Resolution 192-1987
. _.---:-
Art Skel.l.Y
Director of Airports
RESOLUTION NO. 192 -1987
A RESOLUTION OF THE BOARD OF COUNTY COMl-lIS-
SIONERS OF MONROE COUNTY, FLORIDA,
AUTHORIZING THE MAYOR AND CHAIRMAN OF THE
BOARD TO EXECUTE A LEASE AGREEMENT BY AND
BETWEEN THE BOARD OF COUNTY COMMISSIONERS OF
MONROE COUNTY, FLORIDA AND WARREN A.
ORTENBLAD CONCERNING PREMISES LOCATED AT THE
MARATHON AIRPORT.
BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF
MONROE COUNTY, FLORIDA, as follows:
That the Mayor and Chairman of the Board is hereby
authorized to execute a Lease Agreement by and between the Board
of County Commissioners of Monroe County, Florida, and Warren A.
Ortenb1ad, a copy of same being attached hereto, concerning
premises located at 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 5th day of May, A.D. 1987.
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
(Seal)
Attest: DANNY L. KOLHAGE, ClerK
~
J~
~~~~
ERK
TO P""nfi
A~PRQ DAS./ v"
A.. G~L SUFFiCIEf:CY.
. \
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BY
t.twrney's Office
LEASE AGREEMENT
THIS LEASE made this
day of
, 1987
between the BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY,
FLORIDA, hereinafter referred to as "Lessor" and WARREN A.
ORTENBLAD or a corporation to be formed by him, hereinafter
referred to as "Tenant".
W I T N E S S E T H:
The Lessor hereby leases to the Tenant and the Tenant hereby
hires and takes from the Lessor the following described premises
situated upon Marathon Airport, a public airport owned and
operated by the Lessor located in the County of Monroe and the
State of Florida, to-wit:
a 57-foot by 230-foot strip of land located
225 feet to the west of the Marathon Volun-
teer Fire Department building, more particu-
larly described as attached hereto and made a
part hereof as "Exhibit 'A".
Together with said land and buildings and improvements leased to
the Tenant, the Tenant shall have the privilege of using the
public portions of the said airport, such as runways and other
public facilities, including but not limited to, the landing
field and any extensions thereto, roadways, runways, aprons,
taxiways, floodlights, landing lights, beacons, control tower,
signals radio aids and all other conveniences for flying, land-
ings, and takeoffs there provided, upon such terms and under such
rules and regulations as now exist or may hereafter be enacted by
the Lessor, and subject to such charges for such use as may be
established from time to time by the Lessor either by ordinance
or agreement with said Tenant.
Lease Term: The term of this lease shall be ten (10) years
commencing on May 5, 1987, unless sooner or later terminated as
hereinafter provided. That the termination date of this lease is
5:00 P.M. on the 4th day of May, 1996. At the expiration of this
lease, Tenant shall have the option to renew this lease for an
additional ten (10) years conditioned upon notice being given in
writing to the Lessor within sixty (60) days prior to the
expiration of this lease.
Use of Premises: Any building to be built on the above
premises shall be constructed in compliance with all applicable
building codes and be located upon the leased premises. The
leased premises and the building thereon or to be built thereon
by the Tenant's premises shall be used only for the storage,
maintenance, repair or service of aircraft and/or equipment and
for no other purpose by the Tenant or by other parties to whom
the Tenant may, during the term of this lease, lease or sell
storage space for aircraft. Nothing in this paragraph shall be
construed as a limitation on the use of the proposed facility as
a storage area by other parties renting from Tenant.
Use of the leased premises for any purpose not hereinbefore
expressly provided shall constitute default hereunder and shall
not be permitted except upon such terms as may be agreed upon
between the parties hereto, and upon the approval of the Lessor
given in writing to the Tenant. In the event of disapproval or
failure of the Lessor to approve such use, the Tenant shall not
conduct on said premises the business proposed to be conducted
thereon.
