HomeMy WebLinkAboutR-13-16MUNICIPAL AIRPORT
AIRPORT LEASE
THIS LEASE, made and entered into this 11`x' day of July, 2413, by and between
the CITY OF SEBASTIAN, a municipal corporation existing under the laws of the State
of Florida, (hereinafter referred to as the "Landlord "), and National Aperture, Inc.
(hereinafter referred to as "Tenant "). The Landlord and the Tenant are sometimes
collectively referred to herein as the "parties ". This document contains nineteen (19)
pages, plus Schedule "A ".
WITNESSETH:
WHEREAS, the Landlord 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 certain property is also available for use for those activities
consistent with or in support of aviation activity; and
WHEREAS, the Landlord has agreed to lease such property to the Tenant subject
to certain terms and conditions consistent with, or in support of, the current aviation use
of such property; and
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WHEREAS, the Tenant desires to lease the said property from the Landlord, and
to that end and in consideration of the premises, and the covenants, terms and conditions
to be performed as set forth hereinafter; and
NOW, THEREFORE, in consideration of the mutual covenants hereinafter
provided, the receipt and sufficiency of which are hereby acknowledged,, the parties have
agreed as follows;
1. RECITALS. The stated recitals are hereby incorporated by reference in
this Lease Agreement.
2. LEASED PREMISES. Subject to the terms and conditions set forth
hereinafter, and in accordance with the Principal Guiding Documents for Sebastian
Municipal Airport (to include future amendments, changes, and deletions), the Landlord
hereby leases to the Tenant and the Tenant hereby rents from the Landlord that portion of
the real property of the Landlord which is described more particularly on Schedule "A"
affixed hereto and made a part hereof by reference (hereafter referred to as the "leased
premises A "). In the event that any portion of the Leased Premises A is needed for actual
improvements to the Airport, any portion thereof rendered unusable to Tenant shall be
released from this lease and the rental payments adjusted accordingly. Pending approval
of the underlying lease by the City Council of the City Of Sebastian, it is understood that
Tenant shall have access to the leased premises on July 11, 2013 for the purposes of
configuration and `move -in' functions. It is understood that Tenant's start date for rent
payments on the leased premises is September 1, 2013. Tenant agrees to `hold harmless'
the City Of Sebastian for any /all claims, liability, and damages resulting from activities
by Tenant.
3. TERM OF LEASE. The term of this Lease shall be for a period of FIVE
(5) years commencing September 1, 2013, and will end on the fifth (5`i') anniversary of
such date. The Tenant shall have the option to automatically extend the lease for a
period of THREE (3) years with agreement by the City of Sebastian that Tenant is in
compliance with all Conditions, Covenants, and Restrictions as contained in this Lease.
Notice of intent to exercise said option by Tenant must be received by Landlord, in
writing, no later than six (d) months prior to the expiration of the underlying lease. As
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stated in paragraph 2, Tenant shall have authorization to move into the leased space on
July 11, 2013, however, any lease charges will begin to run on September 1, 2013. Other
lease provisions will apply for the period July 11, 2013 through August 30, 2013
including provisions for utility charges and hold harmless provisions.
4. RENT. The parties agree that the rent, payable by the Tenant, during the
term of this Lease shall be as follows:
(a) For the leased premises "N': approximately 2300 sq ft @ $$.50 /year.
Total: $19,550 per year payable in quarterly installments on September 1,
December 1, March 1, and June P of every year the Lease shall be in
effect. The parties recognize that the purchasing power of the United
States dollar is evidenced by the United States Department of Labor,
Bureau of Labor Statistics, Index of Consumer Prices. In January, 2014,
the Landlord will compare the most recent price index with the base price
index for 2013, and the yearly rent amount shall be adjusted based upon
changes in the price index, if appropriate, on September 1, 2014. Another
such adjustment shall be undertaken for September 1, 20 15, and every year
thereafter until the expiration date of the lease, including the option period
if applicable. In no event, however, shall the yearly rent decrease below
the sure of $19,550.
(b) Time of the essence. The Tenant agrees promptly to perform, comply
with and abide by this Lease, and agrees that timely payment is of the very
nature and essence hereof. In the event that any rental payment due
hereunder shall not be paid within five days of when due, Tenant shall pay
Landlord a late payment fee of 5% of the amount of such late Rental
Payment. This charge shall be considered additional rent and not interest.
