006 CONTRACT COSTS Total Dollar Value of Contract: $191.75 month! Current Year Portion: $191.75 per month $2.301.00 YI" (Rev) Budgeted? YesD No 0 Grant: $~ County Match: $~ Account Codes: - - ~-- - - - - ~-~-~ - - - - ~~~-~ - - - .........------ - - ~ - ADDITIONAL COSTS Estimated Ongoing Costs: $_/yr For: (Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.) CONTRACT REVIEW Changes ~:~l;2' Needed ~ Division Director ~r;f,. YesO No~ --. Risk Manag~men~'f ~j -:W.(}C YesO NoB" O.n:n./Pur~h}\~1g -$o{~ YesO No0 --+ ~~:57 County Attorney YesO NolZJ Prepared by Pedro ?\.1ercado Comments: LEASE AGREEMENT THIS LEASE AGREEMENT lS made and entered ioto this _ day of , 20_, by and betvv'eeo __'vlonroc County, a political subdivision of the State of Florida, whose address is the Florida Keys ~1arathon Airp01i, 9400 Overseas Highway, Marathon, FL 33040, hereinafter COL:-JTY, and ?vlatt Schulte and Robert Defield, whose respective addresses are 205 W. Scavie\v Lane, Marathon, FL 33050 and 11425 Overseas Highway, Marathon, FL 33050, hereinafter called TE\rAt\~TS. \VHEREAS, COUNTY owns an airport known as the Florida Keys Marathon Airport, located in Marathon, Monroe County, Florida, and WHEREAS, TENANTS, currently lease certain property at the Florida Keys Marathon Airport, and WHEREAS, TENANTS current lease expires on October 31, 2007, and WHEREAS, TENANTS are willing to assume maintenance and insurance responsibilities for the leased property in exchange for entering in to a new lease with a longer term, and WHEREAS, TENANTS desire to obtain certain rights, services and privileges m connection with the use of the Airport facilities, and the COUNTY is willing to grant and lease the same to TENANTS upon the terms and conditions hereinafter stated, now, therefore, IN CONSIDERATION of the premises and of the mutual covenants and agreements herein contained, and other valuable considerations, COUNTY does hereby grant and lease unto TENANTS, and TENANTS do hereby lease from the COUNTY, certain premises, facilities, rights, and privileges in connection with and on the Airport, as follows, to wit: WITNESSETH Page 1 of 14 1) The parties mutually agree to cancel their October 15, 1997 Lease Agreement and their February 19, 2003 Lease Renewal Agreement with neither party having any further duty, obligation or liability to the other under the terms of that 1997 lease or its 2003 extensiol1. A copy oftlle 1997 lease and the 2003 renc\val are attached to this lease as Exhibit A. 2) Thc COUNTY leases the property described in Exhibit B, hereafter the premises, to the TENANTS for a term of Ten years, beginning on the _ day of 20_, and ending on the day of , 20 The TENANTS may renew this lease agreement for three additional five year terms by providing the COUNTY with written notice of their intent to do so thirty (30) days or more iIi advance of the term's expiration date. 3) The rental payment for the premIses during the first year of this agreement is $191.75 per month, plus the applicable sales tax, payable at the Airport Manager's Office, Florida Keys Mmathon Airport, 9400 Overseas Highway, Marathon, FL 33050. The monthly rental payment will increase for each successive year of the first ten (10) years by the following amount: the total rental amount for the year multiplied by the increase in the consumer price index (C.P,1.) for the Miami/Ft. Lauderdale area divided by twelve (12). Rent may be paid by the month or year at the TENANTS' option. Following the initial term often (l0) years, the rent charged will be at fair market value, established after an appraisal of the premises. Following establishment of the fair market value rental rate, the rent will thereafter be subject to the yearly CPI increases provided for in this paragraph. 4) a) The parties acknowledge that there is an existing hangar on the premises that belongs to the TENANTS. At the end of any teml at which the lease is not renewed, TENANTS shall remove the existing hangar from the premises at TENANTS solei expense. Page 2 of 14 b) (i) The TENANTS may not conduct any commercial activity or operate an FBO on the premises without the permission of the COUNTY. The premises are leased strictly for use by the TENANTS' private aircraft. (ii) The TENANTS must keep the County's Florida Keys Marathon Airport Manager apprised of the names of persons and their aircraft that the TENANTS have authorized to use the hangar facilities. The Manager must be notified as soon as possible when an authorized occupant is added or deleted. c) The TENANTS are responsible for the maintenance of the hangar. 