HomeMy WebLinkAboutExhibit F - FutureDevelopmentAgrmnt FULLY EXECUTEDEXHIBIT F
AIRPORT FUTURE, DEVELOPMENT AGREEMENT
BETWEEN TILE CITY OF AUBURN AND NORMANY AIRCRAFT
THIS AGREEMENT is entered into by the City of Auburn ("CITY") and Normandy
Aircraft ("NORMANDY") and is intended to be a companion and mutually executed instrument
to the standard lease agreement for business use and occupancy ("pease") at the Auburn Municipal
Airport between the CITY and NORMANDY,
WHEREAS, NORMANDY is a current business engaged in aircraft maintenance, aircraft
restoration, part 91, 135 & 141 services, annual and conditional inspections and pre -buy
inspections that operates out of Norman Grier Field; and,
WHEREAS, on October 21, 2019, the Auburn City Council approved Resolution No. 5458
authorizing the Mayor to negotiate and execute a formal lease agreement that substantially meets
the ternis contained within the term sheet attached to the Resolution; and,
WHEREAS, the Auburn City Council's approval of Resolution No. 5458 was premised on
the execution of a companion agreement to the lease agreement addressing NORMANDY's intent
to develop permanent business facilities for its operation at the Auburn Municipal Airport; and,
WHEREAS, this Agreement upon mutual execution will require NORMANDY to perform
certain tasks within given time periods for the design, finance, construction and/or occupancy of
permanent office and hangar space at the Auburn Mtuiicipat Airport; and
NOW THEREFORE, IT IS HEREBY AGREED by the parties as follows:
NORMANDY shall proceed and in good faith work with Airport Management and other
City staff towards the financing, design; construction -and- occupancy -of permanent office and
hangar space at the Auburn Municipal Airport in full accordance with the following performance
measures and timelines:
SECTION I
Performance Measures and Timeframes
Performance Measure No. 1: Prepare and submit by September 1, 2022, a pre -application.
conference application to the CITY for the development; of permanent office and hangar space at
the Auburn Municipal Airport.
Performance Measure No. 20 Prepare and submit to the CITY by December 1, 2022 a
Letter of Development Intent with the site development location, square footage, size of building,
number of building stories and associated site development features (i.e, parking spaces,
landscaping, etc., signage) and services to be provided.
Performance Measure No. 3: Prepare and submit to the CITY by January 1, 2023, a pro -
forma document addressing in substantive detail all development costs for the design, permitting,
construction, and occupancy of permanent office and hangar space at the Auburn Municipal
Airport.
Performance Measure No. 4: Prepare and submit to the CITY by March 1, 2023 written
and verifiable evidence of financing from an accredited financial institution_ for the design,
permitting, and construction of a permanent office and hangar space at the Auburn Municipal
Airport that is consistent with the project descriptions provided in Performance Measures 2 and 3.
Performance Measure No. 5: By April 1, 2023, SEPA and Land Use applications must
be submitted to the CITY and within 30 days of expiration of the appeal period for the SEPA
approval, submit all building and civil designs to the CITY. This performance measure will require
Normandy to submit by April 1, 2023, all required written studies, supporting documentation, and
plans prepared by licensed professionals in the State of Washington, as required by the
applications.
Performance Measure No. 6: Participate in good faith in all required review activities
required for submitted building, land use, environmental and civil applications and respond within
a maximum of six (6) weeks to CITY issued written comments. CITY will also respond within six
(6) weeks to submittals and resubmittals by NORMANDY.
Performance Measure No. 7: Complete all required building, land use, environmental
and civil application reviews with the CITY by December 31, 2023.
Performance Measure No. S: Enter into a Lease Agreement or development partnership
with the City or another Auburn Airport Landlord for space currently built or being built on the
Auburn Municipal Airport andsubmit any required financial sureties, performance guarantees or
other written documentation as may be required by the CITY no later than January 31, 2024.
Performance Measure No. 9: Initiate site and building construction activities no later than
March 31, 2024 for the construction ofpermanent office and hangar space at the Auburn Municipal
Airport,
Performance Measure No, 10: Obtain occupancy approval and occupy said permanent
office and hangar space by December 31., 2024.
SECTION II.
CITY Performance
In recognition of the CITY's interest of having a permanent hangar/office facility
constructed and operated by NORMANDY at the Auburn Municipal Airport, the CITY shall
endeavor to provide ongoing and consistent high duality customer service to NORM. ANDY and
shall work with NORMANDY to assist NORMANDY in meeting its obligations as stated herein
without undue or intentional delays in activities or responsiveness by the NORMANDY. The
CITY shall meet periodically with NORMADY to monitor its development progress and advise
NORMANDY of steps it would recommend to accommodate future steps in NORMANDY's
development, to accomplish the purposes in this Agreement. The City shall provide written
information needed or requested by NORMANDY in a timely manner as it proceeds to comply
with the performance measures stated herein. The CITY shall notify NORMANDY in a timely
manner of changes in City policies or business practices pertaining to the Auburn Municipal
Airport: that could directly or indirectly impact NORMANDY's ability to comply with the
performance measures,
SECTION III
Relocation to a facility developed or owned by a third party
Under this agreement NORMANDY shall have the right to relocate their operations to
another facility within the Auburn Municipal Airport property having been developed or in the
process of being developed by a third party. Should NORMANDY elect to locate into another
facility developed by a third party NORMANDY must provide the CITY notice of its intent to
relocate together with a term sheet describing the basic terms to include at a minimum: location of
the facility, the lease term, lease rate and lease commencement executed by both NORMANDY
and the third party lessor, Execution of a formal Lease Agreement is subject to the timeline
described in Performance Measure 8 above. Relocation into a facility developed by a third party
shall satisfy the terms of this agreement and this agreement shall so terminate.
