Resolution 127-1986
Art Skelly
Director of Airports
RESOLUTION NO. 127 -1986
A RESOLUTION AUTHORIZING THE MAYOR AND
CHAIRMAN OF THE BOARD OF COUNTY COMMIS-
SIONERS OF MONROE COUNTY, FLORIDA, TO EXECUTE
AN AGREEMENT BY AND BETWEEN THE COUNTY OF
MONROE, STATE OF FLORIDA AND AIR SOUTH IN
CONNECTION WITH USE OF THE MARATHON AIRPORT.
BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF
MONROE COUNTY, FLORIDA, as follows:
The Mayor and Chairman of the Board of County Commis-
sioners of Monroe County, Florida, is hereby authorized to
execute an Agreement by and between the County of Monroe, State
of Florida and Air South, a copy of same being attached hereto,
in connection with use of the Marathon Airport.
PASSED AND ADOPTED by the Board of County Commissioners of
Monroe County, Florida, at a regular meeting of said Board held
on the 18th day of April, A.D. 1986.
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
By
~~~t\".(\~: ~~
Mayor/Chairman
~~
(Seal)
Attest :DANNY L. KOLHAGE, Clerk
~;/~. JOL
BY
A G R E E MEN T
THIS CONTRACT OF LEASE is made and entered into on the
.day of
, 1986, by and between the COUNTY OF
MONROE, STATE OF FLORIDA, a political subdivision of the State of
Florida, hereinafter referred to as Lessor, and AIR SOUTH, a
corporation organized and existing under the laws of the State of
Florida, hereinafter referred to as Lessee.
WIT N E SSE T H:
WHEREAS, Lessor owns an airport known as the Marathon
Airport located in Key Vaca, Marathon, Monroe County, State of
Florida, hereinafter called the "AIRPORT", and
WHEREAS, Lessee is engaged in the business of air transpor-
tation with respect to persons, property, cargo and mail, and
WHEREAS, Lessee desires to obtain certain rights, services
. and privileges in connection with the use of the Airport and its
facilities; and the Lessor is willing to grant and lease the same
to Lessee on'a non-exclusive basis upon the terms and conditions
hereinafter stated,
NOW, THEREFORE, for and in consideration of the premises and
or "the mutual covenants and agreements herein contained, and
other valuable considerations, Lessor does hereby grant and lease
unto Lessee, and Lessee does hereby hire and take from Lessor,
certain premises, facilities, rights, licenses, services and
privileges in connection with and on the Airport, as follows,
to-wit:
ARTICLE I - PREMISES
A.
PREMISES LEASED.
The Lessor does hereby lease to the
Lessee that space as marked as enclosed on Exhibit "A" attached
-
hereto and made a part hereof at the Marathon Airport located in
Marathon, Monroe County, Florida, in accordance with the terms
and conditions as set forth in this Agreement.
B. USE OF THE AIRPORT. Lessee shall be entitled to use, in
common with others authorized to do so, of the Airport and
appurtenances, together with all facilities equipment,
.'
C.
SPACE ADJACENT TO TERMINAL BUILDING.
Lessee
is
hereby granted non-exclusive use, in common with others, of such
sp'a~e' and facilities as may be designated by Lessor in or adja-
cent to said Terminal Building consisting of a ground area to
permit the taxiing, servicing, loading and unloading of Lessee's
~ircraft, space for reasonable amount of apron equipment, loading
gates, and lighting for loading ramps and for other areas adja-
cent to the Terminal Building and used by passengers.