(c) Default in rent. If any of said sums of money herein, required to be
paid by the Tenant to the Landlord, shall remain unpaid ten (10) days after
written demand by Landlord, then the Landlord shall have the options and
privileges as follows:
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(1) Total acceleration. To accelerate the maturity of the rent
installments for the balance of the term. This option shall be
exercised by an instrument in writing signed by the Landlord, or its
agent(s), and transmitted to the Tenant notifying him of the
intention of the Landlord to declare all unmatured rent installments
presently due and payable.
(2) Partial acceleration. In lieu of the option in sub- paragraph (1)
above, the Landlord may, in like manner, declare as presently due
and payable the unpaid rent installments for such a period of years
as may be fixed in the Landlord's said notice to the Tenant. The
exercise of this option shall not be construed as a splitting of a
cause of action, nor shall it alter or affect the obligations of the
Tenant to pay rent under the terms of this Lease for the period
unaffected by said notice.
(3) Other remedies. In addition to the option herein granted above,
the Landlord may exercise any and all other options available to it
hereunder or under law, which options may be exercised
concurrently or separately with the exercise of the above options.
(d) Default in provisions. If the Tenant shall default in the performance of
any other term of this Lease (except the payment of rent), the Landlord, or
its agent or employee, shall send to the Tenant a written notice of default,
specifying the nature of the default, and the Tenant shall, within thirty (30)
days after the date of said notice, cure and remedy said default, whereupon.
this Lease shall continue as before. If the Tenant shall fail to cure and
remedy such default within said time, the Landlord shall have the right to
declare, by written notice to the Tenant, that the Lease is in default, and to
use all remedies available to the Landlord hereunder or under law,
including, but not limited to, those remedies, procedures and rights
specified in the other paragraphs of this Lease. Notwithstanding the above
provisions, Tenant shall have one (1) fifteen (15) day period per year to
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cure any payment defaults after Tenant has received non - payment notice
from Landlord.
(e) In addition to the rental amount, the Tenant shall pay Florida sales tax,
if applicable.
(f) The above rental for the leased premises shall be payable in advance,
in quarterly installments, commencing on September, 2013. Dental
payments for leased premises as described in Section 3 will then be due on
a like day of every quarter (December 1, March 1, June 1) thereafter
during the term of this Lease.
5. IMPROVEMENTS TO THE PREMISES. The Landlord acknowledges
that the Tenant is leasing the premises for the primary purpose of the operation of
Tenant's manufacturing business. In order to utilize the leased premises for this
purpose, it may be necessary to use improvements previously constructed upon
the leased premises. Tenant acknowledges that these improvements are owned by
Landlord.
(a) The Tenant shall have the right to use the leased premises for any
lawful purpose described in Section 6 hereof, and shall have the right to
construct improvements upon the leased premises, provided any such
improvements do not in any way curtail the use of the airport facilities in
their usual operations and provided further that any such improvements are
approved, in writing, by the City of Sebastian prior to commencement of
any construction. The Tenant covenants and agrees that all such
construction shall be in accordance with the local and state codes,
regulations and requirements as well as in accordance with all
requirements of the Federal Aviation Administration (FAA) and the
Florida Department of Transportation (FDOT). The Landlord agrees that
any approval for said improvements will not be unreasonably withheld by
the City of Sebastian.
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(b) The Tenant shall indemnify, defend and hold the Landlord harmless
from any claims, losses, damages or liens arising out of the construction of
any such improvements.
