HomeMy WebLinkAboutJ.R. Land Enterprises LLC - JR Helicopters - Building LeaseAIRPORT LEASE AGREEMENT
BETWEEN
YAKIMA AIR TERMINAL-McALLISTER FIELD
AND
J.R. LAND ENTERPRISES, LLC
THIS LEASE, executed this 1st day of October, 2012, between the YAKIMA AIR
TERMINAL — McALLISTER FIELD, an agency of the City of Yakima and County of
Yakima, Washington, hereinafter referred to as "LESSOR," and J.R. LAND
ENTERPRISES, LLC, a Limited Liability Company in Washington State, hereinafter
referred to as "LESSEE."
WHEREAS, LESSOR operates the Yakima Air Terminal - McAllister Field, under the
authority granted by the Joint Operations Agreement signed by the City and County of
Yakima, July 1, 1982, hereinafter referred to as "Airport"; and,
WHEREAS, LESSOR has approved property available for lease as provided by this
Lease, and LESSEE desires to occupy and use such property in accordance with this
Lease; and,
WHEREAS, LESSOR also agrees to prepare a building site on Tract C-1 as defined in
this Agreement and begin the construction of an aircraft hangar with applicable permits
from the City;
NOW THEREFORE, in consideration of the mutual promises contained herein and the
benefit to be derived by each party, the parties agree as follows:
1 PREMISES: LESSOR does hereby lease and let unto LESSEE, and LESSEE
does hereby lease and take from LESSOR, approximately 28,124 square feet of
land in the City of Yakima, Yakima County, Washington, as that property is
depicted on the drawing marked Exhibit "A", attached hereto and by this
reference made a part hereof, together with the right of ingress to and egress
from the leased premises and the public use areas/facilities used in connection
therewith, over designated Airport property and roadways, subject to rules and
regulations governing the use of the Airport and as the same may be
promulgated by LESSOR from time to time. The LESSOR may, at any time
hereafter, provide a legal description of the premises and such description shall
become a part of this Lease.
2. TERM: The tenancy created by this Lease shall commence on October 1, 2012,
and continue for a period of forty (40) years, and terminate on September 30,
2052, unless otherwise terminated as provided for herein.
Rename: JR Land Enterprises lse.2012.doc.final.10-1-12
1
LESSEE shall have the option to extend the term by one ten (10) year period (to
wit, September 30, 2062; provided that LESSEE delivers to LESSOR not less
than three-hundred sixty-five (365) days or one (1) calendar year before the
expiration of the original term written notification of its intent to extend the term.
3. MORTGAGE: LESSEE and its assigns shall have, and are hereby given, the
right to mortgage the leasehold created by this Lease for an amount not to
exceed the possessory interest of the LESSEE and for any term not exceeding
beyond the lease term, or any renewal thereof. LESSOR shall be given written
notice thereof of any such mortgage, including the mortgagee's address and loan
number. LESSOR shall have no right to terminate this Lease or retake
possession of the premises or expel LESSEE unless thirty (30) days' advance
written notice of such default is given by the LESSOR to LESSEE and LESSEE's
mortgagee at the last address provided in writing by LESSEE to LESSOR. The
mortgagee is hereby given the power and authority, at its option, to cure all such
events of default, which may be cured by action of the LESSEE, and in the
name, place, and stead of the LESSEE. In the event a mortgage on the
leasehold is foreclosed, the purchaser at the foreclosure sale may assign, sell, or
otherwise dispose of the leasehold interest, subject to approval by LESSOR of
any such assignment and sale and subject to approval by LESSOR of the
assignee or purchaser; such approval shall not be unreasonably withheld. The
assignment or sale of this Lease shall not relieve the assignee or purchaser of
any obligation under this Lease nor relieve it from any terms of this Lease, nor
from any obligation to meet Airport rules, regulations and standards.
4. RENT:
A. LESSEE promises and agrees to pay rent to LESSOR at the then current
aviation land rate per square foot of property leased shown in Exhibit A for the
leased premises, made in advance on or before the 10th day of each month.
Payments shall be made to the Yakima Air Terminal - McAllister Field in care of
the Airport Manager's office. Any rental payment past due shall accrue a
delinquency charge of twelve percent (12%) per annum.
B. The lease rental rate as provided for above shall be subject to review,
modification and/or reset whenever the Rates & Charges are set/reset by the
Yakima Air Terminal Airport Board, and the rate per square foot shall be set at
the then current Aviation Rate as published in the Rates & Charges.
C. In the event the parties are unable to agree upon the fair market rental rate
for the succeeding periods, upon written notice of either party to the other, but no
later than thirty (30) days prior to the expiration of the then current rental period,
the matter of establishment of fair market rental shall be referred to arbitration.
Within thirty (30) days of such notice, each party shall select one arbitrator. The
two arbitrators shall jointly select a third arbitrator who shall be a real estate
broker with at least five (5) years experience in sales or leases of commercial
Rename: JR Land Enterprises lse.2012.doc.final.10-1-12
2
property in the Yakima Valley. The decision of a majority of the arbitrators as to
the fair market rental value for the property shall be made within forty-five (45)
days of said written notice and shall be binding. Each of the parties shall bear
the cost of its designated arbitrator. The parties shall share equally the expense
of the third arbitrator. The arbitration decision shall be binding upon both parties
and shall be enforceable in accordance with the laws of the State of Washington,
The arbitrator's decision shall relate back to the beginning of the new rental
period.
