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HomeMy WebLinkAboutLease Agreement With SpanaFlight LLC LEASE VI 11/16120 AIRPORT LEASE AGREEMENT BETWEEN THE CITY OF AUBURN AND SPANAFLIGHT, LLC THIS LEASE AGREEMENT (the "Lease") is entered into this I (pTh .(7.)e.cron-ise-a , 20.21)by and between the City of Auburn, a Washington municipal corporation ("Landlord," or "City") and Spanaflight, LLC, a Washington Limited Liability Company(the "Tenant "). RECITALS: 1.The City owns and operates The Auburn Municipal Airport which has space available for lease; and 2. Tenant wishes lease space on airport property for the purpose of aircraft rentals and flight training/instruction; and 3. The City of Auburn is authorized by RCW 14.08.120(1)(d) to lease city owned property to Tenant for the common benefit; and 4. The Auburn City Council approved this Lease through its enactment of Resolution 5562. NOW, THEREFORE, in consideration of their mutual promises set out in this Lease. Tenant,and The City agree as follows: ARTICLE 1: PREMISES LEASED 1.1) Landlord agrees lease to Tenant, and Tenant agrees to lease from Landlord, the following property: a. Instruction Office #1, Instruction Office#2 and the Flight Planning Room, located in the Airport Administration Building at 2143 E St NE and depicted on Exhibit A to this Lease; b. 2.400 square feet of Airport land as depicted in Exhibit 13 to this Lease: ----- Spananight/(OA Admin Bldg.&Land Le,hc Resolution 5562 Page I of 27 LEAST:VI I I/16/20 c. Two(2)airplane tie-downs at a mutually agreed location on Airport property; d. Up to twenty(20)hours/week use of the Airport Administration Building's classroom scheduled in advance with the Airport office. 1.2) Tenant acknowledges and agrees that it is relying solely on its inspection and investigation of'the Premises, and accepts the property "AS-IS, WHERE IS" in its present condition with no warranties of any kind, expressed or implied, either oral or written, made by Landlord or any employee, agent or representative of Landlord with respect to the physical condition of the Premises. Tenant shall have determined to its satisfaction upon its execution hereof that the Premises can be used for the purposes it intends and which are described in Article 4 below and permitted under this lease. Tenant acknowledges and agrees that neither Landlord nor Landlord's employees,agents,representatives or otherwise have made,and does not make any representations or warranties of any kind or character whatsoever, whether expressed or implied, with respect to the habitability. leaseability or suitability for commercial purposes, merchantability,or fitness for a particular purpose of the Premises. Landlord also expressly disclaims arty warranties regarding the presence or absence on the Premises of any hazardous substances, wastes or materials as defined by State, Federal or Local Law. Landlord represents that to the best of its knowledge. without duty of inquiry,there are no hazardous wastes or materials on, in or under the Premises. 1.3) No building,structure,or improvements of any kind shall be erected,placed upon,operated or maintained on the Premises, except as follows: Tenant may locate a temporary modular building no larger than 20'x 32' in a location and orientation approved by Landlord within the leased premises described in Exhibit B to this Lease. Tenant is responsible for the full cost and expense of bringing in and establishing this modular building, and for repairing any damage to Airport land or facilities in connection with its establishment or removal, including, but not limited to, all costs associated with transportation. set up. removal, rental and insurance costs, utility hook ups,establishing and maintaining of utility accounts, and any costs to remove, reconfigure and replace the Airport perimeter fencing as may be allowed by Landlord. 1.4) Tenant shall not conduct any business or operation at the Premises that violates any ordinance, law, or statute, or any by-law, order, or rule of any governmental agency with jurisdiction. 1.5) Landlord acknowledges Tenant's desire to expand its Premises within the Airport Administration Building as space becomes available, and accordingly gives Tenant"first opportunity"to lease any space that becomes available during the Initial or any Extended term of Tenant's Lease. Both Parties agree to negotiate terms for the expansion space in good faith. Spanallighti(OA Admin Bldg.& Land Lease Resolution 5562 Page 2(0'27 LEASE VI 11/16/20 ARTICLE 2: TERM 2.1) initial Term. The initial term of this Lease shall begin on January 1, 2021 (the "Commencement Date"), and terminate at midnight on December 31, 2024, unless sooner terminated pursuant to any provision of this Lease(the-Term"). If Landlord cannot for any reason deliver possession of the Premises to Tenant on the Commencement Date. Landlord shall not be liable and this lease shall remain valid. In such event the Lease Term shall commence on the date possession is actually tendered to Tenant, but the Expiration Date shall not be adjusted. 2.2) Extension Options. Provided that Tenant faithfully performs all of the terms and conditions of this Lease.City grants to Tenant the option to extend the currently effective Lease term for three (3) years,three(3)consecutive times ("Extension Options"). Each of the Extension Options must commence immediately following the conclusion of the prior term without interruption or a delay in the next three year term. Each Extension Option shall be exercisable only by written notice (-Exercise Notice"), which Tenant must deliver to the City in accordance with Article 12 below, between August I and August 31 of the then final term year. Each Extension Option is personal to the Tenant and may not be assigned or exercised, voluntarily or involuntarily, by or to, any person or entity other than the Tenant. Each Extension Option is only available to and exercisable by Tenant when Tenant actually physically possesses the Premises. 2.3) Default; Rights Personal. Notwithstanding anything in the foregoing to the contrary, at City's option, and in addition to all of City's remedies under this Lease, at law or in equity, the applicable Extension Option shall not be deemed properly exercised if, as of the date Tenant delivers the applicable Exercise Notice Subtenant has previously been in default under the Lease beyond all applicable notice and cure periods. ARTICLE 3: RENT. FEES AND LEASEHOLD TAX 3.1) Upon commencement of the Initial Term, Tenant shall pay to the City of Auburn a Base Rent of$1.635.00 per month for the Premises, which includes Tenant's usage, maintenance and utilities within the common areas of the Airport Administration Building. In addition to the Base Rent, Tenant shall pay the following fees and charges to Landlord: a. A monthly Security Fee of Ten Dollars($10.00)per door for the two doors included in this lease; A - A SpanaFlighti COA Admin Bldg.&Land Lease Resolution 5562 Page 3 of 27 LEASE VI 11116120 b. Pursuant to RCW 82.29A, a leasehold excise tax of 12.84%of the monthly Base Rent and Security Fee; Tenant's Base Rent. Security Fee and leasehold tax(together"Rent")are $1.844.93/month for the first year of the Initial Term. Tenant's Rent may adjust after the first year as provided in paragraph 3.2. Rent shall be paid in full at the office of the Airport Manager or at such other office as may be directed in writing by the City, on the 1 calendar day of the month in advance. Rent shall be paid without notice, demand, offset, abatement or deduction of any kind and should reference: SF / •Airport Admin Bldg. Lease. If commencing or extending on a date other than the first (1') day of the month then the Rent shall be prorated on a per diem basis and paid in full through the end of the current month upon commencement of the Lease. 