(c) All improvements and fixtures of every kind now or hereafter erected
or placed on the leased premises, excluding Tenant's trade fixtures that
can be removed without damage to the premises, shall, at the end of the
tern or earlier termination of this Lease, for any reason, be and become
the property of the Landlord and shall be left in good condition and repair,
ordinary wear and damage by the elements excepted. In order to confirm
sole ownership in the Landlord, the Tenant shall, at Landlord's request,
execute any and all documents of transfer which Landlord deems
necessary to perfect title to said improvements. The Tenant agrees that all
improvements shall, upon the termination of this Lease for any reason, be
free and clear of all encumbrances, liens, and title defects of any kind. A
fixture shall be defined as an article which was a chattel, but which, by
being physically annexed or affixed to the realty by the Tenant and
incapable of being removed without structural or functional damage to the
realty, becomes a part and parcel of it. Non - fixture personalty owned by
the Tenant at the expiration of the term or earlier termination of this Lease,
for any reason, shall continue to be owned by Tenant and, at its option,
may remove all such personalty, provided the Tenant is not then in default
of any covenant or condition of this Lease, otherwise all such property
shall remain on the leased premises until the damages suffered by the
Landlord from any such default have been ascertained and compensated.
Any damage to the leased premises caused by the removal by Tenant of
any such personalty shall be repaired by Tenant forthwith at Tenant's
expense.
b. USE OF LEASED PREMISES. The Tenant agrees that no use of the
leased premises will be conducted in such a manner as to constitute a nuisance or a
hazard and that, in connection with the use of the leased premises, the Tenant will
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observe and comply with all applicable laws, ordinances, orders and regulations
prescribed by lawful authorities having jurisdiction over the leased premises. Tenant will
abide by the Principal Guiding Documents for Sebastian Municipal Airport (to include
future amendments, changes, and deletions). Tenant agrees that the leased premises shall
be used by the Tenant for the purpose of the operation of Aperture Manufacturing and any
reasonably related business. No other use may be conducted by the Tenant without the
express written consent of the Landlord. Such consent may be withheld by the Landlord
for any reason. All aeronautical businesses and activities must be certified and licensed
by appropriate agencies, including the FAA, in the appropriate categories of their specific
operation.
7. REPAIRS AND ALTERATIONS. The Landlord shall not be obligated to
maintain or repair the interior of the leased premises or any improvements located therein
or any part thereof during the lease term or any renewal thereof: The Tenant agrees, at its
sole cost and expense, to maintain all of the interior of the leased premises. The Tenant
shall keep the leased premises in a good state of maintenance and repair and keep the
leased premises in a clean, neat and orderly condition in accordance with local
ordinances, including but not limited to, the Sebastian Land Development Code and all
other community standards ordinances. It is an express condition of this Lease that the
leased premises are kept in an attractive manner at all times. Upon obtaining the prior
written consent of the Landlord, which consent may be withheld for any reason, the
Tenant, at its sole cost and expense, may erect such additional improvements on the
leased premises as it deems appropriate and may make such alterations or major
renovations to the existing improvements as it deems appropriate, provided, however,
that such alterations or renovations shall not disturb the structural integrity of such
existing improvements, and provided that the alterations or renovations shall comply with
all applicable governmental regulations. The Tenant shall indemnify, defend and hold the
Landlord harmless from any claims, losses, damages or liens arising out of or in any way
connected with such additions or renovations.
8. UTILITIES. The Tenant shall be responsible for all costs of electricity,
lights, water, sewer, heat, phone, TV, internet, or any other utility or service consumed in
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connection with the leased premises. Relating to leased premises `A', utility charges
shall be assessed to Tenant by Landlord on a prorated basis according to the Tenant
square foot usage. It is understood that the Landlord shall have no liability for the
failure to procure, or the interruption of any such services or utilities.
9. SIGNS. The Tenant shall have the right to erect and maintain such sign
or signs on the premises as may be permitted by applicable law; provided, however, the
Landlord must approve any such signs in writing prior to erection. The Landlord may
impose any reasonable restrictions as, in the sole discretion of the Landlord, are deemed
necessary.
10. TAXES. The Tenant shall pay during the Lease term all ad valorem taxes,
assessments or any other governmental charge levied or assessed against the leased
premises (including the Tenant's leasehold by the appropriate governmental authorities),
together with all ad valorem takes assessment or other governmental charge levied
against any stock of merchandise, furniture, furnishings, equipment and other property
located in, or upon the leased premises. All shall be paid by the Tenant on a timely basis
and receipts therefore shall be provided to the Landlord upon request.
11. LIABILITY INSURANCE. The Tenant shall provide and keep in force, at
its own expense, during the term of this Lease, comprehensive public liability insurance
coverage with respect to the contents of the leased premises, Landlord shall insure the
buildings occupied by Tenant. The insurance coverage to be maintained by the Tenant
shall contain limits of.
