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Backup Documents 10/23/2018 Item #16G 1 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO ,11, 6 G 1 THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATUR 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. 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 routing lines#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 IVP3 a31►� 4. BCC Office Board of County tikS Commissioners sy // 1o\Z1Vzt 5. Minutes and Records Clerk of Court's Office 10(25i1B -41phi 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 Debbie Brueggeman,Admin,Airport Phone Number 642-7878 Ext 34 Contact/ Department Authority Agenda Date Item was October 23,2018 Agenda Item Number 16G1 Approved by the BCC Type of Document CAP Standard Form Long-Term Ground Number of Original 1 Attached Lease Agreement with CCAA Documents Attached PO or account number N/A 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? 2. Does the document need to be sent to another agency for additional signatures? If es, 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 (L 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 ‘•11P'N 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 document or the final negotiated contract date whichever is applicable. \� 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip should be provided to the County Attorney Office at the time the item is input into Accela. \� 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 deadlines! 8. The document was approved by the BCC on 10/23/18 and all changes made during the meeting have been incorporated in the attached document. The County '111. •• •. " Attorney's Office has reviewed the changes,if applicable. • e 9. Initials of attorney verifying that the attached document is the version approved by the " BCC,all changes directed by the BCC have been made,and the document is ready for the - •• .•1 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 0 `c5 16G1 .1 Ann P. Jennejohn From: Ann P.Jennejohn Sent: Thursday, October 25, 2018 3:58 PM To: BrueggemanDebra Subject: Item #16G1 (10-23-2018 BC Meeting) Attachments: Backup Documents 10_23_2018 Item#16G 1.pdf Hi Debbie, A copy of Itevvt #1(7G1, that was approved by the Board this past Tuesday, is attached for your records. Aunt Jennejohn, Sr. Deputy Clerk 13oard Minutes & Records Departwtevtt Collier County Value Adjustment Board 2.39-252-840(7 14-6-17 COLLIER COUNTY AIRPORT AUTHORITY STANDARD FORM LONG-TERM GROUND LEASE CIVIL AIR PATROL IN AND FOR MARCO ISLAND SENIOR SQUADRON This Collier County Airport Authority Standard Form Lease, (hereinafter referred to as `Lease,')is entered into this,'jday of cAoAnex- ,2018,by and between the CIVIL AIR PATROL (hereinafter referred to as "CAP"), a Congressionally chartered non-profit federal corporation and the official Auxiliary of the United States Air Force, with the mailing address of Florida Wing Headquarters, 4040 Crossfield Way, Suite 6 Lakeland, FL 33811, (hereinafter referred to as `Lessee,') and the COLLIER COUNTY AIRPORT AUTHORITY, with administrative offices located at 2005 Mainsail Drive, Suite 1,Naples, Florida 34114, (hereinafter referred to as `Authority,') collectively stated as the `Parties.' WITNESSETH: WHEREAS, on February 10, 2003, the Authority and Lessee entered into a Sub-Lease Agreement for a parcel now improved with the Civil Air Patrol in and for the Marco Island Civil Air Patrol Senior Squadron Hangar at the Marco Island Executive Airport; and WHEREAS, on Septemer 10, 2017, the Civil Air Patrol Hangar was destroyed by Hurricane Irma, and the Civil Air Patrol now intends to invest signficiant capital to rebuild the Hangar to its pre-hurricane condition; and WHEREAS,the Authority recognizes the investment to improve the leasehold requires the Lessee to amortize its investment over a longer period of time in accordance with the Authority's Lease Policy;and WHEREAS, the interests of the public and the community as a whole are best served by the Lessee's continued presence on Airport property;and WEHEREAS,the Parties desire to terminate the Sub-Lease Agreement and execute a new Lease to supersede that agreement. 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 Lease on the following terms and conditions: 1. Conveyance. On the terms and conditions set forth in this Lease, and in consideration of Lessee's performance under this Lease,the Authority conveys to the Lessee the present possessory interest in the Premises described below. This Long-Term Ground Lease supersedes the February 10, 2003, Sub-Lease and any and all other agreements between the Authority and Lessee in the Premises described below Pagel of 14 16(x_ 2. Description of Premises. The leased area, which is the subject of this Lease, is approximately 6,000 square feet,located at the Marco Island Executive Airport,in Collier County, Florida,as shown in Exhibit"A," (hereinafter referred to as the `Premises'). 