3.2) Rent adjustments. Tenant's Base Rent during the Paragraph 2.1 Initial Term is subject to annual adjustments starting January 1, 2022 based on the Bureau of Labor Statistics Consumer Price Index for Urban Wage Earners and Clerical Workers (CP1-W), measured from August of previous year to August of the then current year. Adjustments to Tenant's Base Rent shall not exceed 5% from that of the previous year. A negative CPI-W adjustment will not reduce Tenant's Base Rent. Rent for an Extension beyond the Initial Term shall be established in accordance with Paragraph 3.4 of this Lease. 3.3) Late Charges. Tenant hereby acknowledges that late payments of Rent or any other sums due hereunder will cause the Landlord to incur costs not otherwise contemplated by this Lease. Accordingly, if any installment of Rent or any other sum due from Tenant is not received by the Landlord within ten (10) days after such amount shall be due, then, without any requirement for notice to Tenant,Tenant shall pay the Landlord a late charge equal to 12%of the overdue amount. The parties agree that such late charges represent a fair and reasonable estimate of the costs the Landlord will incur by reason of late payment by Tenant. Acceptance of such late charge by the Landlord shall in no event constitute a waiver of Tenant's default with respect to such overdue amount, nor prevent the Landlord from exercising any of the other rights and remedies granted hereunder. In addition to the late charges provided for in this section. interest shall accrue on rent. or any other sums due hereunder, at the rate of one and one-half percent (I and 1/2%) per month from the date due until paid in full. 3.4) Extension Option Rent. The Rent payable by Tenant during the applicable Extension Option (the"Option Rent") shall be determined by the parties. If the parties cannot agree upon the Base Rent amounts prior to November 1 of the then current final term year, the option shall terminate and this Lease shall terminate on the Expiration Date. In no event shall the Option Rent be less than the current annual rent. 4pantillight, t,0 1 Admin Bldg.gt Land Lease Resolution$502 Page 4 of 27 LEASE VI 11116/20 ARTICLE 4: PERMISSIBLE USES Tenant shall use the Premises for conducting commercial aeronautical uses only. Tenant acknowledges and agrees that this lease is not subject to RCW 59.18. All Fixed Base Operators (FBO's) shall be subject to Auburn City Code (ACC) 12.56, the Airport Rules and Regulations, and the Auburn Municipal Airport's Minimum Operating Standards,hereby attached for reference. FBO services authorized to be conducted by Tenant on the Premises may include some or all of the following: • Aircraft Leasing or Rental Services • Flight Training Services Additional services may be permitted at the discretion of the Landlord and may be subject to additional requirements and fees.Tenant agrees to remain compliant with the most current version of the Auburn City Code. Airport Rules and Regulations and Minimum Operating Standards as they may be updated and amended during the term and any extended terms of the lease. ARTICLE 5: HOLDOVER& ABANDONMENT 5.1) Holdover. If Tenant remains in possession of the Premises beyond the expiration of the then active Lease, Tenant shall be deemed to be Holding Over the Premises and this shall be referred to as the ("Holdover Period"). Rent during the Holdover Period (-Holdover Rent") shall be charged at an amount equal to double the then current monthly Base Rent. The Holdover Rent shall be subject to the Security Fee and State Leasehold Excise Tax described in Article 3.1. Upon agreement of an extension or otherwise new Lease between Tenant and Landlord, Landlord shall pro-rate the Holdover Rent for the Holdover period. If a new agreement cannot be reached and active negotiations cease to exist then this Lease shall automatically convert to a month-to-month term with rent continuing at the Holdover Rent amount. 5.2) Abandonment. Abandonment of the leased premises. or vacation or desertion of said Premises for a period of thirty (30) days shall be deemed a default of this Lease and it shall be lawful for Landlord, its attorneys or representative to re-enter into and repossess the premises. ARTICLE 6: MAINTENANCE SpanaFlight/COA Admin Bldg.&Land Lease Resolution 5562 Page 5 of 27 LEASE VI 11/16/20 6.1) Landlord's Responsibilities. Landlord shall,at their own cost and expense, be responsible for repair and maintenance of the following:the exterior of the Administration Building including: Exterior walls. roof, gutters,downspouts, foundation,exterior doors and windows. Landlord shall also be responsible for repair and maintenance of all sidewalks, landscaping, parking lots, Airport perimeter fencing and access gates (vehicular & pedestrian). Landlord shall not be required to repair damage which results from the act of negligence by the Tenant, his agents, servants, or employees. If Landlord refuses or neglects to complete repairs, either promptly or adequately, Tenant may, but shall not be required to complete the repairs and Landlord shall pay the costs thereof. 6.2) Tenant's Responsibilities. At its own cost and expense. Tenant shall be responsible for: a. Administration Building. Tenant will be responsible for their own set up and maintenance of interne and communication system and services. Tenant will also be responsible for any modifications that may be made to their premises and any repairs or maintenance required as a result of Tenant's negligence. b. Modular Building. Tenant will be responsible for all maintenance to the interior,exterior and utility hookups. c. Land Lease Area. Tenant will keep the land lease area clean and free of trash, debris or refuse at all times. d. Janitorial. Tenant will be solely responsible, for all janitorial service and supplies for those spaces exclusively occupied by Tenant. Tenant shall not be required to repair damage caused by the negligence of Landlord, his agents, servants or employees,or by any peril included within the Landlord's property insurance coverage. If Tenant refuses or neglects to commence or complete any required repairs within thirty (30)days of written notice by the Landlord, Landlord may, but shall not be required to, commence or complete the repairs and demand that Tenant pay the associated repair costs. 6.3) Natural Disaster or Act of God. a. Damage or destruction of 33% or less. If the cost of repairing or reconstructing the Premises to its condition and form immediately prior to damage by a natural disaster or act of God is 33%or less of its then new replacement cost, then Landlord shall timely repair, restore, and reconstruct the damaged Premises substantially to its condition before the damage occurred. All such work shall be carried out according to plans and specifications prepared by a licensed architect or engineer(if such an architect or engineer is reasonably required given the scope and nature of the work). Tenant shall continue to owe Landlord the Rent and other monies due under this lease to the extent that the premises remains Spanal.light;COA Admin Bldg.a: Land Lease Resolution 5562 Page 6 or 27 LEASE VI 11/16/20 useable to Tenant(pursuant to Article 4 of this lease)during such period of reconstruction and/or restoration. b. Damage or destruction of more than 33%. If the cost of repairing or reconstructing the Premises to its condition and form immediately prior to damage by a natural disaster or act of God is more than 33% of its then new replacement cost, then Landlord, in its sole discretion may elect to terminate this Lease by giving Tenant written notice within thirty (30) days after the damage. If no termination notice is given, all obligations of the parties in this Lease shall continue. In no event shall Landlord be responsible for damage to Tenant's personal property located on or within the Premises. 