Rent: As rent for the leased premises the Tenant shall pay
annually, in advance, an annual basic minimum rent of $.217 per
year per square foot for each square foot occupied by the pro-
posed building. In consideration for grading and fill required
to render usable the land area of and surrounding the structure,
a service normally provided by the Lessor, an additional leased
area of 12 ft. by 230 ft. on both the east and west sides of the
structure shall be computed at 50% of the normal basic minimum
rate for the first term of this lease. The Tenant agrees that
the basic rental charge herein shall be reviewed every two (2)
years based on the current national cost of living index, but in
no event shall the basic rent be less than reflected herein.
Diligence by the Tenant:
FIRST: In the conduct of operations hereunder it is agreed:
(1) Tenant, and those operating under agreement with
Tenant, in the conduct of its and their authorized business
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activities on the leased premises and on the airport, shall
furnish service on a fair, equal and not unjustly discriminatory
basis to all users thereof, and shall charge fair, reasonable and
not unjustly discriminatory prices for each unit of sale or
service; provided, however, that Tenant and those operating under
agreement with Tenant shall be allowed to make reasonable and
nondiscriminatory discounts, rebates, or other similar types of
price reductions to volume purchasers.
(2) Tenant shall have all the rights and privileges to
conduct all business operations authorized under the terms of
this lease, provided, however, that this agreement shall not be
construed in any manner to grant the Tenant, or those claiming
under him, the exclusive right to use the premises leased exclu-
sively to the Tenant hereunder.
Tenant's Commitment to Construct Building:
SECOND: That the Tenant agrees that any building to be
constructed by Tenant shall be constructed upon the leased
premises as provided herein and at no cost to the Lessor, and
that construction of said building shall commence within ninety
(90) days after approval by the Lessor of the proposed location
of the building upon the leased premises and shall be completed
within eighteen (18) months from the date of commencement of
construction or by such later date as Lessor approves in writing.
A. Before commencing any erection, rebuilding, enlargement
or extension, and before commencing any repair or
al teration costing in excess of $1,000.00, the Tenant
will furnish to the Lessor for approval the plans for
such work, the expense of completing the work, and
unless waived by the Lessor, a bond or other security
in an amount not less than 25% of the cost of
construction form, and with surety satisfactory to the
Lessor, conditioned for the commencement and completion
and payment for such work, and against loss or damage
by reason of mechanics liens, or an insurance policy in
an insurance company approved by the Lessor protecting
the Lessor from all liability to persons or property
for damages arising out of the contemplated work. The
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Tenant shall only proceed with the location of a
building upon the leased premises after approval by the
Lessor of the plans.
B. Whether or not the foregoing bonds, security or
insurance shall be waived, the Tenant shall:
1) Procure from the necessary authority any building
permits that may be required.
2) Do or cause the work to be done in a good and
workmanlike manner and to be completed within a
reasonable time and in conformity with such
building codes, zoning ordinances, or regulations
and others of any lawful authority applicable to
the airport.
3) Keep said premises and every building, structure
and improvements on said premises free and clear
from all liens for the labor performed and materi-
als furnished therefor.
4) Defend, at its own cost and expense, each and
every lien asserted or filed against said demised
premises or any part thereof, or against building,
structure or improvement thereof, and pay each and
every judgment made or given against said land, or
building or any part thereof.
5) Indemnify and save harmless the Lessor from each
and every claim, demand, action and cause of
action (including counsels' and attorneys' fee),
arising out of or in connection with any act or
omission of the Tenants, or of any agent, em-
ployee, or contractor of the Tenant, in or about
the removal, erection, alterations, enlargement,
or extension of any building, structure or im-
provement on the said leased premises, or arising
out of or in connection with the assertion or
filing of any lien on said land or against any
building, structure or improvement thereon.
4
Building Maintenance:
THIRD: That the Tenant at its own cost and expense shall
take good care of the demised premises and the buildings, struc-
tures, improvements at any time located thereon and all agencies
and instrumentalities thereof and therein, and shall keep and
maintain the same in good order and repair and in a clear and
neat condition, and the Tenant shall not suffer or permit any
waste or nuisance on the demised premises or anything thereon
which shall interfere with the right of other tenants or the
Lessor, in connection with the use of portions of said airport
not leased to the Tenant hereunder.