3. Conditions to Conveyance. Lessee warrants and represents to Authority that it has examined the title and boundaries of the Premises. Accordingly,this conveyance is subject to all of the following: a. Any and all conditions, restrictions, encumbrances and limitations now recorded against the Premises; b. Any and all existing or future zoning laws or ordinances; 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 Lease. 4. Use of Premises. Lessee shall utilize the Premises for storage of equipment, materials and aircraft required for the Licensee's non-commercial, not-for-profit governmental aeronautical activities. Lessee may not sub-lease hangar space to private aircraft owners. Any non-aeronautical use of the premises that does not support lessee's Civil Air Patrol mandated aeronautical activity is prohibited. Authority shall have the right to terminate this Lease should Lessee utilize the Premises in any manner inconsistent with the approved use. In the event Lessee shall cease to use the Premises for the purposes described herein, and such cessation of use shall continue for a period of sixty (60) days, this Lease, at the option of the Authority, upon thirty (30) days written notice to the Lessee, shall be terminated and Lessee shall surrender and vacate the Premises to the Authority 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 Premises. Lessee shall not use or allow anyone to use the Premises for residential purposes or as a public meeting place or facility of any kind. Lessee shall not store any non-Civil Air Patrol vehicles,equipment or aircraft on or near the Premises. Lessee shall be allowed to park in the parking area adjacent to the Premises. 5. Permissible Construction,Alterations and Additions to Premises. Lessee may not construct any building or make any alterations of additions to the Premises, including signage or other exterior fixtures without obtaining Authority's prior written consent, which consent may be withheld at Authority's sole discretion. Notwithstanding the foregoing, Lessee shall: a) Design, permit and rebuild the previously destroyed Civil Air Patrol- owned hangar section of the building ("Hangar") to its pre-hurricane condition in compliance with all governmental regulations,at the Civil Air Patrol's sole cost and expense. 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. b) Prior to applying for any building permit for improvements to the Leased Land, Lessee shall submit to Lessor for its approval such plans and Page 2 of 14 O`IO 661 specifications necessary to obtain a building permit for Lessee's intended improvements. c) 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. d) Within 30 days after the effective date of this Agreement, Lessee shall provide Lessor with Lessee's proposed schedule for the submittal of Lessee's application for all of the permits that must be obtained prior to commencement of construction.On or before the tenth day of each month thereafter, Lessee shall provide Authority written updates concerning the status of each application.At minimum,the updates shall identify:(a)any known or anticipated delay in the issuance of any permit;(b)the cause and anticipated length of such delay;and(c)steps Lessee is taking to minimize the delay and otherwise ensure the time issuance of permits. Lessee may not commence construction or perform related sitework without a permit. Lessee shall provide written notice to Authority at least two (2) business days prior to commencement of construction of the Hangar. Construction must commence no later than 12 months 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 one(1) year 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 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. Upon completion of any improvements, Lessee shall provide Authority with "as-built" plans and an"as built"survey certified to the Authority. Page 3 of 14 i6Li1 6. Term of Lease. The term of this Lease shall commence on the 1 sc day of January, 2019 and end on the 31st day of December, 2039("Initial Term"). So long as the Lessee is not in default of any of the terms herein and has no payment arrearages,the Leesee shall have a one (1) time option at its discretion to extend the term for one(1)nine(9)year term if it provides Authority with(120)one hundred twenty days written notice prior to the expiration of the Initial Term,under the same terms and conditions(less this option provision) ("Option Term"). 7. Rent. In accordance with the provisions of Federal Register, Vol. 64, No. 30 regarding leases to Civil Air Patrol units,the total annual rent for the Premises which the Civil Air Patrol hereby covenants and agrees to pay as rent shall be the sum of$2,448 annually(the 'Base Rental' at $.408 per square foot annually), and shall be due and payable by the first day of each calendar year during the term hereof, beginning on January 1, 2019. If the terms of this Lease shall commence on a day other than the first day of the month,Lessee shall pay rental equal to one thirtieth (1/30th) of the monthly rental multiplied by the number of rental days of such fractional month. The lease rental rate shall at no time be less than the Base Rental. The Authority and Lessee,however,agree and stipulate that the