5. DEPOSIT: Upon execution of this lease by both parties, LESSEE shall deposit
with LESSOR the amount of one month's rent plus leasehold tax as a guarantee
of LESSEE's performance of this Lease and the timely payment of the rental
provided for herein; and in the event LESSEE shall fail to pay the rental as
provided herein, or otherwise breach this Lease, then the Airport Manager may
apply such deposit, or any part thereof as may be necessary, to the payment of
rental or to the payment of damages for such breach or pursue any other
remedies provided herein. This deposit shall be adjusted from time to time to
reflect adjustments in the rent and/or leasehold tax.
6. TAXES AND LIENS: In addition to the rent payable above, LESSEE promises
and agrees to pay, as the same become due and payable, all licenses, fees and
taxes, including but not limited to the leasehold excise, required to be paid by
LESSEE by reason of this Lease and by reason of LESSEE's use and occupancy
of the [eased premises and by reason of LESSEE's construction or ownership of
improvements to the leased premises. LESSEE shall neither suffer nor permit
the attachment of any lien or other encumbrance on the leased premises by
reason of LESSEE's occupancy thereof. LESSEE agrees to indemnify LESSOR
and shall hold LESSOR harmless from any such taxes and liens.
7. USE: LESSEE agrees to use the leased premises only for an aeronautical
oriented activity or for any other use allowed by the Master Plan and the zoning
of the property by the appropriate jurisdiction as approved by the LESSOR. The
use of the property for any other purpose shall be deemed a material breach of
this Lease constituting grounds for its termination, This provision shall apply to
any assignment of this Lease, whether voluntary or due to mortgage foreclosure
or for any other reason. Failure of the assignee to comply with this Section shall
be reasonable cause for LESSOR to withhold approval or consent to assignment.
8. UTILITIES: LESSEE shall be responsible for all utility services including, but not
limited to, power, natural gas, water, sewer, and garbage.
9. PREMISES CONDITION: LESSEE has made a full inspection of the premises,
is fully aware of its condition except with respect to environmental conditions and
accepts the premises on an "AS-IS" basis. LESSEE agrees to pay for any
improvements, repairs and/or modifications necessary to the operation of
LESSEE's business.
Rename: JR Land Enterprises lse.2012.doc.final.10-1-12
3
10. MAINTENANCE: LESSEE agrees to keep and maintain the premises in at least
as good a condition as the condition of the premises at the beginning of
LESSEE's occupancy, normal wear and tear excepted. LESSEE further agrees
that LESSEE shall be responsible to maintain all leased areas, buildings, trade
fixtures and other improvements, existing and future, in an attractive and usable
manner as determined by the Airport Manager and consistent with other
properties at the Airport. Maintenance shall include, but not be limited to weed
control, garbage and debris removal, painting, snow removal and pavement
maintenance.
11. SIGNS: LESSEE, at LESSEE's own expense, may erect sign(s) of a type,
number and location suitable to LESSOR. No signs or other advertising matter
or devices shall be used or displayed in or about the leased premises or upon
any portion of the Airport without the prior written approval of the Airport
Manager, which approval shall not be unreasonably withheld.
12. IMPROVEMENTS: All buildings, trade fixtures and other improvements to the
leased property by LESSEE shall conform to applicable rules, regulations,
building and fire codes, and will comply with the Declarations of Covenants,
Restrictions and Minimum Standards for Private Hangars at the Yakima Air
Terminal. LESSEE shall procure all building and other permits therefore. All
buildings trade fixtures and other improvements shall be designed with a view
toward aesthetic considerations and installation shall not commence until plans
and specifications therefore have been submitted to and approved in writing by
the Airport Manager, which approval shall not be unreasonably withheld.
Approval of LESSEE's improvements shall be deemed granted twenty (20) days
after submission in writing to the Airport Manager if no response has been
received by LESSEE. LESSOR makes no representation or guarantee as to the
suitability of the leased area for construction of buildings, roads, ramps, etc., and
is not responsible for the costs of excavation and/or removal of any object found
either above or below ground level except for hazardous materials and
archaeological artifacts existing prior to tenancy.
13. REVERSION OF IMPROVEMENTS: In the event this Lease is terminated due to
default by LESSEE, LESSOR may, at its option, either accept ownership of the
improvements constructed or installed on the Premises, except for trade fixtures,
or require LESSEE to remove such improvements with one hundred twenty (120)
days of such cancellation.
Three Hundred Sixty-Five (365) days prior to the expiration of this Lease,
LESSEE shall provide written notice to the Airport Manager of one of the
following intents of the LESSEE:
A. Revert the improvements constructed or installed on the Premise to the
LESSOR at no cost or encumbrance to the Airport, City or County;
Rename: JR Land Enterprises lse.2012,doc.final.10-1-12
4
B. Negotiate a new land lease agreement with the approval of the LESSOR;
C. Sell the improvements to a qualified and approved buyer, with the
LESSOR having the Right of First Refusal to purchase the improvements, The
LESSOR will provide the LESSEE with acknowledgement to purchase within 30
days of notification from the LESSEE; or,
D. LESSEE will remove all improvements including foundations and all buried
infrastructure pertaining to the construction of the improvement, unless
otherwise, a written agreement between LESSOR and LESSEE is made.