It shall be the duty of the Tenant to provide adequate
security for all property owned, leased, or otherwise held by the
Tenant, its employees, agents, subsidiaries licensees or sub-
lessees.
Insurance on Buildings:
FOURTH: That the Tenant will keep all buildings on the
leased premises, continuous ly during the term of this lease,
insured against fire and extended coverage, vandalism and mali-
cious mischief and windstorm loss or damage for an aggregate
amount equal to 100 per cent of their fair market value, and any
money received from said insurance shall be divided between
Tenant and Lessor as their interest may appear; such policies
shall be in form satisfactory to Lessor, and copies of such
insurance policies or certificates thp.reof evidencing such
coverage and that such insurance is payable to Lessor and Tenant
shall be furnished to Lessor.
Public Liability and Property Damage Insurance:
FIFTH: AI) That the Tenant agrees to indemnify and hold
harmless the Lessor for loss, damage or injury from act or
omission of the Tenant, its employees, agents, subsidiaries,
licensees and sublessees while on or about said airport to the
person or property of the parties hereto and their employees, and
to the person or property of any other person or corporation, and
the Lessor shall not be liable to any extent for, nor will the
Tenant make any claim against the Lessor for or on account of any
5
injury, loss or damage to the demised premises, the buildings or
structures thereon, the personal property and facilities located
therein, or to any person or property at any time on the demised
premises whether occasioned by fire, water, smoke, steam, gas,
electricity or other agency or instrumentality which may come or
be on the demised premises or occasioned by any other cause.
A2) Nothing in this lease shall cause Lessor in any way to
be construed as partner, joint venturer, or associated in any way
with Tenant in the operation of said premises, or subject Lessor
to any obligation, loss, charge, or expense connected with or
arising from the operation or use of said premises or any part
thereof.
B) That the Tenant shall carry liability insurance in at
least the following amounts, shall include Lessor as a named
insured and shall be in form acceptable to the Lessor. Copies
thereof or appropriate insurance certificates shall be delivered
to the Lessor. The Lessor reserves the right and Tenant agrees
to revisions upwards or downwards in the minimum insurance
requirements hereinafter provided, however, that any such re-
vision shall be nondiscriminatory:
1) Owners-landlord and Tenants bodily injury
insurance of $250,000 for all damages arising out
of bodily injuries to, or death of, one person,
and $500,000 for damages arising out of bodily
injuries to, or death of, two or more persons in
anyone accident.
2) Owners-landlord and Tenant's property damage
liability insurance of $250,000.
3) Each party hereto waives all claims for recovery
from the other party for any loss or damage to any
of its property insured under valid and collect-
ible insurance policies to the extent of any
recovery collectible under such insurance subject
to the limitation that this waiver shall apply
only when permitted by the applicable policy of
insurance. The parties hereto agree to use good
6
faith efforts to have any and all fire, extended
coverage or any and all material damage insurance
which may be carried endorsed with the following
subrogation clause: "this insurance shall not be
invalidated should the insurance waive in writing
prior to a loss any or all right of recovery
against any part for loss occurring to the proper-
ty described therein."
Tenant to Comply with Rules Made by Lawful Authorities:
SIXTH: That the Tenant shall comply with all laws of the
United States, and State of Florida, and the ordinances, rules,
regulations and orders of any of the foregoing or of any depart-
ment thereof, or of the Lessor, relating to said leased premises
and with respect to control of ground and air traffic, aircraft
operations and the general use of the airport.
Payment of taxes or ~ther charges:
SEVENTH: That the Tenant will pay all taxes, assessments,
license fees or other charges that may be levied or assessed
during the term of this agreement upon or against any improve-
ments or equipment on said leased premises, or on account of the
transacting of business thereon by the Tenant.
Taxes levied by reason of occupancy hereunder shall be in
amount additional to rent, whether or not such tax payments under
the law are to be included in and paid from rents and rent is
subject to adjustment upon and to accomplish the same.