(a) Bodily Injury and Property Damage - $1,000,000 Combined Single
Limits
(b) Products and Completed Operations Liability (if applicable) —
$ 1,000,000 Combined Single Limit.
(c) Aircraft Liability — $1,000,000 Bodily Injury and Property Damage
Combined Single Limit.
(d) Insurance in the full replacement value of all Personal Property,
Equipment, and Trade Fixtures on the Leased Premises.
(e) Ground and Hangar Keeper's Liability (if applicable) — adequate
coverage for any single aircraft in storage or care and a limit covering
the total value of those aircraft but not less than $100,000 for damage to
any one (1) aircraft and $500,000 per each occurrence.
{#} Chemical Liability Insurance (if applicable) — minimum of $400,000
Combined Single Limit.
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(g) For aircraft Fueling Operations (if applicable) -- a Comprehensive
Aircraft Liability policy indicating that the coverage includes owner's
fueling/defueling operations with fueling equipment owned and/or
operated by the Tenant. The minimum shall be $1,000,000 Combined
Single Limit for Bodily Injury and Property Damage.
(h) Automobile Liability Insurance:
(1) Each service provider operating one or more motor vehicles on
the City's premises in the performance of their work shall
purchase and maintain Automobile Liability Insurance with
policy limits of not less than $300,000 Combined Single Limit.
(2) Service Providers having unescorted access to the AOA at the
Sebastian Municipal Airport shall purchase and maintain
Automobile Liability Insurance with policy limits of not less
than $1,000,000 Combined Single Limit.
(a) Builder's Risk (if applicable) during any construction on a leased site,
the service provider shall furnish Builder's Risk Insurance insuring the
contract price, with the City listed as the named insured. Any
deductibles under the builder's risk policy shall be the responsibility of
the service provider.
(b) Workers' Compensation Insurance: as required by Florida Statutes.
Tenant agrees that, should there be an expansion of the use or occupancy beyond) the
primary use set forth herein, Landlord may alter the minimum amounts stated in the
preceding section during the term of this Lease by addendum or change in the Principal
Guiding Documents for Sebastian Municipal Airport (to include future amendments,
changes, and deletions). Landlord will give written notice of any such change to Tenant,
and such changes will take effect immediately. Any policy or policies of insurance
required pursuant to this Lease shall be issued by one or more insurance companies
authorized to engage in business in the State of Florida. The Tenant shall supply the
Landlord with a certificate of such insurance with evidence of the payment of the
premium thereon. All policies described in this paragraph/section shall contain a clause
preventing cancellation of any coverage before thirty (30) days written notice to the
Landlord and shall name the Landlord as an additional insured. Upon the request of the
Landlord, the Tenant shall provide copies of said policies to the Landlord.
12. PROPERTY, FIRE AND EXTENDED COVERAGE INSURANCE. The
Tenant shall, at its sole cost and expense, procure and keep in effect such standard
policies of property casualty, fire and extended coverage insurance as the Landlord deems
necessary and appropriate and in accordance with the provisions in Section 11. Upon
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request, the Tenant shall provide to the Landlord a certificate of such insurance with
evidence of the payment of the premium therefore. The Landlord shall have no
obligation to keep the leased premises contents insured nor shall the Landlord have any
obligation to insure any personal property used in connection with the leased premises.
Any policy or policies of insurance required pursuant to this Lease shall be issued by one
or more insurance companies authorized to engage in business in the State of Florida. All
policies described in this Paragraph shall contain a clause preventing cancellation of any
coverage before thirty (30) days written notice to the Landlord and shall name the
Landlord as an additional insured, Upon the request of the Landlord, the Tenant shall
provide copies of said policies to the Landlord. In the event that the Tenant's use and
occupancy of the premises causes any increase in the premium for any property casualty
or fire insurance maintained by Landlord on the Leased Premises or any portion thereof,
Tenant shall reimburse Landlord for the amount of said increase within thirty days of
notice of the same.