6.5) Damage Due to Fire. If the Premises is damaged or destroyed by a fire that the local fire authority determines the Tenant did not cause, Sections 6.3 and 6.4 above shall apply. If the local Fire Authority determines that the Tenant caused such fire (by itself or through a guest, agent, employee, student or otherwise), then Tenant shall pay the cost of repair, restoration, reconstruction or replacement of the Premises. Repairs, reconstruction or replacement of the Premises shall be done in a commercially reasonable manner and with the approval of the Landlord and all obligations under this Lease, including Rent shall remain in full force during such period of repair, restoration, reconstruction or replacement. ARTICLE 7: ENVIRONMENTAL PROVISIONS 7.1) Tenant covenants to defend, indemnify, and hold Landlord harmless from any imposition or attempted imposition by any person upon Landlord of any obligation or cost ("liability") of whatever form, including, without limitation, damages; claims; governmental investigations, proceedings or requirements; attorney fees in investigation, at trial or administrative proceeding, or on appeal;witness or consultant costs;or any other liability to the extent that such liability arises from a violation,or from the failure to satisfy a requirement of any environmental or land use law or regulation, proximately resulting from Tenant's use of the Premises during the term of this Lease, and without regard to when the liability is asserted. 7.2) Tenant has inspected the Premises and accepts it in its present condition. Tenant shall not cause the premises to be contaminated in any way and in the event of contamination shall immediately report such contamination to Landlord and shall cause any such contamination to be remedied by that method recognized by Washington State Department of Ecology and shall indemnify and hold Landlord harmless from all costs involved in implementing the remedy. 7.3) Any other provision of this Lease to the contrary notwithstanding. Tenant's breach of any covenant contained in this Article 9 shall be an Event of Default empowering Landlord, in addition SpanaFlight/CO\ Admin 1314&Land Least Resolution 5562 Page 7 of 27 LEASE VI I1/16/20 to exercising any remedy available at law or in equity or otherwise pursuant to this Lease, to terminate this Lease and to evict Tenant from the Premises forthwith, or to terminate Tenant's right to possession only without terminating this Lease. 7.4) Tenant shall notify Landlord within twenty-four(24) hours of any release of a reportable quantity of any hazardous substance (as defined by CERCLA, 42 U.S.C. § 960l, et. seq. and/or RCW 70A.305, the Washington Model Toxics Control Act), or of the receipt by Tenant of any notices, orders or communications of any kind from any governmental entity which relate to the existence of or potential for environmental pollution of any kind existing on or resulting from the use of the Premises or any activity conducted thereon. If Tenant fails to comply with any of the requirements of this article. Landlord may undertake. without cost or expense to Landlord, any actions necessary to protect Landlord's interest including steps to comply with such laws. ARTICLE 8: INSURANCE COVERAGE, INDEMNIFICATION/HOLD HARMLESS 8.1) Insurance. In accordance with Article 4 of the Auburn Municipal Airport Minimum Operating Slcmdards. as may be amended from time to time, a copy of which can be found at auburnmunicipalairport.com/documents-and-form hereby incorporated by this reference,Tenant shall at all times have in effect the following types of minimum amounts of insurance as applicable to the business to be conducted: (I) Commercial General Liability insurance in the amount of$2,000,000 per occurrence and $2.000,000 annual aggregate. Such insurance shall contain contractual liability insurance covering applicable leases, licenses, permits, or agreements. (II) Commercial/business automobile liability insurance for all owned, non-owned and hired vehicles assigned to or used in performance of commercial aeronautical activities in the amount of at least $300,000 per occurrence. If any hazardous material, as defined by any local,state or federal authority, is the subject,or transported. in the performance of this contract.an endorsement is required providing$2.000,000 per occurrence limits of liability for bodily injury and property damage. (III) Special Causes of Loss Property Form covering all improvements and fixtures on the commercial airport operator's premises in an amount no less than the full replacement cost thereof, to the extent of the commercial airport operator's insurable interest in the premises. (IV) Worker's compensation insurance as required by law and employer's liability insurance in the amount of $100,000 per accident, $100.000 disease per person. Spanaflight/COA Admin Bldg.&Land Lease Resolution 5562 Page 8 of 27 LEASE VI 11/16/20 $500,000 disease policy limit. (V) Aircraft liability insurance in the amount of at least $2,000,000 per occurrence single limit Bodily Injury and Property Damage Liability including Passengers. (VI) Hangar keeper's liability insurance in the amount of at least$2.000.000 per occurrence, or more as values or Landlord require. (VII) Products-completed operations liability insurance in the amount of at least $1,000,000 per occurrence. (VIII) If applicable,Tenant shall maintain Environmental Impairment Liability coverage for any underground or aboveground fuel storage facility, tank. underground or aboveground piping. ancillary equipment, containment system or structure used, controlled, constructed or maintained by Tenant in the amount of $1,000,000 each incident, $2.000.000 aggregate. The policy shall cover on-site and off-site third party bodily injury and property damage including expenses for defense, corrective action for storage tank releases and tank clean-up for storage tank releases. 8.2) In addition to the types and amounts of insurance required in Article 8.1 above, Tenant shall at all times maintain such other insurance as the Landlord may reasonably determine to be necessary for Tenant's airport activities. 8.3) All insurance shall be in a form and from an insurance company with Best's financial rating of at least a B++. All policies, except worker's compensation policy, shall name the City and its elected or appointed officials, officers, representatives, directors, commissioners. agents and employees as "Additional insured-. and the Tenant shall furnish certificates of insurances evidencing the required coverage cited herein prior to engaging in any commercial aeronautical activities. Such certificates shall provide for unequivocal thirty (30)day notice of cancellation or material change of any policy limits or conditions. 8.4) The Tenant's insurance coverage shall be primary insurance as respects Landlord. Any insurance, self-insurance, or insurance pool coverage maintained by Landlord shall be in excess of the Tenant's insurance and shall not contribute with it. 8.5) Indemnification/ Hold armless. The Tenant shall defend, indemnify, and hold harmless Landlord, its officers, officials, employees and volunteers from and against any and all claims, suits, actions, or liabilities for injury or death of any person, or for loss or damage to property, which arises out of Tenant's use of Premises, or from the conduct of Tenant's business, or from any activity,work or thing done, permitted,or suffered by Tenant in or about the Premises,except only such injury or damage as shall have been occasioned by the sole gross negligence or willful mommommormna-- SpanaF I ig ht/('OA Admin IIIdg.