Any fees charged for fire fighting services upon the leased
premises shall be paid by the Tenant.
Automatic Extension of Lease
EIGHTH: That in the event the Tenant, through no fault of
its own, shall suffer loss by reason of being prevented, beyond
a reasonable length of time, from using the public portion of the
said airport and the public facilities there provided of reasons
other than those occasioned by meteorological conditions, or in
the event the Tenant shall suffer loss because any governmental
agency by virtue of its sovereign power, beyond a reasonable
length of time, stops, suspends, or seriously limits the Tenant's
7
use of the public portion or public facilities of the said
airport for reasons other than fault of the Tenant, then or in
any such event, the Tenant during such periods sha 11 not be
liable for the rent providing the leased premises are not used by
the Tenant or sublessees of the Tenant and, further, this agree-
ment and lease shall be extended beyond the original termination
date hereinbefore stated. It is further agreed that in the event
the Tenant is prevented from using the said premises or the
public portion of the airport as hereinbefore stated, that the
Tenant shall not be entitled to any compensation for loss or
damage from the Lessor other than the automatic extension of
lease time as herein provided.
Access to Service and Facilities:
NINTH: Tenant agrees to promptly pay all claims in addition
to its rent for all utilities or other service facilities sup-
plied to or consumed by the Tenant on the leased premises.
Lessor to Operate Airport~~
TENTH: That the Lessor itself shall properly maintain,
operate and manage said airport at all times and in a safe manner
not dissimilar to generally accepted good practice in the State
of Florida for airports of similar size and character. If for
any reason beyond the control of the Lessor (including, but
without in any manner limiting the foregoing, war, strikes,
riots, civil commotion and the like), the Lessor shall fail to
properly maintain, operate and manage said airport, such failure
shall not operate as a breach of this lease or render the Lessor
liable in damages. This paragraph shall not be construed to bind
said Lessor to operate an airport traffic control tower at said
airport unless in the judgment of said Lessor the operation
thereof shall be deemed necessary, nor shall this paragraph be
construed to bind said Lessor to maintain the demised premises.
Tenant's Business Confidential:
ELEVENTH: That the Lessor and its agents shall use due care
to treat confidentially all matters pertaining to the Tenant's
business except those things which of necessity must become a
part of public record.
8
Tenant's Right to_Sublease or Assign:
TWELFTH: The Tenant shall not transfer the demised premises
nor assign or transfer this lease or sell or transfer the build-
ing on the demised premises or permit the foregoing lease to
become transferred by operation of law or otherwise, nor do or
suffer any acts to be done whereby the same may be or otherwise,
nor do or suffer any acts to be done whereby the same may be or
become assigned in whole or in part unless the written consent of
the Lessor shall first be obtained in each and every case of such
subletting, assignment or transfer as shall from time to time
occur or be desired. If Tenant is a corporation, then any
transfer of this lease by merger, consolidation or liquidation,
or any change in ownership of the shares of voting control of
Tenant by the person, persons and/or entity owning a majority of
said shares on the date of this lease, shall constitute an
assignment of this lease, and, as such, shall require the prior
written consent of Lessor.