lease rental rate may be unilaterally increased by the Authority, annually in accordance with the Authority's lease rental rate adjustment program. Currently the adjustment program is based on changes in the United States Department of Labor, Bureau of Labor Statistics, Consumer Price Index (the Index for U.S. City Average for Urban consumers). All rents and fees shall be made payable to the Collier County Airport Authority,and mailed by first class letter,postage prepaid,or personally delivered, to the Administrative Offices at 2005 Mainsail Drive, Suite 1, Naples, Florida 34114, or such other address as the Airport Manager may designate in writing. Notwithstanding the proceeding, the Authority understands and agrees the Civil Air Patrol is a tax-exempt federal corporation. 8. Net Lease. This is a fully net lease,with Lessee responsible for one hundred percent (100%) all costs, fees and charges concerning the Premises. Provided however, Authority understands and agrees that CAP is a tax-exempt federal corporation. Accordingly, Lessee shall promptly pay when due and prior to any delinquency all costs, fees, trash removal services, assessments, utility charges, and obligations of any kind that relate to the Premises. Lessee will be solely responsible for any and all claims,costs and obligations arising from Lessee's use of the Premises. In case any action or proceeding is brought against Authority by reason of Lessee's use of the Premises, Lessee agrees to be responsible for its own acts of negligence or its respective agents' acts of negligence when acting within the scope of their employment, and agrees to be liable for damages resulting from said negligence subject to statutorily established liability limits including but not limited to those set forth under federal law. It is specifically agreed however,that Authority 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 Authority 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 Authority in the Premises or any part of either. This notice is given pursuant to the provisions of and in compliance with Section 713.10, Florida Statutes. Page 4 of 14 16G1 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 Authority, shall keep and maintain the Premises 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, interior painting,janitorial, fixtures and appurtenances (lighting, heating, plumbing, and air conditioning, and other components/systems to the extent exclusively servicing the Leased Premises). Such repair may also include interior structural repair, if deemed necessary by the Lessee. If the Premises are not in such compliance in the reasonable opinion of Authority,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, Authority may cause the same to be corrected and Lessee shall promptly reimburse Authority for the expenses incurred by Authority,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 Lease. Accordingly,Lessee shall have the exclusive right to use the Premises during the term of this Lease. During the term of this Lease,Lessee may erect appropriate signage on the Premises and the improvements constructed by Lessee thereon. Any such signage shall be in compliance with all applicable codes and ordinances and approved by the Authority; Authority's consent will not be unreasonably withheld. 12. Casualty and Condemnation a. Casualty. The Authority understands and agrees that the Hangar and other improvements on the Premises are the sole and exclusively owned property of the Civil Air Patrol. If the Premises are destroyed, rendered substantially inhabitable, or damaged to any material extent, as reasonably determined by Lessee, by fire or other casualty, Lessee may use Civil Air Patrol insurance proceeds, (hereinafter referred to as "Proceeds,") to rebuild or restore the Premises to substantially its condition prior to such casualty event unless the Authority provides the Lessee with a written determination that rebuilding or restoring the Premises to such a condition within a reasonable period of time is impracticable or would not be in the best interests of the Authority. If the Civil Air Patrol elects not to repair or replace the improvements, then Lessee or Authority may terminate this 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 Lease is not terminated as set forth herein,or if the Premises is damaged to a less than material extent, as reasonably determined by Lessee and Authority, Lessee will proceed with reasonable diligence, at no cost or expense to Authority, to rebuild and repair the Premises to substantially the condition as existed prior to the casualty. b. Condemnation. Authority may terminate this Lease by written notice as part of a condemnation project. Authority will use its best efforts to mitigate any damage caused to Lessee as a result of such termination; however, in no event Page 5 of 14 16t 1 will Authority be liable to Lessee for any compensation as a result of such termination. 13. Access to Premises. Authority, 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 Lease, or make any required repairs not being timely completed by Lessee. 