5) The TENANTS are responsible for insuring the leased premises. a) TENANTS shall obtain or possess the following insurance coverage's and will provide Certificates ofInsurance to COUNTY to verify such coverage: Aircraft Liabilitv to include Hangar-Keepers Liabilitv with limits not less than $1,000,000 (One Million) per occurrence All Risk Property Insurance to include perils of wind and flood for full replacement value of building/structure. Airport Liabilitv with limits not less than$I,OOO,OOO (One Million) per occurrence b. The Monroe County Board of County Commissioners will be included as "Additional Insured" on all policies issued to satisfy the above requirements. All forms of insurance required above shall be from insurers acceptable to the County. c. All insurance policies must specify that they are not subject to cancellation, non-renewal, material change, or reduction in coverage unless a minimum of thirty days prior notification is given to the Lessor by the insurer. d. TENANTS shall maintain the required insurance throughout the entire term of this lease and any extensions which may be entered into. The COUNTY, at its sole option, has the right to request a certified copy of any and all insurance policies Page 3 of14 required by this lease. Failure to comply with this provision shall be considered a default and the COUNTY may terminate the lease in accordance with Paragraph 36. Any deviations from these General Insurance Requirements must be requested in writing on the County prepared form entitled "Request for Waiver of Insurance Requirements" and be approved by Monroe County Risk Management. 6) If the premises are needed for the expansion of the Airport or the Federal Aviation Administration requires the removal of premise improvements, then the COUNTY shall provide an alternative location by mutual agreement within thirty (30) days written notice to the TENANTS. If a suitable alternative location is unavailable or if mutual agreement as to location can not be reached, the COUNTY may cancel this lease upon 30 days written notice to the TENANTS. Upon such termination, the COUNTY will have no further obligation to the TENANTS, including the obligation to pay money or any damages. The COUNTY must also remove the hangar at COUNTY expense. If the cancellation of this lease under this paragraph occurs during the initial term of this lease, the COUNTY must dismantle and return the hangar to the TENANTS at any place designated by them within the Airport that is acceptable to COUNTY. 7) The TENANTS may assign this lease with the approval of the Board of County Commissioners, whose approval may not be umeasonably withheld. 8) The TENANTS must not authorize, permit or suffer any construction mortgage or other lien of any nature to be placed on the hangar. 9) The TENANTS must pay all utilities, including gas, electricity, water and solid waste disposal charges, if any, and any installation charges that may be required for those utilities. 10) The TENANTS must not make any unlawful or offensive use of the premises and must permit the COUNTY or its agents to inspect the premises at all reasonable times. 11) The TENANTS must obtain, and keep in effect during the term of this lease, the insurance described in paragraph 5. The TENANTS may not begin their occupancy of the premises, Page 4 of 14 regardless of the commencement date of this lease, until they furnish proof satisfactory to the COUNTY's Director of Risk Management that they have obtained the insurance policies required by paragraph 5. 12) Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, TENANTS shall defend, indemnify and hold the COUNTY and the COUNTY's elected and appointed officers and employees harmless from and against (i) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and (iii) any costs or expenses (including, without limitation, costs of remediation and costs of additional security measures that the Federal Aviation Administration, the Transportation Security Administration or any other governmental agency requires by reason of, or in connection with a violation of any federallaw or regulation, attorney's fees and costs, court costs, fines and penalties) that may be asserted against, initiated with respect to, or sustained by, any indemnified party by reason of, or in connection with, (A) any activity of TENANTS or any of its employees, agents, contractors or other invitees during the term of this lease, (B) the negligence or willful misconduct of TENANTS or any of its employees, agents, contractors or other invitees, or (C) TENANTS default in respect of any of the obligations that it undertakes under the terms of this lease, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise from the intentional or sole negligent acts or omissions of the COUNTY or any of its employees, agents, contractors or invitees (other than TENANTS). Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during the term of this lease, this Section will survive the expiration of the term of this lease or any earlier termination of this lease. The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained in paragraph 5. Page 5 of 14 13) a) The TENANTS for themselves, their personal representatives, successors in interest, and assigns, as a part of the consideration hereof, do hereby covenant and agree that 1) No person on the grounds of race, color, or national ongm 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 of 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 TENANTS 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, Non-discrimination 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. b) That in the event of breach of any of the above non-discrimination covenants, the COUNTY 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. c) It shall be a condition of this