SECTION IV
Default
Subject to extensions of time by mutual consent in writing, failure or delay by
NORMANDY to perform any term or provision of this Agreement shall constitute a default both
of this AGREEMENT and a breach of contract of the executed lease agreement for temporary use
and occupancy of space at the Auburn Municipal Airport that may lead to termination by the CITY
of said lease agreement. In the event of alleged default or breach of any terms or conditions of this
Agreement, -the CITY shall provide NORMANDY not -less than seven (7) calendar days notice in
writing specifying the nature of the alleged default and the manner in which said default may be
cured. During this seven (7) calendar day notice period, NORMANDY shall not be considered in
default for purposes of termination or institution of legal proceedings.
After notice and expiration of the seven (7) calendar day notice period if such default has
not been cured or is not being diligently cured in the manner set forth in the notice the CITY may
at its option institute legal proceedings pursuant to this Agreement.
SECTION V
Dispute resolution
In the event, of a dispute regarding the interpretation of this Agreement where there is not
already a procedure provided for in the Agreement each party will attempt to resolve the dispute.
If the Parties cannot resolve the dispute, any of the Parties may request mediation. The Parties will
agree on a mediator. If Parties cannot agree on a mediator within ten (10) calendar days of any
party requesting mediation each Party will choose a mediator and the two mediators will choose a
third to mediate the dispute. If mediation. fails this matter shall be heard in the Superior Court of
King County Washington.
SECTION V..1
Extensions
This Agreement and all terms, timeframes and conditions stated herein may only be extended
by the CITY.
SECTION VII:
Termination
This Agreement shall terminate upon full completion of all Performance Measures or upon
Normandy agreeing to a separate Lease for facilities developed by a third party on the Auburn
Municipal Airport property.
SECTION 'VIII
Parties in Interest
This Agreement shall be binding upon and the benefits and obligations provided for herein
shall inure to and bind the parties hereto and their respective successors and assigns provided that
this section shall not be deemed to permit any transfer or assignment otherwise prohibited by this
Agreement This Agreement is for the exclusive benefit of the parties hereto and it does not create
a contractual relationship with or exist for the benefit of any third party including contractors sub-
contractors and their sureties.
SECTION IX
Costs to Prevailing Party(ies)
In the event of such litigation or other legal action to enforce any rights, responsibilities or
obligations under this Agreement, the prevailing party(ies) shall be entitled to receive its
reasonable costs and attorney's fees.
SECTION X
Applicable Law
This Agreement 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 Ding County Washington provided however that it is agreed and understood that any
applicable statute of limitation shall commence no later than the last day of the date of termination
as specified herein.
SECTION XI
Nondiscrimination
None of the Parties shall discriminate on the basis of any protected class as defined by any
state, federal or local ordinance including but not limited to race color national origin disability
age or sex in the performance of this Agreement.
SECTION XII
Captions, Headlines and Titles
All captions headings or titles in the paragraphs or sections of this Agreement are inserted
for convenience of reference only and shall not constitute a part of this Agreement or act as a
limitation of the scope of the particular paragraph or sections to which they apply. Terms not
specifically defined in this Agreement shall have the same definition as in the applicable section
of the Auburn City Code. As used herein, where appropriate, the singular shall include the plural
and vice versa and masculine, feminine and neuter expressions shall be interchangeable.
Interpretation or construction of this Agreement shall not be affected by any determination as to
who is the drafter of this Agreement, this Agreement having been drafted by mutual agreement of
the parties.
SECTION Xilli
Severable Provisions
Each provision of this Agreement is intended to be severable. If any provision hereof is
illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the validity
of the remainder of this Agreement.
SECTION XI'V
Entire Agreement
This Agreement contains the entire understanding of the parties hereto in respect to the
transactions contemplated hereby and supersedes all prior agreements and understandings between
the parties with respect to such subject matter.
SECTION XV
Authority to Sign
Signatories to this Agreement warrant and agree that they are duly authorized to sign the
Agreement on behalf of the CITY and NORMANDY.
SE CI'ION X.'VI
Counterparts
This Agreement may be executed in multiple counterparts, each of which shall be one and
the same Agreement and shall become effective when one or more counterparts have been signed
by each of the parties and delivered to the other parties.
CITY OF AUBURN
S IGANTURE:
NAME:
TITLE:
DATE: I
;APPROVED AS M FORM
TANYA KOCH
Notary Public
State of Washington
Commission # 145121
My Comm. Expires Sep 20, 2023
NORMANDY AIRCRAFT
SIGNATURE:
NAME: Go-crt,) ,L )-*FPn-t>
TITLE:
DATE: