Backup Documents 04/13/2021 Item #16G3 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP i 6 G 3
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routingjines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1.
2.
3. County Attorney Office County Attorney Office JAK 4/13/21
4. BCC Office Board of County �j b
CommissionersJ /5I4-1$1)-1
5. Minutes and Records Clerk of Court's Office C ye l (I f b/24 /OP
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff Andrew Bennett,Interim Executive Manager Phone Number 252-8425
Contact/ Department Collier County Airport Authority
Agenda Date Item was 4/13/21 Agenda Item Number 16-G -3
Approved by the BCC
Type of Document 1)Assignment/Assumption Agreement Number of Original two
Attached 2)4th Amendment to Ground Lease Agrmnt. Documents Attached
PO number or account N/A
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signature?STAMP Ok N/A
2. Does the document need to be sent to another agency for additional signatures? If yes, N/A
provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents to be JAK
signed by the Chairman,with the exception of most letters,must be reviewed and signed
by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A
Office and all other parties except the BCC Chairman and the Clerk to the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of the JAK
document or the fmal negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JAK
signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this routing slip N/A
should be provided to the County Attorney Office at the time the item is input into SIRE.
Some documents are time sensitive and require forwarding to Tallahassee within a certain
time frame or the BCC's actions are nullified. Be aware of your deadlines!
8. The document was approved by the BCC on 4/13/21 and all changes made during the
meeting have been incorporated in the attached document. The County Attorney's JAK
Office has reviewed the changes,if applicable.
9. Initials of attorney verifying that the attached document is the version approved by the JAK
BCC,all changes directed by the BCC have been made,and the document is ready for the
Chairman's signature.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12
MEMORANDUM 1 6 G 3
Date: April 13, 2021
To: Andrew Bennett, Interim Executive Airport Manager
Collier County Airport Authority
From: Teresa Cannon, Deputy Clerk
Minutes and Records Department
Re: Assignment & Assumption Agreement and 4th Amendment to
Ground Lease Agreement
Attached for your records is a scanned copy as referenced above (Item #16G3),
approved by the Collier County Board of County Commissioners on Tuesday,
April 13, 2021.
The original will be held in the Minutes & Records Department for the Board's
Official Records.
If you have any questions, please contact me at 252-8411.
Thank you.
Attachments
1 6 G 3
FOURTH AMENDMENT TO COLLIER COUNTY STANDARD FORM
LONG-TERM GROUND LEASE AND SUB-LEASE AGREEMENT
THIS FOURTH AMENDMENT TO COLLIER COUNTY STANDARD FORM LONG-
TERM GROUND LEASE AND SUB-LEASE AGREEMENT ("Ground Lease") is made and
entered into this i 3 T h day of A P i., , 2021, by and between Sulzer Turbo
Services Houston Inc., (hereinafter referred to as "Lessee"), and the Board of County
Commissioners of Collier County, Florida, acting in its capacity as the Collier County Airport
Authority, (hereinafter referred to as"Lessor"), collectively stated as the"Parties."
RECITALS:
WHEREAS, the Lessor and Lessee's predecessor in interest entered into a Long-Term
Ground Lease and Sub-Lease Agreement dated April 1, 2011 (hereinafter referred to as the
"Ground Lease")which lease has been amended from time to time,and a copy of which is attached
hereto; and
WHEREAS, Lessee has acquired the original tenant and wished to both assume tenant's
rights and obligations under the Ground Lease and to extend the Ground Lease through a series of
one-year options; and accordingly
WHEREAS,the Parties wish to amend Paragraph 6 of the Ground Lease as set forth below.
WITNESSETH
NOW, THEREFORE, in consideration of Ten Dollars ($10.00) 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 reference as if set forth fully below.
Paragraph 6 of the Ground Lease and Second Amendment, Term of Ground Lease, is
hereby amended to read as follows:
6. Term of Ground Lease. The term of this Ground Lease shall
commence on the Commencement Date first above written, and unless terminated
earlier by the Parties, shall terminate on July 31, 2017 July 31, 2026. Lessee is
hereby granted five annual options to renew for an additional term of one year, so
that if fully exercised this Lease will be renewed for an additional five years. Each
renewal option must be exercised, if at all, by written notice to Lessor, and be
received by Lessor no later than 30 days prior to the end of the Term or Extended
Term. If exercised, the Lease shall be extended for an additional year on all the
existing terms and conditions, except that rent shall be increased by the change in
the CPI as set forth in paragraph 7 below. If Lessee holds over after the expiration
of the lease term, such tenancy shall be from month to month under all of the terms,
covenants and conditions of this Ground Lease (save rent) subject, however, to
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Lessor's right to seek legal relief to eject Lessee from the Premises as a holdover.
Rent shall be doubled during any hold-over tenancy.
2. Except as modified by this Amendment, the Ground Lease, as amended, shall remain in
full force and effect. If there is a conflict between terms of this Amendment and the Ground Lease,
as amended,the terms of this Amendment shall prevail.
[Signature Page Follows]
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IN WITNESS WHEREOF, the Parties hereto caused this Fourth Amendment to Long-Term
Ground Lease and Sub-Lease Agreement to be executed by their appropriate officials, as of the
date first above written.
AS TO THE LESSEE:
Sulzer Turbo Services Houston Inc.
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Witness(signature) Dar yyuus ardivala, President
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(Print name)
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(Print name)
Landlord: COLLIER COUNTY AIRPORT AUTHORITY
ATTEST: COLLI ' COUNTY AIRPORT AUTHORITY
CRYSTAL K. KINZEL, CLERK OF CO. L, 7 OUNTY, FL IDA
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A"est ,0 t &urt PENNY T LOR., CHA AN
signature only.
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Composite Exhibit "A" 1 b G 3
COLLIER COUNTY STANDARD FORM
LONG-TERM GROUND LEASE AND SUB-LEASE AGREEMENT
This Long-Term Ground Lease and Sub-Lease Agreement (hereinafter referred to as
"Ground Lease") is entered into as of April 1, 2011 (the "Commencement Date"), by and
between Turbo Services Inc., a corporation duly organized under the laws of Florida, whose
mailing address is 1925 Banks Road,Margate, FL 33063, hereinafter referred to as "Lessee," and
the Board of County Commissioners of Collier County, Florida, acting in its capacity as the
Collier County Airport Authority, whose mailing address is 2005 Mainsail Drive, Suite 1,
Naples, Florida 34114,hereinafter referred to as"Lessor,"collectively stated as the "Parties."
RECITALS:
WHEREAS, Lessor is responsible for operation and maintenance of the Immokalee
Regional Airport ("Airport"), which it Sub-Leases from Collier County pursuant to a Sub-Lease
agreement dated May 24, 1994, as amended, which Sub-Lease term expires May 23, 2025
("Master Sub-Lease"); and
WHEREAS, Lessee desires to lease property, as described in the attached Exhibit "A,"
to construct a jet engine testing facility at the Airport; and
WHEREAS, the Board of County Commissioners of Collier County, Florida, acting in
its capacity as the Collier County Airport Authority, finds that it is in the public interest to Sub-
Lease this property to Lessee on the terms and conditions set forth below.
WITNESSETH:
NOW, THEREFORE, in consideration of Ten Dollars ($10.00) and other good and
valuable consideration exchanged amongst the Parties, and in consideration of the covenants
contained herein, the Parties hereby enter into this Ground Lease on the following terms and
conditions:
1. Conveyance. On the terms and conditions set forth in this Ground Lease, and in
consideration of Lessee's performance under this Ground Lease, the Lessor conveys to the
Lessee the present possessory interest in the Leased Land described below.
2. Description of Leased Land. The Leased Land which is the subject of this
Ground Lease is located at the Immokalee Regional Airport, Collier County, Florida, more
particularly described in Exhibit "A," hereinafter referred to as "Leased Land."
3. Conditions to Conveyance., Lessee warrants and represents to Lessor that it has
examined the title and boundaries of the Leased Land. Accordingly, this conveyance is subject
to all of the following:
a. Any and all conditions, restrictions, encumbrances and limitations now
recorded against the Leased Land;
b. Any and all existing or future zoning laws or ordinances;
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c, Any questions of title and survey that may arise in the future; and
d. Lessee's satisfactory performance of all terms and conditions of this Ground
Lease.
4. Use of Leased Land. The purpose of this Ground Lease is for Lessee to operate a
testing facility for jet engines. Testing of jet engines will be conducted Monday to Friday
between the hours of 8:00am to 5:00pm unless approved in advance and in writing by the Airport
Manager. To effectuate this use, Lessee is required to construct a building as set forth below.
Lessor shall have the right to terminate this Ground Lease should Lessee utilize the Leased Land
or the Building (referred to collectively hereinafter as the"Premises")in any manner inconsistent
with the approved use. In the event Lessee shall cease to use the Premises for the approved use,
and such cessation of use shall continue for a period of sixty(60) days,this Ground Lease, at the
option of the Lessor,upon thirty(30) days,written notice to the Lessee, shall be terminated and
Lessee shall surrender and vacate the Premises to the Lessor within thirty (30) days after notice
of such termination. Provided, however, said sixty (60) day period shall be tolled if such
cessation is caused by events beyond the control of the Lessee such as acts of God or if such
cessation is due to closing for reconstruction or repairs to the building constructed by Lessee on
the Leased Land. At no time will noise levels exceed 122 DB within 20 feet of the jet testing
facility.
5. Lessee's Obligation to Build and Modifications to Building, Lessee shall design,
permit and construct in compliance with all governmental regulations, at its sole cost and
expense, a building to be solely utilized for the uses described in paragraph 4 above. The plans,
specifications and building design for the Lessee's improvements to be constructed on the
Leased Land are subject to reasonable approval by Lessor. Prior to applying for any building
permit for improvements to the Leased Land,Lessee shall submit to Lessor for its approval such
plans and specifications necessary to obtain a building permit for Lessee's intended
improvements. Lessor shall have thirty (30) days after receipt of any submittal by Lessee to
review Lessee's submittals and provide a written response as to whether the submittal is
approved as submitted, not approved as submitted, or Lessor may provide Lessee with requested
changes. If the submittal is not approved or if Lessor requests changes, Lessee shall submit
revised plans that will meet with Lessor's approval or incorporate the requested changes into the
plans. If Lessee determines not to revise its plans then Lessee may terminate this Ground Lease.
Lessee may make nonmaterial changes to the approved plans from time to time to accommodate
site issues or operating changes to Lessee's use of the Leased Land. Material changes from the
approved plans will require Lessor's written approval, which approval shall not be unreasonably
withheld. All plans shall be in conformity with Collier County standards. Construction must
commence no later than one year from the date of this Ground Lease. In the event Lessee does
not commence construction within such period, then the Lessor shall have the right to terminate
this Lease and neither party shall have any further obligations to the other party. Upon
commencement of construction, Lessee shall diligently pursue said construction to completion
and complete said construction on or before twenty-four (24) months from commencement,
subject to delays beyond the control of the Lessee. Lessee shall be solely responsible for the
costs of repairing any damage to Lessor's roads,water and sewer facilities or other infrastructure
located within or outside the Leased Land resulting from construction or use by Lessee, its
agents, officers or employees. Lessee must demonstrate to Lessor that it has sufficient funds
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necessary to complete any proposed project, and Lessor may require, as part of its approval, the
posting of a construction bond or like security to assure completion of the proposed project.
Notwithstanding anything to the contrary, it is expressly understood and agreed that Lessee has
the right to terminate the Lease if, after the exercise of due diligence, it is unable to develop the
contemplated building for any reason whatsoever.
6. Term of Ground Lease. The term of this Ground Lease shall commence on the
Commencement Date first above written; and unless terminated earlier by the Parties, shall
terminate on the 5th year anniversary date of this Ground Lease. Lessee is hereby granted five
annual options to renew for an additional term of one year, so that if fully exercised this Lease
will be renewed for an additional five years. Each renewal option must be exercised, if at all, by
written notice to Lessor, and be received by Lessor no later than 30 days prior to the end of the
Term or Extended Term. If exercised, the Lease shall be extended for an additional year on all
the existing terms and conditions, except that rent shall be increased by the change in the CPI as
set forth in paragraph 7 below. If Lessee holds over after the expiration of the lease term, such
tenancy shall be from month to month under all of the terms, covenants and conditions of this
Ground Lease (save rent) subject, however, to Lessor's right to seek legal relief to eject Lessee
from the Premises as a holdover. Rent shall be doubled during any hold-over tenancy.
7. Rent, The Lessee agrees to pay the Lessor the sum of $11,376 per annum
("Based Rent"), in advance, for each year of the term, which includes the applicable sales tax,
payable in monthly installments of$948.00, on or before the first business day of each calendar
month during the term. Based Rent has been calculated on a rate of $0.14 per square foot per
year. The Base Rent for any period less than a calendar month shall be prorated. Commencing
with the third anniversary of the Commencement Date, and on each anniversary date thereafter,
Tenant Base Rent may increase; provided, however, such increases shall occur only when it shall
be determined that there has been an increase in the cost of living using the official Consumer
Price Index Urban Wage Earners (CPI-U) base published by the Bureau of Labor Statistics,
United States Department of Labor. The Consumer Price Index to be used will be that for the
South Urban Size C Area (or comparable index if such index is discontinued), hereinafter called
"CPI." An increase in the monthly Base Rent for the third and successive Lease Years, if any,
shall be based upon a comparison of the most recent CPI published for the current Lease Year
against the most recent CPI published greater than 12 months preceding the most current CPI.