14. Termination and Surrender. Unless otherwise mutually agreed by the Parties, no later than the final day of the Initial Term or Option Term, as applicable, Lessee shall redeliver possession of the Premises to Authority in good condition and repair less normal wear and tear. Lessee shall have the right at any time during Lessee's occupancy of the Premises to remove any of its trade fixtures,personal property,equipment,and signs.At the termination of the Initial Term or Option Term, as applicable, Authority shall have the sole option of either requiring Lessee to demolish and remove the Hangar and all improvements made by Lessee to the Premises upon Lessee's vacation thereof, or for Authority to retain Hangar and said improvements and fixtures on the Premises which improvements and fixtures will become the property of the Authority without any cost upon Lessee's vacation of the Premises. During the Initial Term of this Lease, Lessor has the option to purchase the Hangar and other improvements for fair market value as determined by an independent property appraiser selected and contracted by Lessor. Such transaction must be memorialized in writing by the Authority and Lessee.Otherwise,the Premises shall remain under the ownership of Lessee. All other improvements,alterations or additions made by the Lessor remain the property of Lessor and shall remain upon and be surrendered by the Lessee. 15. Assignment. This Lease is personal to Lessee. Accordingly,Lessee may not assign this Lease or sublet the building constructed on the Premises by Lessee without the express prior written consent of the Authority, which consent may be withheld in Authority's sole discretion. Any purported assignment or sublet without the express written consent of Authority shall be considered void from its inception and shall be grounds for the immediate termination of this Lease. Authority may freely assign this Lease upon written notice to Lessee. a. Notice to the Authority: Should the Lessee intend to assign this Lease, sublet the Premises or a portion thereof, sell or encumber its interest in the Lease, the Premises, or in any improvements thereon, or allow any other persons or entities (except Lessee's authorized representatives)to occupy or use all or any part of the Premises, it shall first provide sixty (60) days written request for consent for such alienation to the Authority prior to the date intended for the assignment of the Lease, sublease, sale, use or encumbrance. Consent by the Authority with respect thereto shall not unreasonably be withheld, provided, however, that adequate security deposits and guarantees of the obligations under the Lease, as deemed appropriate in the sole and absolute discretion of the Authority, are executed and delivered. Further,the Authority may condition its consent upon an increase in the Lease rental rate and may require other conditions or covenants before consenting to an assignment or sublease. Any assignment, sublease, sale, or encumbrance by Lessee is voidable and, at the Authority's election, constitutes a default of this Lease if not accomplished in accordance with this Section. Further, the consent to Page 6 of 14 16G 1 an assignment, sublease, sale or encumbrance does not constitute a further waiver of the provisions under this Lease b. Grant of Right of First Refusal to the Authority: Notwithstanding the foregoing, in the event Lessee intends to assign this Lease, sublet the Premises or a portion thereof, sell or encumber its interest in this Lease, the Premises or in any improvements thereon, Lessee shall first offer to assign, sublet, sell or encumber such interest to the Authority under the same terms and conditions offered to the proposed assignee,purchaser, sublessee or mortgagee, in writing, ninety (90)days prior to the date intended for any such assignment of the Lease, sublease, sale or encumbrance.The Authority shall have sixty(60)days within which to exercise its right of first refusal, in writing, or it shall be deemed to have been waived by the Authority. 16. Insurance. The Lessee shall provide all insurance deemed appropriate by the Authority, as determined by the Collier County Risk Management Department, as set forth on the attached Exhibit 'B'. a. Civil Air Patrol, as an instrumentality of the United States of America, is self- insured, and carries only certain commercial liability insurance. However, in the manner and to the extent provided by the Federal Tort Claims Act(28 USC §2671 et. seq.), the United States of America may be liable to third parties for personal injury or damage or loss of property caused by the negligent acts or omissions of members of the CAP while assigned to duty and acting within the scope of their duties. b. As an entity of the United States of America, Civil Air Patrol does not maintain worker's compensation insurance coverage.A CAP member who is injured or dies while performing assigned duties and acting as an employee of the US Air Force may be entitled to statutorily prescribed medical treatment and/or death or disability compensation from the United States Department of Labor as a Federal employee under the Federal Employees Compensation Act. 5 U.S.C. 8101 et seq. 