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Agenda 12/13/2011 Item #16G412/13/2011 Item 16.G.4. EXECUTIVE SUMMARY Recommendation that the Board of County Commissioners, acting in its capacity as the Collier County Airport Authority, approves and authorizes its Chairman to sign a First Amendment to the T- Hangar Lease Agreement with Exec. Air, Inc. of Naples, High Soaring Inc., and Aircraft Maintenance of Southwest Florida. OBJECTIVE: To amend the T- Hangar Lease Agreement between the Collier County Airport Authority (Authority) and Exec. Air, Inc. of Naples, High Soaring Inc., and Aircraft Maintenance of Southwest Florida (Tenant). CONSIDERATIONS: On June 1, 2011, the Authority entered into a Lease Agreement with Exec. Air, Inc. of Naples, High Soaring Inc., and Aircraft Maintenance of Southwest Florida (Tenant) for the use of T- Hangars A -6, B -10, and an associated storage unit at the Immokalee Regional Airport. On December 7, 2011, the tenant vacated T- Hangar A -6 and is requesting to amend the Lease Agreement accordingly. FISCAL IMPACT: Monthly rent totals $247.79, until such time as a new tenant is secured, the fiscal impact will be the loss of monthly rent for T- hangar A -6. It is anticipated that a new tenant may be secured as early as January 1, 2012. GROWTH MANAGEMENT IMPACT: There is no Growth Management Impact associated with the Executive Summary. LEGAL CONSIDERATIONS: The proposed first amendment to the T- Hangar Lease Agreement was drafted by the County Attorney's Office and is legally sufficient. A majority vote is required. STW RECOMMENDATION: That the Board of County Commissioners, acting in its capacity as the Collier County Airport Authority, approves and authorizes its Chairman to sign the attached First Amendment to the T- Hangar Lease Agreement with Exec. Air, Inc. of Naples, High Soaring Inc., and Aircraft Maintenance of Southwest Florida. PREPARED BY: Chris Curry, Executive Director, Airport Authority Attachments: Proposed First Amendment to T- Hangar Agreement T- Hangar Agreement Packet Page -3505- 12/13/2011 Item 16.G.4. COLLIER COUNTY Board of County Commissioners Item Number: 16.G.4. Item Summary: Recommendation that the Board of County Commissioners, acting in its capacity as the Collier County Airport Authority, approves and authorizes its Chairman to sign a First Amendment to the T- Hangar Lease Agreement with Exec. Air, Inc. of Naples, High Soaring Inc., and Aircraft Maintenance of Southwest Florida. Meeting Date: 12/13/2011 Prepared By Name: BrueggemanDebra Title: Operations Coordinator, Airport Authority 11/29/2011 11:23:57 AM Submitted by Title: Executive Director - Airport Authority,Airport Authority Name: CurryChris 11/29/2011 11:23:58 AM Approved By Name: CurryChris Title: Executive Director - Airport Authority,Airport Authority Date: 12/1/2011 10:14:06 AM Name: WilliamsSteven Title: Assistant County Attomey,County Attorney Date: 12/1/2011 11:14:23 AM Name: GreenwaldRandy Title: Management/Budget Analyst,Office of Management & B Date: 12/1 /2011 4:24:10 PM Name: KlatzkowJeff Title: County Attorney, Date: 12/5/2011 11:07:46 AM Packet Page -3506- Name: OchsLeo Title: County Manager Date: 12/5/2011 11:55:44 AM Packet Page -3507- 12/13/2011 Item 16.G.4. NZE 12/13/2011 Item 16.G.4. Dec 0511 09;07a Exec Air 12393488871 p 1 FIRST AMEId.DMENT TO T- HANGAR LEASE AGREEMENT BETWEEN THE COLLIER COUNTY AIRPORT AUTHORITY AND EXEC. AIR, INC. OF NAPLES., HIGH SOARING INC., AND AIRCRAFT MAMENANCE OF SOUTHWEST FLORIDA Page 1 of TES: ANEENMaNT TO T- HANGAR LEASE AGREEMENT ( "Amendment"} is made and entered into this 4th day of Decxsiiber; 2011, -by and between the COLLIER COUNTY AIRPOILT AUTHORITY ("Authority") and MC AIR,, INC. OF NAPLES, HIGH SOARING I�C:.AND AIRCRAFT MAINTENANCE OF'S{!"[.i`.PHWEST FLORIDA ( "Tenant) hereinafter collectively referred'to as the "Parties." RECITALS: WHEREAS, the Parties entered into an T- Hangar Lease Agreement dated June 1, 2011, ( "Lease A,greetnent") a copy of wMeh..is attached hereto; and WHEREAS, the Lease Act* +eer ent provided for the use of T- Hangars A-6, B- 10, and an associated stooge unit at the.Immokaiee Regional Airport, and WHEREAS, on December 7,2011, the Tenant vacated T- Hangar A-6, and the Parties wish to amend the Lea le Agreement ,aacardingly. WITNESSETH: NOW, THEREFORE, in 'consideration of Ten Dollars ($10.40) and other good and valuable consideration exchanged amongst the Parties, and in consideration of the covenants contained herein, the Parties agree as follows: 1 All of the above RECITALS are true