13. DAMAGE OR DESTRUCTION OF IMPROVEMENTS BY FIRE OR
OT14ER CASUALTY. In the event the leased premises are destroyed or damaged by fire
or other casualty, the Tenant, at its option, agrees that it will cause said premises and/or
other improvements to be replaced or said damage to be repaired as rapidly as practicable.
The Landlord may abate the Tenant's rent for the period of time more than 80 % of the
leased premises, if any, is unusable. In the event the Tenant elects to repair and/or replace
the leased premises, the Landlord shall have no claims against any insurance proceeds
paid to the Tenant on account of such damage and/or destruction nor shall the Landlord
have any responsibility or obligation to make any expenditures toward the repair and/or
replacement of the building and other improvements on the leased premises.
(a) If the Tenant, under its option, elects not to repair the leased premises,
the Landlord shall have two options:
(1) To continue to Lease; if the Landlord elects to continue the
Lease, the Landlord shall be entitled to any of the insurance
proceeds on account of such damage and/or destruction, such
proceeds to be the sole property of the Landlord; or
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(2) To cancel the Lease; if the Landlord elects to cancel the Lease,
the Landlord shall be entitled to that portion of the insurance
proceeds paid as a result of such damage and/or destruction to the
building and other improvements on the leased premises, the
Tenant shall be entitled to the remainder, if any, of the insurance
proceeds.
(b) In the event the Tenant, under its option, elects not to repair and/or
replace the leased premises, the Tenant shall, at its sole expense, remove
all remaining portions of the leased premises.
14. INDEMNIF'ICA:TION. The Tenant agrees hereby to defend, indemnify
and save the Landlord harmless from any and all actions, demands, liabilities, claims,
losses or litigation arising out of or connected with the Tenant's occupancy or use of the
leased pLemises and the use of the leased premises by tenant's agents, employees, and
invitees, including all attorney's fees incurred by the Landlord in defending any such
claims. This Paragraph shall survive the termination or cancellation of the Lease.
15. ENVIRONMENTAL MATTERS. The Tenant hereby agrees to
indemnify, defend and hold the Landlord harmless from and against any and all claims,
lawsuits, losses, liabilities, damages, and expenses (including, without limitation,
clean -up costs and reasonable attorney's fees) resulting directly or indirectly from, out of
or by reason of any hazardous or toxic materials, substances, pollutants, contaminants,
petroleum products, hydrocarbons or wastes being located on the property and being
caused by the Tenant, sub - Tenants, agents, assigns, or users of leased premises or fuel
farm. The presence of said substance or materials on the leased premises, or fuel farm,
shall raise the presumption that Tenant is the cause of such presence. Section 15 shall
survive the termination, or cancellation, of the Lease.
16. PREVENTION OF USE OF THE PREMISES. If, after the effective date
of this Lease, the Tenant is materially precluded or prevented from using the leased
premises for those primary purposes identified in Section 6 of this Lease, by reason of any
zoning law, ordinance or regulation of any authority having jurisdiction over the leased
premises including the Principal Guiding Documents referenced in Paragraph 2 and such
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prohibition shall continue for a period in excess of thirty (30) consecutive days, the
Landlord shall allow the Tenant to terminate this Lease. Tenant shall provide Landlord
with a thirty (30) day Notice of its intent to so tenminate with specific grounds on which
Tenant asserts it has the right to terminate. Any Tenant prepaid rents shall be abated to
the Tenant.
17. AIRPORT USE FEES. Landing, tie down, or any other type of use of
airport fees being charged by Tenant are specifically prohibited by this Agreement as the
use of the Airport is for the general public. Nothing in this Lease shall act to prohibit the
Landlord from charging such fees as it deems necessary or desirous.
18. GOVERNMENT SEIZURE. In the event the United States Government,
or any agency or subdivision thereof, at any time during the term of this Lease takes over
the operation or use of the airfield and/or Airport which results in the Tenant being
unable to operate under the terms of the Lease, then the Lease may be extended upon
mutual agreement of the Tenant and the Landlord for an additional period equal to the
time the Tenant has been deprived of the value of this Lease. If the duration of the
seizure exceeds ninety (90) consecutive days, the Landlord, at the Landlord's sole
discretion, may terminate this Lease. Any Tenant prepaid rents shall be abated to the
Tenant.