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 Premises or discontinuation of Lessee's operation. ii. Lessee's material misrepresentation of any matter related to this 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 Lease to be taken under any writ of execution and/or other process of law or equity. Page 7of14 16G1 vii. Lessee's failure to utilize the Premises as set forth in this Lease. viii. Any lien is filed against the Premises or Lessee's interest therein or any part thereof in violation of this 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. ix. Failure of Lessee to perform or comply with any material covenant or condition made under this Lease,which failure is not cured within ninety (90) days from receipt of Authority's written notice stating the non- compliance shall constitute a default (other than those covenants for which a different cure period is provided), whereby Authority may, at its option, terminate this 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 Authority 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 Lease may be immediately terminated by Authority except to the extent then prohibited by law. b. Remedies of Authority. i. In the event of the occurrence of any of the foregoing defaults, Authority, 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 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 Authority has removed and stored property, Authority shall not be required to store for more than thirty(30)days. After such time, such property shall be deemed abandoned and Authority 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 Authority under this Lease, and if said sum remains unpaid for more than five (5) days past the due date, the Lessee shall pay Authority 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 Authority. iii. To the extent permitted by federal law, Authority may sue for direct, actual damages arising out of such default of Lessee or apply for injunctive relief Page 8 of 14 16 ( 1 as may appear necessary or desirable to enforce the performance and observance of any obligation, agreement or covenant of Lessee under this Lease,or otherwise. To the extent permitted by federal law,Authority shall be entitled to reasonable attorney's fees and costs incurred arising out of Lessee's default under this Lease. c. Default by Authority. Authority shall in no event be charged with default in the performance of any of its obligations hereunder unless and until Authority 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 Authority by Lessee properly and in meaningful detail specifying wherein, in Lessee's judgment or opinion,Authority has failed to perform any such obligation(s). d. Remedies of Lessee. To the extent permitted by federal law, 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 Authority's breach of this Lease, and also waives any claim it might have to attorneys' fees and costs arising out of Authority's breach of this Lease. Lessee's remedies for Authority's default under this 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 Authority under this Lease. ii. Lessee may cure any default of Authority and pay all sums or do all reasonably necessary work and incur all reasonable costs on behalf of and at the expense of Authority. Authority will pay Lessee on demand all reasonable costs incurred and any amounts so paid by Lessee on behalf of Authority,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 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 maybe 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 Lease by Lessee and Authority. No waiver by Lessee or Authority of any breach of any provision of this 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. Page 9 of 14 1661 18. Lease Policy. Lessee shall be provided with the Authority's Lease Policy which the Authority may amend from time to time. The terms of this manual shall be deemed to be incorporated by reference into this Agreement, and Lessee shall be bound by the terms of this Lease Policy, as of the Is'day of the second month Lessee receives a copy of the Lease Policy or an amended Lease Policy. With respect to any terms in this Lease Agreement which are in conflict with the Lease Policy the Lease Policy shall control. 19. Rules and Regulations. Lessee shall comply with the Authority's published Rules and Regulations for this airport,which are on file at the address set forth above,as such regulations may be amended from time to time by the Authority including such reasonable and uniform landing fees, rates or charges,as may from time to time be levied for airfield operational privileges and/or services provided at the Airport. Lessee shall also comply with any and all applicable governmental statutes, rules,orders and regulations. 20. This Lease shall be construed by and controlled under the laws of the State of Florida. In the event of a dispute under this 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 Lease, which Court the Parties agree to have the sole and exclusive jurisdiction except for those matters,actions,and disputes governed by federal law for which venue shall be in the United States District Court for the Middle District of Florida,Fort Myers division. 