lease that the COUNTY 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 real property herein described, together with the right to cause in said airspace such noise as may be Page 6 of 14 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. d) That the TENANTS expressly agree for themselves, their successors and assigns, to restrict the height of structures, objects of natural growth and other obstructions on the herein described real property to such a height so as to comply with Federal Aviation Regulations, Part 77. e) That the TENANTS expressly agree for themselves, their successors and assigns, to prevent any use of the herein described real property which would interfere with or adversely affect the operation or maintenance of the airport, or otherwise constitute an airport hazard. f) This lease and all provisions hereof are subject and subordinate to the terms and conditions of the instruments and documents under which the COUNTY 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 from the COUNTY, and any existing or subsequent amendments thereto, and are subject to any ordinances, rules or regulations which have been, or may hereafter be adopted by the COUNTY pertaining to the Florida Keys Marathon Airport. g) 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 COUNTY herein reserves the right to grant similar privileges to another tenant or other tenants on other parts of the Airport, 14) This lease will be automatically be canceled, and the title to the improvements on the leased premises will revert to the COUNTY, should the TENANTS fail to occupy the premises Page 7 of!4 within six months of the commencement of this lease or if, during the term of the lease, the premises are abandoned for a continuous period of six (6) months. This reverter provision applies notwithstanding anything contained elsewhere in this lease agreement. 15) The TENANTS, on keeping the covenants and agreements set forth in this lease, are entitled to quiet and peaceful enjoyment of the premises without any interruptions by the COUNTY or by any person or persons claiming by, through or under the COUNTY. 16) All communications between the parties should be between the following persons at the following addresses: Florida Keys Marathon Airport Manager Florida Keys Marathon Airport 9400 Overseas Highway Marathon, FL 33050 Mr. Matthew Schulte 205 W. Seaview Lane Marathon, Fl. 33050 Mr. Robert E. Defield 11425 Overseas Highway Marathon, FL 33050 The parties agree that any communication required from the COUNTY to the TENANTS will be considered sent and delivered if sent and delivered to either Tenant. Any communication required from the TENANTS to the COUNTY will be considered sent and delivered if sent and delivered by either Tenant. 17) Any action taken by either Tenant under this lease will be binding on the other Tenant as if the action had been undertaken jointly. 18) The TENANTS under this lease are to be considered joint tenants with a right of survivorship. In the event of the death of either Tenant, the surviving Tenant will automatically acquire and assume all the deceased Tenant's interests, obligations, duties and privileges under this lease agreement. 19) The TENANTS warrant that they have not employed, retained or otherwise had act on their behalf any former COUNTY office or employee in violation of Section 2 of Ordinance No. 10-1990 or any COUNTY officer or employee in violation of Section 3 of Ordinance No.1 0-1990. For breach or violation of this provision, the COUNTY may, in its discretion, terminate this lease Page 8 of 14 without liability and may also in its discretion, recover from the TENANTS the full amount of any fee, commission, percentage, gift or consideration paid to the former COUNTY officer or employee. 20) Venue for any litigation arising under this lease agreement must be in a court of competent jurisdiction in Monroe County, Florida. 21) The COUNTY and its authorized officers, employees, agents, contractors, subcontractors and other representatives shall have the right to enter upon the leased premises for the following purposes: a) to inspect the leased premises at reasonable intervals during regular business hours (or at any time in case of emergency) to determine whether TENANTS have complied and are complying with the terms and conditions of this agreement with respect thereto; b) to perform essential maintenance, repaIr, relocation, or removal of the existing facility(if owned by the County), structure(if owned by the County), perimeter security fence, underground and overhead wires, pipes, drains, cables and conduits now located on or across the leased premises, 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 TENANTS and, provided further, that the entire cost of such work, as a result of the exercise by the TENANTS of its rights hereunder shall be borne by the TENANTS. 22) TENANTS and COUNTY agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this Agreement; provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. Page 9 of 14 23) TENANTS and COUNTY agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If no resolution can be agreed upon within 30 days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. This paragraph does not apply where a default has occurred under the provisions of this agreement. 