19. EMINENT DOMAIN. If all or any part of the leased premises shall be
taken under a power of eminent domain, the compensation or proceeds awarded for the
taking of the leased premises shall belong to the Landlord. If the taking is to such an
extent that it is impracticable for the Tenant to continue the operation of its business on
the leased premises, the Lease, at the option of the Landlord, may be terminated. Nothing
herein shall prevent the Landlord and/or the Tenant from seeking any and all damages
sustained from the condemning authority by reason of the exercise of the power of
eminent domain.
20. DEFAULT BY TENANT. As used in this Lease, the term, "event of
default ", shall man any of the following;
(a) The failure of the Tenant to fulfill any duty or obligation imposed on
the Tenant by the Lease post expiration of the applicable period to cure;
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(b) The appointment of a receiver or the entry of an order declaring the
Tenant bankrupt or the assignment by the Tenant for the benefit of
creditors or the participation by the Tenant in any other insolvency
proceeding;
(c) The Tenant's failure to pay any consideration, to the Landlord, required
by this Lease;
(d) The taking of the leasehold interest of the Tenant hereunder pursuant to
an execution on a judgment;
(e) The Tenants abandonment of any substantial portion of the leased
premises. "Abandonment" shall be determined by the Landlord;
(0 The Tenant or any guarantor of Tenant's obligations hereunder, fling a
petition for bankruptcy or being adjudged bankrupt, insolvent, under any
applicable federal or state bankruptcy or insolvency law, or admit that it
cannot meet its financial obligations as they become due, or a receiver or
trustee shall be appointed for all or substantially all of the assets of Tenant
or any Tenant's obligations hereunder;
(g) The Tenant or any guarantor of the Tenant's obligations hereunder shall
make a transfer in fraud of creditors or shall make an assignment for the
benefit of creditors;
(h) The Tenant shall do or permit to be done any act which results in a lien
being filed against the leased premises or the property which is not
released of record within thirty (30) days of the date it is initially recorded
in the Public Records of Indian River County. Each party covenants and
agrees that it has no power to incur any indebtedness giving a right to a
lien of any kind or character upon the right, title and interest of the other
party in and to the property covered by this Lease, and that no third person
shall ever be entitled to any lien, directly or indirectly, derived through or
under the other party, or its agents or servants, or on account of any act of
omission of said other party. All persons contracting with the Tenant or
furnishing materials or labor to said Tenant, or to its agents or servants, as
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well as all persons whomsoever, shall be bound by this provision of this
Lease. Should any such lien be filed, the Tenant shall discharge the same
by payment or by filing a bond, or otherwise, as permitted by law. The
Tenant shall not be deemed to be the agent of the Landlord so as to confer
upon a laborer bestowing labor upon the leased premises, a mechanic's lien
upon the Landlord's estate under the provisions of the Florida Statutes, or
any subsequent revisions thereof;
(i) The liquidation, termination, death or dissolution of the Tenant;
0) The Tenant fails for more than one hundred twenty (120) consecutive
days to continuously conduct and carry on in good faith the type of
business for which the leased premises are leased;
(k) The Tenant shall be in default of any Other terra, provision or covenant
of this Lease, other than those specified in subparts a through I above.
Upon the happening of any "event of default ", the Landlord may, at its option, terminate
this Lease and expel the Tenant therefrom without preiudice to any other remedy;
provided, however, that before the exercise of such option for failure to pay rent or failure
to perform any condition imposed herein upon the Tenant, the Landlord shall give written
notice of such event of default to the Tenant, which thereafter shall have thirty (30) days,
from the date notice is sent by the Landlord, within which to remedy or correct such
default, unless such default is the failure to pay rent, in which case the Tenant shall have
ten (10) days, from the date notice is sent by the Landlord, within which to remedy such
default by paying all rent due.
21. IDENTITY OF INTEREST. The execution of this Lease or the
performance of any act pursuant to the provisions hereof shall not be deemed or construed
to have the effect of creating between the Landlord and the Tenant the relationship of
principal and agent or of a partnership or of a joint venture and the relationship between
them shall be and remain only that of landlord and tenant.