Lessee may use such space and facilities in the Terminal
Building with respect to which it is granted the non-exclusive
use hereunder, subj ect to reasonable rules .and regulations of
Lessor as to the use of such space and facilities, for any or all
purposes in connection with or incidental to its business of Air
Transportation,
including, without limiting the generality
hereof, the handling, ticketing, billing and manifesting of
passengers, baggage, cargo, property and mail and the installa-
tion, maintenance and operation of radio and other communications
. equipment and facilities, and meteorological and navigation
2
ARTICLE III - RENTALS AND FEES
Lessee agrees to pay Lessor at such places as Lessor may
designate for the use of the premises, facilities, rights,
I licenses, services and privileges granted hereunder, the fol-
lowing rentals, fees and charges, 'all payable in monthly install";
m~nts covering the ensuing calendar month. In the event that the
commencement of termination of the term with respect to any of
the particular premises, facilities, rights, licenses, services,
and privileges as herein provided falls on any date other than
.the firs t or las t day of a calendar month, the applicable ren-
tals, fees and charges for that months shall be paid for said
month prorata according to the number of days in that month
.during which said particular premises, facilities, rights,
licenses, services and privileges were enjoyed; and Lessor shall,
following the end of each calendar month, t~ansmit to Lessee a
statement of the rentals, fees and charges incurred by Lessee
during said month as hereinafter provided, and the same shall be
paid by lessee within thirty (30) days after receipt of such
statement.
A. RENTAL WITH RESPECT TO SPACE ADJACENT TO THE TERMINAL.
Rental of such space herein leased to Lessee as shown on Exhibit
. "A" attached hereto and made a part hereof, shall be at the
3
following rates payable monthly the first of said payments to be
.due the Is t day of December, 1984, and one of said monthly
payments to become due and payable on the first day of each and
.every month thereafter during the term of this lease.
1. 196 square feet of counter space at
$9.38/sq. ft./annum .
2. 294 square feet of covered terminal area
at $5.21/sq. ft.annum .
3. $250 per month to cover the cost of
utilities provided.
In addition, the Lessee shall post the first and last two
months reI?-t and anticipated lending fees in advance upon exe-
cution of this lease.
B. LANDING FEES. From and after commencement of the term
o'f this Lease, rentals, fees and charges for the use of the
landing area and facilities necessary therefore as granted
hereunder, except those which rentals are specifically provided
. elsewhere, shall be combined in and represented by a landing fee
based upon the approved maximum landing weight of the Lessee's
Actual Revenue Trip Arrivals at the Airport each month as fol-
lows:
$.40 per 1,000 pounds of approved maximum
gross landing weight. A minimum landing fee
of $5.00 will be charged for all, aircraft
weighing less than 12,500 1bs.. gross landing
weight.
Lessee shall report to the Lessor not later than the 10th day of
each month, the Lessee's Actual Revenue Trip Arrivals at the
Airport during the preceding calendar month, which shall include
the number and type of such arrivals. The number of arrivals so
operated, and multiplied by the applicable approved maximum gross
Landing weights for each type of aircraft, shall determine the
weight for which the monthly payment shall be made.
The term "approved maximum gross landing weight" for any
aircraft as used herein, shall be the maximum gross landing
weight approved by the Federal Aviation Administration for
landing such aircraft at the Airport herein.
(Included in this
report will be the total number of passenger enplanement and
deplanements for that month).
Subject to reasonable rules and regulations adopted by the
4
Lessor, it is expressly agreed that payment of landing fees shall
~ntitle Lessee to the use of the loading apron at or adjacent to
the Terminal Building for such reasonable time as may be required
. by Lessee 'for the loading and. unloading of its aircraft; pro-
vided, however, that Lessee shall incur no penalty or charge for
additional time resulting from unavoidable delays due to weather
conditions, minor mechanical defects or other delays beyond
~ontrol of Lessee, except when such delays preclude use of the
,apron by other commercial air carriers that are operating to or
from the Airport. Subj ect to Lessee's rights under Article I
hereof,. the Lessor reserves the right to designate alternate
. parking areas if deemed desirable or necessary. Furthermore, in
the event the Lessee desires to use the Airport apron and ramp
facilities for aircraft storage purposes for more than
twenty-four (24) hours prior approval must be obtained from the
Lessor who will determine what apron or ramp areas are available
for this purpose the Lessor shall have the right to charge
· reasonable storage rates as mutually agreed upon between the
Lessee and Lessor.