&Land Lase Resolution 5562 Page 9 or 27 LEASE VI 11/16/20 misconduct of Landlord. Solely for the purpose of effectuating Tenant's indemnification obligations under this Lease, and not for the benefit of any third parties(including but not limited to employees of Tenant), Tenant specifically and expressly waives any immunity that may be granted it under applicable federal, state or local Worker Compensation Acts, Disability Benefit Acts or other employee benefit acts. Furthermore,the indemnification obligations under this Lease shall not be limited in any way by any limitation on the amount or type of damages,compensation or benefits payable to or for any third party under Worker Compensation Acts, Disability Benefit Acts or other employee benefit acts.The parties acknowledge that the foregoing provisions of this Section have been specifically and mutually negotiated between the parties. ARTICLE 9: ASSIGNMENT AND SUBLETTING 9.1) Transfers. Tenant shall not: a. Assign, encumber or transfer all of Tenant's interest in this Lease, either voluntarily or by operation of law; or b. Sublet or license any part of Tenant's interest in this Lease or in the Premises or permit any part of the Premises to be used or occupied by any person other than Tenant, its employees, customers and others having lawful business with Tenant (collectively, -Transfer") either voluntarily or by operation of law without Landlord's prior written consent. If Tenant desires Landlord's consent to a Transfer, Tenant shall give Landlord a written Transfer Request that includes: (i)the proposed effective date of the Transfer, which shall not be less than thirty (30) days nor more than ninety(90)days after the date of delivery of the Transfer Request; (ii) a description of the portion of the Premises to be transferred (the-Subject Space"); (iii)all of the terms of the proposed Transfer and the consideration thereof, the name and address of the proposed Transferee;and (iv)the nature of Transferee's business operations, proposed uses of the Subject Space and any other information required by Landlord, which will enable Landlord to determine the character, and reputation of the proposed Transferee, nature of such Transferee's business and proposed use of the Subject Space, and such other information as Landlord may reasonably require. Spam&I ight/COA Admin Bldg.&Land Lease Resolution 5562 Page 10 01'27 LEASE VI 11116/20 Tenant must also pay landlord the Transfer Application Review fee in the most current City of Auburn Fee Schedule within 30 days of the Transfer Request. Landlord's failure to respond to Tenant's Transfer Request within thirty (30) days of receipt shall be deemed consent to the Transfer. Except as provided in the foregoing sentence, any attempted Transfer made without Landlord's prior consent shall be void and shall constitute a breach of this Lease. 9.2) Landlord's Consent. Landlord shall not unreasonably withhold its consent to any proposed Transfer in a Transfer Request. The parties agree that Landlord's refusal to consent to a Transfer for any of the following reasons is not unreasonable: (i) in Landlord's judgment. the Transferee is of a character or reputation or engaged in business which is not consistent with the quality of the Airport: (ii) the Transferee intends to use the Subject Space for purposes which are not permitted under this Lease; (iii) in Landlord's judgement, Transferee's intended use of the Subject Space do not qualify as an aeronautical use; (iv) the proposed Transfer would cause Landlord to be in violation of another lease or agreement to which Landlord is a party,or would give an Airport tenant a right to cancel its lease; (v) the terms of the proposed Transfer will allow the Transferee to exercise a right of renewal, right of expansion, right of first offer, or other similar right held by Tenant (or will allow the Transferee to occupy space leased by Tenant pursuant to any such right);or (vi) either the proposed Transferee, or any person or entity which directly or indirectly, controls, is controlled by.or is under common control with,the proposed Transferee, (A)occupies space in the Airport at the time of the request for consent (B) is negotiating with Landlord to lease space on the Airport at such time, or(C)has negotiated with Landlord for space on the Airport during the twelve (12) month period immediately preceding the Transfer Notice. If Landlord consents to any Transfer under this Section 9.2. Tenant has ninety (90) days after the consent to Transfer the Premises according to the Transfer Request pursuant to Section 9.1 of this Lease. If there are any changes in the Transfer Request(I) such that Landlord would initially have been entitled to refuse its consent to such Transfer under this Section 9.2,or(2) which would cause the proposed Transfer to be more favorable to the Transferee than the original Transfer Request terms, Tenant shall again submit the Transfer to Landlord for its approval and other action under this Article 9. If Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent under Section 9.2 or otherwise has breached or acted unreasonably under this Article 9. their sole remedies shall he a suit for contract damages (other than damages 4 Spananighy C )A Admin Bldg.&Land Lease Resolution 5562 Page II of 27 LEASE VI 11/16/20 for injury to,or interference with. Tenant's business including, without limitation, loss of profits, however occurring) or declaratory judgment and an injunction for the relief sought, and Tenant hereby waives all other remedies, including, without limitation, any right at law or equity to terminate this Lease, on its own behalf and, to the extent permitted under all applicable Laws, on behalf of the proposed Transferee. 9.3) Effect of Transfer. If Landlord consents to a Transfer, (i) the terms and conditions of this Lease shall in no way be deemed to have been waived or modified, (ii) such consent shall not be deemed consent to any further Transfer by either Tenant or a Transferee, (iii)Tenant shall deliver to Landlord, promptly after execution, an executed copy of all documentation pertaining to the Transfer in form reasonably acceptable to Landlord and (iv) no Transfer relating to this Lease or agreement entered into with respect thereto, whether with or without Landlord's consent, shall relieve Tenant or any guarantor of the Lease from any liability under this Lease, including,without limitation, in connection with the Subject Space. In the event that Tenant subleases all or any portion of the Premises in accordance with the terms of this Article 9, Tenant shall cause such subtenant to carry and maintain the same insurance coverage terms and limits as are required of Tenant , in accordance with the terms of Article 8 of this Lease. 