The amount of the additional Base Rent shall be the percentage difference between the two
preceding CPI's. In no event shall the Base Rent, once increased, be decreased, nor shall it be
increased more than once in a 12 month period.
8. Net Lease, Except for taxes and tax assessments, which is included in the Base
Rent, this is a fully net lease, with Lessee responsible for all costs, fees and charges concerning
the Premises. Accordingly, Lessee shall promptly pay when due and prior to any delinquency all
costs, fees, trash removal services, utility charges, impact fees and obligations of any kind that
relate to the Premises. Lessee will indemnify and hold Lessor harmless from any and all claims,
costs and obligations arising from Lessee's use of the Premises. In case any action or proceeding
is brought against Lessor by reason of Lessee's use of the Premises, Lessee shall pay all costs,
attorneys' fees, expenses and liabilities resulting therefrom and shall defend such action or
proceeding if Lessor shall so request, at Lessee's expense, by counsel reasonably satisfactory to
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Lessor. It is specifically agreed however,that Lessor may at its own cost and expense participate
in the legal defense of such claim, with legal counsel of its choosing.
9. Lessee's Liens and Mortgages. Lessee shall not in any way encumber the
Premises, and shall promptly remove any and all liens placed against the Premises. All persons
to whom these presents may come are put upon notice of the fact that the interest of the Lessor in
the Premises shall not be subject to liens 'for improvements made by the Lessee and liens for
improvements made by the Lessee are specifically prohibited from attaching to or becoming a
lien on the interest of the Lessor in the Leased Land or any part of either. This notice is given
pursuant to the provisions of and in compliance with Section 713.10, Florida Statutes,
10. Lessee's Obligation to Maintain Premises and Comply with All Lawful
Requirements. Lessee, throughout the term of this Lease, at its own cost, and without any
expense to the Lessor, shall keep and maintain the Leased Land, including any buildings and
improvements thereon, in good, sanitary and neat order, condition and repair, and shall abide
with all lawful requirements. Such maintenance and repair shall include, but not be limited to,
painting, janitorial, fixtures and appurtenances (lighting, heating, plumbing, and air
conditioning). Such repair may also include structural repair, if deemed necessary by the Lessee.
If the Premises are not in such compliance in the reasonable opinion of Lessor, Lessee will be so
advised in writing. If corrective action is not begun within thirty(30) days of the receipt of such
notice and prosecuted diligently until corrective action is completed, Lessor may cause the same
to be corrected and Lessee shall promptly reimburse Lessor for the expenses incurred by Lessor,
together with a 5% administrative fee.
11. Quiet Enjoyment. Lessee shall be entitled to quiet enjoyment so long as Lessee
has not defaulted on any of the terms of this Ground Lease. Accordingly, Lessee shall have the
exclusive right to use the Premises during the term of this Lease. During the term hereof, Lessee
may, in its sole discretion, improve, alter, maintain, or renovate the Building constructed by
Lessee on the Leased Land. Any such work may be undertaken by Lessee at any time or times
during the term hereof and no consent or approval of Lessor shall be required unless such work
consists of major alterations from plans and specifications originally approved by Lessor as more
fully provided for herein. Lessor agrees'to co-operate with Lessee in connection with such
construction and agrees to execute any documents required by governmental authorities
evidencing Lessee's rights hereunder and consenting to such work. During the term of this
Ground Lease, Lessee may erect appropriate signage on the Leased Land and the improvements
constructed by Lessee thereon. Any such signage shall be in compliance with all applicable
codes and ordinances.
12, Casualty and Condemnation,
a. Casualty. If the Premises are destroyed, rendered substantially inhabitable, or
damaged to any material extent, as reasonably determined by Lessee and Lessor, by fire or other
casualty, and Lessee must use the insurance proceeds, hereinafter referred to as "Proceeds," to
rebuild or restore the Premises to substantially its condition prior to such casualty event unless
the Lessor provides the Lessee with a written determination that rebuilding or restoring the
Premises to such a condition with the Proceeds within a reasonable period of time is
impracticable or would not be in the best interests of the Lessor, in which event, Proceeds shall
be promptly remitted to Lessor. If the Lessor elects not to repair or replace the improvements,
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then Lessee or Lessor may terminate this Ground Lease by providing notice to the other party
within ninety (90) days after the occurrence of such casualty. The termination will be effective
on the ninetieth (90th) day after such fire or other casualty, unless extended by mutual written
agreement of the Parties. During the period between the date of such casualty and the date of
termination, Lessee will cease its operations as may be necessary or appropriate. If this Ground
Lease is not terminated as set forth herein, or if the Leased Land is damaged to a less than
material extent, as reasonably determined by Lessee and Lessor, Lessee will proceed with
reasonable diligence, at no cost or expense to Lessor, to rebuild and repair the Leased Land to
substantially the condition as existed prior to the casualty.
b. Condemnation. Lessor may terminate this Lease as part of a condemnation
project. Lessor will use its best efforts to mitigate any damage caused to Lessee as a
result of such termination; however, in no event will Lessor be liable to Lessee for any
compensation as a result of such termination.
13. Access to Premises. Lessor, its duly authorized agents, contractors,
representatives and employees, shall have the right after reasonable oral notice to Lessee, to enter
into and upon the Premises during normal business hours, or such other times with the consent of
Lessee,to inspect the Premises, verify compliance with the terms of this Ground Lease, or make
any required repairs not being timely completed by Lessee.
14. Termination and Surrender, Unless otherwise mutually agreed by the Parties,
within thirty (30) days after termination of the lease term, Lessee shall redeliver possession of
the Premises to Lessor in good condition and repair. Lessee shall have the right at any time
during Lessee's occupancy of the Premises to remove any of its personal property, equipment,
and signs provided, however, at the termination of this Ground Lease, Lessor shall retain said
improvements with fixtures on the Leased.Land which improvements and fixtures will become
the property of the Lessor upon Lessee's vacation of the Premises.
15. Assignment. This Ground Lease is personal to Lessee. Accordingly, Lessee may
not assign this Ground Lease or sublet any portion of the building constructed on the Leased
Land by Lessee without the express prior written consent of the Lessor, which consent will not
be unreasonably withheld. Any purported assignment or sublet without the express written
consent of Lessor shall be considered void from its inception, and shall be grounds for the
immediate termination of this Lease. Lessor may freely assign this Lease upon written notice to
Lessee.
16. Insurance.
a. Lessee shall provide and maintain a Commercial General Liability insurance
policy, approved in writing by Lessor and the Collier County Risk Management
Department, for not less than Three Million and 00/100 Dollars ($3,000,000.00)
combined single limits during the term of this Ground Lease. If such amounts are less
than good insurance industry practice would require, Lessor reserves the right to increase
these insurance limits by providing Lessee with at least sixty (60) days' advance notice to
do so.
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b. In addition, Lessee shall provide and maintain Worker's Compensation
Insurance covering all employees meeting the then existing Statutory Limits in
compliance with the applicable state and federal laws. The coverage shall include
Employer's Liability with a minimum limit of One Hundred Thousand and 00/100
Dollars ($100,000.00) per each accident. If such amounts are less than good insurance
industry practice would require, Lessor reserves the right to increase these insurance
limits by providing Lessee with at least sixty(60) days' advance notice to do so.
c. Lessee shall also maintain standard fire and extended coverage insurance on
the additions and improvements located on the Leased Land and all of Lessee's property
located on or in the Leased Land including, without limitation, furniture, equipment,
fittings, installations, fixtures (including removable trade fixtures), personal property and
supplies, in an amount not less than the then-existing full replacement value.
d. Business Automobile Liability Insurance, and Business Boat Liability
Insurance, for automobiles and boats used by Lessee in the course of its performance
under this Ground Lease, including Employer's Non-Ownership and Hired Auto
Coverage, each said policy in amounts of One Million and 00/100 Dollars
($1,000,000.00) combined single limit per occurrence. If such amounts are less than
good insurance practice would require, Lessor reserves the right to increase these
insurance limits by providing Lessee with at least sixty (60) days' advance notice to do
so.
e. Pollution Liability insurance covering the accidental discharge and clean up of
pollutants shall be maintained by the Lessee in an amount of not less than Five Million
and 00/100 dollars (S5,000,000) per occurrence. Such coverage shall cover third party
liability and clean up coverage.
f. Lessor shall be named as an additional insured on the Commercial General
Liability insurance policy. Lessor shall also be added as an additional insured on the
Property Insurance policy as their interest may appear. The above-described insurance
policies shall list and continuously maintain Lessor as an additional insured thereon.
Evidence of such insurance shall be provided to Lessor and the Collier County Risk
Management Department, 3311 East Tamiami Trail, Naples, Florida, 34112, for approval
prior to the commencement of this Ground Lease; and shall include a provision requiring
not less than ten (10) days prior written notice to Lessor in the event of cancellation or
changes in policy(ies) coverage. If such amounts are less than good insurance practice
would require, Lessor reserves the right to reasonably amend their insurance
requirements by issuance of notice in writing to Lessee, whereupon receipt of such notice
Lessee shall have thirty (30) days.in which to obtain such additional insurance. The
issuer of any policy must have a Certificate of Authority to transact insurance business in
the State of Florida and must be rated "A" or better in the most current edition of Best's
Insurance Reports. Each insurer must be responsible and reputable and must have
financial capacity consistent with the risks covered. Each policy must contain an
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endorsement to the effect that the issuer waives any claim or right of subrogation to
recover against Lessor, its employees,representatives and agents.
g. Failure to continuously abide with all of these insurance provisions shall be
deemed to be a material breach of this Ground Lease and Lessor shall have the remedies
set forth below.
17. Defaults and Remedies.
a. Defaults by Lessee. The occurrence of any of the following events and the
expiration of the applicable cure period set forth below without such event being cured or
remedied will constitute a "Default by Lessee"to the greatest extent then allowed by law:
i. Abandonment of Leased Land or discontinuation of Lessee's operation.
ii. Lessee's material misrepresentation of any matter related to this Ground
Lease.
iii. Filing of insolvency,reorganization,plan or arrangement of bankruptcy.
iv. Adjudication as bankrupt.
v. Making of a general assignment of the benefit of creditors.
vi. If Lessee suffers this Ground Lease to be taken under any writ of
execution and/or other process of law or equity.
vii. Lessee's loss of its federal IRS tax exempt status.
viii. Lessee's failure to utilize the Leased Land as set forth in Exhibit B.
ix. Any lien is filed against the Leased Land or Lessee's interest therein or
any part thereof in violation of this Ground Lease, or otherwise, and the
same remains unreleased for a period of sixty (60) days from the date of
filing unless within such period Lessee is contesting in good faith the
validity of such lien and such lien is appropriately bonded.
x. Failure of Lessee to perform or comply with any material covenant or
condition made under this Ground Lease,which failure is not cured within
ninety (90) days from receipt of Lessor's written notice stating the non-
compliance shall constitute a default(other than those covenants for which
a different cure period is provided), whereby Lessor may, at its option,
terminate this Ground Lease by giving Lessee thirty (30) days written
notice unless the default is fully cured within that thirty (30) day notice
period (or such additional time as is agreed to in writing by Lessor as
being reasonably required to correct such default). However, the
occurrence of any of the events set forth above shall constitute a material
breach and default by Lessee, and this Ground Lease may be immediately
terminated by Lessor except to the extent then prohibited by law.
b. Remedies of Lessor.
i. In the event of the occurrence of any of the foregoing defaults, Lessor, in
addition to any other rights and remedies it may have, shall have the
immediate right to re-enter and remove all individuals, entities and/or
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property from the Premises. Such property may be removed and stored in
a public warehouse or elsewhere at the cost of and for the account of
Lessee, all without service of notice or resort to legal process and without
being deemed guilty of trespass, or being liable for any loss or damage
which may be occasioned thereby. If Lessee does not cure the defaults in
the time frames as Set forth above, and Lessor has removed and stored
property, Lessor shall not be required to store for more than thirty (30)
days. After such time, such property shall be deemed abandoned and
Lessor shall dispose of such property in any manner it so chooses and
shall not be liable to Lessee for such disposal.
ii. If Lessee fails to promptly pay, when due, any full installment of rent or
any other sum payable to Lessor under this Ground Lease, and if said sum
remains unpaid for more than five (5) days past the due date, the Lessee
shall pay Lessor a late payment charge equal to five percent (5%) of each
such payment not paid promptly and in full when due. Any amounts not
paid promptly when due shall also accrue compounded interest of two
(2%) percent per month or the highest interest rate then allowed by Florida
law, whichever is higher ("Default Rate"), which interest shall be
promptly paid by Lessee to Lessor.
iii. Lessor may sue for direct, actual damages arising out of such default of
Lessee or apply for injunctive relief as may appear necessary or desirable
to enforce the performance and observance of any obligation, agreement
or covenant of Lessee under this Ground Lease, or otherwise. Lessor shall
be entitled to reasonable attorneys fees and costs incurred arising out of
Lessee's default under this Ground Lease.
c. Default by Lessor. Lessor shall in no event be charged with default in the
performance of any of its obligations hereunder unless and until Lessor shall have failed
to perform such obligations within thirty (30) days (or such additional time as is
reasonably required to correct such default) after written notice to Lessor by Lessee
properly and in meaningful detail specifying wherein, in Lessee's judgment or opinion,
Lessor has failed to perform any such obligation(s).
d. Remedies of Lessee, In partial consideration for the nominal rent charged to
Lessee, Lessee hereby waives any claim it may have to direct or indirect monetary
damages it incurs as a result of Lessor's breach of this Ground Lease, and also waives
any claim it might have to attorneys' fees and costs arising out of Lessor's breach of this
Ground Lease. Lessee's remedies for Lessor's default under this Ground Lease shall be
limited to the following:
i. For injunctive relief as may appear necessary or desirable to enforce the
performance and observance of any obligation, agreement or covenant of
Lessor under this Ground Lease.