C. TAXES AND ASSESSMENTS. Lessee shall pay all taxes and
assessments which may be lawfully levied by a duly constituted
taxing body upon Lessee with respect to its operation at the
Airport. The Lessor agrees not to levy any license or permit fee
.or special assessment on Lessee that would restrict or interfere
wi th the exercise and enj oyment of the rights and privileges
granted herein; provided this shall not prevent the Lessor from
.making charges to Lessee for the use of the Airport, its facili-
ties and services as herein specifically authorized.
D. DEFAULT FOR FAILURE TO PAY RENTALS, FEES AND CHARGES
In the event Lessee fails to pay any rental on the first of each
month, such 'fai1ure shall be a default of this Lease. Lessor
may, at its option, immediately or at any time thereafter, enter
into and upon the premises hereby leased or any part thereof and
in the name of the whole, and repossess the same of Lessor's
former estate, and expel lessee and those claiming by, through or
. under it, and remove its effects, forcibly if necessary,
5
6
designated areas under separate lease. Further, it is specifi-
~ally agreed that QO cleaning or maintenance of aircraft shall
be performed on Airport runways or ramps. The Lessee shall, at
.its expense, repair, maintain or replace, as may be required, all
plumbing fixtures, electrical incandescent bulbs or fluoreScent
tubes or other lighting devices located in its exclusive areas
wi thin the space leased hereunder.' Lessor, at its cost, shall
also provide and supply adequate lighting for the common depar-
. ture area, vehicular parking spaces, loading ramps, adequate
field lighting on and for the Airport, including without limiting
the generality. hereof, landing lights and beacons. Lessor shall
, also provide janitorial services necessary to keep the common
departure area, the public and passenger space, and vehicular
parking spaces and the landing field of the Airport at all times
clean, neat, orderly, sanitary and presentable. Determination of
adequacy, as used throughout this ARTICLE III, shall be made
solely by Lessor but shall be at least equal to the standards for
'airports of ~ubstantially similar size and nature.
ARTICLE IV - GOVERNMENTAL FACILITIES
It is expressly agreed that if funds for the provision,
maint~nance and operation of the Control Tower and/or other air
navigation aids or other facilities required or permitted by the
United States and needed by the Lessee or Lessee's operation at
.the Airport, which are now, or may be hereafter furnished by the
United States, are discontinued by the United States, Lessor
shall not be required to furnished said facilities.
ARTICLE V - RULES AND REGULATIONS
Lessor shall have the right to and shall ad?pt and enforce
reasonable rules and regulations, which Lesse~ agrees to observe
and obey, with respect to use of Airport property; provided that
such rules and regulations shall not be inconsistent with this
Agreement nor with the safety and with rules, regulations and
orders of the Federal Aviation Administration with respect to
aircraft operations at the Airport and with procedures prescribed
or approved from time to time by the Federal Aviation Adminis-
. tration with respect to the operation of Lessee's aircraft at the
,
7
Airport.
Lessor shall p~ovide Lessee with a copy of such rules and
regulations from time to time.
ARTICLE VI - CANCELLATION BY LESSOR
The Lessor may cancel this Agreement by giving Lessee
fifteen (15) days advance written notice to be served as here-
inafter provided upon or after the happening of anyone of the
following events:
1. The filing by Lessee of a,vo1untary petition
in bankruptcy.
2. rhe institution of proceedings in bankruptcy
against Lessee and adjudication of Lessee as
a bankrupt pursuant to such proceedings.
,"
3. The taking by a court of jurisdiction of
Lessee and its assets pursuant to proceeding
brought under the provisions of any Federal
re-organization act.
4. The appointment of a receiver of Lessee's
assets.
5. The divestiture of Lessee's estate herein by
other operation of law.
6. Th€ abandonment by Lessee of its conduct of
air transportation at the Airport for a
period of thirty (30) days.
7. The default by Lessee in the performance of
any covenant or agreement herein required to
be performed by Lessee other than failure to
pay rentals, fees and charges when due for
which provision is made in Article III D, and
the failure of Lessee to remedy such default
for a period of thirty (30) days after
receipt from the Lessor of written notice to
remedy the same; provided, however, that no
notice of cancellation, as above provided,
shall be of any force or effect of Lessee
shall have remedied the default prior to
Lessee's notice of cancellation.