9.4) Occurrence of Default. Any Transfer hereunder shall be subordinate and subject to the provisions of this Lease, and if this Lease shall be terminated during the term of any Transfer, Landlord shall have the right to: (i) treat such Transfer as cancelled and repossess the Subject Space by any lawful means, or(ii) require that such Transferee attom to and recognize Landlord as its landlord under any such Transfer. If Tenant shall be in default under this Lease after the expiration of any applicable notice and cure period, Landlord is hereby irrevocably authorized to direct any Transferee to make all payments under or in connection with the Transfer directly to Landlord (which Landlord shall apply towards Tenant's obligations under this Lease) until such default is cured. Such Transferee shall rely on any representation by Landlord that Tenant is in default hereunder, without any need for confirmation thereof by Tenant. Upon any Transfer the Transferee shall assume in writing all obligations and covenants of Tenant thereafter to be performed or observed under this Lease. No collection or acceptance of rent by Landlord from any Transferee shall be deemed a waiver of any provision of this Article 9 or the approval of any Transferee or a release of Tenant from any obligation under this Lease, whether theretofore or thereafter accruing. In no event shall Landlord's enforcement of any provision of this Lease against any Transferee be deemed a waiver of Landlord's right to enforce any term of this Lease against Tenant or any other person. ARTICLE 10: UTILITIES 10.1) All utilities in the Airport Administration Building are included in Tenant's Base Rent. except for internet and communications systems/services. Tenant is responsible for the establishment of all utility accounts associated with the modular building. *1 enant is responsible SpanaElight/COA Admin Bldg,&Land Lew Resolution 5562 Page 12 of 27 LEASE VI 11116/20 for establishing and maintaining direct accounts for non-included utilities with the City of Auburn and/or any other utility providers used in or charged against the Premises. Tenant shall hold the Landlord harmless from any such charges, 10.2) Except to the extent caused by the gross negligence or intentional misconduct of Landlord or its agents, employees or contractors, failure by Landlord to any extent to furnish or cause to be furnished the utilities or services described in this Lease, or any cessation or interruption thereof, resulting from any cause. including without limitation, mechanical breakdown,overhaul or repair of equipment, strikes, riots, acts of God, shortages of labor or material, compliance by Landlord with any voluntary or similar governmental or business guidelines,governmental laws,regulations or restrictions, or any other similar causes, shall not render the Landlord liable in any respect for damages to either person or property, for any economic loss or other consequential damages incurred by Tenant as a result thereof,be construed as an eviction of Tenant, result in an abatement of rent, or relieve Tenant from its obligation to perform or observe any covenant or agreement contained in this Lease. ARTICLE 11: ESTOPPEL 11.1) Estoppel Certificate. At the request of the Tenant in connection with a transfer of its interest in this Lease, Landlord shall execute and deliver a written statement identifying it as the Landlord under this Lease and certifying: (I) The documents that then comprise this Lease (II) That this Lease is in full force and effect (lit) The then current annual amount of rent and the date through which it has been paid (IV) The expiration date of this Lease (V) That no amounts are then owed by Tenant to Landlord (or, if amounts are owed. specifying the same) (VI) To the knowledge of Landlord, there are no defaults by Tenant under this Lease or any facts which but for the passage of time, the giving of notice or both would constitute such a default (VII) Remaining rights to renew the term of this lease to the extent not theretofore exercised SpanA I CO A Admin ffldg.& Land Lease Resolution 5362 Page 13 of 27 LEASE VI 11/16/20 The party acquiring Tenant's interest in the Lease shall be entitled to rely conclusively upon such written statement. ARTICLE 12: NOTICES Any notice, consent, approval or other communication given by either party to the other relating to this Lease shall be in writing, and shall be delivered in person, sent by certified mail, return receipt requested,sent by reputable overnight courier,or sent by other approved forms of electronic communication(with evidence of such transmission received)to such other party at the respective addresses set forth below (or at such other address as may be designated from time to time by written notice given in the manner provided herein). Such notice shall, if hand delivered or personally served, be effective immediately upon receipt. If sent by certified mail, return receipt requested, such notice shall be deemed given on the third business day following deposit in the United States mail, postage prepaid and properly addressed; if delivered by overnight courier. notice shall be deemed effective on the first business day following deposit with such courier; and if delivered by electronic communication, notice shall be deemed effective when sent. The notice addresses of the parties are as follows: To the City: Real Property Management Attn: Josh Arndt/ Property Manager 25 West Main St. Auburn, WA 98001 253.931.3000 Jamdt@auburnwa.gov With Copies to: Airport Management Attn: Tim Mensonides/Airport Manager 2143 E Street NE Auburn, WA 98002 253.333.6821 Tmensonides@auburnwa.gov To the Tenant: SpanaF light LLC. Attn: Doug Miller/Owner 16705 103Ave. Ct. E Puyallup, WA 98374 253.973.0419 Doug@spanafl i ght.com Spatial (()1 Admin 11"Idg,& I:111t1 ea,c RQsolution Page 14 01 27 LEASE VI 11/16/20 ARTICLE 13: INSPECTION, ACCESS AND POSTED NOTICES Landlord and any of its agents shall at any time upon seventy-two (72) hours advance, written notice to Tenant, have the right to go upon and inspect the Premises provided,however, that in the event the Landlord determines, in its sole and absolute discretion, that an emergency situation exists on or adjacent to the Premises, no advance notice to Tenant is required and Landlord may immediately go upon and inspect the Premises. Landlord shall have the right to serve, or to post and to keep posted on the Premises,or on any part thereof, any notice permitted by law or by this Lease, any other notice or notices that may at any time be required or permitted by law or by this Lease. Landlord shall not be liable in any manner for any inconvenience, disturbance, loss of business, or other damages arising out of Landlord's entry on the Premises as provided in this Section except for such damage that is caused directly by, or through the gross negligence of, Landlord,their employees, agents,or representatives. ARTICLE 14: DEFAULT AND REMEDIES 14.1 Tenant shall he in default under this Lease if any rent or other payment due from Tenant hereunder remains unpaid for more than thirty(30)days after the date it is due: (ii)Tenant tiles a voluntary petition in bankruptcy or makes a general assignment to the benefit of, or a general arrangement with, creditors; (iii) there is an involuntary bankruptcy filed against Tenant that has not been dismissed within thirty (30) days of filing; (iv) Tenant becomes insolvent; or (v) a receiver,trustee,or liquidating officer is appointed for Tenant's business;or(vi) if Tenant violates or breaches any of the other covenants, agreements, stipulations or conditions herein, and such violation of breach shall continue for a period of thirty (30) days after written notice of such violation or breach is sent to Tenant,then Landlord shall have the rights and remedies provided in this Article 14, in addition to any other right or remedy available at law or equity (all notice and cure periods set forth above are in lieu of and not in addition to any notice required pursuant to applicable unlawful detainer/eviction statutes). 14.2 Upon any default under this Lease, Landlord may reenter the Premises in the manner then provided by law,and remove or put out Tenant or any other persons found therein. No such reentry shall be construed as an election on Landlord's part to terminate this Lease unless a written notice of such intention is given to Tenant. 14.3 Upon default the Landlord may elect to re-let the Premises or any part thereof upon such terms and conditions, including rent, term and remodeling or renovation, as Landlord in its sole discretion may deem ath isable.To the fullest extent permitted by law,the proceeds of ati reletting ( 0 1 Admin Bldg.