Page 8 of 13
16G3
Lessee may cure any default of Lessor and pay all sums or do all
reasonably necessary work and incur all reasonable costs on behalf of and
at the expense of Lessor, Lessor will pay Lessee on demand all reasonable
costs incurred and any amounts so paid by Lessee on behalf of Lessor,
with no interest.
e. No Remedy Exclusive. No remedy herein conferred upon or reserved to either
party is intended to be exclusive of any other available remedy or remedies, but each and
every such remedy will be cumulative and in addition to every other remedy given under
this Ground Lease or hereafter existing under law or in equity. No delay or omission to
exercise any right or power accruing upon any event of default will impair any such right
or power nor be construed to be waived, but any such right and power may be exercised
from time to time and as often as may be deemed expedient.
f. Non-Waiver. Every provision hereof imposing an obligation upon Lessee is a
material inducement and consideration for the execution of this Ground Lease by Lessee
and Lessor. No waiver by Lessee or Lessor of any breach of any provision of this
Ground Lease will be deemed for any purpose to be a waiver of any breach of any other
provision hereof or of any continuing or subsequent breach of the same provision,
irrespective of the length of time that the respective breach may have continued.
18. Lease Manual. The Lessee shall be provided with the Lessor's Lease Manual (if
any), which the Lessor may be amend from time to time. The terms of this manual shall be
deemed to be incorporated by reference into this Ground Lease, and Lessee shall be bound by the
terms of this Lease Manual, as of the 1st day of the second month the Lessee receives a copy of
the Lease Manual or an amended Lease Manual, With respect to any terms in this Ground Lease
which are in conflict with the Lease Manual,the Lease Manual shall control.
19. Rules and Regulations. The Lessee shall comply with the Lessor'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 Lessor 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. Lessee shall also comply with any and all applicable governmental
statutes,rules, orders and regulations.
20. Airport Development. The Lessor 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 Lessee, and without interference or hindrance.
21. Airport Operations. The Lessee shall prevent any use of the Leased Land 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 Leased Land to such height as comply with Federal Aviation Regulations,
Part 77.
Page 9 of 13
•
16G3
Miscellaneous Legal Matters
22. This Ground Lease shall be construed by and controlled under the laws of the
State of Florida. In the event of a dispute under this Ground Lease, the Parties shall first use the
County's then-current Alternative Dispute.Resolution Procedure. Following the conclusion of
this procedure, either party may file an action in the Circuit Court of Collier County to enforce
the terms of this Ground Lease, which Court the Parties agree to have the sole and exclusive
jurisdiction.
23. This Ground Lease contains the entire agreement of the Parties with respect to the
matters covered by this Ground Lease and no other agreement, statement or promise made any
party, or to any employee, officer or agent of any party, which is not contained in this Ground
Lease shall be binding or valid. Time is of the essence in the doing, performance and
observation of each and every term, covenant and condition of this Ground Lease by the Parties.
24. In the event state or federal laws are enacted after the execution of this Ground
Lease, which are applicable to and preclude in whole or in part the Parties' compliance with the
terms of this Ground Lease, then in such event this Ground Lease shall be modified or revoked
as is necessary to comply with such laws, in a manner which best reflects the intent of this
Ground Lease.
25. Except as otherwise provided herein, this Ground Lease shall only be amended by
mutual written consent of the Parties hereto or by their successors in interest. Notices hereunder
shall be given to the Parties set forth below and shall be made by hand delivery, facsimile,
overnight delivery or by regular mail. If given by regular mail, the notice shall be deemed to
have been given within a required time if deposited in the U.S. Mail, postage prepaid, within the
time limit. For the purpose of calculating time limits which run from the giving of a particular
notice the time shall be calculated from actual receipt of the notice. Time shall run only on
business days which, for purposes of this Ground Lease shall be any day other than a Saturday,
Sunday or legal public holiday. Notices shall be addressed as follows:
If to Lessor: County Manager
Collier County Manager's Office
3299 East Tamiami Trail
Naples, Florida 34112
CC: Real Property Management
3335 East Tamiami Trail
Naples,Florida 34112
If to Lessee: Tom Stout,President
Turbo Services Inc.
1925 Banks Road
Margate, FL 33063
Page 10of13
16G3
Notice shall be deemed to have been given on the next successive business day to the date of
the courier waybill if sent by nationally recognized overnight delivery service.
26. Lessee is an independent contractor, and is not any agent or representative or
employee of Lessor. During the term of this Ground Lease, neither Lessee, nor anyone acting on
behalf of Lessee, shall hold itself out as an employee, servant, representative or agent of Lessor.
Neither party will have the right or authority to bind the other party without express written
authorization of such other party to any Obligation to any third party. No third party is intended
by the Parties to be a beneficiary of this Ground Lease or to have any rights to enforce this
Ground Lease against either party hereto or otherwise. Nothing contained in this Ground Lease
will constitute the Parties as partners or joint ventures for any purpose, it being the express
intention of the Parties that no such partnership or joint venture exists or will exist. Lessee
acknowledges that Lessor is not providing any vacation time, sick pay, or other welfare or
retirement benefits normally associated with an employee-employer relationship and that Lessor
excludes Lessee and its employees from participation in all health and welfare benefit plans
including vacation, sick Ieave, severance, life, accident, health and disability insurance, deferred
compensation, retirement and grievance rights or privileges.
27. Neither party to this Ground Lease will be liable for any delay in the performance
of any obligation under this Ground Lease or of any inability to perform an obligation under this
Ground Lease if and to the extent that such delay in performance or inability to perform is
caused by an event or circumstance beyond the reasonable control of and without the fault or
negligence of the party claiming Force Majeure. "Force Majeure" shall include an act of God,
war (declared or undeclared), sabotage, riot, insurrection, civil unrest or disturbance, military or
guerrilla action, economic sanction or embargo, civil strike, work stoppage, slow-down or lock-
out, explosion, fire, earthquake, abnormal weather condition, hurricane, flood, lightning, wind,
drought, and the binding order of any governmental authority.
28. Lessee will not transport, use, store, maintain, generate, manufacture, handle,
dispose, release or discharge any Hazardous Materials upon or about the Leased Land, nor
permit employees, representatives, agents, contractors, sub-contractors, sub-sub-contractors,
material men and/or suppliers to engage in such activities upon or about the Leased Land, except
those involved in the practice of Turbo Services' Industry and approved land use and SIC Code,
including fuel and oil required to test the engines.
29. In compliance with Section'404.056, Florida Statutes, all Parties are hereby made
aware of the following: Radon is a naturally occurring radioactive gas that, when it has
accumulated in a building in sufficient quantities, may present health risks to persons who are
exposed to it over time. Levels of radon that exceed federal and state guidelines have been found
in buildings in Florida. Additional information regarding radon and radon testing may be
obtained from your County Public Health Department.
30. Lessee shall execute this Ground Lease prior to it being submitted for approval by
the Board of County Commissioners, in its capacity as the Collier County Airport Authority.
This Ground Lease may be recorded by the County in the Official Records of Collier County,
Page 11 of 13
1 6 G 3
Florida, within fourteen (14) days after the County enters into this Ground Lease, at Lessee's
sole cost and expense.
IN WITNESS WHEREOF, the Lessee and Lessor have hereto executed this Ground
Lease the day and year first above written,
AS TO THE LESSEE:
) .•
bo Services„Inc.
By
itnes signature) Tom tout, Pr dent and CEO
Zsite,e/rciiiseit)
(print name)
Witness (signature)
5"'GA 3e/5
(print name)
AS TO THE LESSOR:
ATIEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT E. BROCK, CLERK COLLIER COUNTY, FLORIDA, IN ITS
•
CAPACITY AS THE COLLIER COUNTY
•• . AIRPORT AUTHORITY
aw.a • ,
1.00
•OPAP.:' • BY:
. •1 • etk FRED W. COYLE, Chairman
itt ,
"- • ittW"
• i • • •
AP15.r074...I to I •;,1 o'!N
and :1: cy:'
.
111411 •
JefEre zkow
f •
Coun • tt ey
Page 12 of 13
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16G3
1st
Amendment
•
1 6 G 3
FIRST AMENDMENT TO COLLIER COUNTY STANDARD FORM
LONG-TERM GROUND LE• SE AND SUB-LEASE AGREEMENT
THIS AMENDMENT TO COLLI:R COUNTY STANDARD FORM LONG-TERM
GROUND LEASE AND SUB-LEASE AG' EMENT ("Amendment") is made and entered into
this ;).1_A F., day of ,.-\. ,c,_ , C. r 2012, by and between Turbo Services Inc., a
corporation duly organized under the laws o i Florida, (hereinafter referred to as "Lessee"), and the
Board of County Commissioners of Collier County, Florida, acting in its capacity as the Collier
County Airport Authority, (hereinafter referr:• to as "Lessor"), collectively stated as the "Parties."
RECITALS:
WHEREAS, the Parties entered into = agreement dated April 1, 2011 (hereinafter referred
to as the "Ground Lease")a copy of which is =ttached hereto; and
WHEREAS, Lessee leases property t the Immokalee Regional Airport for the construction
of a jet engine testing facility; and •
WHEREAS, the Parties wish to end Paragraph 5 (Lessee's Obligation to Build and
Modification to Building) and Paragraph 5; and
WHEREAS, Lessor wishes to add Paragraph 31 (Nondiscrimination Clause) and Paragraph
32 (Property Rights Reserved) in accordance with terms and conditions set forth by the Federal
Aviation Administration(FAA).
WITNESSETH
NOW, THEREFORE, in consideratio of Ten Dollars ($10.00) and other good and valuable
consideration exchanged amongst the Parti s, and in consideration of the covenants contained
herein, the Parties agree as follows:
1. All of the above RECITALS are true : •d correct and are hereby expressly incorporated
herein by reference as if set forth fully below
Paragraph 5 of the Ground Lease, en: led Lessee's Obligation to Build and Modification to
Building, is hereby amended to read as folio s:
5. Lessee's Obligation to B 'ld and Modifications to Building. Lessee shall
design, permit and construct in com•liance with all governmental regulations, at its
sole cost and expense, a building t.i be solely utilized for the uses described in
paragraph 4 above. The plans, spec fications and building design for the Lessee's
improvements to be constructed o• the Leased Land are subject to reasonable
approval by Lessor. Prior to applyi : for any building permit for improvements to
the Leased Land, Lessee shall sub••'t to Lessor for its approval such plans and
specifications necessary to obtain a building permit for Lessee's intended
improvements. Lessor shall have rty (30) days after receipt of any submittal by
Lessee to review Lessee's submittals : d provide a written response as to whether the
submittal is approved as submitted,n't approved as submitted, or Lessor may provide
Lessee with requested changes. If th• submittal is not approved or if Lessor requests
changes, Lessee shall submit revised plans that will meet with Lessor's approval or
f 16G3
incorporate the requested changes in,. the plans. If Lessee determines not to revise
its plans then Lessee may terminate this Ground Lease. Lessee may make
nonmaterial changes to the approves plans from time to time to accommodate site
issues or operating changes to Lesse-'s use of the Leased Land. Material changes
from the approved plans will require I essor's written approval, which approval shall
not be unreasonably withheld. All p ans shall be in conformity with Collier County
standards. Construction must comme•ce no later than one-year eighteen months from
the date of this Ground Lease. In th, event Lessee does not commence construction
within such period, then the Lessor hall have the right to terminate this Lease and
neither party shall have any er obligations to the other party. Upon
commencement of construction, Lessee shall diligently pursue said construction to
completion and complete said cons ction on or before twenty-four (24) months
from commencement, subject to del:ys beyond the control of the Lessee. Lessee
shall be solely responsible for the c.sts of repairing any damage to Lessor's roads,
water and sewer facilities or other ' tructure located within or outside the Leased
Land resulting from construction or se by Lessee, its agents, officers or employees.
Lessee must demonstrate to Lessor at it has sufficient funds necessary to complete
any proposed project, and Lessor ma require, as part of its approval, the posting of a
construction bond or like security is assure completion of the proposed project.
Notwithstanding anything to the contrary, it is expressly understood and agreed that
Lessee has the right to terminate the ease if, after the exercise of due diligence, it is
unable to develop the contemplated b 'lding for any reason whatsoever.