24) In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Agreement, TENANTS and COUNTY agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. TENANTS and COUNTY specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. A party who requests the other party's participation in accordance with the terms of this paragraph shall pay all reasonable expenses by the other party by reason of such participation. 25) TENANTS and COUNTY covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with its performance under this Agreement, and that the only interest of each is to perform and receive benefits as recited in this Agreement. 26) COUNTY agrees that officers and employees ofthe COUNTY recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. Page 10 of 14 27) The TENANTS and COUNTY warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for it, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of the provision, the TENANTS agrees that the COUNTY shall have the right to terminate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commISSIOn, percentage, gift, or consideration. 28) Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the COUNTY and the TENANTS in this Agreement and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract entered into by the COUNTY be required to contain any provision for waiver. 29) Non-Delegation of Constitutional or Statutory Duties. This Agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the COUNTY, except to the extent permitted by the Florida constitution, state statute, and case law. 30) No person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any third-party claim or entitlement to or benefit of any service or program contemplated hereunder, and the COUNTY and the TENANTS agree that neither the COUNTY nor the TENANTS or any agent, officer, or employee of either shall have the Page II of 14 authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Agreement. 31) No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. 32) This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreemcnt by signing any such counterpart. 33) This lease has been carefully reviewed by both the Lessee and the Lessor. Therefore, this lease is not to be construed against any party on the basis of authorship. 34) This lease represents the parties' final and mutual understanding. It replaces any earlier agreements or understandings, whether written or oral. This lease cannot be modified or replaced except by another signed lease or lease amendment. 35) Nothing in this lease should be read as modifying the applicable statute of limitations. The waiver of the breach of any obligation of this lease does not waive another breach of that or any other obligation. 36) This lease may be canceled at the discretion of the County III the following circumstances: a) Lessee fails to timely pay the rent; b) Lessee fails to obtain the insurance required under this lease or allows the required insurance coverage to lapse or fall below the minimum required; Page 12 of 14 c) Lessee otherwise breaches the terms of this lease, or d) Cancellation is required to accommodate future Airport growth, or e) Cancellation is required due to F.A.A. requirements. In the case of the defaultlbreach occurrences described in subparagraphs 36(a),(b) and (c), the County's Florida Keys Marathon Airport Manager shall first give the Lessee a written notification stating the defaultlbreach and that the Lessee has 10 days to correct the defaultlbreach. If the Lessee has not corrected the defaultlbreach at the end of the 10 days, then the County may cancel the lease in its discretion. In the case of cancellation occurring as described in subparagraphs 36(d) and (e), COUNTY shall provide Lessee 90 days notice. IN WITNESS WHEREOF, the parties have set their hands and seal. (SEAL) ATTEST: DANNY L. KOLHAGE, CLERK BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By By Deputy Clerk Mayor/Chairperson Date WITNESSES .r ,;' TENANTS.. /;, / /~/ ,/~.fY:;:/r'f~:::/ /":::;~I>/',,j'Y!J<~~x~~~7'-' B ~jfh'.. ;(j)" ,.j /.f? / / . .. / ;r,.~~ -"~I T iY ~ y"...-/+;,'f'..l:l;i/ ,."j/ . ,.J ,"/' /'-f//i'?;"/ . i/'( 1-1 a tib e\v... ;; ~h}~t~,., ,. '(A/I)' ,f /.'~ :<~."}-""-.I'1,~,,? B I}?~ ,. ,- " .' ." ., .. y ,;,)$:::/1" ~:/ ri.."-)!< .;..:~/..,~,:,~:.../." _i"O.. Robc:rt De:field .' ......,,,.....,';1 ,,7'-;1 ;,c,>)~ .. /,j;T~Ltf ~'~ ..i.:~:~""-'-,, \ ,'{,.:<'l,.il L ''''\ f. ,/,,{, / ,/\, /lf~.~:J'"'"-'''' <_--: ! //ll/,f ,,/- - UkttJ .~ j\~ [~\ :') ", ,. '" - \ ! .-{ U,,/l..'"{j''' Date //,/<:2./' /,i ,;" / Page 13 of 14 .....~:"'- ",,' #"" EXHIBIT A LEASE RENEWAL AGREEMENT This lease renewal agreement is made and entered into this /Cji~ day of r~6 , 2003. by and between MONROE COUNTY, a political subdivision of the State of Florida, whose address is the Marathon Airport, 9400 Overseas Highway, Marathon, FL 33050, hereafter COUNTY, and ROBERT DEFIELD AND ROBERT CAYCE, whose address is 11425 Overseas Highway, Marathon, FL 33050, hereafter TENANTS. The parties agree as 'follows: WHEREAS, the October 15, 1997 lease, hereafter original lease, between the parties (with original Tenant Charles Pierce's interest assigned to Robert DeField) provided that it could be renewed for three additional five-year terms; WHEREAS, the parties agree that the Tenants inadvertently did not provide a notice to renew 30 days or more prior to October 31, 2002, as required by the original lease, but that inadvertence should not result in the lease renewal being refused; now, therefore, IN CONSIDERATION of the mutual promises and covenants set forth below, the parties agree as follows: 1. The COUNTY hereby waives and forgives the failure of the Tenants to provide written notice of their intent to renew 30 days or more before October 31, 2002. 2. The original lease is hereby renewed for an additional five-year term beginning on November 1, 2002 and ending on October 31, 2007. 3. Except as provided in paragraph two of this renewal agreement all the terms and conditions of the original lease remain in full force and effect. IN WITNESS WHEREOF, the parties have set their hands and seal the day and year first above written. (SEAL) ATTEST: DAN~LHAGE' ;rERK By r{( /r--J-- .. yeputy berk BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA ~~)~ >n ~ By Mayor/Chai rperson WITNESSES: jdairhangardefield ROBERT N ,~.'_"'" ..,DATEL::--63 .::-~";' LEASE AGRE[MEI'T( EXHIBIT A This lees€' ogreeme nt is mode and ,=n ~er~d _in Lo this Ii /S day of CJ C TO f3cL12.. 1997. by and between Monroe County. a political subdivision of the State of Florida. whose address is the Marathon Airport. 9400 Overseas Highway, Marathon. Fl 33050, hereafter COUNTY. and Charles t""\!____ ___---' ,",_1_ ,....__.__ __.L___ ______1'"_ _ __'_1 , Marathon, FL 33050 and 5996 Overseas Highway, Marathon, FL 33050. hereafter TENANTS. The ""''-'11 n~~ U~I ~i;; \...A~ IVUV....~. 1) The COUNTY leases the property described in Exhibit A - hereafter the premises - to the TENANTS for a term of five years. beginning on loll.J / , 1997 and ending on /0/31 . 2002. Exhibit A is attached to and incorporated into this lease agreement by reference. The TENANTS may renew this lease agreement for three additional five rear terms by providing the COUNTY ",'ith written notice of their intent to do so thirty days or more in advance of the term's expiration date. 2)' , The rental payment for the premises during the first year of this agreement is $150.00 per month, plus the applicable sales tax. payable at the Airport Director's Office, Marathon Airport, 9400 Overseas Highway, Marathon. FL 33050. The monthly rental payment will increase for each successive year of the first ten years by the following amount: the total rental amount for the year multiplied by the increase in the consumer price index (c.p.i.) for the Miami/Ft. Lauderdale area divided by twelve. Rent may be paid by the mOl2t~ or year at the TENANTS' option. In the second ten years the rent will be changed at fair market value. established after an appraisal of the premises and calculated pursuan~ to the then current rates and charqes studv. 3) aj The parties acknowledge that there is an existing hangar on the premises that belongs to the TENANTS. At the end of the second term (ten years from the commencement of this lease agreement), the hangar will become the property of the COUNTY. If the TENANTS elect not to renew this lease at the end of the first term, then they may remove the hangar from the premises if they do so by the end of that term. If the hangar remains on the premises after the expiration of the initial term. and the TENANTS have elected not to renew, the hangar becomes the property of the COUNTY. Further. if. during the first two five-year terms, the TENANTS depart the premises as a result of their breach of this agreement. then the hangar will become the property of the COUNTY. b) The TENANTS must make the following capital improvements to the hangar: reseal the aspr,al1 hangar pad. install new tie downs. repair the X-braces. secure the roof beam by the g~C)und ccbles on tile east and v.'cst side of the hanger. end uf;grode lhe ulililies (wafer a~d ~Iectric) to the standards established by the Monroe County Building Code. The capital improvements must be completed within the first two years of the initial term. All the capital improvements just described must be inspected and approved for building code compliance by the Monroe County Building Department. <;J (IJ me ItNANI~ may nOT conducT any commerCial aCTIVity or operare an rbU on the premises without the permission of the COUNTY. ~he premises are leased strictly for use by the TENANTS' private aircraft. (iil The TENANTS must keep the COUNTY's Marathon Airport Director apprised of the names of persons and their aircraft that the TENANTS have authorized to use the hangar facilities. The Director must be notified as soon as possible when an authorized occupant is added or deleted. d) The TENANTS are responsible for the maintenance of the hangar for the first and second terms of this lease (the first ten years). After that. the COUNTY will assume the responsibility for the hangar's structural maintenance, with the TENANTS responsible for all other premises' maintenance. Both parties must perform their maintenance of the hangar and related improvements in accordance with all applicable laws. rules and ordinances. 