8. The lawful assumption by the United States
Government or any authorized agency thereof
of the operation, control, or use of the
Airport and facilities, or any substantial
part or parts thereof, in such manner as
substantially to restrict Lessee: for a
period of at least sixty (60) days, from
operating thereon for the carrying of passen-
gers, cargo and property.
No waiver of default by the Lessor of any of the terms,
covenants or conditions hereof to be performed kept and observed
shall be construed to be or act as a waiver of any subsequent
default of any of the terms, covenants and conditions herein
. contained to be performed, kept and observed by the Lessee shall
8
not be deemed a waiver of any right on the part of the Lessor to
cancel this lease for failure by Lessee to so perform, keep or
observe any of the terms, covenants or conditions of this Lease.
ARTICLE VII
CANCELLATION BY LESSEE
Lessee may cancel this Agreement any time that Lessee is' not
in default in its payments to Lessor hereunder, by giving Lessor
thirty (30) days advance written notice to be served as herein-
after provided, upon or after the happening of anyone of the
,following events:
1. Issuance by any court of competent
jurisdiction of an injunction in any way
preventing or restraining the use of the
Airport or any part thereof for airport
purposes, and the remaining in force of such
injunction for a period of at least ninety
(90) days.
2. The inability of Lessee to use, for a period
in excess of ninety (90) days, the Airport or
any of the premises, facilities, rights,
licenses, services or privileges leased to
Lessee hereunder, because of fire, explosion,
earthquake, other casualty, or acts of God or
the public enemy, provided that the same is
not caused by negligence or willful acts of
failure to act on part of Lessee.
3. The default by the Lessor in performance of
any covenantor agreement herein required to
be performed by the Lessor and the failure of
Lessor to remedy such default for a period of
ninety (90) days after receipt from Lessee of
written notice to remedy same; provided,
however, that no notice of cancellation, as
provided above, shall be of any force or
effect if Lessor shall have remedied the
defaul t prior to receipt of Lessee's notice
of cancellation.
4. The lawful assumption by the United States
Government or any authorized agency thereof
of the operation, control or use of the
Airport and facilities, or any substantial
part or parts thereof, in such a manner as
substantially to restrict Lessee, for a
period of at least ninety (90) days, from
operating thereon for the carrying of passen-
gers, cargo, property and United Sta~es Mail.
5. The failure or refusal of the Civil Aero-
nautics Board to grant Lessee the right to
operate into and from said Airport and the
issuance by the Civil Aeronautics Board of a
final order of suspension, termination or
revocation of Lessee's authority to provide
service at Key West International Airport,
Monroe County, Florida.
Lessee's performance of all or any part of this Agreement
for or during any period or periods after a default of any of the
terms, covenants and conditions herein contained to be performed,
9
kept and observed by Lessor, shall not be deemed a waiver of any
right on the part or,Lessee to cancel this Agreement for failure
by Lessor to so perform, kept or observe any of the terms,
'covenants or conditions hereof to be performed, kept or observed
by the Lessor shall be construed to be or act as a waiver by
Lessee of any subsequent default of any of the terms, covenants
and conditions herein contained to be performed, kept and ob-
served by the Lessor.
ARTICLE VII - INDEMNITY
Lessee agrees fully to indemnify, and save and hold harm-
less, the Lessor from and against all claims and actions and all
. expenses incidental to the investigation and defense thereof;
based upon or arising out of damages or. injuries to third persons
or their property, caused by the negligence of Lessee, its agents
or employees, in the use or occupancy of the said. leased premi-
ses, runways, ramps or common areas at the Airport by Lessee;
provided, however, that Lessee shall not be liable for any injury
· or damage or. loss occasioned by the negligence of Lessor, its
agents or employees; and provided, further that Lessor shall giv~
to Lessee prompt and reasonable notice of any such claims or
ac:t~.ohs and Lessee shall have the right to investigate, compro-
mise and defend the same.