Paragraph 25 of the Ground Lease, is' ereby amended to read as follows:
25. Except as otherwise pri•vided herein, this Ground Lease shall only be
amended by mutual written consent of the Parties hereto or by their successors in
interest. Notices hereunder shall be :'ven to the Parties set forth below and shall be
made by hand delivery, facsimile, ov-rnight delivery or by regular mail. If given by
regular mail, the notice shall be dee +ed to have been given within a required time if
deposited in the U.S. Mail, postage p epaid, within the time limit. For the purpose of
calculating time limits which run fro I the giving of a particular notice the time shall
be calculated from actual receipt of a notice. Time shall run only on business days
which, for purposes of this Ground 1 ease shall be any day other than a Saturday,
Sunday or legal public holiday. Notices shall be addressed as follows:
If to Lessor: County Manager
Collier County Manager's Office
3299 East Tamiami Trail
Naples, Florida 34112
CC: Real Property Management
Naplo , Florida 34112
Executive Director
Collier County Airport Authority
2005 Mainsail Dr., Ste. 1
Naples,FL 34114
• •• 16
, # G3
If to Lessee: Tom St ut, President
Turbo S rvices Inc.
1925 B s Road
Margat , FL 33063
Notice shall be deemed to have been given on the next successive business day
to the date of the courier waybill if sent by nationally recognized overnight delivery
service.
Paragraph 31, entitled Nondiscrimina 'on Clause, is hereby added to the Ground Lease to
read as follows:
31, Nondispriminaton Clause. The Lessee for himself, his personal representative,
successors in interest, and assigns, as a pall of the consideration hereof, does hereby
covenant and agree that (1) no person on the grounds of race, color, or national origin
shall be excluded from participation in, denied the benefits of. or be otherwise subjected
to discrimination in the use of said facilities, (2) that in the construction of any
improvements on, over or under such land and the furnishing of services thereon, no
person on the grounds of race, color or national origin shall be excluded from
participation in, denied the benefts of, or be otherwise subjected to discrimination, (3)
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. and as said Regulations may be amended.
That in the event of breach of any of the above nondiscrimination covenants, Airport
Owner shall have the right to terminate the lease and to re-enter and as if said lease had
never been made or issued. The provision shall not be effective until the procedures to
Title 49, Code of Federal Regulations, Part 21 are followed and completed, including
exercise or expiration of appeal rights.
Paragraph 32, entitled Property Right Reserved,is hereby added to the Ground Lease to
read as follows:
32 d all provisions hereof are subject and
subordinate to the terms and conditions of the instruments and documents under which
the Airport Owner acquired the s bject property from the United States of America and
shall be given only such effect as will not conflict or be inconsistent with the terms and
conditions containe&in the lease f said lands from the Airport Owner, and any existing
or subsequent amendments the eto, and are subject to any ordinances, rules or
regulations which have been, may hereafter be adopted by the Airport Owner
pertaining_to the Immokalee Regi nal Airport.
1
2. Except as modified by this Amendme t, the Ground Lease Agreement, shall remain in full
force and effect. If there is a conflict betwee terms of this Amendment and the Ground Lease
Agreement,the terms of this Amendment s 1 prevail.
I
• • 1 6 G 3
IN WITNESS WHEREOF, the Part es hereto caused this first Amendment to be executed
by their appropriate officials, as of the date f st above written,
AS TO THE LESSEE: -
urbo ervices
1
1
I
Witness (signature) o Stout,President and CEO
I�t', o--8rc.cj cse vi&U 1,-1
(Print name)
T.-.;1/1)-141> kaAn;(--)
Witness (signature)
'Mornay Lo
(Print name)
AS TO THE LESSOR:
A 1TEST: ,:�;,< 6 BOARD OF COUNTY COMMISSIONERS
DW ; fiy " I: . CLERK COLLIER COUNTY, FLORIDA, IN ITS
�4;4OR ...., Cp6''; „ CAPACITY AS THE COLLIER COUNTY
+4✓ w w :ems AIRPORT AUTHORITY
,� BY: s '1'"-thiL (AL C"-‘8il'cL
• ,,tiL 4,` Deputy r FRED W. COYLE, Chairman
Ata!► , 1;xle from t
Approve• a to form
and leg. s ciency:
I
...441,,Itl,
Je 11 , , i atzkow I
Co t ' ttorney
•
1
1 6G 3
2nd
Amendment
I +6 G 3
SECOND AMENDMENT TO COLLIER COUNTY STANDARD FORM
LONG-TERM GROUND LEASE AND SUB-LEASE AGREEMENT
THIS SECOND AMENDMENT TO COLLIER COUNTY STANDARD FORM LONG-
TERM GROUND LEASE AND SUB-LEASE AGREEMENT ("Ground Lease") is made and
entered into this qk., day of :ra - by and between Turbo
Services Inc., a corporation duly organized under the laws of Moria, ereinafter referred to as
"Lessee"), and the Board of County Commissioners of Collier County, Florida, acting in its
capacity as the Collier County Airport Authority, (hereinafter referred to as "Lessor"),
collectively stated as the "Parties."
RECITALS:
WHEREAS, the Parties entered into a Long-Term Ground Lease and Sub-Lease
Agreement commencing April 1, 2011 (hereinafter referred to as the "Ground Lease") a copy of
which is attached hereto; and
WHEREAS, Lessee leases property at the Immokalee Regional Airport for the
construction of a jet engine testing facility; and
WHEREAS, on March 27, 2012, the Parties amended the Ground Lease through a First
Amendment to the Long-Term Ground Lease and Sub-Lease Agreement, a copy of which is
attached hereto; and
WHEREAS, the Parties wish to amend Paragraph 6 of the Ground Lease (Term of
Ground Lease).
W ITNESSETH
NOW, THEREFORE, in consideration of Ten Dollars ($10.00) 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 reference as if set forth fully below.
Paragraph 6 of the Ground Lease, entitled Term of Ground Lease, is hereby amended to
read as follows:
6. Term of Ground Lease. The term of this Ground Lease shall
commence on the Commencement Date first above written, and unless terminated
earlier by the Parties, shall terminate on the Sth
Ground Lease July 31, 2017. Lessee is hereby granted five annual options to
renew for an additional term of one year, so that if fully exercised this Lease will
be renewed for an additional five years. Each renewal option must be exercised, if
at all, by written notice to Lessor, and be received by Lessor no later than 30 days
prior to the end of the Term or Extended Term. If exercised, the Lease shall be
extended for an additional year on all the existing terms and conditions,except that
16G3
rent shall be increased by the change in the CPI as set forth in paragraph 7 below.
If Lessee holds over after the expiration of the lease term, such tenancy shall be
from month to month under all of the terms, covenants and conditions of this
Ground Lease (save rent) subject, however, to Lessor's right to seek legal relief to
eject Lessee from the Premises as a holdover. Rent shall be doubled during any
hold-over tenancy.
2. Except as modified by this Amendment, the Ground Lease, as amended, shall remain in
full force and effect. If there is a conflict between terms of this Amendment and the Ground
Lease, as amended,the terms of this Amendment shall prevail.
TN WITNESS WHEREOF, the Parties hereto caused this Second Amendment to Long-
Term Ground Lease and Sub-Lease Agreement to be executed by their appropriate officials, as
of the date first above written.
AS TO THE LESSEE: .
2
SE IC
,....--
)°(____ By.
Witness (signature) Tom tout, President and CEO
/.J Nt 134R.c .
(Print name)
fitness (signatur12
1TIOrn dr3D
(Print name)
AS TO THE LESSOR:
ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT,F.•BRO'€I , CLERK COLLIER COUNTY, FLORIDA, IN ITS
•
CAPACITY AS THE COLLIER COUNTY
AIRPORT T ORITY
: S. ...i..Lsi-40., :r - d,. i By:
lerk GEOR A ILLER, ESQ.
it .•. CHAT OD
App ov=ills to form
and
-y'it -iciency:
li►i,.:.
Jeffry 1 Klatzkow
Coun . • orney
2
1 bG3
3rd
Amendment
16G3
THIRD AMENDMENT TO COLLIER COUNTY STANDARD FORM
LONG-TERM GROUND LEASE AND SUB-LEASE AGREEMENT
THIS THIRD AMENDMENT TO COLLIER COUNTY STANDARD FORM LONG-
TERM GROUND LEASE AND SUB-LEASE AGREEMENT ("Ground Lease") is made and
entered into this `off day of , 2013, by and between Turbo
Irn
Services Inc., a corporation duly organized der the laws of Florida, (hereinafter referred to as
"Lessee"), and the Board of County Commissioners of Collier County, Florida, acting in its
capacity as the CoIIier County Airport Authority, (hereinafter referred to as "Lessor"),
collectively stated as the "Parties."
RECITALS:
WHEREAS, the Parties entered into a Long-Term Ground Lease and Sub-Lease
Agreement commencing April 1, 2011 (hereinafter referred to as the "Ground Lease"); and
WHEREAS, Lessee leases property at the Immokalee Regional Airport for the
construction of a jet engine testing facility; and
WHEREAS, on March 27, 2012, the Parties amended the Ground Lease through a First
Amendment to the Long-Term Ground Lease and Sub-Lease Agreement; and
WHEREAS, on January 9, 2013, the Parties amended the Ground Lease through a
Second Amendment to the Long-Term Ground Lease and Sub-Lease Agreement; and
WHEREAS, the Ground Lease and all subsequent amendments referenced above are
attached hereto as Composite Exhibit A; and
WHEREAS, the Parties wish to amend Paragraph 16 (Insurance), subparagraph e, of the
Ground Lease, as amended, to more closely align with current airport industry standard
requirements for pollution liability insurance.
WITNESSETH
NOW, THEREFORE, in consideration of Ten Dollars ($10.00) 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 reference as if set forth fully below,
2. Paragraph 16 of the Ground Lease, as amended, entitled (Insurance) is hereby amended
as follows:
* * * * « * *
Page 1 of 2
Words Underlined are added; Words Stinisk--Threagla are deleted.
16G3
e. Pollution Liability insurance covering the accidental discharge and
clean up of pollutants shall be maintained by the Lessee in an amount of not less
than Fiw-Millien One Million and 00/100 dollars (4-5,000,000) ($1,000,000) per
occurrence, Such coverage shall cover third party Iiability and clean up coverage.
* * * * * *
3. Except as modified by this Amendment, the Ground Lease, as amended, shall remain in
full force and effect. If there is a conflict between terms of this Amendment and the Ground
Lease, as amended, the terms of this Amendment shall prevail.
IN WITNESS WHEREOF, the Parties hereto caused this Third Amendment to Long-
Term Ground Lease and Sub-Lease Agreement to be executed by their appropriate officials, as
of the date first above written.
AS TO THE LESSEE:
:O SERV.CE .'').
r/?Ve-e >7- C PIT By: e '
Witness (signature) Tom Stout, Presi ent and CEO
(Prin ame)
i ness (signature)
(Print name)
AS TO THE LESSOR:
ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT_E•:�I roo
ROCK, CLERK COLLIER COUNTY, FLORIDA, IN ITS
�".. •••••• •.,� CAPACITY AS T COLLIER COUNTY
`� • AIRP T A 0 TY
By: __ `..`_ dsh La By:
Attest as _ 10 pug,-rk GEOR IA A. HILLER, ESQ.,
slgnatur TnC s�ppa h� CHAIRMAN
Appr• �'w;�r f form and legality:
U
Jeffrey . atzkow
County • yie ey
Page 2 of 2
Words Underlined are added;Words Struok rough are deleted.
( ç \
waol 1 b G 3
ASSIGNMENT AND ASSUMPTION AGREEMENT OF
COLLIER COUNTY AIRPORT AUTHORITY
STANDARD FORM LEASE
This Assignment and Assumption Agreement is made and entered into this 13-f h day of
C j: , 1 , 2021 by and between Turbo Services Inc. ("Assignor" or "Turbo"), Sulzer
Turbo Services Houston Inc. ("Assignee" or "Sulzer-TSH"), and the Collier County Board of County
Commissioners in its capacity as the Collier County Airport Authority ("Landlord" or"Authority").
WHEREAS,on April 1, 2011,the Authority entered into a Collier County Standard Form Long-
Term Ground Lease and Sub-Lease Agreement with Turbo for construction and operation of a testing
facility for jet engines at the Immokalee Regional Airport, hereinafter referred to as the Lease
Agreement; and
WHEREAS, on March 27, 2012, the Authority entered into the First Amendment to the Lease
Agreement to amend Paragraph 5 (Lessee's Obligation to Build and Modification to Building) and
Paragraph 25; and add Paragraph 31 (Nondiscrimination Clause) and Paragraph 32 (Property Rights
Reserved) in accordance with terms and conditions set forth by the Federal Aviation Administration
(FAA); and
WHEREAS,on January 9,2013,the Authority entered into the Second Amendment to the Lease
Agreement to amend Paragraph 6 (Term of Ground Lease); and
WHEREAS, on September 10, 2013, the Authority entered into the Third Amendment to the
Lease Agreement to amend Paragraph 16 (Insurance); and
WHERAS, on October 2, 2019, the Authority notified Assignor of rent adjustment effective
November 1, 2019; and
WHERAS, on July 15, 2020, the Authority notified Assignor of confirmation to renew Lease
agreement for an additional one-year term; and
WHEREAS,the Lease Agreement and all subsequent amendments and letters referenced above
are attached hereto as Composite Exhibit A; and
WHEREAS, Paragraph 15 of Lease Agreement allows assignment only with express written
permission of the Authority; and
WHEREAS, on February 1,2021, Sulzer-TSH notified the Authority of its desire to transfer the
Lease Agreement, inclusive of all Amendments, from Turbo to Sulzer-TSH; and
WHEREAS, Turbo does not object to the transfer of this Lease to Sulzer-TSH.
1
NOW, THEREFORE, in consideration of the mutual promises in this Assumption Agreement,
and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged,
the Parties agree as follows:
1. Turbo hereby assigns, conveys, transfers and sets over unto Sulzer-TSH, all of Turbo's right,
title and interest, as Tenant, in, to and under the Lease, expressly subject to the rights and privileges of
the Landlord under the Lease. Turbo represents and warrants to Sulzer-TSH that Turbo's right,title and
interest in and to the Lease is free of any and all liens, charges, or encumbrances of any kind or nature
whatsoever and that Turbo has not previously assigned, transferred or conveyed any part or all of its
right,title or interest under the Lease to any other person.
2. Sulzer-TSH accepts and assumes all rights, duties, benefits, and obligations under the Lease,
including all existing and future obligations to pay and perform under the Agreement.
3. Sulzer-TSH will promptly deliver to the Authority evidence of insurance consistent with
Paragraph 16, of the Lease.
4. Except as expressly stated, no further supplements to, or modification of, the Lease are
contemplated by the parties.
5.Notice required under the Lease to be sent to Sulzer-TSH shall be directed to:
Sulzer-TSH Turbo Services Houston Inc.
Attn: Robert Danenbergs, Head Controlling RES AME
11518 Old La Porte Rd.
La Porte, TX 77571
6. The Authority hereby consents to Sulzer-TSH's assumption of the Lease. assignment of the
Lease by Assignor to Assignee, and the assumption by Assignee of the Tenant's interest in the Lease,as
set forth above.
7. No waivers of performance or extensions of time to perform are granted or authorized. The
Authority will treat Sulzer-TSH as the Lessee for all purposes and the Agreement.
8. Excepting the aforementioned modifications set forth herein, all terms and conditions of the
Agreement remain in full force and effect.
2
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r .
g
IN WITNESS WHEREOF,the undersigned have executed this Assignment and Assumption Agreement
of Collier County Standard Form Long-Term Ground Lease and Sub-Lease Agreement on the date first
above written.
Assig r: TU O R CES INC.
By: First Witness: ..4,1.44rt7
Tom Stout
President c -t.0'D 4,..1
//e/,9,0, ?/
(Print Name of First Witness)
Date: �
Second Witness: `'i I l�l
LVotLev J
(Print Name of Second Witness)
Assignee: SULZER TURBO SERVICES HOUSTON INC.
By: if?, ( First Witness l U
Darayus Pardivala
President 611
(Print Name of First Witness)
Date: 317 s+��
Second Witness:
(Print Name of Second Witness)
r re,
Landlord: 'COWER COUNTY AIRPORT AUTHORITY
ATTEST: COLLIE' C• TY AIRPORT AUTHORITY
CRYSTAL K. KINZE .. C+t-,RK OF COL at- OUNTY, FL I A
, By: _ _
Attest a to C airlan, Deputy Court Penny aylor,Chairman
Sig PrUl -ality:
of a
I 114
Jeffrey is �, . ' , .ounty Attorney
Composite Exhibit "A" 1 6 G 3
COLLIER COUNTY STANDARD FORM
LONG-TERM GROUND LEASE AND SUB-LEASE AGREEMENT
This Long-Term Ground Lease and Sub-Lease Agreement (hereinafter referred to as
"Ground Lease") is entered into as of April 1, 2011 (the "Commencement Date"), by and
between Turbo Services Inc., a corporation duly organized under the laws of Florida, whose
mailing address is 1925 Banks Road,Margate, FL 33063, hereinafter referred to as "Lessee," and
the Board of County Commissioners of Collier County, Florida, acting in its capacity as the
Collier County Airport Authority, whose mailing address is 2005 Mainsail Drive, Suite 1,
Naples, Florida 34114, hereinafter referred to as"Lessor,"collectively stated as the "Parties."
RECITALS:
WHEREAS, Lessor is responsible for operation and maintenance of the Immokalee
Regional Airport ("Airport"), which it Sub-Leases from Collier County pursuant to a Sub-Lease
agreement dated May 24, 1994, as amended, which Sub-Lease term expires May 23, 2025
("Master Sub-Lease"); and
WHEREAS, Lessee desires to lease property, as described in the attached Exhibit "A,"
to construct a jet engine testing facility at the Airport; and
WHEREAS, the Board of County Commissioners of Collier County, Florida, acting in
its capacity as the Collier County Airport Authority, finds that it is in the public interest to Sub-
Lease this property to Lessee on the terms and conditions set forth below.
WITNESSETH:
NOW, TI IEREFORE, in consideration of Ten Dollars ($10.00) and other good and
valuable consideration exchanged amongst the Parties, and in consideration of the covenants
contained herein, the Parties hereby enter into this Ground Lease on the following terms and
conditions:
1. Conveyance.. On the terms and conditions set forth in this Ground Lease, and in
consideration of Lessee's performance under this Ground Lease, the Lessor conveys to the
Lessee the present possessory interest in the Leased Land described below.
2. Description of Leased Land. The Leased Land which is the subject of this
Ground Lease is located at the Immokalee Regional Airport, Collier County, Florida, more
particularly described in Exhibit "A,"hereinafter referred to as "Leased Land."
3. Conditions to Conveyance., Lessee warrants and represents to Lessor that it has
examined the title and boundaries of the Leased Land. Accordingly, this conveyance is subject
to all of the following:
a. Any and all conditions, restrictions, encumbrances and limitations now
recorded against the Leased Land;
b. Any and all existing or future zoning laws or ordinances;
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c. Any questions of title and survey that may arise in the future; and
d. Lessee's satisfactory performance of all terms and conditions of this Ground
Lease.
4. Use of Leased Land. The purpose of this Ground Lease is for Lessee to operate a
testing facility for jet engines. Testing of jet engines will be conducted Monday to Friday
between the hours of 8:00am to 5:00pm unless approved in advance and in writing by the Airport
Manager. To effectuate this use, Lessee is required to construct a building as set forth below.
Lessor shall have the right to terminate this Ground Lease should Lessee utilize the Leased Land
or the Building (referred to collectively hereinafter as the"Premises")in any manner inconsistent
with the approved use. In the event Lessee shall cease to use the Premises for the approved use,
and such cessation of use shall continue for a period of sixty(60) days, this Ground Lease, at the
option of the Lessor, upon thirty(30) days written notice to the Lessee, shall be terminated and
Lessee shall surrender and vacate the Premises to the Lessor within thirty (30) days after notice
of such termination. Provided, however, said sixty (60) day period shall be tolled if such
cessation is caused by events beyond the control of the Lessee such as acts of God or if such
cessation is due to closing for reconstruction or repairs to the building constructed by Lessee on
the Leased Land. At no time will noise levels exceed 122 DB within 20 feet of the jet testing
facility.
5. Lessee's Obligation to Build and Modifications to Building. Lessee shall design,
permit and construct in compliance with all governmental regulations, at its sole cost and
expense, a building to be solely utilized for the uses described in paragraph 4 above. The plans,
specifications and building design for the Lessee's improvements to be constructed on the
Leased Land are subject to reasonable approval by Lessor. Prior to applying for any building
permit for improvements to the Leased Land,Lessee shall submit to Lessor for its approval such
plans and specifications necessary to obtain a building permit for Lessee's intended
improvements. Lessor shall have thirty (30) days after receipt of any submittal by Lessee to
review Lessee's submittals and provide a written response as to whether the submittal is
approved as submitted, not approved as submitted, or Lessor may provide Lessee with requested
changes. If the submittal is not approved or if Lessor requests changes, Lessee shall submit
revised plans that will meet with Lessor's approval or incorporate the requested changes into the
plans. If Lessee determines not to revise its plans then Lessee may terminate this Ground Lease.
Lessee may make nonmaterial changes to the approved plans from time to time to accommodate
site issues or operating changes to Lessee's use of the Leased Land. Material changes from the
approved plans will require Lessor's written approval, which approval shall not be unreasonably
withheld. All plans shall be in conformity with Collier County standards. Construction must
commence no later than one year from the date of this Ground Lease. In the event Lessee does
not commence construction within such period, then the Lessor shall have the right to terminate
this Lease and neither party shall have any further obligations to the other party. Upon
commencement of construction, Lessee shall diligently pursue said construction to completion
and complete said construction on or before twenty-four (24) months from commencement,
subject to delays beyond the control of the Lessee. Lessee shall be solely responsible for the
costs of repairing any damage to Lessor's roads, water and sewer facilities or other infrastructure
located within or outside the Leased Land resulting from construction or use by Lessee, its
agents, officers or employees. Lessee must demonstrate to Lessor that it has sufficient funds
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necessary to complete any proposed project, and Lessor may require, as part of its approval, the
posting of a construction bond or like security to assure completion of the proposed project.
Notwithstanding anything to the contrary, it is expressly understood and agreed that Lessee has
the right to terminate the Lease if, after the exercise of due diligence, it is unable to develop the
contemplated building for any reason whatsoever.
6. Term of Ground Lease., The term of this Ground Lease shall commence on the
Commencement Date first above written, and unless terminated earlier by the Parties, shall
terminate on the 5th year anniversary date of this Ground Lease. Lessee is hereby granted five
annual options to renew for an additional term of one year, so that if fully exercised this Lease
will be renewed for an additional five years. Each renewal option must be exercised, if at all, by
written notice to Lessor, and be received by Lessor no later than 30 days prior to the end of the
Term or Extended Term. If exercised, the Lease shall be extended for an additional year on all
the existing terms and conditions, except that rent shall be increased by the change in the CPI as
set forth in paragraph 7 below. If Lessee holds over after the expiration of the lease term, such
tenancy shall be from month to month under all of the terms, covenants and conditions of this
Ground Lease (save rent) subject, however, to Lessor's right to seek legal relief to eject Lessee
from the Premises as a holdover. Rent shall be doubled during any hold-over tenancy.
7. Rent, The Lessee agrees to pay the Lessor the sum of $11,376 per annum
("Based Rent"), in advance, for each year of the term, which includes the applicable sales tax,
payable in monthly installments of$948.00, on or before the first business day of each calendar
month during the term. Based Rent has been calculated on a rate of$0.14 per square foot per
year, The Base Rent for any period less than a calendar month shall be prorated. Commencing
with the third anniversary of the Commencement Date, and on each anniversary date thereafter,
Tenant Base Rent may increase; provided, however, such increases shall occur only when it shall
be determined that there has been an increase in the cost of living using the official Consumer
Price Index Urban Wage Earners (CPI-U) base published by the Bureau of Labor Statistics,
United States Department of Labor. The Consumer Price Index to be used will be that for the
South Urban Size C Area (or comparable index if such index is discontinued), hereinafter called
"CPI." An increase in the monthly Base Rent for the third and successive Lease Years, if any,
shall be based upon a comparison of the most recent CPI published for the current Lease Year
against the most recent CPI published greater than 12 months preceding the most current CPI.
The amount of the additional Base Rent shall be the percentage difference between the two
preceding CPI's. In no event shall the Base Rent, once increased, be decreased, nor shall it be
increased more than once in a 12 month period.
8. Net Lease. Except for taxes and tax assessments, which is included in the Base
Rent, this is a fully net lease, with Lessee responsible for all costs, fees and charges concerning
the Premises. Accordingly, Lessee shall promptly pay when due and prior to any delinquency all
costs, fees, trash removal services, utility charges, impact fees and obligations of any kind that
relate to the Premises. Lessee will indemnify and hold Lessor harmless from any and all claims,
costs and obligations arising from Lessee's use of the Premises. In case any action or proceeding
is brought against Lessor by reason of Lessee's use of the Premises, Lessee shall pay all costs,
attorneys' fees, expenses and liabilities resulting therefrom and shall defend such action or
proceeding if Lessor shall so request, at Lessee's expense, by counsel reasonably satisfactory to
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Lessor. It is specifically agreed however,that Lessor may at its own cost and expense participate
in the legal defense of such claim, with legal counsel of its choosing.
9. Lessee's Liens and Mortgages. Lessee shall not in any way encumber the
Premises, and shall promptly remove any and all liens placed against the Premises. All persons
to whom these presents may come are put upon notice of the fact that the interest of the Lessor in
the Premises shall not be subject to liens for improvements made by the Lessee and liens for
improvements made by the Lessee are specifically prohibited from attaching to or becoming a
lien on the interest of the Lessor in the Leased Land or any part of either. This notice is given
pursuant to the provisions of and in compliance with Section 713.10, Florida Statutes.
10. Lessee's Obligation to Maintain Premises and Comply with All Lawful
Requirements. Lessee, throughout the term of this Lease, at its own cost, and without any
expense to the Lessor, shall keep and maintain the Leased Land, including any buildings and
improvements thereon, in good, sanitary and neat order, condition and repair, and shall abide
with all lawful requirements. Such maintenance and repair shall include, but not be limited to,
painting, janitorial, fixtures and appurtenances (lighting, heating, plumbing, and air
conditioning). Such repair may also include structural repair, if deemed necessary by the Lessee.
If the Premises are not in such compliance in the reasonable opinion of Lessor, Lessee will be so
advised in writing. If corrective action is not begun within thirty(30) days of the receipt of such
notice and prosecuted diligently until corrective action is completed, Lessor may cause the same
to be corrected and Lessee shall promptly reimburse Lessor for the expenses incurred by Lessor,
together with a 5%administrative fee.
11. Quiet Enjoyment. Lessee shall be entitled to quiet enjoyment so long as Lessee
has not defaulted on any of the terms of this Ground Lease. Accordingly, Lessee shall have the
exclusive right to use the Premises during the term of this Lease. During the term hereof, Lessee
may, in its sole discretion, improve, alter, maintain, or renovate the Building constructed by
Lessee on the Leased Land. Any such work may be undertaken by Lessee at any time or times
during the term hereof and no consent or approval of Lessor shall be required unless such work
consists of major alterations from plans and specifications originally approved by Lessor as more
fully provided for herein. Lessor agrees to co-operate with Lessee in connection with such
construction and agrees to execute any documents required by governmental authorities
evidencing Lessee's rights hereunder and consenting to such work. During the term of this
Ground Lease, Lessee may erect appropriate signage on the Leased Land and the improvements
constructed by Lessee thereon. Any such signage shall be in compliance with all applicable
codes and ordinances.
12. Casualty and Condemnation,
a. Casualty. If the Premises are destroyed, rendered substantially inhabitable, or
damaged to any material extent, as reasonably determined by Lessee and Lessor, by fire or other
casualty, and Lessee must use the insurance proceeds, hereinafter referred to as "Proceeds," to
rebuild or restore the Premises to substantially its condition prior to such casualty event unless
the Lessor provides the Lessee with a written determination that rebuilding or restoring the
Premises to such a condition with the Proceeds within a reasonable period of time is
impracticable or would not be in the best interests of the Lessor, in which event, Proceeds shall
be promptly remitted to Lessor. If the Lessor elects not to repair or replace the improvements,
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then Lessee or Lessor may terminate this Ground Lease by providing notice to the other party
within ninety (90) days after the occurrence of such casualty. The termination will be effective
on the ninetieth (90th) day after such fire or other casualty, unless extended by mutual written
agreement of the Parties. During the period between the date of such casualty and the date of
termination, Lessee will cease its operations as may be necessary or appropriate. If this Ground
Lease is not terminated as set forth herein, or if the Leased Land is damaged to a less than
material extent, as reasonably determined by Lessee and Lessor, Lessee will proceed with
reasonable diligence, at no cost or expense to Lessor, to rebuild and repair the Leased Land to
substantially the condition as existed prior to the casualty.
b. Condemnation. Lessor may terminate this Lease as part of a condemnation
project. Lessor will use its best efforts to mitigate any damage caused to Lessee as a
result of such termination; however, in no event will Lessor be liable to Lessee for any
compensation as a result of such termination.
13. Access to Premises. Lessor, its duly authorized agents, contractors,
representatives and employees, shall have the right after reasonable oral notice to Lessee, to enter
into and upon the Premises during normal business hours, or such other times with the consent of
Lessee, to inspect the Premises, verify compliance with the terms of this Ground Lease, or make
any required repairs not being timely completed by Lessee.
14. Termination and Surrenders Unless otherwise mutually agreed by the Parties,
within thirty (30) days after termination of the lease term, Lessee shall redeliver possession of
the Premises to Lessor in good condition and repair. Lessee shall have the right at any time
during Lessee's occupancy of the Premises to remove any of its personal property, equipment,
and signs provided, however, at the termination of this Ground Lease, Lessor shall retain said
improvements with fixtures on the Leased Land which improvements and fixtures will become
the property of the Lessor upon Lessee's vacation of the Premises.
15. Assignment. This Ground Lease is personal to Lessee. Accordingly, Lessee may
not assign this Ground Lease or sublet any portion of the building constructed on the Leased
Land by Lessee without the express prior written consent of the Lessor, which consent will not
be unreasonably withheld. Any purported assignment or sublet without the express written
consent of Lessor shall be considered void from its inception, and shall be grounds for the
immediate termination of this Lease. Lessor may freely assign this Lease upon written notice to
Lessee.
16. Insurance,
a. Lessee shall provide and maintain a Commercial General Liability insurance
policy, approved in writing by Lessor and the Collier County Risk Management
Department, for not less than Three Million and 00/100 Dollars ($3,000,000.00)
combined single limits during the term of this Ground Lease. If such amounts are less
than good insurance industry practice would require, Lessor reserves the right to increase
these insurance limits by providing Lessee with at least sixty (60) days' advance notice to
do so.
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b. In addition, Lessee shall provide and maintain Worker's Compensation
Insurance covering all employees meeting the then existing Statutory Limits in
compliance with the applicable state and federal laws. The coverage shall include
Employer's Liability with a minimum limit of One Hundred Thousand and 00/100
Dollars ($100,000.00) per each accident. If such amounts are less than good insurance
industry practice would require, Lessor reserves the right to increase these insurance
limits by providing Lessee with at least sixty(60) days' advance notice to do so.
c. Lessee shall also maintain standard fire and extended coverage insurance on
the additions and improvements located on the Leased Land and all of Lessee's property
located on or in the Leased Land including, without limitation, furniture, equipment,
fittings, installations, fixtures (including removable trade fixtures), personal property and
supplies, in an amount not less than the then-existing full replacement value.
d. Business Automobile Liability Insurance, and Business Boat Liability
Insurance, for automobiles and boats used by Lessee in the course of its performance
under this Ground Lease, including Employer's Non-Ownership and Hired Auto
Coverage, each said policy in amounts of One Million and 00/100 Dollars
($1,000,000.00) combined single limit per occurrence. If such amounts are less than
good insurance practice would require, Lessor reserves the right to increase these
insurance limits by providing Lessee with at least sixty (60) days' advance notice to do
so.
e. Pollution Liability insurance covering the accidental discharge and clean up of
pollutants shall be maintained by the Lessee in an amount of not less than Five Million
and 00/100 dollars ($5,000,000) per occurrence. Such coverage shall cover third party
liability and clean up coverage.
f. Lessor shall be named as an additional insured on the Commercial General
Liability insurance policy. Lessor shall also be added as an additional insured on the
Property Insurance policy as their interest may appear. The above-described insurance
policies shall list and continuously maintain Lessor as an additional insured thereon.
Evidence of such insurance shall be provided to Lessor and the Collier County Risk
Management Department, 3311 East Tamiami Trail, Naples, Florida, 34112, for approval
prior to the commencement of this Ground Lease; and shall include a provision requiring
not less than ten (10) days prior written notice to Lessor in the event of cancellation or
changes in policy(ies) coverage. If such amounts are less than good insurance practice
would require, Lessor reserves the right to reasonably amend their insurance
requirements by issuance of notice in writing to Lessee, whereupon receipt of such notice
Lessee shall have thirty (30) days'in which to obtain such additional insurance. The
issuer of any policy must have a Certificate of Authority to transact insurance business in
the State of Florida and must be rated "A" or better in the most current edition of Best's
Insurance Reports. Each insurer must be responsible and reputable and must have
financial capacity consistent with the risks covered. Each policy must contain an
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endorsement to the effect that the issuer waives any claim or right of subrogation to
recover against Lessor, its employees,representatives and agents.
g. Failure to continuously abide with all of these insurance provisions shall be
deemed to be a material breach of this Ground Lease and Lessor shall have the remedies
set forth below.
17. Defaults and Remedies.
a. Defaults by Lessee. The occurrence of any of the following events and the
expiration of the applicable cure period set forth below without such event being cured or
remedied will constitute a"Default by Lessee"to the greatest extent then allowed by law:
i. Abandonment of Leased Land or discontinuation of Lessee's operation.
ii. Lessee's material misrepresentation of any matter related to this Ground
Lease.
iii. Filing of insolvency,reorganization,plan or arrangement of bankruptcy.
iv. Adjudication as bankrupt.
v. Making of a general assignment of the benefit of creditors.
vi. If Lessee suffers this Ground Lease to be taken under any writ of
execution and/or other process of law or equity.
vii. Lessee's loss of its federal IRS tax exempt status.
viii. Lessee's failure to utilize the Leased Land as set forth in Exhibit B.
ix. Any lien is filed against the Leased Land or Lessee's interest therein or
any part thereof in violation of this Ground Lease, or otherwise, and the
same remains unreleased for a period of sixty (60) days from the date of
filing unless within such period Lessee is contesting in good faith the
validity of such lien and such lien is appropriately bonded.
x. Failure of Lessee to perform or comply with any material covenant or
condition made under this Ground Lease, which failure is not cured within
ninety (90) days from receipt of Lessor's written notice stating the non-
compliance shall constitute a default(other than those covenants for which
a different cure period is provided), whereby Lessor may, at its option,
terminate this Ground Lease by giving Lessee thirty (30) days written
notice unless the default is fully cured within that thirty (30) day notice
period (or such additional time as is agreed to in writing by Lessor as
being reasonably required to correct such default). However, the
occurrence of any of the events set forth above shall constitute a material
breach and default by Lessee, and this Ground Lease may be immediately
terminated by Lessor except to the extent then prohibited by law.
b. Remedies of Lessor.
i. In the event of the occurrence of any of the foregoing defaults, Lessor, in
addition to any other rights and remedies it may have, shall have the
immediate right to re-enter and remove all individuals, entities and/or
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property from the Premises. Such property may be removed and stored in
a public warehouse or elsewhere at the cost of and for the account of
Lessee, all without service of notice or resort to legal process and without
being deemed guilty of trespass, or being liable for any loss or damage
which may be occasioned thereby. If Lessee does not cure the defaults in
the time frames as set forth above, and Lessor has removed and stored
property, Lessor shall not be required to store for more than thirty (30)
days. After such time, such property shall be deemed abandoned and
Lessor shall dispose of such property in any manner it so chooses and
shall not be liable to Lessee for such disposal.
ii. If Lessee fails to promptly pay, when due, any full installment of rent or
any other sum payable to Lessor under this Ground Lease, and if said sum
remains unpaid for more than five (5) days past the due date, the Lessee
shall pay Lessor a late payment charge equal to five percent (5%) of each
such payment not paid promptly and in full when due. Any amounts not
paid promptly when due shall also accrue compounded interest of two
(2%) percent per month or the highest interest rate then allowed by Florida
law, whichever is higher ("Default Rate"), which interest shall be
promptly paid by Lessee to Lessor.
iii. Lessor may sue for direct, actual damages arising out of such default of
Lessee or apply for injunctive relief as may appear necessary or desirable
to enforce the performance and observance of any obligation, agreement
or covenant of Lessee under this Ground Lease, or otherwise. Lessor shall
be entitled to reasonable attorneys fees and costs incurred arising out of
Lessee's default under this Ground Lease.
c. Default by Lessor. Lessor shall in no event be charged with default in the
performance of any of its obligations hereunder unless and until Lessor shall have failed
to perform such obligations within thirty (30) days (or such additional time as is
reasonably required to correct such default) after written notice to Lessor by Lessee
properly and in meaningful detail specifying wherein, in Lessee's judgment or opinion,
Lessor has failed to perform any such obligation(s).
d. Remedies of Lessee. In partial consideration for the nominal rent charged to
Lessee, Lessee hereby waives any claim it may have to direct or indirect monetary
damages it incurs as a result of Lessor's breach of this Ground Lease, and also waives
any claim it might have to attorneys' fees and costs arising out of Lessor's breach of this
Ground Lease. Lessee's remedies for Lessor's default under this Ground Lease shall be
limited to the following:
i. For injunctive relief as may appear necessary or desirable to enforce the
performance and observance of any obligation, agreement or covenant of
Lessor under this Ground Lease.
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ii. Lessee may cure any default of Lessor and pay all sums or do all
reasonably necessary work and incur all reasonable costs on behalf of and
at the expense of Lessor. Lessor will pay Lessee on demand all reasonable
costs incurred and any amounts so paid by Lessee on behalf of Lessor,
with no interest.
e. No Remedy Exclusive. No remedy herein conferred upon or reserved to either
party is intended to be exclusive of any other available remedy or remedies, but each and
every such remedy will be cumulative and in addition to every other remedy given under
this Ground Lease or hereafter existing under law or in equity. No delay or omission to
exercise any right or power accruing upon any event of default will impair any such right
or power nor be construed to be waived, but any such right and power may be exercised
from time to time and as often as may be deemed expedient.
f. Non-Waiver. Every provision hereof imposing an obligation upon Lessee is a
material inducement and consideration for the execution of this Ground Lease by Lessee
and Lessor. No waiver by Lessee or Lessor of any breach of any provision of this
Ground Lease will be deemed for any purpose to be a waiver of any breach of any other
provision hereof or of any continuing or subsequent breach of the same provision,
irrespective of the length of time that the respective breach may have continued.
18. Lease Manual. The Lessee shall be provided with the Lessor's Lease Manual (if
any), which the Lessor may be amend from time to time. The terms of this manual shall be
deemed to be incorporated by reference into this Ground Lease, and Lessee shall be bound by the
terms of this Lease Manual, as of the 1st day of the second month the Lessee receives a copy of
the Lease Manual or an amended Lease Manual. With respect to any terms in this Ground Lease
which are in conflict with the Lease Manual,the Lease Manual shall control.
19. Rules and Regulations. The Lessee shall comply with the Lessor'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 Lessor 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. Lessee shall also comply with any and all applicable governmental
statutes,rules, orders and regulations.
20. Airport Development. The Lessor 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 Lessee, and without interference or hindrance.
21. Airport Operations. The Lessee shall prevent any use of the Leased Land 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 Leased Land to such height as comply with Federal Aviation Regulations,
Part 77.
Page 9 of 13
16G3
Miscellaneous Legal Matters
22. This Ground Lease shall be construed by and controlled under the laws of the
State of Florida. In the event of a dispute under this Ground Lease, the Parties shall first use the
County's then-current Alternative Dispute Resolution Procedure. Following the conclusion of
this procedure, either party may file an action in the Circuit Court of Collier County to enforce
the terms of this Ground Lease, which Court the Parties agree to have the sole and exclusive
jurisdiction.
23. This Ground Lease contains the entire agreement of the Parties with respect to the
matters covered by this Ground Lease and no other agreement, statement or promise made any
party, or to any employee, officer or agent of any party, which is not contained in this Ground
Lease shall be binding or valid. Time is of the essence in the doing, performance and
observation of each and every term, covenant and condition of this Ground Lease by the Parties.
24. In the event state or federal laws are enacted after the execution of this Ground
Lease, which are applicable to and preclude in whole or in part the Parties' compliance with the
terms of this Ground Lease, then in such event this Ground Lease shall be modified or revoked
as is necessary to comply with such laws, in a manner which best reflects the intent of this
Ground Lease.
25. Except as otherwise provided herein,this Ground Lease shall only be amended by
mutual written consent of the Parties hereto or by their successors in interest. Notices hereunder
shall be given to the Parties set forth below and shall be made by hand delivery, facsimile,
overnight delivery or by regular mail. If given by regular mail, the notice shall be deemed to
have been given within a required time if deposited in the U.S. Mail, postage prepaid, within the
time limit. For the purpose of calculating time limits which run from the giving of a particular
notice the time shall be calculated from actual receipt of the notice. Time shall run only on
business days which, for purposes of this Ground Lease shall be any day other than a Saturday,
Sunday or legal public holiday. Notices shall be addressed as follows:
If to Lessor: County Manager
Collier County Manager's Office
3299 East Tamiami Trail
Naples, Florida 34112
CC: Real Property Management
3335 East Tamiami Trail
Naples, Florida 34112
If to Lessee: Tom Stout,President
Turbo Services Inc.
1925 Banks Road
Margate, FL 33063
Page 10 of 13
1 6G3
Notice shall be deemed to have been given on the next successive business day to the date of
the courier waybill if sent by nationally recognized overnight delivery service.
26. Lessee is an independent contractor, and is not any agent or representative or
employee of Lessor. During the term of this Ground Lease, neither Lessee, nor anyone acting on
behalf of Lessee, shall hold itself out as an employee, servant, representative or agent of Lessor.
Neither party will have the right or authority to bind the other party without express written
authorization of such other party to any obligation to any third party. No third party is intended
by the Parties to be a beneficiary of this Ground Lease or to have any rights to enforce this
Ground Lease against either party hereto or otherwise. Nothing contained in this Ground Lease
will constitute the Parties as partners or joint ventures for any purpose, it being the express
intention of the Parties that no such partnership or joint venture exists or will exist. Lessee
acknowledges that Lessor is not providing any vacation time, sick pay, or other welfare or
retirement benefits normally associated with an employee-employer relationship and that Lessor
excludes Lessee and its employees from participation in all health and welfare benefit plans
including vacation, sick leave, severance, life, accident, health and disability insurance, deferred
compensation,retirement and grievance rights or privileges.
27. Neither party to this Ground Lease will be liable for any delay in the performance
of any obligation under this Ground Lease or of any inability to perform an obligation under this
Ground Lease if and to the extent that such delay in performance or inability to perform is
caused by an event or circumstance beyond the reasonable control of and without the fault or
negligence of the party claiming Force Majeure. "Force Majeure" shall include an act of God,
war (declared or undeclared), sabotage, riot, insurrection, civil unrest or disturbance, military or
guerrilla action, economic sanction or embargo, civil strike, work stoppage, slow-down or lock-
out, explosion, fire, earthquake, abnormal weather condition, hurricane, flood, lightning, wind,
drought, and the binding order of any governmental authority.
28. Lessee will not transport, use, store, maintain, generate, manufacture, handle,
dispose, release or discharge any Hazardous Materials upon or about the Leased Land, nor
permit employees, representatives, agents, contractors, sub-contractors, sub-sub-contractors,
material men and/or suppliers to engage in such activities upon or about the Leased Land, except
those involved in the practice of Turbo Services' Industry and approved land use and SIC Code,
including fuel and oil required to test the engines.
29. In compliance with Section 404.056, Florida Statutes, all Parties are hereby made
aware of the following: Radon is a naturally occurring radioactive gas that, when it has
accumulated in a building in sufficient quantities, may present health risks to persons who are
exposed to it over time. Levels of radon that exceed federal and state guidelines have been found
in buildings in Florida. Additional information regarding radon and radon testing may be
obtained from your County Public Health Department.
30. Lessee shall execute this Ground Lease prior to it being submitted for approval by
the Board of County Commissioners, in its capacity as the Collier County Airport Authority.
This Ground Lease may be recorded by the County in the Official Records of Collier County,
Page 11 of 13
1bG3
Florida, within fourteen (14) days after the County enters into this Ground Lease, at Lessee's
sole cost and expense.
IN WITNESS WHEREOF, the Lessee and Lessor have hereto executed this Ground
Lease the day and year first above written.
AS TO THE LESSEE: )
bo Services,.Inc.
•
By:
fitnesZ/Viete//2-?/SEA)
signature) Tom tout, Pr dent and CEO
(print name)
15.,142
Witness (signature)
A'a,i 3 erfi(-
(print name)
AS TO THE LESSOR:
ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT E. BROCK, CLERK COLLIER COUNTY, FLORIDA, IN ITS
CAPACITY AS THE COLLIER COUNTY
AIRPORT AUTHORITY
11-3 .'..; - 141 BY: 1-1-14/1-- LA"• (....0-18j..s,,
4 "` lerk FRED W. COYLE,
Chairman
Atittu ;
' Tr .
ApprflV'�(4 •to.
and 1 ,.•
441111111
ILA 1
Jeffre 7; . zkow
Coun • tt+'I ey
Page 12 of 13
16G3
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1 6G 3
1st
Amendment
• S 16G3
FIRST AMENDMENT TO C LIER COUNTY STANDARD FORM
LONG-TERM GROUND LE SE AND SUB-LEASE AGREEMENT
THIS AMENDMENT TO COLLI R COUNTY STANDARD FORM LONG-TERM
GROUND LEASE AND SUB-LEASE AG EMENT ("Amendment") is made and entered into
this ;1 1- r, day of r`\e l c,. , c ►'1 2012, by and between Turbo Services Inc., a
corporation duly organized under the laws o Florida, (hereinafter referred to as "Lessee"), and the
Board of County Commissioners of Collier County, Florida, acting in its capacity as the Collier
County Airport Authority, (hereinafter referr to as "Lessor"), collectively stated as the"Parties."
i
RECITALS:
WHEREAS, the Parties entered into agreement dated April 1, 2011 (hereinafter referred
to as the "Ground Lease")a copy of which is ttached hereto; and
WHEREAS, Lessee leases property it the Immokalee Regional Airport for the construction
of a jet engine testing facility; and
WHEREAS, the Parties wish to end Paragraph 5 (Lessee's Obligation to Build and
Modification to Building) and Paragraph 5; and
WHEREAS, Lessor wishes to add P ' agraph 31 (Nondiscrimination Clause) and Paragraph
32 (Property Rights Reserved) in accordaice with terms and conditions set forth by the Federal
Aviation Administration(FAA).
WITNESSETH
NOW, THEREFORE, in consideratio of Ten Dollars ($10.00) and other good and valuable
consideration exchanged amongst the Parti s, and in consideration of the covenants contained
herein, the Parties agree as follows: 1
1. All of the above RECITALS are true d correct and are hereby expressly incorporated
herein by reference as if set forth fully below
Paragraph 5 of the Ground Lease, ent. led Lessee's Obligation to Build and Modification to
Building, is hereby amended to read as follo s:
5. Lessee's Obli ation to B 'ld and odifications to Buildin . Lessee shall
design, permit and construct in com liance with all governmental regulations, at its
sole cost and expense, a building t, be solely utilized for the uses described in
paragraph 4 above. The plans, spec fications and building design for the Lessee's
improvements to be constructed on the Leased Land are subject to reasonable
approval by Lessor. Prior to applyi g for any building permit for improvements to
the Leased Land, Lessee shall sub 't to Lessor for its approval such plans and
specifications necessary to obtain a building permit for Lessee's intended
improvements. Lessor shall have thirty (30) days after receipt of any submittal by
Lessee to review Lessee's submittals d provide a written response as to whether the
submittal is approved as submitted,not approved as submitted, or Lessor may provide
Lessee with requested changes. If the submittal is not approved or if Lessor requests
changes, Lessee shall submit revised plans that will meet with Lessor's approval or
S s
16G3
incorporate the requested changes into the plans. If Lessee determines not to revise
its plans then Lessee may terminate this Ground Lease. Lessee may make
nonmaterial changes to the approved plans from time to time to accommodate site
issues or operating changes to Lessee's use of the Leased Land. Material changes
from the approved plans will require essor's written approval, which approval shall
not be unreasonably withheld. All p ans shall be in conformity with Collier County
standards. Construction must comme ce no later than one-year eighteen months from
the date of this Ground Lease. In th event Lessee does not commence construction
within such period, then the Lessor shall have the right to terminate this Lease and
neither party shall have any further obligations to the other party. Upon
commencement of construction, Les ee shall diligently pursue said construction to
completion and complete said cons ction on or before twenty-four (24) months
from commencement, subject to del ys beyond the control of the Lessee. Lessee
shall be solely responsible for the c sts of repairing any damage to Lessor's roads,
water and sewer facilities or other ' astructure located within or outside the Leased
Land resulting from construction or se by Lessee, its agents, officers or employees.
Lessee must demonstrate to Lessor t at it has sufficient funds necessary to complete
any proposed project, and Lessor ma require, as part of its approval, the posting of a
construction bond or like security o assure completion of the proposed project.
Notwithstanding anything to the contrary, it is expressly understood and agreed that
Lessee has the right to terminate the Lease if, after the exercise of due diligence, it is
unable to develop the contemplated building for any reason whatsoever.
Paragraph 25 of the Ground Lease, is hereby amended to read as follows:
25. Except as otherwise pr vided herein, this Ground Lease shall only be
amended by mutual written consent of the Parties hereto or by their successors in
interest. Notices hereunder shall be iven to the Parties set forth below and shall be
made by hand delivery, facsimile, ov might delivery or by regular mail. If given by
regular mail, the notice shall be decided to have been given within a required time if
deposited in the U.S. Mail, postage p epaid, within the time limit. For the purpose of
calculating time limits which run fro the giving of a particular notice the time shall
be calculated from actual receipt of a notice. Time shall run only on business days
which, for purposes of this Ground ease shall be any day other than a Saturday,
Sunday or legal public holiday. Notictes shall be addressed as follows:
I
If to Lessor: County Manager
Collier County Manager's Office
3299 East Tamiami Trail
Naples, Florida 34112
CC.
3335 East Tamiami Trail
Naplc3, Florida 34112
Executive Director
Collier County Airport Authority
2005 Mainsail Dr., Ste. 1
Naples,FL 34114
• ® 16G3
If to Lessee: Tom Stout, President
Turbo Services Inc.
1925 Bs Road
Margat , FL 33063
Notice shall be deemed to have been given on the next successive business day
to the date of the courier waybill if senti by nationally recognized overnight delivery
service,
Paragraph 31, entitled Nondiscrimination Clause, is hereby added to the Ground Lease to
read as follows:
31, Nondiscrimination Class, The Lessee for himself, his personal representative,
successors in interest, and assigns, as a part of the consideration hereof, does hereby
covenant and agree that (1) no person on the grounds of race, color, or national origin
shall be excluded from participation in, denied the benefits of, or be otherwise subjected
to discrimination in the use of said facilities, (2) that in the construction of any
improvements on, over or under such land and the furnishing of services thereon, no
person on the grounds of race, color or national origin shall be excluded from
participation in, denied the benefits of, or be otherwise subjected to discrimination, (3)
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, and as said Regulations may be amended.
That in the event of breach of any of the above nondiscrimination covenants, Airport
Owner shall have the right to terminate the lease and to re-enter and as if said lease had
never been made or issued. The provision shall not be effective until the procedures to
Title 49, Code of Federal Regulations, Part 21 are followed and completed, including
exercise or expiration of appeal rights.
Paragraph 32, entitled Property Right Reserved, is hereby added to the Ground Lease to
read as follows:
32. This lease and all provisions hereof are subject and
subordinate to the terms and conditions of the instruments and documents under which
the Airport Owner acquired the subject property from the United States of America and
shall be given only such effect as will not conflict or be inconsistent with the terms and
conditions contained in the lease of said lands from the Airport Owner, and anv existing
or subsequent amendments the;eto, and are subject to any ordinances, rules or
regulations which have been, or may hereafter be adopted by the Airport Owner
pertaining to the Immokalee Regional Airport.