4) If the premises are needed for the expansion of the Airport or the FAA requires the removal of premise improvements. then the COUNTY may cancel this lease with thirty days written notice to the TENANTS. Upon such termination. the COUNTY will have no further obligation to the TENANTS. including the obligation to pay money or any damages. The.COUNTY must also remove the hangar at COUNTY expense. If the cancellation of this lease under this paragraph occurs during the first or second terms. the COUNTY must dismantle and return the hangar to the TEl:lANTS at any place designated by them within the Airport that is acceptable to COUNTY. 51 The TENANTS may assign this lease with the approval of the Board of County Commissioners. whose approval may not be unreasonably withheld. 6) The TENANTS must not authorize. permit or suffer any construction mortgage or other lien of any nature to be placed on the hangar. 7) The TENANTS must pay all utilities. including gas. electricity, water and solid waste disposal charges. if any. and any installation charges that may be required for those utilities. 8) The TENANTS must not make any unlawful or off~nsive use of the premises and must n~rrnit the rnl I"-lTV r\r ifc- ,.,~cntC' in. i,.,C'n.o.,-+ fho. I"""\r~,..,...,,;C'~t" ,..,t ,..,H ..~,..,r-'.'H"'_h.',... .f.;.-.._... l _ I _.--~- --------..--.-.....--. 91 The TENANTS must obtain - and keep in effect during the term of this lease - the insura~ce de~crib(2c! in Exhibit B. Exhibil 8 is ailoched and incorporaled into lhis lease ogreemen1. :2 rhe TENANTS may not begin this occupancy of the premises. regardless of lhe commencement date of this lease. until they furnish proof, satisfactory to the COUNTY's Director of Risk Management that they have obtained the insurance policies required by Exhibit B. , 101 TENANTS covenant and agree to indemnify an~ hold harmless the COUNTY from any and all claims for bodily injury (including deathl. personal injury. and property damage (including property owned by Monroe County) and any other losses. damages and expenses (inCluding attorney's feesl which arise out of. in connection with. or by reason of the TENANTS' utilization of the property governed by this lease agreement. The extent of liability is in no way limited to. reduced. or lessened by the insurance requirements contained in paragraph 9 and Exhibit B. 11) al The TENANTS for thEmselves. their personal representatives. successors in interest. and assigns. as a part of the consideration hereof. do 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 of 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: 31 that the TENANTS 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. bl That in the event of breach of any of the above nondiscrimination covenants. the COUNTY shall have the right to terminate the lease and to re-enter and as if said lease had never been made or issued. The provisirm 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. c} It shall be a condition of this lease that the COUNTY 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 real property -herein 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 spid airspace for landing on. taking off from or operating on the airport. d) That the TENANTS expressly agree for themselves. their succ'~ssors and assigns. to restrie! the height of structures. objects of natural growth and other obstructions on the herein describGd real property to such a heighl so as to comply with F0deral Aviation Regulations. Pm; 77. 3 el That the TENANTS expressly agree for themselves, their successors and assigns. to prevent any use of the herein described real property which would interfere with or adversely affect the operation or maintenance of the airport. or otherwise constitute an airport hazard. Tl I n1S lease ana all prOVIsIons nereOT are sUDJecT ana SUDoralnale IU me terms and conditions of the instruments and documents under which the COUNTY acquired the subject property from the United States of America and sholl be given ,only such effect as will not conflict or be inconsistent with the terms and conditions contained in the lease of said lands from the COUNTY, and any existing or subsequent amendments thereto, and are subject to any ordinances, rules or regulations which have been. or may hereafter be adopted by the COUNTY pertaininQ to the Marathon Airport. gl 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 nonexclusive and the COUNTY herein reserves the right to grant similar privileges to another tenant or other tenants on other paris of the Airport. 12) This lease will be automatically canceled. and the title to the improvements on the leased premises will reveri to the COUNTY. should the TENANTS foil to occupy the premises within six months of the commencement of this lease or if, during the term of the lease. the premises are abandoned for a continuous period of six (6) months. This reverter provision applies notwithstanding anything contained elsewhere in this lease agreement. 13) The TENANTS, on keeping the covenants and agreements set forih in this lease. are entitled to quiet and peaceful enjoyment of the premises without any interruptions by the COUNTY or by any person or persons claiming by, through or under the COUNTY. 