and correct and are hereby expressly incorporated. herein by refe mme, as if set'fmifi hilly below. Paragraph: `I of the Lease Agreement, entitled PREMISES, is hereby amended so as to eliminate any reference to T- .Hangar .A -6: 3. Except as asodifie:d b3' this Amendment, the Lease Agreement, shalt remain in full force and effect. If there is a .coaftiet between .the terms of this Amendment and the Lease Agreement. the tarns of this Amerklment shall prevail. Packet Page -3508- -- - --- - 12/13/2011 Item 16.G.4. - Dec x511 M 7z Exec Air 12393488871 p.2 FIRST AMENDMENT TO T- HANGAR LEASE AGREMENT BETWEEN THE COLLIER COUNTY AIRPORT AUTHORITY AND EXEC. AIR, INC. OF NAPLES, HIGH SOARING INC., AND AIRCRAFT MAINTENANCE OF SOUTHWEST FLORIDA Page 2 of 2 IN WTINESS WHEREOF, the Parties hereto have caused this Amendment to be executed by their appropriate officials, as of the date .first above w-ritten, TENANT: Exec. Air, Inc. of Naples, High Soaring Inc., and. Aircraft Mainteusiice of 5outh%vest Florida By; John&SgaO , President AT E-ST: BOARD OF COUNTY CON YUSSIONERS Of DWIGHT E. BROCK, CLERK COLLIER COUNTY, FLORIDA., serving as the COLLIER COUNTY AIRPORT AUTHORJTY By: By: Deputy Clerk FRED W. COYLE, CHAffttAAN and Jeffrey County 2 Packet Page -3509- 12/13/2011 Item 16.G.4. T - HANGAR LEASE AGREEMENT g COLLIER COUNTY AIRPORT AUTHORITY 2005 MAINSAIL DRIVE, SUITE 1 NAPLES, FLORIDA 34114 (239) 642 -7878 THIS LEASE AGREEMENT is made and entered this day of June, 2011, by and between the Collier County Airport Authority (hereinafter referred to as "Authority "), and: Name: Exec. Air, Inc. Of Naples, and High Soaring, Inc., and Aircraft Maintenance of Southwest Florida Type of Entity: Florida Corporations Phone Number: 239 - 290 -5668 (Telephone) 239 - 348 -8871 (Fax) Address: 160 1P Street NW, Naples, Florida 34120 (hereinafter collectively referred to as "Tenant ") 1. PREMISES: The Authority hereby leases to Tenant T -hangar A -6 and B -10 (and associated storage unit) of at the Immokalee Regional Airport. SEE ADDENDUM ATTACHED 2. AUTHORIZED AIRCRAFT: The Premises shall only be used for the parking and storage of the Tenant's following described aircraft: Aircraft I. D.: Aircraft Color Aircraft Make: Aircraft Model: 3. TERM: The + f this ent ' 1`ill eei?ai ace en the i st day eve -2 n 1 1 and Y.- A! t days w4ttea nefiee a Tenant. SEE ADDENDUM ATTACHED 4. RENT: In consideration of the rights granted herein, Tenant shall pay the Authority during the term of this Agreement the base rent and related charges applicable to the Premises in accordance with the uniform rate schedule in effect and published by the Authority, together with all applicable taxes, including state sales tax. This rate schedule is subject to adjustment by the Authority. Any change in the rate schedule will become effective with respect to the Fee owed by this Lease as of the I' day of the second month following such change. Payment shall be due in advance on the first day of each month without demand. Any failure to pay the fee in full and in advance shall require payment of a late fee equal to thirty dollars ($30.00) and any, failure to pay in full and on time shall be cause for termination for cause of this Lease. In addition to a late charge, in the event Tenant fails to pay the rentals, fees or charges as required to be paid under the provisions of the Lease Agreement within thirty (30) days after the same shall become due, interest at one and one half percent (1.5 %) per month shall accrue on the delinquent payment(s) until the same are paid. SEE ADDENDUM ATTACHED Page 1 of 7 Packet Page -3510- 12/13/2011 Item 16.G.4. 5. MAINTENANCE: Tenant accepts the premises "as is." Tenant shall maintain structural,, components of the hangar against ordinary swear and tear, including doors and door mechanisms. Tenant is responsible for all other damage to the premises caused by Tenant's use of or presence at/in the premises. 6. LIABILITIES: Tenant hereby waives all future claims against the Authority, its employees, agents and/or representatives for any and all liability for damage to the aircraft and any other property in or around the hangar except for physical damage caused by movement of aircraft solely by the Authority's employees, agents or representatives without -any participation in such movement (or instructions to move same) from Tenant or Tenant's agents, employees or any other person with apparent authority on behalf of Tenant. Any act or use of the premises by Tenant not expressly authorized by this Lease Agreement, including storage of any flammable liquid or gel in the hangar or in the aircraft, and/or storage of other than aircraft fuel and oil in the aircraft's tanks is unauthorized use. Hazardous materials are strictly prohibited. 