21. This Lease contains the entire agreement of the Parties with respect to the matters covered by this 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 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 Lease by the Parties. 22. In the event state or federal laws are enacted after the execution of this Lease,which are applicable to and preclude in whole or in part the Parties' compliance with the terms of this Lease, then in such event this Lease shall be modified or revoked as is necessary to comply with such laws, in a manner which best reflects the intent of this Lease. 23. Except as otherwise provided herein, this 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. Notices shall be addressed as follows: If to Authority: Airport Manager Collier County Airport Authority 2005 Mainsail Drive, Suite 1 Naples, Florida 34114 Page 10 of 14 16 G cc: Real Property Management 3335 Tamiami Trail East, Suite 101 Naples,Florida 34112 If to Lessee: Civil Air Patrol, Florida Wing HQ Attn: Wing Commander 4040 Crossfield Way, Suite 6 Lakeland, FL 33811 cc: Marco Island Senior Squadron Attn: Commander PO Box 225 Marco Island, FL 34146 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. 24. Lessee is an independent contractor and is not any agent or representative or employee of Authority. During the term of this Lease,neither Lessee,nor anyone acting on behalf of Lessee, shall hold itself out as an employee, servant, representative or agent of Authority. 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 Lease or to have any rights to enforce this Lease against either party hereto or otherwise. Nothing contained in this 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 Authority is not providing any vacation time,sick pay, or other welfare or retirement benefits normally associated with an employee-employer relationship and that Authority 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. 25. Neither party to this Lease will be liable for any delay in the performance of any obligation under this Lease or of any inability to perform an obligation under this 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. 26. Lessee will not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any Hazardous Materials upon or about the Premises, 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 Premises. Page 11 of 14 S/V J; I 6 G 1 27. 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. 28. Airport Development. The Authority reserves the right to further develop or improve the landing and other areas of the Airport as it sees fit,regardless of the convenience,desires or view of the Lessee,and without interference or hindrance. 29. Airport Operations. Lessee shall prevent any use of the Premises which would interfere with or adversely affect the operation or maintenance of the Airport,or otherwise constitute an airport hazard, and will restrict the height of structures; objects of natural growth and other obstructions on the Premises to such height as to comply with Federal Aviation Regulations,Part 77. 30. Nondiscrimination Clause. The Lessee for himself, his personal representatives, successors in interest,and assigns,as 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 in participating in, denied the benefits of, or be otherwise subjected to discrimination in the use of the Premises; (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 participating in, denied the benefits of, or otherwise subjected to discrimination; (3)that the Lessee 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, as said regulations may be amended. That in the event of breach of any of the above nondiscrimination covenants,Authority shall have the right to terminate this Lease and to re-enter into another lease as if this Lease had never been made or issued. The provision shall not be effective until the procedures of Title 49,Code of Federal Regulations,Part 21 are followed and completed,including exercise or expiration of appeal rights. 31. Dominant Agreements Property Rights Reserved, Indemnification. This Lease is subordinate and subject to all existing agreements between the Authority and the Federal Aviation Administration(FAA),the Authority and the State of Florida, and the Authority and Collier County as well as all laws, ordinances and regulations that govern or may otherwise negatively affect Authority if this Lease were to remain in effect. The Authority reserves the right to immediately terminate any lease that the FAA has found to interfere with any existing agreement or the safe operation and/or maintenance of the airport or otherwise conflict with regulations governing public- use airports. Lessee agrees to release Authority and the County and waive any claims arising out of any determination by the FAA that causes Authority or County to terminate this Lease.Furthermore, and during the time of war or national emergency, the Authority shall have the right to lease the landing area or any part thereof to the United States Government for military or naval or similar use, and, if such lease is executed, the provisions of this Lease insofar as they are inconsistent with the provisions of the lease to the Government,shall be suspended. Page 12 of 14 32. Lessee shall execute this Lease prior to it being submitted for approval by the Collier County Airport Authority. This Lease may be recorded by the County in the Official Records of Collier County, Florida, within fourteen(14)days after the County enters this Lease, at Lessor's sole cost and expense. 