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McAllister Museum of Aviation - Building LeaseLEASE AGREEMENT THE McALLISTER MUSEUM OF AVIATION THIS LEASE, executed this day of 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 the McAllister Museum of Aviation, a Washington non-profit corporation, hereinafter referred to as "LESSEE": W I T N E S E T H: 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, NOW THEREFORE, in consideration of the mutual promises contained herein and the benefit to be derived by each party, the parties agree as follows: LESSOR does hereby lease and let unto LESSEE, and LESSEE does hereby lease and take from LESSOR, approximately 65,236 sq ft of land at 2008 South 16th Avenue 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. The tenancy created by this Lease shall commence on July 1, 2000 and terminate on June 30, 2040, unless otherwise terminated as provided for herein. Filename: Lease/MeAllisterMuseumOO LESSEE shall have the option to extend the term by one ten (10) year period (to wit, dune 30, 2050); unless LESSEE delivers to LESSOR written notification of its intent not to extend the term before April 1, 2040. 3. RENT :1 -1 71.0 X76109 A. LESSEE promises and agrees to pay rent to LESSOR. at the rate of $� per month 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 and modification on every two year anniversary of this Lease and shall be set at the then current Aviation Rate. 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 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. 4. DEPOSIT: Upon execution of this lease by both parties, LESSEE shall deposit with LESSOR the amount of one (1) 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 Filename: Lease /McAllisterMuseumOO 2 remedies provided herein. This deposit shall be adjusted from time to time to reflect adjustments in the rent and /or leasehold tax. III f 1V . • 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 leased 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. 6. 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. 7. UTILITIES: LESSEE shall be responsible for all utility services including, but not limited to, power, natural gas, water, sewer, and garbage. 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. 9. MAINTENANCE: Filename: Lease /McAllisterMuseum00 3 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. 10. SIGNS: LESSEE, at LESSEE's own expense, may erect a 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 [eased premises or upon any portion of the Airport without the prior written approval of the Airport Manager, which approval shall not be unreasonably withheld. 11. IMPROVEMENTS: All buildings, trade fixtures and other improvements to the leased property by LESSEE shall conform to applicable rules, regulations and codes, and 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. 12. REVERSION OF IMPROVEMENTS: Filename: Lease/McAllisterMuseumOO 4 In the event this Lease is terminated due to default by LESSEE or upon expiration of this Lease, 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 within sixty (60) days of such cancellation or expiration. LESSOR shall notify LESSEE of its intent within twenty (20) days of the cancellation or expiration. Prior to the expiration of this Lease, LESSEE shall remove all such trade fixtures and repair any damage to the premises caused by removal of trade fixtures to the reasonable satisfaction of the Airport Manager. Fixtures not removed within sixty (60) days after termination become the property of the LESSOR unless other arrangements have been previously approved in writing by the Airport Manager. LESSEE shall, as additional consideration for grant of this Lease, insure 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. 13. LESSOR'S OPTION TO PURCHASE: LESSEE shall notify LESSOR in writing in the event 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 sixty (60) 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. 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. Filename: Lease/McAllisterMuseumOO 5 i LESSEE shall not sublet any part of the premises without the prior written approval of LESSOR, such approval not to be unreasonably withheld. 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 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. Any income to LESSEE derived from sub-leasing shall be distributed to LESSOR in accordance with its policy on SUB-LEASING INCOME in effect at the time of the final execution of this Lease. 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. 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. 17. MISCELLANEOUS PROVISIONS: 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 Filename: Lease/McAllisterMuseumOO 6 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, 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, 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 the provisions of any existing or future agreement between LESSOR and the United States of America relative to the operation or maintenance of the Airport, the execution of which has been or may be required as a condition to the expenditure of federal funds for the development of the Airport. G. If the leased premises or any interest exercise of the right of eminent domain, th portion as may be taken. If the portion continuation of the LESSEE's operations, terminate this Lease. Such termination LESSEE's operations cease. LESSEE shall representing its interest in the premises. remainder of the award. therein is taken as a result of the is Lease shall terminate as to such taken does not feasibly permit the LESSEE shall have the right to shall be effective as of the date be entitled to a portion of the award LESSOR shall be entitled to the Filename: Lease/McAllisterMuseumOO 7 W�011014&1111 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, judgements or decrees, made 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. B. 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 Filename: Lease/McAllisterMuseumOO 8 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. LESSEE shall file with LESSOR a certificate of insurance, or other proof of insurance acceptable to LESSOR, evidencing an insurance policy with the Yakima Air Terminal -McAllister Field, the City of Yakima and County of Yakima as additional insureds providing: 1. 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 [eased 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. A. TENANT IMPROVEMENTS: In the event the construction in accordance with Section 11 - IMPROVEMENTS herein, or improvements thereto, is partially or totally damaged by fire or other casualty and replacement cost insurance coverage is available, the LESSEE shall repair or replace the same with the proceeds from said replacement cost insurance coverage. 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 Filename: Lease/McAllisterMuseu-1--f0% Lease shall be terminated. In such event, LESSOR may either accept ownership of the improvements or require LESSEE to remove the improvements and restore the Premises to a condition satisfactory to the LESSOR. The insurance proceeds shall be used for such restoration and the balance divided between the LESSOR and LESSEE as their interest bear in accordance with a straight line depreciation schedule. The straight line depreciation schedule shall be over the initial term of the lease and shall begin to run on the lease effective date. The amount so depreciated shall vest in the LESSOR. LESSOR shall notify LESSEE of its intent within thirty (30) days of receipt of LESSEE's notification. If LESSOR elects to have LESSEE remove the improvements, LESSEE shall have sixty (60) days to do so. In the event that a preferred policy providing replacement cost insurance coverage is no longer available due to the age of the improvements or insurance market conditions, and actual cash value coverage is in place, it is agreed that the proceeds will first be used to clean up the site removing all debris. Remaining proceeds will be shared by both the LESSEE and the LESSOR as their interest bear in accordance with a straight line depreciation schedule. The LESSEE will owe the LESSOR no additional compensation for damage to improvements. 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 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 Filename: Lease/McA[IisterMuseumOO 10 V 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 surrenderthe premises to the LESSOR 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 LESSOR 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 LESSOR as LESSOR'S property or disposed of by LESSOR in such manner as LESSOR sees fit without compensation to any party. 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 LESSEES leasehold estate is subjected to execution to satisfy any judgement against LESSEE, then in that event LESSOR may immediately or at 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 Filename: Lease/MeAllisterMuseumOO 11 absolutely terminate, without prejudice to any remedies which might otherwise be available to LESSOR for collection of past due or future rent. 23. VENUE, ATTORNEY FEES: In the event of litigation to enforce the rights and obligations hereunder, venue shall lie in Yakima County Superior Court, and the prevailing party shall be entitled to its reasonable attorney fees in addition to court costs. 24. NUN - DISCRIMINATION CLAUSE: 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: Lease/McAllisterMuseumOO 12 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. 25. 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. Time is of the essence of this entire Lease. Filename: Lease/McAllisterMuseum00 13 YAKIMA AIR TERMINAL - McALLISTER FIELD 2400 W. Washington Avenue Yakima, Washington 98903 (509) 575-6149 - phone (509) 575-6185 - fax I certify that I know or have satisfactory evidence that Gregory P. Berndt and Fred Iraola 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. Date— By. Not-4ry [5ubk Appointment Expire6-- Filename: Lease/McAllisterMuseumOO 14 1 4 CX LESSEE: THE McALLISTER MUSEUM OF AVIATION P 0 Box 9901 2008 South 16th Avenue Yakima, Washington 98903 (509) 457-4933 - phone Chairman Secretary STATE OF WASHINGTON County of Yakima Date certi" at 4-AnoN or have satisfactory evidence that k1<1 and LA 7"v- // signed this instrument, on oath stated that they were'autho-riaed to execute the instrument and acknowledged it as the Chairman and the Secretary respectively of the Board of The McAllister Museum of Aviation to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Filename: Lease/McAllisterMuseumOO 16 %t 11 EXI-IIBI*7-* --t- t —Wol =�Lwh —il6TM AVE -T —.s �0- Ell 7-- 9000 SE 114, SEC. 35, T13N,R18E.W.M, Z SURVEY. 11 -10 -81 Lwwacvo I CITY OF YAKIMA, WASHINGTON Mc ALLISTER FLYING SERVICE BASE OPERAT09S LASE. 1 -22.62 scALC: 1'x 34 O-=, ip c.cc.co— .: CITY ENCINCER s Cry .r—"co jot F3TF*k9_*19iWT1 ". TO LEASE AGREEMENT THE McALLISTER MUSEUM OF AVIATION THIS LEASE AMENDMENT, executed this a I day of ,s-: — 2006, 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 the McALLISTER MUSEUM OF AVIATION, a non-profit corporation in Washington State, hereinafter referred to as "LESSEE." W I T N E S E T H: 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, 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 July 1, 2000 between the Yakima Air Terminal - McAllister Field, "LESSOR" and the McAllister Museum of Aviation, "LESSEE". 9�10 4 1! k IF LESSEE promises and agrees to pay rent to LESSOR at the rate of $369.54 per month for the leased premises, made in advance on or before the I Oth day of each month. This is one year temporary agreement effective April 1, 2006 to March _3",2007. 7-3 6 -0 a 18. MISCELLANEOUS PROVISIONS: H. Rent is being adjusted as follows: 14 cents (or current aviation rate) for leased land generating commercial revenue for the museum. 04 cents for leased land directly related to the non-profit museum. This rent reduction will be reviewed annually. Lease/McAIIister00#1 YAKIMA AIR TERMINAL - McALLISTER FIELD 2400 W. Washington Avenue Yakima, Washington 98903 (509) 575-6149 - phone (509) 575-6185 - fax kvyll�yy MORE= Les Flue, Secretary STATE OF WASHINGTON County of Yakima I certify that I know or have satisfactory evidence that William Wheeler and Les Flue 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, "Nor U W. xFon W Notary Pu4cc Appointment Expires NN I I I I I I III/,, - �O YA4 - VN TAO; 0 T f 1�1 ' : My Comm. EXOTPS - November 1. 2007 -A 0— BoP 0 P VV *A* S' Lease/McAllister00#1 2 144M#4 ILLISTER MUSEUM OF "IATION Greg Bapock, Chairman Date STATE OF WASHINGTON County of Yakima I certify that I know of have satisfactory evidence that Greg Babcock signed this instrument and acknowledged it to be his free and voluntary act for the uses and purposes mentioned in the instrument. 30 Y,14 My Comm. Expires November 1. 2007 *Z—= •0 AZ Lease/McAllister00#1 3 AMENDMENT #2 TO LEASE AGREEMENT THE McALLISTER MUSEUM OF AVIATION n ­ THIS LEASE AMENDMENT, executed this day of Mal', z, 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 the McALLISTER MUSEUM OF AVIATION, a non-profit corporation in Washington State, hereinafter referred to as "LESSEE." W I T N E S E T H: 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, amendment #1, 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 July 1, 2000 between the Yakima Air Terminal — McAllister Field, "LESSOR" and the McAllister Museum of Aviation, "LESSEE". 3. RENT: LESSEE promises and agrees to pay rent to LESSOR at the rate of $369.54 per month for the leased premises, made in advance on or before the I oth day of each month. This is an extension of a one year temporary agreement. This amendment is effective April 1, 2007 to March 31, 2008. H. Rent is being adjusted as follows: 14 cents (or current aviation rate) for leased land generating commercial revenue for the museum. 04 cents for leased land directly related to the non-profit museum. This rent reduction will be reviewed annually. YAKIMA AIR TERMINAL - McALLISTER FIEL 2400 W. Washington Avenue Yakima, Washington •8•03 (50• ) 575-6149 - phone (509) 575-6185 M- 4'171fX^ 4 "o e'qe'�— Les Flue, STATE OF WASHINGTON County of Yakima I certify that I know or have satisfactory evidence that Jftn-A4affis and Les Flue signed this instrument, on oath stated that they were authorized to execute the instrument and acknowledged it as the 1 s Vice 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 Publidr Appointment Expires I -D 30 Y'4,4 0 o TA& My comm. Expires cp November 1, 2007 ZZ, WAS Lease/McAllisterOOamend#2 2 LESSEE: McALLISTER MUSEUM OF "IATION 2008 S 16" Ave Yakima, WA 98903 509-457-4933 Greg B e�pk, Chairman Date STATE OF WASHINGTON County of Yakima I certify that I know of have satisfactory evidence that Greg Babcock signed this instrument and acknowledged it to be his free and voluntary act for the uses and purposes mentioned in the instrument. 30 Y44 Date: ­.'. 0 C By: K My Comm. Expires Notary Public 4// Appointment Expires C'-' 14 November 1, 2007 :zz -A. 7, oc, 0 - — - - Lease/McAllister00amend#2 3 AMENDMENT #3 TO LEASE AGREEMENT McALLISTER MUSEUM OF AVIATION This Lease Amendment, executed this f 0 day of J , 2009, between the YAKIMA AIR TERMINAL — McALLISTER FIELD, an agent f the City of Yakima and County of Yakima, Washington, hereinafter referred to as "LESSOR," and the McALLISTER MUSEUM OF AVIATION, a non - profit corporation in Washington State, hereinafter referred to as "LESSEE." WITNESSETH: 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, dated July 1, 1982, and WHEREAS, LESSOR has approved property available for lease as provided by the Lease Agreement between LESSOR and LESSEE dated July 1, 2000, and LESSEE desires to continue to occupy and use such property in accordance with said Lease, NOW, THEREFORE, in consideration of the mutual promises contained herein and the benefit to be derived by each party, the parties agree as follows. Each party acknowledges that this is a new amendment to the underlying Lease dated July 1, 2000 between the LESSOR and the LESSEE, and that this amendment supersedes and replaces all prior amendments. As used herein, "underlying Lease" is defined as the Lease Agreement dated July 1, 2000 and absent any amendment later released. The Lease in effect at any given time is defined by the underlying Lease and all active amendments. This amendment is effective July 1, 2009 through June 30, 2011. 1) Under Section 3. RENT, replace current paragraph 3.A. with the following: 3.A. LESSEE promises and agrees to pay rent to LESSOR at the rate of $534.01 per month for the leased premises, made in advance on or before the Kith 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 payments past due shall accrue a delinquency charge of twelve percent (12 %) per annum. The above rent reflects the current Standard Rate of $0.14 per square foot of land per year for aeronautical uses (05,236 square feet equates to a monthly rent of $761.09), reduced by a monthly Rent Credit of $227.08 given as a concession for in -kind services provided by McAllister Museum as noted in Exhibit B. LESSEE agrees to provide LESSOR with a written annual report on the actual in -kind services provided compared to those described in Exhibit B. As a result of this annual report, the Rent Credit may be adjusted by subsequent Amendment to the underlying Lease, Note: Paragraphs 3.13 and 3.C. remain unchanged from July 1, 2000 Lease Agreement. Lease /McAllister Luse Amendment *3 page 1 of 3 Fyn 2) Under Section 18. MISCELLANEOUS PROVISIONS, delete paragraph H (added by prior Amendments #1 and #2). 3) At end of document, add Exhibit B as described below: Exhibit B LESSEE, as a non-profit aeronautical-related enterprise, agrees to deliver the aeronautical services noted below at no charge. In support of the goal of supporting and growing the aeronautical community in the Yakima area, LESSOR agrees to contribute the noted portion of the estimated annual value of these services in the form of a Rent Credit as described in Paragraph 3.A herein. Lease/McAllister Lease Amendment *3 IEstimate % Funded $ Amount Description d Annual by YKM Credited to Value Rent McAllister Reduction Rent (annual) Conduct Youth and School Programs that demonstrate the workings of aviation accompanied $2,000.00 50% $1,000,00 by an explanation of the value of having an airport in the community Host community functions related $1,200.00 50% $600.00 to aviation Host flight training and flight safety activities for pilots and prospective $450.00 50% $225.00 pilots Support EAA Young Eagles program by providing a place for $300,00 50% $150.00 children to enter and exit airplanes Provide a meeting space for $400.00 50% $200.00 aviation-related organizations Provide space for backup Emergency Operations Center for $600.00 50% $300.00 airport Provide space for special Airport operations such as visiting aircraft $500.00 50% $250.00 j of significant historical or tech.nological importance Total (annual) $2,725.00 Total (monthly) $227.08 Lease/McAllister Lease Amendment *3 YAKIMA AIR TERMINAL - McALLISTER FIELD 2400 W. Washington Avenue Yakima, Washington 98903 �5109) 575-6149 - zhone I 09) X75- §185 kvirm. M-=$MEZU .r- STATE OF WASHINGTON County of Yakima I certify that I know or have satisfactory evidence that instrument, and on oath stated that he was authorized acknowledged it to be the free and voluntary act of purposes mentioned in the instrument. Date By: v Notary Publie Appointment expire -d O!q LESSEE: County of Yakima Michael Redmond signed this to execute the instrument and such party for the uses and J0 AfOZARy plauc 0 WASHV0 411111110'0�� I certify that I know or have satisfactory evidence that Michael Redmond signed this instrument, and on oath stated that he was authorized to execute the instrument and acknowledged it to be the free and voluntary purposes mentioned in the instrument. Date c,-710q)0" By: Notary Public Appointment expires o'1119110 , I act of such party for the uses and y Lease/McAllister Lease Amendment #3 page 3 of 3 AMENDMENT#4 ORININ TO LEASE AGREEMENT o4i IT-cALLISTER MUSEUM • AVIATION This Lease Amendment, executed this day of Tc,-,,/Y , 2011, between the YAKIMA AIR TERMINAL — McALLISTER FIELD, an agenc of the City of Yakima and County of Yakima, Washington, hereinafter referred to as "LESSOR," and the McALLISTER MUSEUM OF AVIATION, a non-profit corporation in Washington State, hereinafter referred to as "LESSEE." W I T N E S S E T H: WHEREAS, LESSOR operates the Yakima Air Terminal — McAllister Field (YAT) under the authority granted by the Joint Operations Agreement (JOA) signed by the City and County of Yakima, dated July 1, 1982; and, WHEREAS, LESSOR has approved property available for lease as provided by the Lease Agreement between LESSOR and LESSEE dated July 1, 2000, and LESSEE desires to continue to occupy and use such property in accordance with said Lease; NOW, THEREFORE, in consideration of the mutual promises contained herein and the benefit to be derived by each party, the parties agree as follows: Each party acknowledges this is a new amendment to the underlying Lease dated July 1, 2000, between the LESSOR and the LESSEE, and that this amendment supersedes and replaces all prior amendments. As used herein, "underlying Lease" is defined as the Lease Agreement dated July 1, 2000, and absent any amendment later released. The Lease in effect at any given time is defined by the underlying Lease and all active amendments. This amendment is effective July 1, 2011, through December 31, 2013. 1) Under Section 3. RENT, replace current paragraph 3.A and 3.13 with the following: 3.A. LESSEE promises and agrees to pay rent to LESSOR at the rate of $596.91 per month for the leased premises, made in advance on or before the 10«' 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 payments past due shall accrue a delinquency charge of eighteen percent (18%) per annum. The above rent reflects the current Standard Rate of $0.18 per square foot of land per year for aeronautical uses (65,236 square feet equates to a monthly rent of $978,54), reduced by a monthly Rent Credit of $381.63 given as a concession for in-kind services provided by McAllister Museum as noted in Exhibit B. LESSEE agrees to provide LESSOR with a written annual report on the actual in-kind services provided compared to those described in Exhibit B. As a result of this annual report, the Rent Credit may be adjusted by subsequent Amendment to the underlying Lease. Lease/McAllister Lease Amendment #4 page 1 of 3 3-13 The lease rental rate as provided for above shall be subject to review and modification January 1 of every even year and shall be set at the then current Aviation Rate. 2) At end of document, add Exhibit B as described below: Im 111ma LESSEE, as a non-profit aeronautical-related enterprise, agrees to deliver the aeronautical services noted below at no charge. In support of the goal of supporting and growing the aeronautical community in the Yakima area, LESSOR agrees to contribute the noted portion of the estimated annual value of these services in the form of a Rent Credit as described in Paragraph 3.A herein. Lease /McAllister Lease Amendment #4 Estimated $ Amount Description Annual Credited to McAllister Value Rent (annual) Conduct Youth and School Programs that demonstrate the workings of aviation accompanied $3,500,00 $1'000.00 by an explanation of the value of having an airport in the community Host community functions related $2,000.00 $1,000.00 to aviation Host flight training and flight safety activities for pilots and prospective $1242.48 $579.56 pilots Support EAA Young Eagles program by providing a place for $1,000.00 $500.00 children to enter and exit airplanes Provide a meeting space for $500.00 $200.00 aviation-related organizations Provide space for backup Emergency Operations Center for $1,500.00 $500.00 airport Provide space for special Airport operations such as visiting aircraft $2,000.00 $800.00 of significant historical or technological importance Total (annual) $11,742.48 $4,579.56 Total (monthly) $978.54 $381.63 Lease /McAllister Lease Amendment #4 LESSOR: A A AIR TERMINAL McALLISTER I 2400 W. Washington Avenue Yakima, Washing98903 (509) • 4* phone i* Carl L. ._ .. Manager STATE OF WASHINGTON County of Yakima % %III #It111'r �O Y'4 -- NOTARY wer 4 s 4 PUBLIC � dA WAS � I certify that I know or have satisfactory evidence that Carl L. Remmel signed this instrument, and on oath stated that he was authorized to execute the instrument and acknowledged it to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Date r 4 By. Notary Publi Appointment expires��� LESSEE. McALLISTER MUSEUM OF AVIATION 2008S16 th Ave . .; *0 fir' A: 4933 STATE OF WASHINGTON County of Yakima I certify that I know or have satisfactory evidence that Michael Redmond signed this instrument, and on oath stated that he was authorized to execute the instrument and acknowledged it to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Date -1` _ n Appointment Notary Public expires- Lease/McAllister Lease Amendment #4 jo +„ l�gg i� i dT R y mD PUBLIC 0pMr �0 ;,, WAS fc�4I X% page 3 of 3