7. USE OF PREMISES: The premises shall; be used only for storage of airworthy aircraft only and tools associated with aircraft repair that would not constitute a fire hazard. Painting and major aircraft repairs therein are prohibited. T- Hangars are not to be used as sleeping quarters or storage of personal vehicles with the following exception. The aircrafts owner's vehicle may be parked in the hangar while the aircraft is in transit. Within the T- Hangar, Tenant shall be permitted to perform only repairs and/or maintenance specifically authorized under Federal Air Regulations, Part 43, Section 43.3, Preventative Maintenance unless otherwise authorized by the Executive Director or their designee. This maintenance may be performed by the owner /pilot of the aircraft of a licensed A &P mechanic that leases T -Hangar space at the airport. If a T -Hangar Tenant desires to have a mechanic or technician that does not lease space at the. airport, the following policy will be adhered to. All commercial mechanics, technicians, or other persons doing business for compensation that do not lease space at the airport shall be required to register with the : Authority, give proof of liability insurance and sign a statement holding the Authority harmless, list qualifications, licenses, etc., and pay a vendors fee in the amount of $25.00 per day. Whenever separate airport maintenance facilities are not available, annual inspections will be approved by the Airport Manager with prior approval. All other use of or storage within the premises is strictly prohibited unless authorized in writing by the Airport Manager. SEE ADDENDUM ATTACHED 8. TERMINATION FOR CAUSE: Notwithstanding the notice provision of paragraph 3 above, the Authority may terminate this Lease Agreement for cause by giving Tenant not less than three (3) days' advance written notice to vacate. Any breach of this agreement by Tenant is cause for such termination. If Tenant does not remove its aircraft and all other property brought onto the premises by or on behalf of Tenant, the Authority may summarily remove all such property without any liability. 9. ACCESS, SECURITY AND KEYS: Tenant expressly authorizes the Authority's Executive Director, or other duly authorized representative or agents of Authority, access at all reasonable times to the Premises. Tenant agrees to always cooperate with the Authority in every respect, including security regulations. Security of the hangar and all property therein is the sole responsibility of the Tenant. Tenant shall provide the Authority with a duplicate key to any lock or locking device that secures the Premises. The Authority shall not be responsible for theft, vandalism, pilferage, or other damage or loss to any property except that which may result because a lock or other locking device opened by the Authority is not re- locked through negligence of the Authority. Page 2 of 7 Packet Page -3511- 12/13/2011 Item 16.G.4. 10. EMERGENCY SITUATIONS: In the event of an emergency, (e.g. hurricane) any vacant hangar is subject to aircraft temporary occupancy at the discretion of the Executive Director provided such occupancy is to protect the aircraft from potential exposure to loss or damage because of the emergency. 11. LEASE MANUAL: Tenant shall be prodded with the Authority's Lease Manual (if any), which the Authority may be amend from time to time. The terms of this manual shall be deemed to be incorporated by reference into this Agreement, and Tenant shall be bound by the terms of this Lease Manual, as of the Is' day of the second month Tenant receives a copy of the Lease Manual or an amended Lease Manual. With respect to any terms in this Lease Agreement which are in conflict with the Lease Manual, the Lease Manual shall control. 12. RULES AND REGULATIONS: Tenant shall comply with the Authority's published Rules and Regulations for this airport, which are on file at the address set forth above, as such regulations may be amended from time to time by the Authority including such reasonable and uniform landing fees, rates or charges, as may from time to time be levied for airfield operational privileges and/or services provided at the Airport.. Tenant shall also comply with any and all applicable governmental statutes, rules, orders and regulations. Tenant shall not allow any signs, cards or placards to be posted or placed on the Premises without prior written approval of the Authority. :SEE ADDENDUM ATTACHED 13. ASSIGNMENT: This Lease Agreement is personal to Tenant. Tenant shall not assign this Lease, and may not sublet the Premises, or any part thereof without advance written approval from the Authority, which approval shall be in the Airport Director's sole discretion. 