LESSEE shall, as additional consideration for grant of this Lease, ensure that all
liens, security interest and other encumbrances against said improvements and
structures except those created or suffered by LESSOR, whether consensual or
involuntary, shall be paid, discharged or satisfied prior to time for reversion
thereof to LESSOR; and, in any event, the parties acknowledge that LESSOR
shall not by virtue of termination of the leasehold interest nor reversion of the
structures or other improvements be liable for any debt or encumbrance
associated therewith.
14. LESSOR'S OPTION TO PURCHASE: LESSEE shall notify LESSOR in writing
in the event that LESSEE intends to sell any leasehold improvement(s) to a third
party. The notice shall contain a copy of the contract for such sale binding the
parties thereto, except for the right of LESSOR to exercise this option,
discounted by the LESSOR'S reversionary interest in the premises. For a period
of forty-five (45) days after its receipt of such notice, LESSOR shall have the first
right and option to buy the improvement(s) on the same terms and conditions as
the intended sale minus the LESSOR'S reversionary interest.
15. REGULATIONS: LESSEE agrees to comply with all applicable laws,
ordinances, rules, regulations and policies of all governmental authorities having
jurisdiction over the Airport, including policies adopted by LESSOR, as such
laws, ordinances, rules, regulations and policies apply to the use and operation
of Airport property, facilities and operations as those laws, ordinances, rules,
regulations and policies now exist or may hereafter become effective.
16. SUBLETTING: LESSEE shall not sublet any part of the premises without the
prior written approval of LESSOR, such approval not to be unreasonably
withheld, provided no such approval shall be required with respect to subleases
to affiliated entities of the LESSEE, provided use does not change. Subleases
shall give preference to aeronautical activities and shall comply with all laws,
ordinances, rules, regulations and policies applicable to the use and operation of
Airport property, facilities and operations as those laws, ordinances, rules,
regulations and policies now exist or may hereafter become effective. A consent
to sub-lease by LESSOR shall not be construed to be a consent to any
Rename: JR Land Enterprises Ise, 2012. doe. final. 10-1-12
5
subsequent sub-lease. The LESSOR, in determining whether or not to approve
a sub-lease, shall consider the extent of the aeronautical activities performed on
the premises.
LESSEE agrees that all sublease agreements with non-aviation oriented tenants
will contain a provision that said agreements would be canceled upon 120 days
prior written notice, should an aviation oriented subtenant be secured.
According to the policy on SUB-LEASING INCOME in effect at the time of this
Lease, there is no requirement to share sub-lease income because this Lease is
for land only.
Should LESSEE exercise a renewal option, income derived from sub-leasing in
the renewal term shall be distributed to LESSOR in accordance with its policy on
SUB-LEASING INCOME in effect at the time of renewal. LESSEE hereby
assumes an affirmative duty to inquire at the time of renewal to comply with the
SUB-LEASING INCOME policy in effect at that time.
17. ASSIGNMENT: LESSEE shall not assign this Lease without the prior written
approval of LESSOR, such approval not to be unreasonably withheld. Such
assignment shall be in conformance with all applicable Airport Board, local, state
and federal laws, ordinances, rules, regulations and policies. LESSEE shall give
preference to aeronautical activities and all assignees shall comply with all laws,
ordinances, rules, regulations and policies applicable to the use and operation of
Airport property, facilities and operations as those laws, ordinances, rules,
regulations and policies now exist or may hereafter become effective. A consent
to assignment by LESSOR shall not be construed to be a consent to any
subsequent assignment.
A. The parties agree that LESSOR, through its Airport Manager or other person
authorized by the Airport Manager, may enter upon the leased premises at any
reasonable time to make such inspections as LESSOR may deem necessary to
the proper enforcement of any term, provision or condition of this Lease. No such
entry or inspection by LESSOR is required by this provision, and the failure of
LESSOR to enter and make inspection shall not alter the relationship of the
parties and their respective rights and duties provided by this Lease. LESSEE
shall be granted the right of quiet enjoyment upon performance of all terms of this
Lease.
B. LESSOR may further develop or improve Airport property and facilities,
regardless of the desire or views of LESSEE regarding any such development or
improvement, and without interference or hindrance on the part of LESSEE and
without liability to LESSEE, provided the operations of the LESSEE are not
unreasonably interrupted.
Rename: JR Land Enterprises lse.2012.doc.final.10-1-12
6
C. LESSOR reserves the right, but shall not be obligated to LESSEE, to
maintain and keep in repair the landing area of the Airport and all publicly owned
facilities of the Airport, together with the right to direct and control all activities of
LESSEE in that regard.
D. LESSOR reserves the right to take any action necessary or desirable by
LESSOR to protect the operations of the Airport against obstruction, or any other
activity interfering with the efficient operation of the Airport, together with the right
to prevent LESSEE from erecting, or permitting to be erected, any building or
other structure on the Airport which, in the opinion of the Airport Manager, would
limit the usefulness of the Airport or constitute a hazard to aircraft.
Lessee shall limit the building area to that portion of the property outside the
building restriction line (away from runway) as defined by the Airport Layout Plan
and to a height not to exceed thirty five (35) feet.
E. During time of war or national emergency, LESSOR shall have the right to
lease the landing area or any part thereof to the United States of America for
military use, and, if any such lease is executed, the provisions of this Lease shall
be suspended insofar as they are inconsistent with the provisions of the lease
agreement with the United States of America.