&Lund Lease Resolution 5562 l'Age 15,11 27 LEASE V1 11/16/20 shall be applied: first, to pay Landlord all costs and expenses of such reletting(including without limitation,costs and expenses incurred in retaking or repossessing the Premises,removing persons or property therefrom, securing new Tenants, and. if Landlord maintains and operates the Premises, the costs thereof); second, to pay any indebtedness of Tenant to Landlord other than rent; third, to the rent due and unpaid hereunder; and fourth, the residue, if any, shall be held by Landlord and applied in payment of other or future obligations of Tenant to Landlord as the same may become due and payable, and Tenant shall not be entitled to receive any portion of' such revenue. 14.4 Landlord may also elect to terminate the Lease and all rights of Tenant by giving notice to Tenant of such election. If Landlord elects to terminate the Lease, Landlord shall have the right to reenter the Premises and remove all persons, and to take possession of and remove all equipment and fixtures of Tenant in the Premises, in the manner then provided by law.Tenant hereby waives all damages that may be caused by Landlord's reentering and taking possession of the Premises or removing or storing the property thereof, and Tenant shall save Landlord harmless therefrom, and no such reentry shall be considered a forcible entry. If Landlord so elects to terminate the Lease. Landlord may also recover from Tenant : (1)The worth at the time of the award of the unpaid rent which had been earned at the time of termination; (II)The worth at the time of the award of the amount by which the unpaid rent which would have been earned after termination until the time of the award exceeds the amount of rental loss that the Tenant proves could have been reasonably avoided; (III) The worth at the time of the award of the amount by which the unpaid rent for the balance of the term after the time of the award exceeds the amount of rental loss that the Tenant proves could be reasonably avoided; (IV) Any other amount necessary to compensate the Landlord for all the detriment proximately caused by the Tenant 's failure to perform its obligations under the Lease or which in the ordinary course of things would be likely to result therefrom; and (V) At Landlord's election. such other amounts in addition to or in lieu of the foregoing that may be permitted from time to time by applicable law. The"worth at the time of the award" of the amounts referred to in paragraphs (I) and (11) above is computed by allowing interest at twelve percent (12%). The "worth at the time of the award"of the amount referred to in paragraph(III)above is computed by discounting such amount SpandFlight/('OA Admin E3ld .&Land Lcase Rebolutinn 562 Page 16 of 27 LEASE VI 11/16120 at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%). 14.5) Nothing in this Article 14 shall be deemed to affect Landlord's right to indemnification for liability or liabilities arising prior to termination of this Lease for personal injury or property damage under the indemnification provisions or other provisions of this Lease. ARTICLE 15: RETENTION OF AIRSPACE 15.1) Landlord retains the public and private right of flight for the passage of aircraft in the airspace above the surface of the property hereinbefore described,together with the right to cause in said airspace such noise as may be inherent in the operation of aircraft, now known or as hereinafter used, for navigation of or flight in said airspace and for use of said airspace for taking off from, landing on or operating at Auburn Municipal Airport. 15.2) Landlord reserves the right to further develop or improve the landing area of the Auburn Municipal Airport as it sees fit, regardless of the desires or view of the Tenant and without interference or hindrance. 15.3) Landlord reserves the right to maintain and keep in good repair the landing area of the Auburn Municipal Airport and all publicly-owned facilities of the Airport. together with the right to direct and control all activities of the Tenant in this regard. 15.4) This Lease shall be subordinate to the provisions and requirements of any existing or future agreement between the Auburn Municipal Airport and the United States. relative to the development, operation,and maintenance of the Airport. 15.5) Tenant agrees to comply with the notification and review requirements covered in 14 C.F.R. Part 77 in the event any construction is planned for the Premises. or in the event of any planned modification or alteration of any present or future Improvements or structure situated on the Premises. 15.6) Tenant agrees that it will not erect nor permit the erection of any structure or object, nor permit the growth of any tree on the Premises to exceed the established height contours. In the event the aforesaid covenants are breached. Landlord shall give written notice to the Tenant specifying the breach. If Tenant does not take action to correct the breach within ten (I 0) days of receipt of said notice,the Landlord reserves the right to enter upon the Premises hereunder and to remove the offending structure or object and cut the offending tree, all of which shall he at the expense of Tenant. Spanelight/COA Admin Bldg,&Land Lease Resolution 5562 Page 17 o127 a LEASE VI 11/16/20 15.7) Tenant, by accepting this Lease. agrees that it will not make use of the Premises in any manner which might interfere with the landing and taking off of aircraft from Auburn Airport or otherwise constitute a hazard. In the event the aforesaid covenant is breached, Landlord reserves the right to enter upon the Premises hereby leased and cause the abatement of such interference at the expense of Tenant. 15.8) It is understood and agreed that nothing herein contained shall be construed to grant or authorize the granting of an exclusive right within the meaning of Section 308a of the Federal Aviation Act of 1958 (49 U.S.C. Section I 349a). 15.9) This Lease and all the provisions hereof shall be subject to whatever right the United States Government now has or in the future may have or acquire. affecting the control, operation, regulation, and taking over of the Auburn Airport by the United States during the time of the war or national emergency. 15.10) Landlord reserves the right to take any action it considers necessary to protect the aerial approaches of the Auburn Airport against obstructions, together with the right to prevent Tenant from erecting or permitting to be erected any building or other structure on the Premises which, in the opinion of Airport or the Federal Aviation Administration, would limit the usefulness of the Auburn Airport or constitute a hazard to aircraft. 15.11) Tenant. as well as Tenant's assignees and subleases, and the agents, employees and customers thereof,shall have the rights of access to and use of all areas and facilities of the Auburn Airport which are intended for the common use of all Tenants and occupants of the Auburn Airport, including but not limited to the take-off and landing areas, taxi areas, reasonable access thereto from the Premises, and air control facilities. ARTICLE 16: FEDERAL AVIATION ADMINISTRATION 16.1) Tenant agrees: (I) to prevent any operation on the Premises which would produce electromagnetic radiations of a nature which would cause interference with any existing or future navigational aid or communication aid serving Auburn Municipal Airport. or which would create any interfering or confusing light or in any way restrict visibility at the Airport; and samemmor Spanallighti COA Adinin Bldg,&Land Leikse Resolution 5562 Page 18 of 27 LEASE VI 1116/20 (11)to prevent any use of the Premises, which would interfere with landing or taking off of aircraft at Auburn Municipal Airport, or otherwise, constitute an aviation hazard. 16.2) Landlord reserves the right during the term of this Lease or any renewal and/or extension thereof to install air navigational aids including lighting. in, on, over, under, and across the Premises in the exercise of any of the rights hereof. Landlord agrees to give Tenant no less than ninety (90)days' written notice of its intention to install such air navigational aids. ARTICLE 17: NON-DISCRIN11NATION 17.1) Tenant for himself, his heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof,does hereby covenant and agree that in the event facilities are constructed, maintained, or otherwise operated on the Premises described in this lease agreement for a purpose for which a Department of Transportation ("DOT") program or activity is extended or for another purpose involving the provision of similar services or benefits, the Tenant shall maintain and operate such facilities and services in compliance with all other requirements imposed by 49 C.F.R. Part 21 as now enacted or as hereafter amended. 17.2) Tenant for themselves, their personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree that: 1) no person on the grounds of race, color, sex, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to. discrimination in the use of said facilities, 2) that in the construction of any improvements on, over, or under the Premises and the furnishing of services thereon, no person on the grounds of race, color, sex, or national origin shall be excluded from participation in.denied the benefits of, or be otherwise subjected to discrimination,and 3)that the Tenant shall use the Premises in compliance with all other requirements imposed by 49 C.F.R. Part 21 as now enacted or as hereafter amended. 17.3) If the tenant breaches any of the above non-discrimination covenants, Landlord shall have the right to terminate this Lease agreement and to re-enter and repossess said Premises and the facilities thereon. and hold the same as if said lease agreement has never been made or issued. This provision does not become effective until the procedures of 49 C.F.R. Part 21 are followed and completed, including expiration of appeal rights. 17.4) Tenant shall furnish its accommodations and/or services on a fair. equal. and not unjustly discriminatory basis to all users thereof and it shall charge fair, reasonable, and not unjustly discriminatory prices for each unit or service. provided that Tenant may be allowed to make SpanaFlighti COA Admin Bldg.&Land Lease Resolution 5362 Page 19 of 27 I. LEASE VI 11/W20 reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. 17.5) Noncompliance with Article 17 above shall constitute a material breach thereof and. in the event of such noncompliance, Landlord shall have the right to terminate this Lease and the estate hereby created without liability therefor or, at the election of the Landlord or the United States, either or both said Governments shall have the right to judicially enforce the provisions of said Article 17.4. 17.6) Tenant agrees that it shall insert Articles 17.1 — 17.5 in any lease, license, or sublease agreement by which said Tenant grants a right or privilege to any person, firm, or corporation to render accommodations and/or services to the public on the Premises herein leased. 17.7) The Tenant assures that during this tenancy it will undertake an Affirmative Action program as required by 14 C.F.R. Part 152,Subpart E to ensure that no person shall on the grounds of race, creed, color, national origin, or sex, be excluded from participating in any covered employment activities. . The Tenant assures that no person shall be excluded on these grounds from participating in or receiving the services or benefits of any program or activity covered by this Sub-part E. The Tenant assures that it will require that its covered suborganizations provide assurances to the Tenant that they similarly will undertake Affirmative Action programs.and that they will require assurances from their suborganizations, as required by Subpart E, to the same effort. ARTICLE 18: ATTORNEY'S FEES AND COSTS If by reason of default on the part of either party to this Lease agreement it becomes necessary to employ an attorney to recover any payments due hereunder or to enforce any provision of this Lease, the prevailing party, whether such party be the successful claimant or the party who successfully defended against the claim of the other party, shall be entitled to recover a reasonable attorney's fee and to be reimbursed for such costs and expenses as may have been incurred by such prevailing party. ARTICLE 19: MISCELLANEOUS 19.1 Signage. Tenant shall have the right at their sole cost and expense to install and maintain one wall mounted, illuminated or non-illuminated sign on the Administration building and the modular building. Tenant shall also have the right at their sole cost and expense to install a sign on the existing monument sign. the cost of which utilization of private signage on airport property Spanallighti( Admin Bldg.& Land Lea Resolution 5562 Page 20 of 27 LEASE VI 11/16/20 is incorporated into the Lease costs. Any additional wall mounted or free standing signage shall be subject to separate cost considerations and will be addressed in a separate addendum to this Lease. All signage shall be subject to and in accordance with the ACC 18.56. and Airport design standards, if any. No sign will be allowed that may be confusing to aircraft pilots or automobile drivers or other traffic. 19.2) Security. Landlord shall have no obligation to provide security to the Premises. If reasonably required by Landlord. Tenant shall provide adequate lighting to provide for all-night illumination of the Taxilane apron of all buildings on the Premises. including aprons. aircraft tiedown areas, vehicular parking lots, and pedestrian walkways surrounding the Premises. Tenant may,but need not,employ security persons. If at any time during the term of this Lease,additional security requirements are imposed on the Auburn Municipal Airport by the FAA or any other agency having jurisdiction, and such additional security requirements apply to the Premises, Tenant agrees to comply with said security requirements that affect the Premises, at Tenant's sole expense, upon being notified of such requirements in writing by Landlord. If Landlord is fined by FAA for a security violation caused by negligence of Tenant , or any of Tenant's sub-Tenants, Tenant shall immediately reimburse Landlord upon demand. 19.3) No Brokers. Tenant represents and warrants to Landlord that it has not engaged any broker, tinder or other person who would be entitled to any commission or fees in respect of the negotiation, execution or delivery of this Lease and shall indemnify and hold harmless Landlord against any loss, cost, liability or expense incurred by Landlord as a result of any claim asserted by any such broker. finder or other person on the basis of any arrangements or agreements made or alleged to have been made by or on behalf of Tenant. 19.4) Regulatory Compliance. The Tenant agrees. at its sole cost and expense. to conform to, comply with and abide by all lawful rules, codesordinances, requirements, orders, directions, laws, regulations and standards of the United States, the State of Washington,and City of Auburn or agency of any of said entities, including rules and regulations of Landlord. including without limitation those relating to environmental matters, and regulations set forth by the Environmental Protection Agency, now in existence or hereafter promulgated, applicable to the Tenant's use and operation of said Premises. including the construction of any improvements thereon, and not to permit said Premises to be used in violation of any of said rules,codes, laws or regulations. Tenant shall pay all costs, expenses, liabilities, losses, damages, fines, penalties, claims, and demands, including reasonable counsel fees, that may in any manner arise out of or be imposed because of the failure of Tenant to comply with the covenants of this section. 