Lessor's Rights Upon Default:
THIRTEENTH: That if the Tenant shall make default:
A) In the payment of rental reserved herein and such
default shall continue for ten (10) days after notice
in writing in the manner hereinafter provided, or
B) In the observance and performance of any of the other
terms, covenants and conditions of this lease, and such
default shall continue for thirty (30) days after such
notice, or the Tenant shall have failed to commence the
rectification of such default within thirty (30) days
after such notice and to diligently prosecute the same
where the same cannot be completed within thirty (30)
days, or
C) If a petition to reorganize the Tenant or for an
arrangement of its unsecured debts shall be filed, or
D) If the Tenant shall be adjudicated as bankrupt, or
9
E) If a receiver or trustee of the Tenant's property be
appointed by any Court, or
F) If the Tenant shall make a general assignment for the
benefit of creditors, or
G) If all interest of the Tenant in its property shall be
taken by garnishment, attachment, execution or other
process of law, or
H) If the lease premises shall be deserted or vacated,
then and in any such event it shall be lawful for the Lessor:
1) Immediately, or at any time thereafter, without further
notice to Tenant, to re-enter into or upon said prem-
ises or any part thereof and take possession of the
same fully and absolutely without such re-entry working
a forfeiture of .the rents or other charges to be paid
and of the covenants, terms, and conditions to be
performed by the Tenant for the full term of this
lease, and in the event of such re-entry the Lessor may
proceed for the collection of the rents or other
charges to be paid under this lease or for the properly
measured damages and for the collection of its reason-
able attorneys fees; or
2) Lessor may at its election terminate this lease upon
written notice in the manner hereinafter provided and
re-enter said premises as of its former estate therein
and the Tenant covenants in case of such termination to
indemnify the Lessor against all loss of rents and
expense which the Lessor has suffered or paid by reason
of such termination, during the residue of the term; or
3) The Lessor shall further have all other rights and
remedies including injunctive relief, ejectment or
summary proceedings in the unlawful detainer, and any
or all legal remedies actions and proceedings and all
such shall be cumulative and provided; further that
Lessor shall be entitled to its reasonable attorneys'
fees incurred in connection with the institution of any
such proceedings.
10
Lien on Tenant's Property:
FOURTEENTH: As security for the payment to the Lessor of
all sums required to be paid by the Tenant under the terms of
this lease the Tenant does hereby grant lien upon and does
mortgage to the Lessor the buildings, structures or improvements
located upon the leased premises pursuant thereto, and does
hereby authorize the Lessor upon failure of Tenant to remove any
default within the time provided for in paragraph FIFTEENTH, to
take said property and sell and dispose of the same, to foreclose
the lien hereby created in the manner provided by the laws of the
State of Florida subject, however, to the lien of mortgages given
by the Tenant to finance the construction of the facilities to be
constructed pursuant to this lease, retaining such amounts and
shall pay any sums due and owing the Lessor under the terms of
this lease, and any attorney's fees and expenses a may have been
incurred in connection therewith, and returning the overplus, if
any there be, to the Tenant. In the event of sale, Lessor may
bid in and become the purchaser of facilities sold under foreclo-
sures hereunder.
Condemnation:
FIFTEENTH: That if it shall be in the public interest, the
Lessor shall have the power to condemn this lease even though it
is itself a party of the lease.
First Refusal:
SIXTEENTH: Lessor agrees with the Lessee that said Lessee
shall have the first refusal for that unoccupied property which
is 220 feet deep by 230 feet wide on the east side of the proper-
ty described herein which is bordered on its east boundary by the
existing fire station.
QUiet Enjoyment:
SEVENTEENTH:
A) Lessor covenants and agrees with the Tenant that upon
the Tenant's paying said rent and keeping, paying and performing
all the terms, covenants and conditions of this lease on the
Tenant's part to be kept, said and performed, the Tenant shall
and may, except for reasons beyond the control of the Lessor,
11
peaceably and quietly have and hold the premises thereby leased
for the term aforesaid.
B) Not withstanding the above, the Lessor and its agents,
or representatives shall have the right to enter the premises and
buildings thereon, to inspect the same for operations conducted
from the demised premises and for the purpose of making repairs
or improvements to any adjoining premises or to the airport and
to install through or upon the premises, such pipes, wires and
appurtenances as it may deem necessary or useful to the operation
of said airport, but the making of such repairs, improvements, or
installations shall be done in such manner as will not interfere
materially with the use and enjoyment of the premises by the
Tenant, except in cases of emergency.
Notices:
EIGHTEENTH: All notices required by law or by the lease to
be given to the Tenant must be written and may be given personal-
ly or by depositing the same in the United States mail, postage
prepaid, and addressed to the Tenant at their last known address.
Notice shall be deemed given as the date said Notice is deposited
in the mail.