F. This Lease shall be subordinate to
agreement between LESSOR and the
operation or maintenance of the Airport,
be required as a condition to the
development of the Airport.
the provisions of any existing or future
United States of America relative to the
the execution of which has been or may
expenditure of federal funds for the
G. If the leased premises or any interest therein is taken as a result of the
exercise of the right of eminent domain, this Lease shall terminate as to such
portion as may be taken. If the portion taken does not feasibly permit the
continuation of the LESSEE's operations, LESSEE shall have the right to
terminate this Lease. Such termination shall be effective as of the date
LESSEE's operations cease. LESSEE shall be entitled to a portion of the award
representing its interest in the premises. LESSOR shall be entitled to the
remainder of the award.
A. At no expense to LESSOR, LESSEE shall defend against and indemnify
fully and save harmless the Board of the Yakima Air Terminal - McAllister Field,
the Yakima Air Terminal - McAllister Field, the City of Yakima and Yakima
County and their elected and appointed officials, employees and agents, from
any and all liability, damages, suits, claims, actions, judgments or decrees, made
Rename: JR Land Enterprises lse.2012.doc.final.10-1-12
7
against the Board of the Yakima Air Terminal - McAllister Field, the Yakima Air
Terminal - McAllister Field, the City of Yakima or Yakima County or their elected
and appointed officials, employees and agents, including all expenses incidental
to the investigation and defense thereof, including reasonable attorney fees,
based on or arising from the occupancy or use of the leased premises by
LESSEE or as a result of LESSEE'S operations at the Airport or from any other
act or omission of LESSEE, its servants, employees, agents, invitees,
independent contractors or any other entity, person, firm or corporation acting on
behalf of LESSEE or under its direction, whether such claim shall be by LESSEE
or a third party; provided, however, that LESSEE shall not be liable for any injury,
damage or loss occasioned solely by the sole negligence of LESSOR, its agents
or employees. LESSOR shall give to LESSEE prompt and reasonable notice of
any such claims or actions and LESSEE shall have the right to investigate,
compromise and defend the same to the extent of its interest.
S. LESSOR agrees to defend, indemnify and hold LESSEE harmless against
and from any claim or liability arising from or alleged to arise from the presence
of hazardous material or toxic waste on the subject leased premises at the
inception of this Lease and the introduction to the premises of such materials due
to LESSOR'S activities or under its control.
C. LESSEE shall keep and hold the Board of the Yakima Air Terminal -
McAllister Field, the Yakima Air Terminal - McAllister Field, the City of Yakima
and County of Yakima, their elected and appointed officials, agents and
employees, free and harmless from any and all claims and actions, loss,
damage, expense or cost, including reasonable attorneys fees, incidental to the
investigation and defense thereof, resulting from, arising out of, or caused by
LESSEE resulting in any liability under the Federal Comprehensive
Environmental Response Compensation Liability Act of 1980, as amended, 42
U.S.C. 9601 et seq.; Hazardous Materials Transportation Act, 49 U.S.C. 1801 et
seq.; Resource Conservation and Recovery Act, 42 U.S.C. 6901 et seq.; the
Clean Water Act, 42 U.S.C. 1251 et seq.; the Washington Environmental Policy
Act, RCW Ch. 43.21C; the Washington Water Pollution Control Act, RCW Ch.
90.48; the Washington Hazardous Waste Management Act, RCW Ch. 70.105;
the Washington Model Toxic Control Act, RCW Ch. 70,105D, and the regulations
promulgated thereunder, or under any applicable local or state environmental
ordinance, statute, law, rule or regulation. The provisions of this Sub-section
shall survive the termination of this Lease.
20. INSURANCE:
LESSEE shall file with LESSOR a certificate of insurance, or other proof of
insurance acceptable to LESSOR, evidencing an insurance policy with the Board
of the Yakima Air Terminal - McAllister Field, the Yakima Air Terminal -McAllister
Field, the City of Yakima and County of Yakima as additional insureds providing:
Rename: JR Land Enterprises Ise.2012.doc.final.10-1-12
8
Comprehensive general liability insurance coverage in amounts of not less than
$1,000,000 Combined Single Limit for bodily injury and property damage
covering LESSEE's occupancy of and activities pertaining to the leased
premises.
LESSEE specifically agrees that insurance limits shall be reviewed at least every
five (5) years and that LESSOR may make reasonable adjustments to the
required limits.
Not less than 30 days written notice, or other such time period as may be
acceptable to LESSOR, must be supplied to LESSOR in the event of
cancellation, material change to the policy or non-renewal of any or all policies.
Certificate shall be issued by carrier(s) with a minimum A.M. BEST rating of A-VII
which are admitted in the State of Washington or other such carriers as shall be
acceptable to LESSOR.
21. DAMAGE OR DESTRUCTION:
A. TENANT IMPROVEMENTS: In the event the construction in accordance
with SECTION 12-IMPROVEMENTS herein, or improvements thereto, are
partially or totally damaged by fire or other casualty, the LESSEE shall repair or
replace the same at its own expense. The new improvements shall be at least
the same size, design and quality as that which existed prior to any damage or
destruction. Both parties agree, however, that any insurance proceeds shall be
first applied to the cost of repair or replacement of improvements.
LESSEE may elect not to repair or replace said construction or improvements.
LESSEE shall advise LESSOR of its intent within thirty (30) days of the damage
or destruction. If LESSEE elects not to repair or replace the improvements, this
Lease shall be terminated. In such event, LESSEE shall restore the Premises to
substantially the same condition as existed prior to LESSEE constructing its
improvements on the property,
B. OTHER AIRPORT PROPERTY: In the event of damage or destruction of
Airport property caused by the LESSEE, its agents, employees, aircraft or other
equipment, LESSEE agrees to repair, reconstruct, or replace the affected
property to the condition which existed prior to such damage or destruction, to
the extent that same is not covered by insurance required under this Lease.