14. DISCHARGE OF LIENS: In the event of the filing of any mechanic's lien or materialman's lien or liens, or any other charge whatsoever against the Premises or any improvement thereof during the term of the lease, (or any extension thereof), Tenant immediately shall take all necessary steps to secure the release of same. In the event Tenant fails to take reasonable steps to secure the release of any such liens or charges, the Authority upon ten (10) days' prior written notice to Tenant, shall have the right and privilege of taking the necessary steps, including payment, to secure the release of any such lien or charge, and any amount so paid by the Authority including reasonable expense and costs (including attorney's fees), shall be added to the rental due hereunder from Tenant to the Authority and shall be paid by Tenant to the Authority immediately upon receipt by Tenant from the Authority of any itemized statement thereof. 15. INDEMNIFICATION: Tenant shall defend, indemnify, and hold Authority and its officers, agents, servants, representatives and employees harmless from and against any and all loss, damage, actions, lawsuits, claims, cost and expense (including attorneys' fees), as a result of any personal injury, death, property damage, penalty, fine or any other claim or suit of whatever nature, arising in any way from Tenant's occupancy and use of the Premises or the Airport. Any and all other personal property of Tenant or his officers, employees, servants, agents, guests or business visitors shall be stored and otherwise used on the Airport at Tenant's sole risk of damage or loss. 16. INSURANCE REQUIREMENTS: Tenant shall secure and maintain in force at its expense liability insurance coverage for its activities on the airport, occupation of the Premises and on Tenant's liability under the indemnities set forth in this lease manual and in the lease agreement. The insurance policy shall have coverage limitations providing no less than $100,000.00 per person and $300,000.00 per incident and shall not be subject to cancellation or material change except after thirty (30) days prior written notice of Page 3 of 7 Packet Page -3512- 12/13/2011 Item 16.G.4. such cancellation or material change to the Authority. Tenant shall secure and deliver to Authority appropriate insurance certificates showing evidence of the coverage as required hereunder. Said insurance policy or policies providing such coverage, as well as the insurers providing same, shall be subject to the prior review and approval of Authority. The said insurance policies shall contain a clause or endorsement by which the insurance carrier(s) waives all rights of subrogation against Authority, except where the Authority or its Agents are guilty of a specific act of negligence. Insurance requirements are expressly subject to change in the Authority's Lease Manual. SEE ADDENDUM ATTACHED 17. SURRENDER - DAMAGES: Tenant, at the termination of the lease, will immediately surrender, release and yield up the premises to the Authority peaceably, quietly and in good order and condition, reasonable wear and tear excepted, and failing so to do will pay as rental to Authority for the entire time such possession is withheld, the sum of Ten Dollars ($10.00) plus one thirtieth of the monthly rental in effect at the time of said termination, per day or for any such penalty or payment as may be provided in the Lease, at the option of the Authority; provided that the provisions of this clause shall not be deemed a waiver by Authority of any right of re -entry as herein provided, nor shall the receipt of said rent, or any part thereof, or any other act in apparent affirmation of tenancy, by Authority, operate as waiver of any right or remedy available to Authority hereunder for a breach of any of the covenants contained in the lease agreement. Upon the expiration or termination of the lease, Tenant shall remove its personal property and equipment from the premises, and Tenant shall be liable for and pay for any damage caused to the premises or any other property of Authority as a result of Tenant's occupation of the premises, Tenant's removal or failure to remove Tenant's property, including but not limited to any and all costs incurred by the Authority in removing and storing Tenant's property. 