33. The Authority and the Civil Air Patrol agree to be responsible for their own acts of negligence or their respective agents' acts of negligence when acting within the scope of their employment and agree to be liable for damages resulting from said negligence subject to statutorily established liability limits including but not limited to those set forth in Section 768.28 of the Florida Statutes and under federal law. The Authority understands that Civil Air patrol,as an instrumentality of the United States of America,is statutorily prohibited by the Anti-Deficiency Act(31 U.S.C. § 1341)from entering into agreements to indemnify or hold harmless any party or to enter into any agreement providing liquidated damages. Neither Civil Air Patrol nor the Authority intend by entering into this Agreement to waive their rights to sovereign immunity and/or their limits of liability as provided respectively under federal or State of Florida law notwithstanding whether any such obligations are based in tort, contract, statute, strict liability, and negligence, product liability or otherwise. Provided further that the Authority and CAP acknowledge that the Federal Tort Claims Act(Title 28,United States Code)and/or the Florida Tort Claims Act(Chapter 768,Florida Statutes)as they are applicable to CAP address tort liability for negligence suits. SIGNATURE PAGE TO FOLLOW REMAINDER OF PAGE INTENTIONALLY LEFT BLANK Page 13 of 14 Odd` IN WITNESS WHEREOF, the Lessee and Authority have hereto executed this Lease the day and year first above written. AS TO THE LESSEE: Civil .i •r Patrol. n4• E it -t='S 1-, _l By: 2. �: . _ , Witness (signature) JI; 1• . Salvador onal Headquarters CAP E . • . ) Chief Operation Officer (print name) b -g signatuke) C,Md-k i .j/O (print e) AS TO THE AUTHORITY: Attest. 5; h fi, BOARD OF COUNTY COMMISSIONERS OF CRYSTAL KINZEL,Interim Clerk COLLIER COUNTY, FLORIDA, SERVING AS THE COLLI ' OUNI'Y AIRP• ' AUTHO' . , By: aikAA-:(7 • ''''' . '7: /3 c_ . / y,'Pe t Clerk Attest as to , irll) By: A - sign E►*enw ` ANDY SOLIS, CHAIRMAN Approved as to form and legality: . ii _ Jenner. Belpedi. Assistant County Att. •y 4b C*97'ai'77 Q\ a ate„# liP f ;, Agenda Its -dD 1 a Rd 1 D• = 16G1 Marco Island Executive Airport - Civil Air Patrol Lease Exhibit A 0 x 100 20' Cmmon o Q prey 1�Q, t 4 11/0 et e ' 4444 f. • { 4. t. t ' - .1,111t14 kx �n. Z\,44 t 1661 gtIP $ Exhibit B Insurance and Bonding Requirements-Airport Facility Leases Aviation Tenant ❑ Non-Aviation Tenant Insurance/Bond Type Required Limits 1. 0 Worker's Statutory Limits of Florida Statutes,Chapter 440 and all Federal Government Compensation Statutory Limits and Requirements 2. ®Employer's Liability $_1,000,000 single limit per occurrence 3. ®Commercial General Bodily Injury and Property Damage Liability(Occurrence Form) patterned after the current $1,000,000 single limit per occurrence,$2,000,000 aggregate for Bodily Injury ISO form Liability and Property Damage Liability. This shall include Premises and Operations; Independent Contractors; Products and Completed Operations and Contractual Liability 4. ®Indemnification To the maximum extent permitted by Florida law, the Lessee shall indemnify and hold harmless Collier County,its officers and employees from any and all liabilities,damages, losses and costs,including,but not limited to, reasonable attorneys' fees and paralegals'fees,to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Lessee or anyone employed or utilized by the Lessee in the performance of this Agreement. This indemnification obligation shall not be construed to negate,abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph.This section does not pertain to any incident arising from the sole negligence of Collier County. 4. ❑Automobile Liability $ Each Occurrence;Bodily Injury&Property Damage, Owned/Non-owned/Hired;Automobile Included 5. ® Other insurance as ®Airport Liability Insurance $1,000,000 Per Occurrence noted: bodily injury and property damage Hangarkeepers Liability $1,000,000 Per Occurrence per aircraft including premise liability ®Aircraft Liability Insurance $ 1,000,000 Per Occurrence bodily injury and property damage ❑ Pollution Liability Insurance $ Per Occurrence bodily injury and property damage Property Insurance—Replacement Cost-All Risks of Loss 6. ® Lessee shall ensure that all sub-lessees comply with the same insurance requirements that he is required to meet. The same Lessee shall provide County with certificates of insurance meeting the required insurance provisions. 