LESSEE further agrees to cause such repair, reconstruction or replacement or
affected property with due diligence.
A. The failure by LESSEE to pay rent in the amounts and at the times specified
herein, or the failure by LESSEE to otherwise comply with any term, provision or
condition of this Lease, shall constitute grounds for termination of this Lease and
Filename: JR Land Enterprises lse.2012.doc.final.10-1-12
9
forfeiture of all rent paid by LESSEE to the time of termination. This Lease and
tenancy shall terminate and rent paid shall be forfeited for cause as specified
above on written notice by LESSOR to LESSEE stating the amount of rent in
default or otherwise stating accurately the manner in which LESSEE fails or has
failed to comply with this Lease. LESSEE shall make full payment or otherwise
comply with this Lease in the manner specified in the notice within thirty (30)
days (except three (3) days for payment of rent) from LESSEE's receipt of such
notice, otherwise this Lease and tenancy shall be terminated and rent forfeited.
Such notice shall be given in writing and served on LESSEE by personal delivery
or mailed by certified mail with return receipt requested addressed to LESSEE at
its address stated below LESSEE's signature to this Lease or such other address
as the parties may advise each other in writing. It is further agreed that after
receipt of notices and as an additional condition to avoid forfeiture, LESSEE shall
pay LESSOR's costs and expenses, including attorney's fees, for the preparation
and service of such notice. Nothing contained herein shall release or diminish
LESSEE's obligation to pay rent for the full term of this Lease save such amount
as LESSOR recovers as rent from any subsequent lessee during the term of this
Lease. Notices shall be deemed received three (3) days after mailing to
LESSEE at the address below LESSEE's signature to this Lease or such other
address as the parties may advise each other in writing.
B. As additional and not alternative remedy, optional with LESSOR and upon
thirty (30) days written notice to LESSEE, should LESSEE be in default
hereunder other than default in the payment of rent, LESSOR may cure or
correct the same and the cost of such action by LESSOR shall immediately
become due and payable from LESSEE, together with late fees on said sum at a
rate of twelve percent (12%) per annum, and the non-payment of said sum by
LESSEE shall be adequate grounds for LESSOR to invoke the other remedies as
provided in this Lease.
C. Upon termination of this Lease for any reason, LESSEE shall immediately
surrender the premises to the BOARD in good condition and repair, ordinary
wear and usage excepted; and LESSEE shall remove all of LESSEE'S personal
property, trade fixtures, equipment or improvements removable by prior
agreement with BOARD from the premises and shall repair any damage to the
premises caused by such removal. Any personal property of LESSEE, or
anyone claiming under LESSEE, which shall remain upon the premises at the
expiration or termination of this Lease shall be deemed to have been abandoned
and may be retained by BOARD as BOARDS property or disposed of by BOARD
in such manner as BOARD sees fit without compensation to any party.
23. INSOLVENCY: In the event LESSEE is declared bankrupt by a court of
competent jurisdiction or in the event LESSEE makes an assignment for the
benefit of creditors, or if a receiver otherwise is appointed for LESSEE, or in the
event LESSEE's leasehold estate is subjected to execution to satisfy any
judgment against LESSEE, then in that event LESSOR may immediately or at
Filenarne: JR Land Enterprises lse.2012.doe. final. 10-1 -12
10
any time thereafter without notice or demand enter into and upon the premises or
any part thereof and repossess the same and expel LESSEE or any person upon
the premises and remove their effects, and thereupon this Lease and the tenancy
hereby created shall absolutely terminate, without prejudice to any remedies
which might otherwise be available to LESSOR for collection of past due or
future rent,
It is understood and agreed that the mortgagee (ref. SECTION 3) shall have the
option to cure any default under this Section.
24. VENUE, ATTORNEY FEES: In the
obligations hereunder, venue shall lie
prevailing party shall be entitled to
court costs.
event of litigation to enforce the rights and
in Yakima County Superior Court, and the
its reasonable attorney fees in addition to
To the extent required by law, LESSEE, for itself, its personal representative,
successors in interest and assigns, as a part of the consideration hereof, does
hereby covenant and agree as follows:
A. No person, on the grounds of race, color, religion, sex, age, marital status,
handicap or national origin, shall be unreasonably excluded from participation in,
denied the benefits of, or be otherwise subjected to discrimination in LESSEE's
personnel policies and practices or in the use or operation of LESSEE's services
or facilities.
B. LESSEE agrees that in the construction of any improvements on, over or
under Airport land and the furnishing of services thereon, no person, on the
grounds of race, color, religion, sex, marital status, handicap, age or national
origin, shall be unreasonably excluded from participation in, denied the benefits
of, or otherwise be subjected to discrimination.
C. 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, Non - discrimination 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.
D. It is the policy of the Department of Transportation that minority business
enterprise as defined in 49 CFR Part 23, i.e., firms owned and controlled by
minorities; firms owned and controlled by women and firms owned and controlled
by financially disadvantaged persons; shall have the maximum opportunity to
participate in the performance of leases as defined in 49 CFR Section 23.5,
Consequently, this Lease is subject to 49 CFR Part 23 as applicable.
Filename: JR Land Enterprises lse.2012. doc. final. 10-1 -12
11
Lessee hereby assures that no person shall be excluded from participation in,
denied the benefits of or otherwise discriminated against in connection with the
award and performance of any contract, including leases, covered by 49 CFR
Part 23 on the grounds of race, color, national origin or sex.
Lessee hereby assures that it will include the above clauses in all sub-leases and
cause sub-lessees to similarly include clauses in further sub-leases.
,60
A. Access to Non-Movement Area/ingress and E
-gress. LESSEE is granted only
that vehicular and/or pedestrian access which is reasonably necessary to allow
LESSEE access to the hangar ramp /apron once LESSEE is on Airport property.
Vehicular access to and egress from Airport by the LESSEE shall be made into
and out of only Airl2ort Gate No. 52001, vehicle gate.
B. Vehicular or pedestrian access to any and/or all movement areas, whether
active or inactive, is expressly prohibited by this Agreement. For the purpose of
this Agreement, a movement area is any runway or taxiway utilized for taxiing,
takeoffs, and landings of aircraft, exclusive of aircraft loading ramps, aircraft
parking areas, and aircraft aprons and tie down spaces.
C. There will be one Authorized Signatory for airport security, airport ID, and
access control for the entire lease area.
D. Access Identification (1ID). Airport Administration will assign one (1) Yakima
Air Terminal (YAT) identification card to the LESSEE's Authorized Signatory only.
The cost of the badge is dependent on costs associated with the requisite and
mandated background check.
E. A request by the LESSEE for an additional card(s) shall be made in writing
stating through the Authorized Signatory providing the reason(s) or rationale why
an additional card(s) is/are required. Any request for an additional card may or
may not be approved by the Airport Manager at his/her sole discretion. The
minimum information required for the issuance of any additional card will include
the name, local address, and contact phone number of the individual. The same
fees outlined above are applicable for any additional badge. If any card is lost,
stolen, or made unusable for any reason, the LESSEE will pay the applicable
fine and costs associated with the issuance of a new or replacement badge in
effect at that time.
F. The control and monitoring of access is paramount to Airport security,
Accordingly, only authorized users with access to the Airport granted pursuant to
this Agreement may hold an ID card to access the Airport. Lost or stolen Airport-
issued access cards shall be reported immediately by any means possible to
Rename: JR Land Enterprises Ise.2012.doc.final.10-1-12
12
Airport Administration, whereupon the loss or theft will be recorded, and the card
will be made "inactive". "Reported immediately" means within twenty-four (24)
hours or the next business day, not including weekends or holidays. A new
card may then be issued by Airport Administration bearing a number different
from the one lost or stolen.
G. Fraud and Intentional Falsification of Records.
(1) No person may make any fraudulent or intentionally false statement in
any application for any security program, access medium, or identification
medium.
(2) No person may make any fraudulent or intentionally false entry in any
record or report that is kept, made or used to show compliance or exercise
any privileges.
H. Security Responsibilities. No person may:
(1) Tamper or interfere with, compromise, modify, attempt to circumvent,
or cause a person to tamper or interfere with, compromise, modify, or
attempt to circumvent any security system, measure, or procedure.
(2) Enter, or be present within a secured area without complying with the
systems, measures, or procedures being applied to control access to, or
presence or movement in such areas.
(3) Use, allow to be used, or cause to be used, any Airport-issued or
Airport- approved identification medium that authorizes the access,
presence, or movement of persons or vehicles in secured areas in any
other manner than that for which it was used by the appropriate authority.
1. "Non-Movement Area Certification of Training, — Application for Permit to
Operate Ground Vehicles at the Yakima Air Terminal". Any person given
vehicular access to the Airport shall be required to read, apply for and pass the
test associated with the current edition of the Airport Driving Rules & Regulations
document provided by the Airport to qualify for access to the Airport. A copy of
the application and test will be kept in the LESSEE's File.
J. Airport Safety and Securi . In the interest of Airport safety and security, in
the event LESSEE fails to abide by this Agreement, the Airport Manager of YAT
is authorized by the Airport's Governing Authority, to immediately declare this
Lease void, to cancel the same without any legal proceeding and take
possession of the tie down.
Rename: JR Land Enterprises Ise.2012.doo.final.10-1-12
13
27. NON-WAIVER: The failure by one party to require performance of any provision
of this Agreement shall not affect that party's right to require performance at any
time thereafter, nor shall a waiver of any breach or default of this Agreement
constitute a waiver of any subsequent breach or default or a waiver of the
provision itself.
28. INTEGRATION: This document embodies the entire Lease between the parties
with respect to the subject matter herein contained. No amendments or
modifications hereof shall be enforceable unless in writing, signed by the party to
be charged.
29. Time is of the essence of this entire Lease.
Filename: JR Land Enterprises lse.2012, doc. final. 10-1 - 12
14
LESSOR:
YAKIMA AIR TERMINAL - McALLISTER FIELD
-t,
2400 W. Wa'W 1i ngton Avenue
Yakima, hin n 03
7;t
Les Flu 4, Chair an
Don Baumbqo, Secretary
STATE OF WASHINGTON
County of Yakima
I certify that I know or have satisfactory evidence that Les Flue and Don Baumbach
signed this instrument, on oath stated that they were authorized to execute the
instrument and acknowledged it as the Chairman and the Secretary respectively of the
Board of the Yakima Air Terminal - McAllister Field to be the free and voluntary act of
such party for the uses and purposes mentioned in the instrument.
Notary PubV&"
Appointment Expires—/
Rename: JR Land Enterprises lse.2012.doc.final.10-1-12
15
so Yq4
0 0TA 0 %4 k 01.
*0 (n:
Cn*
PuBtLAG
ER
0*
amOk
J.R. LAND ENTERPRISES, L.L.C.
2910 Borton " ad
Yakima, WA 903
Jason RubrigT, Owner
STATE OF WASHINGTON
County of Yakima
I certify that I know or have satisfactory evidence
instrument and acknowledged it to be his free and
purposes mentioned in the instrument.
Date 47-tt- I'Z-
BY: -C>e,%,v 9 Crot
- -,
Notary Public
Appointment Expires 4-t)
Rename: JR Land Enterprises lse.2012.doc.final.10-1-12
16
47- it
Date
that Jason Rubright signed this
voluntary act for the uses and
R
OTA
My comm. &Pht
WOMWO6,2013:Z=
10—
U13LI
That portion of the Southeast quarter of the Northwest quarter of Section 2, Township 12 North,
Range 19 East, W.M. described as follows:
Beginning at the Northwest comer of Lot IA of Binding Site Plan recorded under Auditor's File
No. 7169990, records of Yakima County, Washington; thence North 0"15'15" West along the
Easterly right of way line of South 21" Avenue as dedicated thereon, 60.00 feet; thence North
89*23' East 383.00 feet, thence North 0'37' West 76.00 feet; thence North 21'03' West 112.29
feet; thence North 0'37' West 225.79 feet to the True Point of Beginning; thence South 89'23'
West 183.00 feet, thence North 0'37' West 19.00 feet; thence South 89*23' West 35.00 feet;
thence North 0'37' West 120.00 feet; thence North 89*23' East 35.00 feet; thence North 0*37'
West 49.00 feet; thence North 89'23' East 103.00 feet; thence South 0'37' East 119.00 feet;
thence South 7355' East 83.52 feet to a point bearing North 0'37' West from the True Point of
Beginning; thence South 0'37' East 45.00 feet to the Point of Beginning.
J.R. Helicopter
#12055
t
NW CORNER LOT 1
SHORT PLAT 7137496
S 89*23'
w"MMU. WPM
in
04
Dan!
383,00'
N 8923' E
WA
C%
Z
383,00'
N 8923' E
WA
C%
Z
THIS AMENDMENT #1, executed this day of -T, A, , 2013, between
the YAKIMA AIR TERMINAL - McALLISTER FIELD, A depirtment of the City of
Yakima, Washington, hereinafter referred to as "LESSOR," and J.R. LAND
ENTERPRISES, LLC, a Limited Liability Company in Washington State, hereinafter
referred to as "LESSEE."
W I T N E S E T H:
WHEREAS, LESSOR has approved property available for lease as provided by this
Lease, and LESSEE desires to occupy and use such property in accordance with this
Lease; and,
NOW THEREFORE, in consideration of the mutual promises contained herein and the
benefit to be derived by each party, the parties agree as follows:
This is an Amendment to the Land Lease dated October 1, 2012, between the LESSOR
and the LESSEE.
I PREMISES: LESSOR does hereby lease and let unto LESSEE, and LESSEE
does hereby lease and take from LESSOR, approximately 51,081 square feet of
land in the City of Yakima, Yakima County, Washington, as that property is
depicted on the drawing marked Exhibit "A", attached hereto and by this
reference made a part hereof, together with the right of ingress to and egress
from the leased premises and the public use areas/facilities used in connection
therewith, over designated Airport property and roadways, subject to rules and
regulations governing the use of the Airport and as the same may be
promulgated by LESSOR from time to time, The LESSOR may, at any time
hereafter, provide a legal description of the premises and such description shall
become a part of this Lease.
18. H. "Hazardous Substance" means any substance which now or in the future
becomes defined or regulated under any federal, state, or local statute,
ordinance, rule, regulation, or other law relating to human health, environmental
protection, contamination or cleanup, including, but not limited to, the
Rename: JR Helo 2013 Amend#l.doc
Comprehensive Environmental Response, Compensation and Liability Act of
1980 (CERCLA), 42 U.S.C. 9601 et seq., and Washington's Model Toxics
Control Act (MTCA), RCW 70.1050. 010 et seq.
LESSEE covenants and agrees that Hazardous Substances will not be used,
stored, generated, processed, transported, handled, released, or disposed of on,
in, under, or above the Premises, except in accordance and compliance with all
applicable laws, permits or licenses.
LESSEE shall exercise the utmost care with respect to both Hazardous
Substances in, on, under, or above the Premises as of the Commencement
Date, and any Hazardous Substances that come to be located in, on, under, or
above the Premises during the Term of this agreement, along with the
foreseeable acts or omissions of third parties affecting those Hazardous
Substances, and the foreseeable consequences of those acts or omissions. The
obligation to exercise utmost care under this Subsection includes, but is not
limited to, the following requirements:
(i) LESSEE shall not undertake activities that will cause, contribute to, or
exacerbate contamination of the Premises;
(2) If requested, LESSEE shall allow reasonable access to the Premises by
employees and authorized agents of the Environmental Protection Agency,
the Washington State Department of Ecology, or other similar environmental
agencies; and
Notification and Reporting
(a) LESSEE shall immediately notify LESSOR if LESSEE becomes, aware of
any of the following:
(1) A release or threatened release of Hazardous Substances in, on, under,
or above the Premises or adjoining property;
(2) Any problem or liability related to, or derived from, the presence of any
Hazardous Substance in, on, under, or above the Premises or adjoining
property;
(3) Any actual or alleged violation of any federal, state, or local statute,
ordinance, rule, regulation, or other law pertaining to Hazardous Substances
with respect to the Premises or adjoining property;
(4) Any lien or action with respect to any of the foregoing; or,
(5) Any notification from the US Environmental Protection Agency (EPA) or
the Washington State Department of Ecology (DOE) that remediation or
removal of Hazardous Substances is or may be required at the Premises.
Indemnification and Burden of Proof. Notwithstanding any permit or license
that authorizes the discharge or release of Hazardous Substances or other
deleterious substances, LESSEE shall fully indemnify, defend, and hold LESSOR
harmless from and against any and all claims, demands, damages, natural
Rename, JR Hein 2013 Amend#l,doc
2
resource damages, response costs, remedial costs, cleanup costs, losses, liens,
liabilities, penalties, fines, lawsuits, other proceedings, costs, and expenses
(including attorneys' fees and disbursements), that arise out of or are in any way
related to:
(1) The use, storage, generation, processing, transportation, handling, or
disposal of any Hazardous Substance by LESSEE, its sub LESSEES,
contractors, agents, employees, guests, invitees, or affiliates in, on, under,
or above the Premises during the term of this Easement;
(2) The release or threatened release of any Hazardous Substance in, on,
under, or above the Premises, which release or threatened release occurs
or occurred during the term of this Easement and as a result of any act or
omission of LESSEE, its sub LESSEEs, contractors, agents, employees,
guests, invitees, or affiliates.
(3) A breach of the obligations of this Subsection by LESSEE, its sub
LESSEES, contractors, agents, employees, guests, invitees, or affiliates.
Cleanup. If a release of Hazardous Substances occurs on, in, under, or above the
Premises or any LESSOR-owned property arising out of any action or inaction
described or referred to above, LESSEE shall, at its sole expense, promptly take all
actions necessary or advisable to clean up the Hazardous Substances. These actions
shall include, without limitation, removal, containment and remedial actions and shall be
performed in accordance with all applicable laws, rules, ordinances, and permits.
LESSEE shall also be solely responsible for all cleanup, administrative, and
enforcement costs of governmental agencies, including natural resource damage claims
for cleanups required on, in, under or above the Premises arising from any action or
inaction described or referred to in this Subsection. Any cleanup shall be performed in a
manner approved in advance in writing by LESSOR, except that in emergency
situations LESSEE may take reasonable and appropriate actions without advance
approval, but in such emergency event shall notify LESSOR as soon as is reasonably
possible.
Rename, JR Helo 2013 Amend#i.doc
LESSOR:
YAKIMA AIR TERMINAL - McALLISTER FIELD
A DEPARTMENT OF THE CITY OF Ytv.IWA —
2406 W. Washington Avenue, Suite B
Yakima, Washington 98903
(509) 575-6149 - phone
(509) 575-6185 - fax
Tony -ORourk4, City Manager Date
STATE OF WASHINGTON
County of Yakima
I certify that I know or have satisfactory evidence that Tony O'Rourke signed this
instrument, on oath stated that he was authorized to execute the instrument and
acknowledged it as the City Manager respectively of the City of Yakima to be the free
and voluntary act of such party for the uses and purposes mentioned in the instrument,
e7 —
Dat
By:
C,
Notary Public 0 04�
Appointment Expires 17Z e*
:rn
etc
CM CONTRAC r NO: 0
RESOLUTION NO:__
Rename: JR Helo 2013 Amend#1 doe
4
rg
• A 00
STATEJOF WASHINGTON
County of Yakima
-7-tt- r
Date
I certify that I know or have satisfactory evidence that Jason Rubright signed this
Instrument and acknowledged it to be his free and voluntary act for the uses and
purposes mentioned in the instrument.
Date 741-1 &
By:_ 1Ve-j . ....... ...
Notary Public
Appointment Expires
Rename: JR Field 2013 Amend#l.doc
R
my COMM. Expires
0, September 06, 2033.
0
WAS
That portion of the Southeast quarter of the Northwest quarter of Section 2, Township 12 North,
Range 19 East, W.M. described as follows:
Beginning at the Northwest corner of Lot IA of Binding Site Plan recorded under Auditor's File
No. 7169990, records of Yakima County, Washington; thence North 0' 151151, West along the
Easterly right of way line of South 21" Avenue as dedicated thereon, 60.00 feet thence North
89*23' East 393.00 feet; thence North 0'37' West 76.00 feet; thence North 21'03' West 112.29
feet; thence North 0*37' West 225.79 feet to the True Point of Beginning; thence South 89123'
West 183-00 feet; thence North 0037' West 19.00 feet; thence South 89'23' West 155.00 feet;
thence North 0'37' West 169.00 feet; thence North 8923' East 266.00 feet; thence South 0'37,
East 121.40 feet; thence South 73'55' East 75.17 feet to a point bearing North 0137' West ftom
the True Point of Beginning; thence South 0'37' East 45.00 feet to the Point of Beginning,
J.R. Helicopter
#12055
Date 04-24-2013
;r-
r A
S 89'23' VI
S 8923' w
2 ........ L 0
cn
17
16
cli
Eli 2�
0,
12
10 11
<>
14 . ......
6 7 ....
I ",I
N 89*23
Lnlo
in
NW CORNER LOT 1
SHORT PLAT 7137495
JOB NUMBER 12055
DATE 04-24-2013