HomeMy WebLinkAboutA&B Leasing 12122002 AirportASSET BUY-OUT AGREEMENT
THIS AGREEMENT, made and entered into tiffs {~n--day of December, 2002, by
and between the CITY OF SEBASTIAN, a municipal corporation existing under the laws
of the State of Florida, (hereinafter referred to as the "City"), and A & B Leasing Ent.,
Inc., a Florida corporation, (hereinafter referred to as the "Tenant"), provides as follows:
WlTNESSETH:
WHEREAS, City is the owner of certain property located in the County of Indian
River County, Florida; and
WHEREAS, the certain property is being used for the operation of the Sebastian
Municipal Airport (hereinafter referred to as the "Airport"); and
WHEREAS, the parties entered into a certain AIRPORT LEASE for a period of
thirty (30) years commencing October 1, 2000 (hereinafter called the "Northern Lease");
and
WHEREAS, the parties further entered into a certain AIRPORT LEASE
AMENDMENT mending an existing lease between the parties dated October 31, 2000
that superseded the 1996 lease between City and Golden Horn Aviation, Inc., (hereinafter
called the "Southern Lease"); and
WHEREAS, the Runway 9/27 Reactivation Project requires the removal of
improvements l~om the subject leasehold; and
WI-IEREAS, the parties have reached an amicable agreement that accomplishes
the dual purpose of enabling the Project to move forward and enhances the expansion and
strengthening of Tenant's business enterprise;
NOW, TgIEREFORE, in consideration of the payments and mutual promises
between the parties as hereinafter provided, the receipt and sufficiency of which are
hereby acknowledged, the parties have agreed as follows:
1. City shall purchase ail Tenant-owned improvements, except as set forth
hereinafter, located on the Southern Lease for the sum of two hundred eighty thousand
dollars ($280,000).
2. That the closing date for said ~:ausacfion is Janumy 2, 2003, at which time
Tenant shall present City with a Bill of Sale and an Affidavit of Ownership for all said
improvements with the exception of the following fixtures:
a) Overhead lights
b) Compressor
e) Office HVAC system
d) Storage racks
e) Alarm system
Said excepted fixtures may be removed and retained by Tenant upon vacating the
premises as set £orth below.
3. Tenant may continue to occupy the improvements purchased hereunder
until Januery 1, 2004. After said date, all items of personal property and retained fixtures
must be reraoved or the same may be demolished.
4. During the extended occupancy period set forth above, all remaining terms
of the Southern Lease shall continue in effect, and Tenant shall make only the rentals
payments required under said lease.
5. There is an additional parcel of land contained in the Northern lease that
shall have its use severely restricted as a result of the Project, containing 0.2878 acres
more or less as depicted in the schematic attached hereto as Exhibit "A". Ten,ut shall
also cease to occupy said parcel as of January 1, 2004.
6. The parties have agreed that Tenant's operations impacted by the Project
shall be reestablished on a parcel located at the northeastern comer of the intersection of
Kunway 9 and the western taxiway. The general layout of said replacement parcel is
shown on the attached Exhibit "]3".
7. Upon closing of the transaction hereunder, Tenant is hereby given an
irrevocable license enter onto the lands depicted in Exhibit "B" for purposes of
preconstruction activities and site preparation for reestablishment of the impacted
facilities.
8. No later than February 28, 2003, City shah survey a 4.2878+ acre parcel in
accordance with the schematic presented in Exhibit "B" and the parties shall execute the
two lease amendments in the forms attached hereto as Exhibit "C".
9. The rights granted to Tenant hereunder are conditioned upon Tenant's
continued compliance with the requirements of the terms of its existing lease agreements
with City. Default and breach of said leases shall constitute a waiver of these rights by
Tenant and immediate forfeiture of the same.
10. City hereby consents to an assignment by Tenant of any or all rights of its
under this Agreement or the existing leases to Velocity, Inc.
11. The terms of this agreement shall survive closing on the asset purchase.
IN WITNESS WttEREOF, the parties hereto have set their hands and seals the
day and year first above written.
ATTEST:
sany cMc
City Clerk
Approved as to Form and Legality for
Reliance by the City of Sebastian only:
A & B LEASING BNT., INC.
By: Bonnie Swin~"' 0
Its President
[Corporate Seal]