18. DEFAULT - TERMINATION: A. In the event of default by Tenant in the payment of the rental obligation on the day the same becomes due or payable, which default continues for ten (10) days, or in the event of any default by Tenant with respect to any other covenant or obligation of Tenant under the lease agreement, then in any or either of such events, Authority at its election, at or after the expiration of ten (10). days' previous notice in writing of such default sent as provided below to Tenant, may declare a forfeiture and termination of the lease, and at that time all rent due or to become due under the then existing term of the lease shall become immediately due and payable. B. In addition, Authority may re -enter said Premises, after expiration of effective notice, with or without process of law and, if necessary, remove Tenant or any persons occupying said Premises under Tenant, without prejudice to any remedies which might otherwise be available. Tenant waives any demand for possession of the Premises and any structure, property or improvement then situated thereon, and upon termination at such election of Authority, Tenant must surrender and deliver the Premises immediately. C. Authority further shall have the right to terminate the lease agreement in the event of the occurrence of any of the following: insolvency of Tenant, liquidation or dissolution of Tenant; the institution of a voluntary or involuntary bankruptcy proceeding by or against Tenant; assignment by Tenant for the benefit of creditors; the appointment of a receiver or trustee to manage the property of Tenant or if Tenant fails to adhere to the provisions of the agreement. D. All the remedies referenced herein shall be in addition to and not in derogation of any remedies provided in the Lease or available at law or in equity. W Page 4 of 7 Packet Page -3513- 12/13/2011 Item 16.G.4. 19. DESTRUCTION OF PREMISES: In the event that the Premises or the improvements located thereon shall be destroyed in whole or in part by fire, or other casualty, Tenant, at its option, may terminate this Lease or, at its cost and expense, may elect in writing to Authority to repair or reconstruct said Premises or improvements. Such election shall be made within thirty (30) days of the date of such destruction. If such election is made, rental payments shall continue. unabated and uninterrupted. 20. AIRPORT DEVELOPMENT: The Authority reserves the right to further develop or improve the landing and other areas of the Airport as it sees fit, regardless of the convenience, desires or view of the Tenant, and without interference or hindrance. 21. ATTORNEY FEES: Tenant shall pay the cost of collection and reasonable attorney's fees whenever the Authority retains the service of an attorney to collect overdue rents or to enforce any other term or condition set forth in this Lease or Lease Manual. 22. AIRPORT OPERATIONS: Tenant shall prevent any use of the Premises which would interfere with or adversely affect the operation or maintenance of the Airport, or otherwise constitute an airport hazard, and will restrict the height of structures, objects of natural growth and other obstructions on the Premises to such height as comply with Federal Aviation Regulations, Part 77. 23. CONDEMNATION: If, at any time during the term of the lease, title to the whole or substantially all of the premises shall be taken in condemnation proceedings or by any right of eminent domain, the affected lease(s) shall terminate and expire on the date of such taking and the fixed rental and other charges payable hereunder shall be apportioned and paid to the date of such taking. Nothing in this paragraph is intended to waive Tenant's constitutional rights to be compensated by any government, person or organization which appropriates Tenant's private property. 