14) All communications between the parties should be between the following persons at the followina addresses: Marathon Airport Director Marathon Airport 9400 Overseas Highway Marathon, FL 33050 Mr. Charles Pierce # 1 47th Street. Gulf Hurricane Harbor Marathon. FL 33050 Mr. Bob Cayce 5996 Overseas Highway Marathon. FL 33050 ~:'le pc,~ies ag~ee the' Cfl'{ CCrT',rr",:,..;nicciicn requ:~ec froiT, be COUNTY io the TENANTS wii: be Cc;,,;cerec: se:,~ cnc'c:e!iverEC ;' see': end de!ivcred Ie eiihe," 'c:,c,",;, An',/ c:r-:rTH.:nic:::7:or~ require,=:; frer" ;;"Ie TENANTS 10 :i"',e COUNTY '/..ii:: be cc:sdeec ser~t C,'lC dei\'erecj :; serl: a"o ceh'e:cC 8'l eilre Te,::::;,,;;, 15' !~r\.' ..........--_J:,_,-.. ~,-.....rLI.:=cr""', t---." I-~-If'r,e:.r :c:::.r.........r--.,r' 1.1r",..-J~-::.f'" ~';"1"1~: I,c.,......,r;~ .,..'~'I ;""""c :.-...'r~..-.t.r""'" .-........ +,.~;:::;, ,,,....,.f~.,c.r' Tr:-,..-..,.::;-J. _' . .....J__ .........1 I '"-".,......... I...r ( .~ I ........1 ,....~ '..........1 I ,'~)""~, I ..r ...... __~~_ ....T I' I..J......... ......... ,-...-". I':=; .....f, ,,1___ "-' I, "_, 1__' os ;[ l\~,e G:=fcn \,cc:! L.('er, '~':,ce~I,;Jkerl jc+-,t:.:,'. 4 16) The TENANTS under 1I1is lease are to be considered joirll tenants with a right of survivorship. In the event of the death of either Tenant. the surviving Tenant will automatically acquire and assume all the deceased Tenant's interests. obligations. duties and privileges under this , , lease agreement. 1 7] The TENANTS warrant that they have not employed. retained or otherwise had act on :heir behoii any fermer COUNTY officer or employee in violation of Section 2 of Ordinance-No. 10- 1990 or any COUNT'( officer or employee in violation of Section 3 of Ordinance No. 10-1990. For breech cr ''';o~o~iGn of this Dfov:s:on, the COUNTY may. in its discretion, terminate this lease without :icbiUy c:md rT.G')' C:SC i."1 it: discretion. recover from the TENANTS the full amount of any fee. commission. percentage, gift or consideration paid to the former COUNTY officer or employee. _ r ~ 1"'\. nue for any litigation arising under this lease agreement must be in a court of . 'l r;;;-"{:;.-; c . ~~' - eQ{ ltfr-~i'i:;ttor in MO!"'.rn2 r:oLJnty, Florida, ~'E; '-" \ ~~ -:1 ! ;'\ -~",I ~.. & _,~.1 r 'U c.' \ ~t(.~,~-Jt:S?if"';,E'R:::C);: the parties have set their hands and seal. ,f- / ':::~'~~ vy/ . 'J'. /.:lJ . ~.t..~, ........._~-:"~,. (SEAl) --..,.' A ATTEST: DANNY L. KOLHAGE. CLERK By ~flA)~~ Depu Clerk WITNESSES: TEHMHS .~ CI . :/ :u::k-c-_ 4) c-- -(/ p; :::::::; l -J:' /,;J /~~4y _ ~o..-nL1L1 J Ii: LI__ (/I "-rl, -I. (2L~ ~~ By ~~~~ ?,~V"---~_J /7 . ChC'le;erce / BY-p(~:fc/ d~4~' /J, Eoe-. rc,jc" I --......... ;f "'-"- (,1/) \ J;)"~_ jairihongormo <; '" . .' - v ~.. ' > .~~";" ' - <, L,,I ,,i I r, i ' I , ----,' '. /' ,/. _ ' ,_ '_'! I ,,, J I , I J C ': 0 ,r-- , '_:. --~:--",---Lf- ___ .1 ' -- I r J ",T, \ < -~. J.....-..-_......._.L- -J' '. W : \1 ,~A ~~' <: i; /)) L)]I I?(il ;;J' U 0 - j"i~:::: :.. -:~l \ i?--~ /,~--:// !?;c-"~,! 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UJ - I ;,\r." , 0.- 1, (C ~I ' . o!' ') ~ ,0 '" : .. . - J . ' u.; :l~:>~:~' . & I ~ I _ 4. 1.'1' ~~. t: .~ . ~ . ~~ .. 0 1 --- - - I __ ...(-,;'J. I ,.:!1' , -'';-' _. ;":-j.\.~~& ". U: t J 11 j i ...."-._"" ",," :T' .-,?" ~ I -" 'I I ~"-. ..... ',{';r:":f. .. , III it tI ''-":> J :J,,;~o<tg I I · -, ' E'\' }' '"" .l:},; ~'::..... A.'~" {,~ I ~ !r <o4t~., -. i ~ ". . 1.'HI.-..'~- ~ I I I .. b::l 1 .' ~ y . · r i " ;.,)~.,_'::.:..:; \~O()O""oos'{' 11 ,'" :~:tfl ~ ~ ~;~. j . - -- ~:~ ~ -. ~I II;r; j · · --. -." : 9f .' c ....;.., 1.1 I 1 \' I , ~ t.' ~'1f~~~::~i r V[l .! 1! J : ' ,','.. ~. ;' ~ ~i I !;;y Ii: i ,-I<j '.~.: I I L/,l ' ~- ~.' " ~~,~ l't,-r rill I ...' -;I I,.-'r ~ .,' '~~ 'f. 0/ a a ~ I Ii i IIII ~; ~1 ~\- · ! .. J ' I. , ,l ;,{"'I I 'I III :.~~:~.A I I 1 I f~lll ! '1('("',:1; II ," t -; '1 \ ~ {I -; f' ( .. I' j I 'i \ I ~ ;~ =:-1' '~,:-:_~~ I. I _ r" .! .\ C" r~I \21 I (J) 1 1- , >< W. u ..... '~ .::---- Qnu~ --:::-....... -...... ....... n6t' <( l- et o. ~\~ ~V.c ~O r.') 2.:<: ::>;- ,~ CI:U ':>" ~fJ' i...r. L~l~ .:---.... :::- --....~.... I i I J: -', LJ /7 .""............. '-.,. <J -.., 0(% er-:> <:: C:'J) < "'-- ... / ,I '" '............... , ......,.. t:::J -.... CONSENT TO ASSrGNMENT This Consent to Assignment is entered into by and between Monroe County, a political . 'Rcbt:.t'-t lJe. t, e. \~ , a subdivision of the State of Flonda, hereafter County, and ~ - -'. .--. person, hereafter Assignee, the oartipc; ('1nr~~in,..., ,..,.. f~II_.. .-. . I The County leased a hangar at the Marathon Airport to one Ck~ 'S ~ ~ ~~~__. hereafier. A5siqnor, througrl a lease agreement dated (~';a:lie of Person) \ S Oc.\-c.bc;c, 19.31-, hereafter the original agreement. The original agreement is attached and incorporated into this Consent to Assignment. 2.) By an agreement dated \ ~ A\J!'