Lessee agrees to carry, and keep in force, public liability
~nsurance covering personal injury and property damage, and such
other insurance as may be necessary to protect Lessor herein from
such claims and actions, Lessee agrees to carry and keep in force
.such insurance with a minimum combined limit of liability for
bodily injury and property damage of no less than $10,000,000.
The Lessor shall be named an additional iqsured and will be
furnished with a Certificate in evidence of the insurance provid-
ing for no less than thirty days notice in the event of material
change or cancellation. Lessee shall carry its insurance covera-
ges. Lessee shall carry its insurance coverages with insurance
companies authorized to do business in the State of Florida.
ARTICLE IX - QUIET ENJOYMENT
Lessor agrees that, on payment of the rent and performance
10
of the covenants and agreements on the part of Lessee to be
performed hereunder,'. Lessee shall peaceably have. and enjoy the
leased premises and all rights and privileges of said Airport,
'its appurtenances and facilities granted herein.
ARTICLE X - SURRENDER OF POSSESSION
Upon the expiration or other termination of this Lease or
any renewal thereof, Lessee's right. to use the premises, facili-
ties, rights, licenses, services and privileges herein leased
. shall cease and Lessee shall forthwith upon such expiration or
termination surrender the same.
ARTICLE XI - DEFINITIONS OF TERMS
Whenever the term Federal Aviatton Administration is used in
this Lease it shall be construed as .referring to the Federal
Aviation Administration created by the Federal Government under
the Federal Aviation Act of 1958, or to such. other Federal
Government authority as may be the successor thereto or to be
vested with the same or similar authority.
Whenevet' the terms "person" and "persons" are used in the
Lease, they shall be construed as including individuals, firms ,.
corporations and other legal entities. When in this Agreement
w~i~t~n approval by Lessor is required, such written approval may
be given by the Director of Airports for'Lessor.
ARTICLE XII - INSPECTION BY LESSOR
Lessor may enter upon the premises now or hereafter leased
exclusively to Lessee hereunder at any reasonable time for any
purpose necessary, incidental to or connected with the perfor-
.mance of its obligations hereunder, or in the exercise of its
governmental functions.
ARTICLE XIII - ASSIGNMENT AND SUBLETTING
.
Lessee shall not at any time assign this Agreement or any
part thereof; nor sublet all or any portion of the leased pre-
mises herein without written approval of Lessor passed by reso1u-
tion of equal solemnity as the passage and execution of this
document; provided, however, that Lessor shall not unreasonably
withhold approval. The prohibitions above stated include assign-
ment of this Agreement to any corporation with which Lessee may
11
merge or consolidate or which may succeed all or any portion of
the business of Less€e.
ARTICLE XIV - NOTICES
Notices to Lessor provided. for herein shall be sufficient if
sent by certified mail, postage prepaid, addressed to:
Mayor & Chairman of the
Board of County Commissioners
MONROE COUNTY COURTHOUSE
P. O. Box 1680
Key West, Florida 33040
and notice to Lessee, if sent by certified mail, postage prepaid,
addressed to:
AIR SOUTH
22500 S.W. 288th Street
Homestead, Florida 33030
or to such other respective addresses ~s the parties may des~g-
nate to each other in writing from time to time.
ARTICLE XV - PARAGRAPH HEADINGS
The paragraph headings contained herein are for convenience
of reference and are not intended to define or limit the scope of
· any provision in this Lease.
ARTICLE XVI - INVALID PROVISIONS
In the event any covenant, condition or provision herein
contained is held to be invalid by any court of competent juris-
diction, the invalidity of any such . covenant, condition or
provision shall in no way effect any other covenant, condition or
.provision herein contained; provided that the invalidity of such
covenant, condition or provision does not materially prejudice
either Lessor or Lessee in its respective rights and obligations
contained in the valid covenants, conditions or provisions of
this Lease.