19.5) Liens & Insolvency. Tenant shall keep the Premises free from any liens. In the event Tenant becomes insolvent,voluntarily or involuntarily bankrupt,or if a receiver,assignee or other Spanal COA Admin Bldg.& Land Lease Resolution 5562 P .c210127 mow LEASE VII1/16/20 liquidating officer is appointed for the business of the Tenant, then the Landlord may cancel this Lease at Landlord's option. 19.6) Non Waiver. Waiver by Landlord of any term. covenant or condition herein contained or any breach thereof shall not be deemed to be a waiver of such term, covenant, or condition or of any subsequent breach of the same or any other term,covenant, or condition herein contained. 19.7) Force Majeure. Except for the payment of Rent,Additional Rent or other sums payable by Tenant to Landlord,time periods for Tenant's or Landlord's performance under any provisions of this Lease shall be extended for periods of time during which Tenant's or Landlord's performance is prevented due to circumstances beyond Tenant's or Landlord's control, including without limitation, strikes, embargoes, shortages of labor or materials, governmental regulations. acts of God, war or other strife. 19.8) Severability. If any term, covenant, or condition of this Lease (or part thereof) or the application thereof to any person or circumstance is, to any extent, invalid or unenforceable, the remainder of this Lease (and/or the remainder of any such term, covenant or condition), or the applicability of such term, covenant or condition to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby and each term,covenant or condition (or part thereof) of this Lease shall be valid and be enforced to fullest extent permitted by law. 19.9) Choice of Law Inte 'ration and lnte .retation. This Lease and the rights of the parties hereunder shall be governed by and interpreted in accordance with the laws of the State of Washington and venue for any action hereunder shall be in king County, Washington.This Lease, together with any subsequent amendments or addendums, constitutes the entire agreement of the parties and no other understandings, oral or otherwise, regarding this Lease shall exist or bind any of the parties.All captions.headings or titles in the paragraphs or sections of this Lease are inserted for convenience of reference only and shall not constitute a part of this Lease or act as a limitation of the scope of the particular paragraph or sections to which they apply.Construction of this Lease shall not be affected by any determination as to who is the drafter of this Lease,this Lease having been drafted by mutual agreement of the parties. 19.10) Gate Cards. Tenant shall coordinate with the Airport Manager upon Commencement of the Lease to determine and checkout the appropriate number of gate cards needed for sufficient operations at the Airport. Tenant shall be responsible for the management of the gate cards issued and responsible for the actions of any person that gains access using the cards and shall not make the gate cards available to anyone not affiliated with Tenants operations. Tenant shall promptly report any gate cards that have been lost, stolen or not returned to the Airport Office and must obtain replacement cards per the current fee schedule prices. Upon termination or expiration of the Spinal I IghL t.ON Admin 13Idg.&Land Lease Resolution 5562 page 22 0(27 LEAS'V I 11,16120 Lease without any extensions thereof. Tenant shall immediately and without notice or demand return the gate cards to the Office of the Airport Manager. 19.11) Gate Codes. Gate codes will be provided for personnel gate access onto the Airport. Gate codes are subject to change as determined and in the sole discretion of the Landlord. Tenant shall be notified prior to changing of the gate codes and it shall be the responsibility of the Tenant to notify their customers and employees of said change.Tenant shall immediately notify the Landlord and the office of the Airport Manager if the codes need to be changed to prevent access from a customer or employee to maintain security. 19.12) Authority. Each party hereto warrants that it has the authority to enter into this Lease and to perform its obligations hereunder and that all necessary corporate action to authorize this transaction has been taken,and the signatories,by executing this Lease.warrant that they have the authority to bind the respective parties. 19.13) Airport Rules and Regulations. Tenant, Tenant's customers, guests, representatives, directors. officers and employees, are subject to and shall at all times abide by the Airport Rules and Regulations as may be amended from time to time. A copy of which are located at aubummunicipalairport.comidocuments-and-forms and are hereby incorporated by this reference. ARTICLE 20: SIGNATURE By signing in the space below, the TENANT ACKNOWLEDGES HAVING READ AND UNDERSTOOD AND AGREES TO THE CONTENTS OF THIS AGREEMENT. [Signatures on following page] Spanal light, CO.1 Admin Bldg,61 Land Lease Resolution 5562 Page 23 of 27 LEASE V1 11/16/20 Dated and Signed this I day of 1)04.4:0A1/411", 20 14). SPANAFLIGHT, LLC: c... STATE OF WASHINGTON ) )ss. County of piesc.e. ) The undersigned Notary Public hereby certifies: That on this lip day of let_txvir • 2010 ,personally appeared before me 1)cylikAriS ittr (name). tAine,c (title).thine known to he the individual(s)described in and who executed the within instrument,and acknowledged that he/she signed and sealed the same as his/her free and voluntary act and deed, for the purposes and uses therein mentioned.and on oath stated that he/she was duly authorized to execute said document on behalf of In Witness Whereof 1 have hereunto set my hand and affixed my official seal the day and year first above written. 0011111101,1 \\``‘ \I A N 1/4, Notary Public in and for the State of Washington. Residing at'cm c CSYvvNt My commission expires ,5•10. ..C).14 170io e4u •4111 Or • ////714,1-6.:6 tit ,s‘‘. SpanaF light/COA Admin Bldg.&Land Lease Resolution 5562 Page 24 01'27 LEASE VI II/16/2U Dated and Signed this { _day of t, bev . 20 70 CITY OF AUBURN: • sk FANCY KUS, Mayor Approved as to form: VefLk- (jArIAJ City Attorney: Kendra Comeau STATE OF WASHINGTON ) ss. County of VA 1,1(.1 ) The undersigned Notary Public hereby certifies: That on this Vb day ofZeLeM X 20 ELD, personally appeared before me ian(, \W(--US (name). M Ok i Cx v Ok m (title), to me known to he the individual(s)described in and Who executed the within instrument, and acknowledged that he/she signed and sealed the same as his/her free and voluntary act and deed, for the purposes and uses therein mentioned. and on oath stated that he/she was duly authorized to execute said document on behalfof Gki4 Ninon In Witness Whereof I have hereunto set my hand and affixed my official seal the day and year first above written. %•\\\‘\\1\lttlll' *OH SCy I,, •r,��sSlO. A,��( iiNotary Public in and for the State of Washington, , Residing at W, \ =" 20X198 y My commission expires k4� N081.‘G /,llll�;tWASN\�.�``' SpanaFl fight/C OA W_W Admin Bldg.&Land Luse Resolution 5562 Page 25 0I'27 LEASE V t 11/16/20 IB SpanaFlight Premises inEtXheHAirpiTA ortAdministration Building . • , . . — t ,. ,. . ... , A , ,,, • e, 0 , ... ' , ' t • 414 1 * .. 1 A ° -°:: .,-»-• I * '°4° 4 * 4`'."4,..'",4,.'";47, 4 „ 4 (74*. 1 4 ' , 4 gst ..b„...voweetAtul atendraent..f the‘oframut Alma kat (IIISSiC 1 teheopier Corp, C(1A, Airport 4(H)Bldg.Lease—Exhibit A Resolution 5560 Page 26 of 27 LEASE VI 11/16/20 EXHII 3T B Land Lease Area a �.a+,�€n•san r4,41 =.� \A'''' d'N#txgG ro ad "r-4.. , a W �a u��` aF • C iassiL Llelicrspter Corp/COA Airpssrt 400 Bldg.Lease—E?th tsit B Resolution 5560 Page 27 of 27