24. REMEDIES CUMULATIVE -NO WAIVER: The rights and remedies granted to Authority under the lease agreement shall be deemed to be cumulative and non - exclusive. The failure by Authority at any time to assert any such right or remedy shall not be deemed to be a waiver, and shall not preclude the assertion of such right or remedy at a later date. 25. DOMINANT AGREEMENTS: This Lease Agreement is subordinate and subject to all existing agreements between the Authority and the Federal Aviation Administration, the Authority and the State of Florida, and the Authority and Collier County. During the time of war or national emergency, the Authority shall have the right to lease the landing area or any part thereof to the United States Government for military or naval or similar use, and, if such lease is executed, the provisions of this Lease Agreement insofar as they are inconsistent with the provisions of the lease to the Government, shall be suspended. Any executed agreement shall be subordinate to the provisions of any existing or future Agreement between Authority and the United States, relative to the operation or maintenance of the Airport, the execution of which has been or may be required as a condition precedent to the expenditure of Federal funds for the development of the Airport. Page 5 of 7 Packet Page -3514- The Collier County Airport Authority ( "Authority "), and Exec. Air, Inc. Of Naples, High Soaring, Inc., and Aircraft Maintenance of Southwest Florida ( "Tenant") 1. In addition to the Lease premises specified in Paragraph 1 of the Lease Agreement, subject to availability, in connection with the running of its business, Tenant will be allowed two tie -down spots to store transit maintenance aircraft. This permission is on an "as- needed basis" and associated with Hanger B -10 only. Tenant shall pay the standard per diem rate for each tie -down used. 3. TERM: The term of this agreement will commence on the date of the Lease Agreement, and unless terminated earlier by the parties, shall terminate on the 3rd year anniversary said date. Tenant is hereby granted the option to renew for an additional two -year term. This renewal option must be exercised by written notice to the Authority, and be received by the Authority no later than 30 days prior to the end of the term. If exercised, the agreement shall be extended for an additional two years on all the existing terms and conditions. If tenant holds over after the expiration of the lease term, such tenancy shall be from month to month under all of the terms and conditions of this agreement (save rent) subject, however, to Authority's right to seek legal relief to eject Tenant from the premises as a holdover. Rent shall be doubled during any hold -over tenancy. The Authority may terminate this Lease for cause, as defined herein, on 3 days written notice to Tenant. 4. ADDITIONAL RENT: In addition to rent, and in lieu of a percentage of the gross receipts generated by the business, Tenant shall pay the Authority during the term of this Lease Agreement $200.00 per year in equal monthly installments" of $16.67. 7. USE OF PREMISES: Tenant is allowed and approved to conduct full maintenance activities and major aircraft repairs under the terms and conditions of this agreement. 12. RULES AND REGULATIONS: Airport Minimum Standards mandate that a minimum of 300 square feet of office space is required to allow the business types identified in this agreement. Currently, the Airport does not have available facilities with office space, therefore, until office space is available a waiver to Minimum Standards is approved. When office space is available on airport, tenant will comply with Minimum Standards. 16. INSURANCE REQUIREMENTS: During the entire term of this agreement, tenant shall provide, pay for, and maintain types of insurance as required from time to time by the Collier County Risk Management Department for the commercial aeronautical activities to be conducted under this agreement. All insurance shall be from responsible companies duly authorized to conduct the respective insurance in the State of Florida andlor responsible risk retention group insurance companies registered with the State of Florida. All liability policies shall provide that the Authority and the County of Collier as additional insureds as to the uses of the licensed premises under this agreement and shall also provide the Separation of Insured's Provision. Prior to the execution of this agreement by licensee, the specified insurance coverages and limits required must be evidenced by properly executed Certificates of Insurance on the forms which are deemed acceptable by Authority. Page 6 of 7 Packet Page -3515- s 12/13/2011 Item 16.G.4. IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have executed this Addendum to Lease Agreement on this the _ i f,+ day of 'S r, e, , 2011. TENANT: Ex Florida By: dr, Inc. Of Naples, High Soaring, Inc., and Aircraft Maintenance of Southwest ohn S. Sw *'y; Ptesi BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, serving as the COLLIER COUNTY AIRPORT AUTHORITY By: W. FRED W. COYLE, CHAI Page 7 of 7 Packet Page -3516-