2. Except as modified by this Amendment,the Ground Lease Agreement, shall remain in full
force and effect. If there is a conflict between terms of this Amendment and the Ground Lease
Agreement, the terms of this Amendment shall prevail.
• 0 1 6G 3
IN WITNESS WHEREOF,the Parties hereto caused this first Amendment to be executed
by their appropriate officials, as of the date first above written.
AS TO THE LESSEE:
Turbo ervices
aet--6,0..2
�!
Witness (signature) Stout,President and CEO
(Print name)
'1"rntirfrtAP 119/I'eP
Witness (signature)
'Aromay '/a{7
(Print name)
AS TO THE LESSOR:
• i
ATTEST:E,.,y;: ,i, BOARD OF COUNTY COMMISSIONERS
DW..I� 4'`' "�{( CLERK COLLIER COUNTY, FLORIDA, IN ITS
>� ,,?.44o ,,,,..,,, o . CAPACITY AS THE COLLIER COUNTY
`'• w� ,'' ,..: AIRPORT AUTHORITY
ter.
'•, t fit.,•:I' r :'-A . , fl-,'L'il LA). CP'3k
a,•
I
liddlh
. ,, ..s, 'l •s;,;;i Deputy (1-et FRED W. COYLE, Chairman
t'`rit
ittta i,4- ifrom 6
4tgtatura oft iI. L
Approves a to form
and leg.l s iciency:
i
;i Jeri , , i:tzkow
Co attorney
I 6G3
2nd
Amendment
16G3
SECOND AMENDMENT TO COLLIER COUNTY STANDARD FORM
LONG-TERM GROUND LEASE AND SUB-LEASE AGREEMENT
THIS SECOND AMENDMENT TO COLLIER COUNTY STANDARD FORM LONG-
TERM GROUND LEASE AND SUB-LEASE AGREEMENT ("Ground Lease") is made and
entered into this �*,--, day of 20_,,,1/4.o- , by and between Turbo
Services Inc., a corporation duly organized under the laws of Flofidaiereinafter referred to as
"Lessee"), and the Board of County Commissioners of Collier County, Florida, acting in its
capacity as the Collier County Airport Authority, (hereinafter referred to as "Lessor"),
collectively stated as the "Parties."
RECITALS:
WHEREAS, the Parties entered into a Long-Term Ground Lease and Sub-Lease
Agreement commencing April 1, 2011 (hereinafter referred to as the "Ground Lease") a copy of
which is attached hereto; and
WHEREAS, Lessee leases property at the Immokalee Regional Airport for the
construction of a jet engine testing facility; and
WHEREAS, on March 27, 2012, the Parties amended the Ground Lease through a First
Amendment to the Long-Term Ground Lease and Sub-Lease Agreement, a copy of which is
attached hereto;and
WHEREAS, the Parties wish to amend Paragraph 6 of the Ground Lease (Term of
Ground Lease).
WITNESSETH
NOW, THEREFORE, in consideration of Ten Dollars ($10.00) 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 reference as if set forth fully below.
Paragraph 6 of the Ground Lease, entitled Term of Ground Lease, is hereby amended to
read as follows:
6. Term of Ground Lease. The term of this Ground Lease shall
commence on the Commencement Date first above written, and unless terminated
earlier by the Parties, shall terminate on the 5th
Gro -Lease July 31, 2017. Lessee is hereby granted five annual options to
renew for an additional term of one year, so that if fully exercised this Lease will
be renewed for an additional five years. Each renewal option must be exercised, if
at all, by written notice to Lessor, and be received by Lessor no later than 30 days
prior to the end of the Term or Extended Term. If exercised, the Lease shall be
extended for an additional year on all the existing terms and conditions, except that
16G3
rent shall be increased by the change in the CPI as set forth in paragraph 7 below.
If Lessee holds over after the expiration of the lease term, such tenancy shall be
from month to month under all of the terms, covenants and conditions of this
Ground Lease (save rent) subject, however, to Lessor's right to seek legal relief to
eject Lessee from the Premises as a holdover. Rent shall be doubled during any
hold-over tenancy.
2. Except as modified by this Amendment, the Ground Lease, as amended, shall remain in
full force and effect. If there is a conflict between terms of this Amendment and the Ground
Lease, as amended,the terms of this Amendment shall prevail.
TN WITNESS WHEREOF, the Parties hereto caused this Second Amendment to Long-
Term Ground Lease and Sub-Lease Agreement to be executed by their appropriate officials, as
of the date first above written.
AS TO THE LESSEE: `
T SE iC
)°(_ By.
Witness (signature) Tom tout,President and CEO
62 /K P�42-)C
(Print name)
cCr '°'°°
Witness (signature
1 rlirta'1 L'qD
(Print name)
AS TO THE LESSOR:
ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT.E..BR(3€K, CLERK COLLIER COUNTY, FLORIDA, IN ITS
. CAPACITY AS THE COLLIER COUNTY
;" AIRPORT T ORITY
•-pu lerk GEOR A ILLER, ESQ.
1ti' .411;sA . CHAI OA
App ov- ' •'•s to form
and I -iciency:
--`'ilINA�i
Jeffr:l • Klatzkow
Coun It • . orney
2
i bG 3
3rd
Amendment
1 6G3
THIRD AMENDMENT TO COLLIER COUNTY STANDARD FORM
LONG-TERM GROUND LEASE AND SUB-LEASE AGREEMENT
THIS THIRD AMENDMENT TO COLLIER COUNTY STANDARD FORM LONG-
TERM GROUND LEASE AND SUB-LEASE AGREEMENT ("Ground Lease") is made and
entered into this \off day of tcr-Ac,e_xr-- , 2013, by and between Turbo
Services Inc., a corporation duly organizder the laws of Florida, (hereinafter referred to as
"Lessee"), and the Board of County Commissioners of Collier County, Florida, acting in its
capacity as the Collier County Airport Authority, (hereinafter referred to as "Lessor"),
collectively stated as the "Parties."
RECITALS:
WHEREAS, the Parties entered into a Long-Term Ground Lease and Sub-Lease
Agreement commencing April 1,2011 (hereinafter referred to as the "Ground Lease"); and
WHEREAS, Lessee leases property at the Immokalee Regional Airport for the
construction of a jet engine testing facility;and
WHEREAS, on March 27, 2012, the Parties amended the Ground Lease through a First
Amendment to the Long-Term Ground Lease and Sub-Lease Agreement; and
WHEREAS, on January 9, 2013, the Parties amended the Ground Lease through a
Second Amendment to the Long-Term Ground Lease and Sub-Lease Agreement; and
WHEREAS, the Ground Lease and all subsequent amendments referenced above are
attached hereto as Composite Exhibit A; and
WHEREAS, the Parties wish to amend Paragraph 16 (Insurance), subparagraph e, of the
Ground Lease, as amended, to more closely align with current airport industry standard
requirements for pollution liability insurance.
WITNES SETH
NOW, THEREFORE, in consideration of Ten Dollars ($10.00) and other good and
valuable consideration exchanged amongst the Parties, and in consideration of the covenants
contained herein,the Parties agree as follows:
1. All of the above RECITALS are true and correct and are hereby expressly incorporated
herein by reference as if set forth fully below.
2. Paragraph 16 of the Ground Lease, as amended, entitled (Insurance) is hereby amended
as follows:
* * * * * * *
Page t of 2
Words Underlined are added;Words; eagi are deleted.
rC )
AS TO THE LESSEE: 1 6G3
e. Pollution Liability insurance covering the accidental discharge and
clean up of pollutants shall be maintained by the Lessee in an amount of not less
than ;� Miller One Million and 00/100 dollars
�$�0) ($I,000,000) per
occurrence, Such coverage shall cover third party liability and clean up coverage.
* * * * * * *
3. Except as modified by this Amendment, the Ground Lease, as amended, shall remain in
full force and effect. If there is a conflict between terms of this Amendment and the Ground
Lease, as amended, the terms of this Amendment shall prevail.
IN WITNESS WHEREOF, the Parties hereto caused this Third Amendment to Long-
Term Ground Lease and Sub-Lease Agreement to be executed by their appropriate officials, as
of the date first above written.
' :O SERV. E .1 .
>Z.-VC
By: t rI..-
Witness (signature) Tom Stout, Presi ent and CEO
Piet--,a
(Prin ame)
i ness(signature)
(Print name)
AS TO THE LESSOR:
ATTEST: BOARD OF COUNTY COMMISSIONERS
DWIGHT•R.BROCK, CLERK COLLIER COUNTY, FLORIDA, IN ITS
"'••.••••... 0,0 CAPACITY AS T COLLIER COUNTY
AIRPc.T A T 0 TY
1
By: r..`.. _.saint•: By:
Attest as faCh•irnlBll's pu`' rk GEORGIA A. HILLER, ESQ.,
signatur,-i•of ' . .t :
CHAIRMAN
Appr� �': l;ft form and legality:
ii11/4
Jeffrey . ;a atzkow
County • il��_ ey
Page 2 of 2
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vo Dy COLLIER COUNTY AIRPORT AUTHORITY
2005 MAINSAIL DR STE 1
NAPLES, FL 34114
October 2nd, 2019
MR. TOM STOUT
TURBO SERVICES INC
5445 NW 24TH STREET#2
MARGATE, FL 33061
RE: Fee Modification
Dear Mr. Stout:
Effective November 1, 2019, the monthly Land Lease rate will increase by 1.4% plus applicable Florida
and Collier County sales taxes. Increases are based upon the latest Consumer Price Index — Urban
Consumers listings published by the Bureau of Labor Statistics and are adjusted annually in accordance
with your agreement and the Airport Authority rates and charges. For more information, please visit
colliercountyfl.gov/AirportAuthority and select Policies and Documents for a listing of the airport's
current rates.
The new lease rate, including Florida and Collier County sales taxes, will total $1,033.02.
As a reminder, fees are due on or before the first day of each month without demand as invoices are sent
as a courtesy. We encourage you to enroll in the electronic option to receive invoicing via email. To do so,
please feel free to email me at Cynthia.Balterman@colliercountyfl.gov.
We truly value you as a tenant and would like to take this opportunity to thank you for your continued
patronage. If you have any questions, please do not hesitate to contact me.
Kind Regards,
Cynthia A. Balterman
Accountant
Cc: Justin Lobb, Airport Manager
Andrew Bennett, Operations Supervisor— Immokalee
Kate Whitson, Operations Supervisor— Marco Island
Christopher Johnson, Finance Manager
Marco Island Executive Airport Immokalee Regional Airport Everglades Airpark
2005 Mainsail Drive,Suite 1 165 Airpark Boulevard P.O. Box 689,650 EC Airpark Blvd
Naples, FL 34114-8955 Immokalee, FL 34142 Everglades City, FL 34139
239.394.3355 239.657.9003 239.695.2778
239.642.5427 Fax 239.657.9191 Fax 239.695.3558 Fax
oJ*��l a�RPogr4G� COLLIER COUNTY AIRPORT AUTHORITY 1 6 G 3
y0 2005 Mainsail Drive,Suite 1
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-. Naples,FL 34114-8955
v � (239) 6427878
Fax(239) 394-3515
www.collieraviation.com
July 15, 2020
Mr. Tom Stout, President
Turbo Services
5445 N.W. 24th Street#2
Margate, FL 330363
Dear Mr. Stout:
Re: Immokalee Regional Airport
Long-Term Ground Lease and Sub-Lease Agreement
One-Year Lease Extension
Per your written request of July 15, 2020, the above referenced ground lease agreement shall be renewed for
one year from July 31, 2020 to July 31, 2021. All other terms of the agreement shall remain in full force and
effect.
If you wish to extend this agreement beyond July 31, 2021, you will need to submit a formal request
each subsequent year for the remaining renewal periods, in accordance with the agreement.
Thank you for your continued tenancy at the Immokalee Regional Airport. Please do not hesitate to contact
me if I can be of any further assistance.
Sincerely.
ustin obb
Airports Manager
Cc: Cynthia Balterman, CCAA
Debra Brueggeman, CCAA
Andrew Bennett, CCAA
Marco Island Executive Airport Immokalee Regional Airport Everglades Airpark
2005 Mainsail Drive,Suite 1 165 Airpark Boulevard P.O. Box 689,650 EC Airpark Blvd
Naples,FL 34114-8955 Immokalee, FL 34142 Everglades City,FL 34139
239.394.3355 239.657.9003 239.695.2778
239.642.5427 Fax 239.657.9191 Fax 239.695.3558 Fax
16G3
From: Tom Stout
To: LobbJustin
Subject: LEASE RENEWAL
Date: Wednesday,July 15,2020 10:03:50 AM
Attachments: lfnaae001.png
EXTERNAL EMAIL: This email is from an external source. Confirm this is a trusted sender
and use extreme caution when opening attachments or clicking links.
Good Morning Justin;
Turbo Services is requesting another one year extension on our test cell ground lease at 200 Airpark
boulevard, Immokolee, Fl.
Please let me know if this works and/or if you need anything else from me!
Thx;
Tom
r I I n
Tom Stout
P'residen!
6445 NMI.24th Street#
Margate. Florida 33063 .a.
Ott 954.968.6338•Fax 954.968.6337•Cell 954.608.6776
toms turboseruices,net•wwwturboservices.net