22. NOTICES AND REPORTS. Any notice, report, statement, approval,
consent designation, demand or request to be given and any option or election to be
exercised by a party under the provisions of this Lease shall be effective only when made
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in writing and delivered (or mailed by registered or certified mail with postage prepaid) to
the other party at the address given below:
Landlord: City of Sebastian
Ann: City Manager
1225 Main Street
Sebastian, FL 32958
Tenant: George Mauro
National Aperture, Inc.
208 Airport Drive East
Sebastian, FL 32958
Copy: John F. Griffin, Jr. Esq,
109 Ponemah Road, #5
Amherst, NH 03031
jg,yriffin@erifflaw.com
provided, however, that either party may designate a different representative or address
from time to time by giving to the other party notice in writing of the change. Rental
payments to the Landlord shall be made by the Tenant at an address to be furnished to the
Tenant.
23. RIGHT TO INSPECT. The Landlord may enter the leased premises upon
reasonable notice:
(a) To inspect or protect the leased premises or any improvement to a
property location thereon;
(b) To determine whether the Tenant is complying with the applicable
laws, orders or regulations of any lawful authority having jurisdiction over
the leased premises or any business conducted therein; or
(c) To exhibit the leased premises to any prospective purchaser or tenant
during the final sixty (60) days of the lease term, or at any time after either
party has notified the other that the Lease will be terminated for any
reason.
No authorized entry by the Landlord shall constitute an eviction of the Tenant or a
deprivation of its rights or alter the obligation of the Landlord or create any right in the
Landlord adverse to the interest of the Tenant hereunder.
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24. OWNERSHIP OF TRADE FIXTURES, SIGNS AND PERSONAL
PROPERTY. At the expiration of the Lease, any and all trade fixtures, signs and
personal property, used by the Tenant in the operation of its business, on the leased
premises shall remain the Tenant's sole property and the Tenant shall have the right to
remove the same provided any damages in removal are repaired by the Tenant at Tenant's
sole cost. In case of breach of this Lease by the Tenant, or the termination of the Lease,
or any extension hereunder, that may be ,granted, the Tenant agrees to immediately
surrender possession of said facilities, and all the buildings, edifices, etc. that are
constructed by or on behalf of Tenant. The facilities, buildings, edifices, etc. shall then
become the property of the Landlord.
25. HEIGHT/HAZARD RESTRICTIONS. The Tenant expressly agrees for
Itself, its successors and assigns, to restrict the height of structures, objects of natural
growth and other obstructions on the leased premises to such a height so as to comply
with all Federal Aviation Regulations, State laws and local ordinances, rules and
regulations now existing and hereinafter promulgated. The Tenant expressly agrees for
itself, its successors and assigns, to prevent any use of the leased premises which would
interfere with or adversely affect the operation or maintenance of the Airport or otherwise
constitute an airport hazard. The Tenant covenants and acknowledges that the use of the
leased premises as proposed by the Tenant does not interfere with or adversely affect the
operation or maintenance of the Airport or otherwise constitute an Airport hazard. The
Landlord reserves unto itself, its successors and assigns, for the use and benefit of the
public, a right of flight for the passage of aircraft in the airspace above the surface of the
leased premises, together with the right to cause in such airspace such noise as may be
inherent in the operation of aircraft, now known or hereafter used, for navigation or flight
in the airspace, and for use of said airspace for landing on, taking off from, or operating
on the Airport.
26. NONDISCRIMINATION. The Tenant for itself, its personal
representatives, successors in interest and assigns, as part of the consideration hereof,
does hereby covenant and agree as a covenant running with the land that (i) no person on
the grounds of religion, gender, marital status, race, color, age, or national origin shall be
Page 16 of 19
excluded from participation in, denied the benefits of, or be otherwise subject to
discrimination in the use of the Tenant's facilities; (ii) that in the construction of any
improvements on, over or under the leased premises and the furnishing of services
thereon, no person on the grounds of religion, gender, marital status, race, color, age, or
national origin shall be excluded from participation in, denied the benefits of, or
otherwise be subjected to discrimination; (iii) that the Tenant shall use the premises in
compliance with all other requirements imposed by or pursuant to Title 49, Code of
Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary,
Part 21, Nondiscrimination in Federally Assisted Programs of the Department of
Transportation - Effectuation of Title VI of the Civil Rights Act of 1964.