ARTICLE XVII - SUCCESSORS AND ASSIGNS BOUND BY COVENANTS
All the covenants, stipulations and agreements in this Lease
shall extend. to and bind the legal representatives, successors
and assigns of the respective parties hereto.
ARTICLE XVIII - NON-DISCRIMINATION CLAUSE
The Lessee in exercising any of the rights or privileges
herein granted to him shall no on the grounds of race, color or
. national origin discriminate or permit discrimination against any
12
person or groups of persons in any manner prohibited by Part 15
.of the Federal Aviation Regulations, and the Lessor is hereby
granted the right to take such action, anything to the contrary
. herein not withstanding, as the United States may direct to
enforce this non-discrimination covenant.
ARTICLE XIX - INTERPRETATION OF LEASE
Nothing in this Lease shall be construed or interpreted in
any manner whatsoever as limiting, relinquishing, or waiving of
. any rights or ownership enjoyed by Lessor in the Airport pro-
perty, or in any manner wa~ving or limiting its control over the
operati'on, maintenance, etc., of Airport property or in dero-
gation of such governmental rights as Lessor possesses, except as
is specifically provided for herein.
ARTICLE XX
The Lessee agrees to accept the leased property in "as is"
condition and Lessor shall not be obligated to repair, maintain
or renovate same.
IN WITNESS WHEREOF, the. parties hereto have caused this
Lease to be executed as of the day and year first above written..
COUNTY OF MONROE, STATE OF FLORIDA
By
Mayor & Chairman of the Board of
County Commissioners of Monroe
County, Florida
(SEAL)
Attest:
Clerk
,~~
(CORPORATE SEAL)
Attest:
/71. I
. ,=-,~A/
~(~
Secretary
13
AP IOVEDA~SOF,. M
'D'LEGA,L SUFFIC/t. t'Y. ..
\ I
BY
Attorney's Omce
, ',.~
· t
I
I,'
':...' j'i..
:li
.'.il. 'I!
I ,I
, , ,
"
I'
ili
I I
iii,
ii! '
1'1'
:1
II"
,Iii'
" I
I' !
, ,
. .
I. ,! !;i
II' I"l'.
, II
:I_~:!
..,., ::1 rt 0 'I
ro 0' ro c::
q" M;:3 -1.1
'i '-0 xI
..... __ 0 m',
.. I "', "'S ::0'
!r+OIZ
.....f1)"'S
1.0 "'S '< m
en i ><
. <.r rt" ..... "'0
..,....::ro:;o.
1000lT1
~0IV1
rt" VI
~.
o
~
It' Sll,
,
,
.11
1 :
, '
,
i I
I'
I '
,j i,
" "
I!'.' I!
~ 'ii; ~
HI: i
CI) I
I
." I
'i'! !
\: .
~ '
" i","l'" ';,
t "I' !' i
'I !
I, ,
MEN
WOMEN
tn
0 c:::
'"d >
'Tj M H
'Tj ~ ~ :Ik
) H <:
n H 0 'I I ~
, M tn ~ ' '.'I ~,
.
0 I "
I
~ I I
II
'i,
ii
, I
,
i,'
't'1" ! .
I
j
"
I,
~:'" .
, ,
I
AIR SOUT-
f~.'
n
.~
~
I
'"
i
I '
,
.
'0'
tn
~
0'1:1
~~
C)
M
10'
~ (.
~ ~
~ n1
~
)..)
-
~.A-
-v
,.,
-
..
~
(I) )> "
~ H ..
~
'1:1 '1:1
t-4 0
H ~
M
tn
'0'
r- 13' 0"
I
,
, n
, 0
, ~
I ~
, t:l
,
, )>
I ~
\ n
0
, ( ~ '1:1
I ~ b:J
.Sl M )>
"I .. .
~
\
I
I
I
,
I
'" ,
I
,
I
I
,
I 4'
,
'"\,
~ !-
r-t
0 r-t
~ 0 '1:1
~ 'b:J
GJ >
Q M M
); (I)
jj\'
I
, 4' d'
M
~
H t. .,
tJt