Waiver of Breach:
NINETEENTH: That the waiver by the Lessor or the Tenant of
any breach of any term, covenant or conditions herein contained
shall not be deemed to be a waiver of any subsequent breach of
the same or any other term, covenant or conditions herein con-
tained.
Severability:
TWENTIETH: That it is the intent of both parties hereto
that the provisions of this agreement shall be severable if a
provision or application thereof shall be declared invalid.
Commitment to Federal or State Agencies:
Tw~NTY-FIRST: That nothing herein shall be construed to
prevent the Lessor from making such commitments as it desires to
the Federal Government or to the State of Florida in order to
qualify for the expenditure of Federal or State funds on said
airport.
12
~__~:';"-:'::;.";';.;';;~;;_;''-a7':':::'"";-.---'--_._---------
Binding on Successors:
TWENTY-SECOND: That except as herein otherwise provided, all
the terms, covenants and conditions of this lease shall be
binding upon and inure to the benefit of the legal representa-
tives, successors, assigns, and subsidiaries respectively of the
Lessor and Tenant.
Lease Changes:
TWENTY-THIRD: That any of the terms of this lease can be
changed upon the mutual consent of the Lessor and the Tenant but
to be valid any such changes must be in writing and must be
executed with the same formalities as this instrument.
Lease Renewal:
TWENTY-FOURTH: If, during the term of this agreement, Tenant
shall not have been in default in payment of rents hereunder or
in material performance in other requirements hereof, Tenant
shall have a right of first refusal on any lease by which the
premises covered by this agreement are demised after the term
hereof, including renewal.
Termination:
TWENTY-FIFTH:
If the buildings on the demised premises
shall be destroyed, then Lessor or Tenant shall have the right to
terminate this Lease Agreement upon giving of written notice to
the other party.
IN WITNESS WHEREOF, the parties hereto have executed this
lease the day and year first above written, and the Tenant hereby
acknowledges at the time of the making and delivery of this
instrument the delivery to it of a full, true and complete copy
thereof.
LESSOR
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
By
Mayor/Chairman
(SEAL)
Oy
Attest:
Clerk
13
14
person described in and who executed the foregoing instrument and
to me known to be the
(i)~kA./.4f) tl aA~ ~/.#~
On this oZ~;#I/ day of alA~ ' 1987, before me,
a Notary Public within and~or said County, personally appeared
ss
STATE OF FLORIDA
COUNTY OF MONROE
Gm~cQ:
~ii~uQf stit~Qlt~~
My CommiSStOil Expires J::i;: 18, 1983
Bonded lhcu Trc.y Fair) ~ 1ll5urance, ;,lC.
My commission expires:
~u.t~ C/~y. /( acknowledged said instrument to
be the free act and deed of said Commission.
Cha.'Ir-MCltM
Commission, and that said
and
foregoing instrument; that the seal affixed to said instrument is
the seal of said Commission and that said instrument was signed
and sealed on behalf of said Commission by authority of said
~~i~ t:)~ of the Board of County Commissioners of
Monroe County, Florida, the governing body of Monroe County, a
political subdivision of the State of Florida, named in the
Chairman and ~@ .....v,
respectively the
me, a Notary Public within and for said County personally ap-
pearedJel'-t-~ 4"~""6~J.~"Z.)J"", tI f?~6/1e. {.. G"""6/IJ to me personally
known, who being each by me duly sworn, did say that they are
, 1987, before
oJ
On this S'th day of
COUNTY OF MONROE
ss
STATE OF FLORIDA
~A~~f
In the Presence of:
TENANT
acknowledged that ~ executed the same as ~~~ own free act
and deed.
(~~~L~~~
STATE OF FLORIDA
My commission expires:
-~7 e( (
/? ?Z'
~~~~~r~~-';:
{:r~~:~~':>,,;\ (;cra(,.l,:ne S. Olson
.<:,..;~_;i~"'\
::'~i"~" ~}) NOTARY PUflLIC.MINNE:$OTA
'fs.~:f~'\':'J,: HENNEPiN COUNTY
Y.Y t:n~~MTr.~'n()r! r'I~:;:,E'S AUG. 21,1990
15
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