In the event of the breach of any of the above non - discrimination covenants, the
Landlord shall promptly notify the Tenant, in writing, of such breach and the Tenant shall
immediately commence curative action. Such action by the Tenant shall be diligently
pursued to its conclusion, and if the Tenant shall then fail to commence or diligently
pursue action to cure said breach, the Landlord shall then have the right to terminate this
Lease and to re -enter and repossess said land and improvements thereon.
27. ENTIRE AGREEMENT. This Lease contains all of the understandings by
and between the parties hereto relative to the leasing of the premises herein described,
and all prior or contemporaneous agreements relative thereto have been merged herein or
are voided by this instrument, which may be amended, modified, altered, changed,
revoked or rescinded in whole or in part only by an instrument in writing signed by each
of the parties hereto.
28. ASSIGNMENT AND SUBLETTING. The Tenant shall not assign this
Lease or sublet the leased premises or any portion thereof, or otherwise transfer any right
or interest hereunder without the prior written consent of the Landlord, which shall not be
unreasonably withheld. If the Landlord consents, in writing, to the assignment, subletting
or other transfer of any right or interest hereunder by the Tenant, such approval shall be
limited to the particular instance specified in the written consent and the Tenant shall not
be relieved of any duty, obligation or liability under the provisions of its Lease.
Page 17 of 19
29. BINDING EFFECT. The terms and provisions of this Lease shall be
binding on the parties hereto and their respective heirs, successors, assigns and personal
representatives, and the terms of any Addendum attached hereto are incorporated herein.
30. APPLICABLE LAWNENUE. In the event of litigation arising out of
this writing, venue shall be in Indian River County, Florida and the terms of this Lease
shall be construed and enforced according to the laws of the State of Florida except to the
extent provided by Federal law.
31. ATTORNEYS FEES. In any action arising out of the enforcement of this
writing, the prevailing party shall be entitled to an award of reasonable attorney fees and
costs, both at trial and all appellate levels, based upon the prevailing rates of private
attorneys in Indian River County, Florida.
32. RECORDING. In no event shall the Lease or a copy thereof be recorded
in the Public Records of Indian River County, Florida.
33. MISCELLANEOUS. All delinquent payments to the Landlord shall bear
interest at the rate of 5% per year from date the payments are due to the date of payment.
Said interest shall be calculated on a daily basis and shall be due and payable when billed.
The Tenant acknowledges that the Landlord is required by law to operate
under an Airport Master Plan and the Tenant covenants that he will use the leased
premises consistent with the Airport Master Plan.
The Tenant shall not allow its occupancy or use of the lease premises to constitute
or become a public or private nuisance.
34. CONTENGENCIES. The provisions in this lease are contingent on the
Landlord providing the installation of Hi -Speed internet to service the airport
administration building.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals the
day and year first above written.
Page IS of 19
ATTEST: CI'TY F SEB STIAN
A M cipal oration
B -
Sally Maio, ity Clerk A 7, City Manager
(sea])
Approved as to Farm and Legality for
Reliance by the City of Sebastian only:
Robert A. Ginsburg, Ci Attorney
National Aperture, Inc.
Corporate Seal:
'1
By :�
Aeorge Maur , President
" Corporate Office:
16 Northwestern Drive
SALEM, NH
03079 -4810
Page 19 of 19
Schedule "A"
Lease Agreement between the City Of Sebastian and
National Aperture, Inc.
,}mil // w)o�
1. Leased premises shall include awing' at the Sebastian Municipal Airport Administration
Building currently known as the "Engineering Wing." This space is approximately 2300
square feet, more or less.
2. Premises are furnished.
3. Utility charges shall be prorated according to square foot usage.
4. Common Area Maintenance (CAM) shall be at no charge to the Tenant.
5. Lobby /reception area shall be considered a commonlshared space with other building
tenants.
6. Tenant shall have use of a locked Conference Room/Library adjacent to the lobby of the
administration building with appropriate notice to the Landlord.
7. Tenant shall have use of conference facilities in the "Emergency Operations Center" (EC
C) Wing of the Airport Administration Building with appropriate notice to the Landlord.
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