7. ® Collier County must be named as"ADDITIONAL INSURED"on the Insurance Certificate for Commercial General Liability where required 8. ® The Certificate Holder shall be named as Collier County Board of County Commissioners,OR,Board of County Commissioners in Collier County,OR Collier County Government,OR Collier County.The Certificates of Insurance must state the name of the Lease and location of the leased property. 9. ® Thirty(30)Days Cancellation Notice required. Marco Island Senior Squadron-Civil Air Patrol Page 1 1661 AirSure Limited 25548 Genesee Trail Road Golden,CO 80401 MAIL DOCUMENT Certificate of Insurance Delivery by ecertsonlin&M Collier County Airport Authority Sender: (CO) Kathy Walton 2005 Mainsail Drive, Suite 1 Naples FL 34114 Phone: 303-526-5300 Subject: Cert No.41429486-Certificate of Aviation Liability Civil Air Patrol/General Counsel-Collier County Airport Autho Date: 4/19/2018 No. of Pages: 2 URL: Enclosed please find the certificate of insurance issued on behalf of the subject insured. If this certificate of insurance is no longer needed, or if you would like to receive future certificates via email, please feel free to let me know and we will update our files accordingly. THIS MESSAGE IS INTENDED FOR THE USE OF THE INDIVIDUAL OR ENTITY TO WHICH IT IS ADDRESSED AND MAY CONTAIN INFORMATION THAT IS PRIVILEGED,CONFIDENTIAL AND EXEMPT FROM DISCLOSURE UNDER APPLICABLE LAW.IF THE READER OF THE MESSAGE IS NOT THE INTENDED RECIPIENT,OR THE EMPLOYEE OR AGENT RESPONSIBLE FOR DELIVERING THE MESSAGE TO THE INTENDED RECIPIENT,YOU ARE HEREBY NOTIFIED THAT ANY DISSEMINATION,DISTRIBUTION OR COPYING OF THIS COMMUNICATION IS STRICTLY PROHIBITED.IF YOU HAVE RECEIVED THIS COMMUNICATION IN ERROR,PLEASE NOTIFY US(MEDIATELY BYTELEPHONE,AND RETURN THE ORIGINAL MESSAGE TO US AT THE ABOVE ADDRESS VIA REGULAR POSTAL SERVICE._ Certificate of Insurance Delivered by ecertsoniineTu Insurance Visions,Inc.All rights reserved. 1 6 G 1 A DI CERTIFICATE OF AVIATION LIABILITY INSURANCE DATE(MM/DYYYY) a/19/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: AirSure Limited AirSure Limited PHONE FAX 25548 Genesee Trail Road A Lojai); 303-526-5300 (A1C,No): 303-526-5303 Golden, CO 80401 ADDRESS: PRODUCER CUSTOMER ID it: INSURER(S)AFFORDING COVERAGE I % NAIC M INSURED INSURER A: Allianz Global Risk Civil Air Patrol INSURER B: General Counsel 105 South Hansell St., Building 714 INSURERC: Maxwell AFB AL 36112 INSURER D: , INSURER E: INSURER F: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. AIRPORT&FBO LIABILITY COVERAGES CERTIFICATE NUMBER:41429486 REVISION NUMBER: INSURER LETTER POLICY NUMBER EFFECTIVE DATE EXPIRATION DATE ADDITIONAL INSURED?(Y/N) SUBROGATION WAIVED?(V/NI A SA00031101 10/1/2017 10/1/2020 Y N COVERAGE OPTIONS LIMIT APPLIES TO LIMIT APPLIES TO $ BI EA PER $ PD PREMISES LIABILITY — — $10,000,000 EAOCC PREMISES MEDICAL PAYMENTS $25,000 EA PER $ EA OCC SALE OF FUEL&OIL $ BI EA PER $10,000,000 AGGR PRODUCTS LIABILITY — EXTENDED $10,000,000 EA OCC COMPLETED EXTENDED Li $ BI EA PER $10,000,000 AGGR OPERATIONS LIABILITY $10,000,000 EA OCC HANGARKEEPERS INCLUDING TAXI LEGAL LIABILITY — $ EA AIRCRAFT $10,000,000 EAOCC IN FLIGHT FIRE LEGAL LIABILITY $10,000,000 ANY ONE FIRE PERSONAL INJURY LIABILITY $10,000,000 EA OCC $10,000,000 AGGR ADVERTISING LIABILITY $10,000,000 EA OCC $10,000,000 AGGR CONTRACTUAL LIABILITY / INCLUDED EXCLUDED COVERAGE CODE DESCRIPTION OPTIONS LIMIT APPLIES TO LIMIT APPLIES TO EXCESS AUTO $9,000,000 EXCESS 0=$1,000,000 PRIMARY EXCESS EMPLOYER $9,000.000 EXCESS 0=$1,000,000 PRIMARY IND CONTRACTORS $10,000,000 EA OCC $10,000,000 AGGREGATE $ $ $ $ $ $ _. — DESCRIPTION OF OPERATIONS/REMARKS (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Certificate Holder is included as additional insured but only with respects operations of the Named Insured. Certificate Holder is not covered for claims arising out of their liability as a manufacturer,seller,handler,distributor or service facility of any product or service sold,handled,distributed or provided. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Collier County Airport Authority THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 2005 Mainsail Drive, Suite 1 ACCORDANCE WITH THE POLICY PROVISIONS, Naples FL 34114 (CO)Kerin Dodd AUTHORIZED REPRESENTATIVE •tit:xv f ©2009,2015 ACORD CORPORATION. All rights reserved. ACORD 20(2016/03) The ACORD name and logo are registered marks of ACORD 41429486 17-20 IL Coverages (CO) Kathy Walton 14/19/2818 9:18:32 AM (MDT) 1 Page 1 of 16G1 Lessee's Insurance Statement We understand the insurance requirements of these specifications and that the evidence of insurability may be required within five(5)days of the award of this Lease agreement. Broker AIRSURE LIMITED 2 OCT 2018 Name of Firm Date LesseeCT 2018 Le9, Zit- d.,. .d c� ?. Print Name John A. Salvador, Chief Operating Officer Insurance Allianz Global Risk Cor*any Broker Bill Behan,CEO AgicaRt Name Telephone Number email:bbehan@airsure.com (720)746-3255 DIRECT 1(303)526-5300 OFFICE Marco Island Senior Squadron-Civil Air Patrol Page 2