-:\J.s1 , 199 -1-, the Assignor assigned to Assignee all the Assignor's rights, title and interest in the original agreement. The original ogrecmcni. porogroph 5-_, requir'e~ fhe conscrl~ of the Co:..mfy bC';ore S'~ICT"'; 0,. cc.:i;-r;T,er' is effec1ive aUoimt !he Counly The County hereby consents to the assignment described in this paragraph. In comldcro lion tor suCh consent. me ASSlgr It:e agrees to oe bond by all Itlt: Terms and conditions of the original agreement including the obligation to pay the County any sums owed the county by the Assignor under the original agreement up to the effective date of this consent to assignment. /<P:~'~') . l'~' -r../,. " '(/) . ~6;~~e2i~lc';,l/his ccnsen: 10 ossignmcnt. ~ -. C:\"\\f '" . i c', ,2: _f,.. \ ,.,.:- ; . \I '" I........... \" - , !\.... \ f. ~ J"" < -", ~i\""/",\ /. ~;';,J$~Li" \ '. ': '\,...,..... nl:S"" C ^ NNY 1 Kr,~ L'Ar:c:: '~Lr=i..'K ~,. -A 1 I __ l, 1'\ i... ......'J'-l 1 v~. \- .......n. . . . B,!~~'T\. ~~: r, '::::Lx?,~~ '\P'J~N~(~ 1.-, .>, '~t U""'lCJ ~,_I....."-.J 41 'r\ l~~-- Dajc:.~L' / J~_LC 7~ ./ This consent to assignment will lake effect on the signature date of the last party i)ale. ~~D OF COUNTY COMMISSIONERS { 'lONR?~O~RJ01\ ffiid~ ~~~- ///-.- Moyor/Chairmor;' . (/1 ASSIGNEE ' /1 t/7 By_ /W~d- rJ(>)II/u,.~j:.J' I.d':)C /..r'rRCIl,,/[~; I... ~ Tr\ r r', II / r. ", 'Ie' . ~'-""" .. :;:..:.J.. "/..!, ~Fr.''''-I~.'lr. (,(<' ?~-Z2~',;)';? " -tc.',:~7~':j r..:::':~:;;:--~~' .1 . I I ,:_ , AGREEMENT FOR SALE AND ASSIGNMENT " COMES NOW Chuck Pierce (I 'f: r d "A' "d lerema ter rCaerre to as sSlgnor an RO;)e rt DeF i e 1 d (hereinafter referred to as "Assignee") and agree as [allows: 1. The assignor is the owner of a hangar located at the Marathon Airport which is located on land being leased from Monroe County, Florida. Hanger, one west bay 2. It is the intent of the Assignor herein to assign all its right, title and interest in said hangar and lcase to Robert DeField the Assignee for the consideration of $ 7 , 500.00 paid 8/18/97 3. The' $7,500. OOf!x1>t'^'QpA'c}g~XlXKmgmkJID~m~ 4, It is the intention that both parties will culminatc this sale as soon as practicable 'and that all necessary steps be taken with Monroe County for approval o[this sale and assignment and by execution by this lettcr agreement the parties hereby agree to this sale and assignment dated this 18 day of Auaust 1997, (ASSIGNOR) ): ~fK t. t (?~ Oi-l;C/\L.:\O I AR 1'5L\L 'I">- ", 1" l< f FI<A/'I.Z'K N......, At. (1 .;BU::: 51 ^ Tt: OP Cl ~ r CO" to ~~O,'\kl)\ . ",,\flSSIO,\; ,'\'0, C.:CS70309 . MyrO\1Q"'S'"" r' oo ". W ".), rJ r' 1:".'1. Y 1 f2:X'J (,^ S,SIG>iEf;-'l' ~/ .,"') ,'\ ~~/~///;Y // f, '/ ,.... ,::--::: / / ,/...... / :;1,"--'" , n /:./,/ --"c-. /" ,~'t/-~.->'-/./'/:- (_/_~ t_.. I~ f/lf:/i/7 e8/18!1~~7 13:38 305:43:.;.18 CAYCE Go KEY:, I~F'/~' ~, .1 F'AGE: ,8 ;~:,:.~ :, ~,>. : :.~~:~ .....:; ~.j.. ",I~<{ ., .-~ BILL or !tALE DltGdt August 20, 1996 Chuck ~i~rce, ref~rred to an kSELLER", salls, barqainn and conveys) all or SELLER'S riQht, tit16 and lntoreBt in: Aircrart hanger on Marathon Airport Hanger One (W~Bt bay) to Ro~rt E. OGFiCld, retgrr~~ to 4S ~nUYERn, his h~irs aha assigns. " . ''t,...-.. III .~> -;;:>'~~ Chuck Fierce acknowladgas receipt of a total of $ 1~OO (gaven ,.. Thousana FiV\l Hundrc;:1 DOllarD) fro~ ltobert t.O~Field, BU'lE'n/ ill, rull plymont of tho purchaso prica o~ the goodt oonV'lIY cd hert!?y. ~;:, Chuck PiQrce warrants that there are no liens O~ ~h~~~~d~6!: on th~ 9ood~ told, ~nd that Chuck PiQ~oe/a titlo to ,~ ' clo~r and ~erchantabl~. chuck Pi~rc. shall dofend ~~~~t ~dod~ DoFie ld from at"lY s.dvarCto clail11!t to ~"'Tt~ I. ... h.1.. t' ..,....1rlf "*****i'~"~*'ti.~".*A.***.**~k***'.ii*.*".ft"*.**"t*~*..**. Thogo()dB told herein ar@ USZO and SOLD, "'\9 1St! t "W1tZltt IS" f " "WITH 'UL FAULTS." '1'he gOOds 1'I$reit1 are hot sold by , ~(zrch9.t1t in" the fiald. ~REst oooo~ ~E SOLD WITHOUT ucc w~~ OF ANY KIND, lncludinq MERCHANTABILITY AND rtTHESS tOR ^ p~T!e~ PtrRpOS~4 Tha 5UYER, Robqrt ~. OGField, aok~owl,d~cs ~xauirtirtg th~ goods ~old h~rein. .t~*'.~*t*t*'**.tt.ttt'*'t*""*.'****'**'i'..'*t't*_*.,.f..ttf. The p4rties agrEe to th~ tGrma ~nd oonditions statod hGreih: c:JL- (vk p~ - Chuck PiorcG, SELLeR _d&~%?&2'! _____~_H_____~~_ Rebert E. D~fi("J.J., Bun:!\. _ "'(1 ( ""I. . 0 tVl'O 0.0 .' . ... ..... . 0 >- 0. "0 .... . '0: 0 01 0 0 ~l .. 0 :TI - ml ~ ~~... ... -I =' o. ~ '01 ~l '"'" 0 :J I ~ 0 ~ ""l R- ro I-' C\, F-ROM.: I-A>' riD. \ - ~ " - t ~ --: j '--- . :J) 1T1 ,,~ om 83 o ~ o ! I ! , 't:. I~f '- ,~ ..........."-"""" , ::> I;; , I I~ -__ [I - L ....... ...... a.-..- -... .....". l........ ...... ~ -.~ ~C1 'EXHIBIT -1\" o o L, t ~ - - a -'\ ~ 12 CI) I- x w -'-'~ -.. . .. < r- I ~I ,..1 ~! ~\ zt ~, ~G . L;l ~......~.....-. -, I I , - I , 1 J;! .'::;' I · I g ~ h'; CI} ! g I 2 Iff! --~ ~ I <r ':1; . '" i - _ _ ~.';". I ~__ . t. ~:'~.~;. I I f I: --::::- .~,~'- - I '--:-.. .- I I . /.:1. l' ....................., ~ ! ~- '....... - 1 ,-- ~t ~ i -...... . I · ' I . If ...t--'.-- i ' I I I' " ~ ~.... . ....... ~ ,.. ,. ., I" I; I · ::l! I.ol 1 ~" I 'I . ~ i 1 i Ii - . [H . r I : k.. -b /7 I II' i I i 'j '- ~:< -..... ! LP~. : ~ I ,i '-_~~:~J~ ~. 1'1 Ii EXHIBIT B I : i ~ . ,I I I' I. . ~] . I r"J I L'rt ~ :.. -:_-':':~~0-.. I g .1 J,:: 111 ~ I r:.:l-"'-~- I ~ f ~ I. · ' t: J \, I' :. .. l i~) ~_ c::;..~) . m I rl I I I I I i .r. - o(%' cr~ <~ t:.1') <: ...