Loading...
HomeMy WebLinkAbout2956 (2) 1 RESOLUTION NO 2 9 5 6 2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, 3 WASHINGTON, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE ' CONSENT OF CITY TO SUBLEASE PREMISES AT AUBURN MUNICIPAL 4 _AIRPORT BETWEEN THE CITY AND AUBURN FLIGHT SERVICES, INC 5' 6 WHEREAS, pursuant to Section 18 of the Lease Agreement entered into between the CITY OF AUBURN and SKY SERVICES,, INC 8 as amended, the CITY must consent to any assignment or 9 sublease of any part of the premises located at the Auburn 10 Municipal Airport; and 11 WHEREAS, SKY SERVICES, INC has requested permission to 12 enter into a sublease with AUBURN FLIGHT SERVICES, INC 13 NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, 14 WASHINGTON, IN A REGULAR MEETING DULY ASSEMBLED, HEREWITH " 15 RESOLVES AS FOLLOWS 16 Section 1 The Mayor and City Clerk of the City of 17 Auburn are herewith authorized to execute Consent of City to 18 Sublease A copy of said Consent is attached hereto, 19 denominated as Exhibit "A" and made a part hereof as though 20 set forth in full herein 21 Section 2 The Mayor is hereby authorized to implement 22 such administrative procedures as may be necessary to carry 23 out the directives of this legislation 24 25 26 Resolution No 2956 April 30, 1998 Page 1 1 DATED this 4`h day of May, 1998 2 3 CITY OF AUBURN 4 6 CHARLES A BOOTH MAYOR 7 8 9 ATTEST 10 11 12 Danielle E Daskam, 13 City Clerk 14 15 APPROVED AS TO FORM 16 17 18 Michael J eynolds, 19 City Attorney 20 21 22 23 24 25 26 Resolution No 2956 April 30, 1998 Page 2 CONSENT OF CITY TO SUBLEASE PURSUANT to Section 18 of the Lease Agreement entered into between the CITY OF AUBURN and SKY SERVICES, INC as amended, the CITY must consent to any assignment or sublease of any part of the premises SKY SERVICES, INC. , whose address is 1725 "E" Street Northeast, Auburn, WA 98002 , has requested permission to enter into a sublease with AUBURN FLIGHT SERVICES, INC. , whose address is 506 23`d Street Northeast, Auburn, WA 98002 THE CITY hereby consents to the sublease, with the following conditions 1 The sublessee shall incorporate into the sublease the following provisions of the Lease Agreement between the CITY and SKY SERVICES, INC , including all amendments to the Lease Agreement public liability insurance requirements, indemnification, use of public airport facilities, maintenance and repairs, cleanliness and waste, personal property taxes, and property insurance and waiver of subrogation Sublessee shall be required to comply with all of the above-mentioned provisions, including but not limited to, the insurance requirements of the Lease Agreement as amended in Consent to Sublease Auburn Flight Resolution No 2956 Exhibit 'A April 30, 1998 Ic\agree\ccs-af} Page 1 naming the CITY as additional insured Sublessee shall provide a Certificate of Insurance to the CITY prior to commencing occupancy under the sublease 2 Sublessee shall agree to defend, indemnify and hold the CITY harmless under the indemnification provisions of the Lease Agreement as amended 3 The term of the sublease shall not exceed the term of the Lease Agreement, as amended 4 A copy of the signed sublease shall be filed with the CITY prior to occupancy VA DATED this Pp day of May, 1998 CITY OF AUBURN CHARLES A BOOTH MAYOR ATTEST 4 Dan lie E Daskam, City Clerk Consent to Sublease Auburn Flight Resolution No 2956 Exhibit 'A April 30, 1998 {c\agree\ccs-af) Page 2 APPROVED AS TO FORM ichael' Y Re nolds, City Attorney AUBURN FLIGHT SERVICES, INC BY / pB i6 .'V;ete_ — Title -pjn,(p(l„..Zi STATE OF WASHINGTON ) ) ss COUNTY OF KING On this ,�.N day of u%� , 1998, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared to me known to the At:57lye,-/< , of AUBURN FLIGHT SERVICES, INC , who executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said AUBURN FLIGHT SERVICES, INC. , for the uses and purposes therein mentioned, and on oath stated that he is authorized to execute said instrument on behalf of said AUBURN FLIGHT SERVICES, INC IN WIII SS WHEREOF, I have hereunto set my hand and affix A-7) i @ a1 seal on/2h date /hh�erei above set forth 1.;:r ��S Nvto 'Jo'? 1 �Z r�iCl i tom” /� � `,✓" `r$QTAR p S //,CCU �J 1 -r,-J�e�J ti ; NOTARY PUBLIC in and for the State PUBLIC ; of Washington, residing at //JRJ/I � 7e o � "' S MY COMMISSION EXPIRES /oZ -2f D/ 1(y 29 I °F WASO Consent to Sublease Auburn Flight Resolution No 2956 Exhibit 'A April 30 1998 [c\agree\ccs-af) Page 3 . -- SKY SERVICES, INC. LEASE with AUBURN FLIGHT SERVICES, INC. TABLE OF CONTENTS Section Title Page 1 Basic Lease Terms. 1 2 Pemises .2 3 Term .2 4 Rent .2 5 Prepaid Rent. .2 6 Deposit. .3 7 Use of Premises and Project Facilities .3 8 Signage .3 9 Personal Property Taxes .3 10 Parking. .3 11 Utilities .3 12 Maintenance. 4 13 Alterations. 4 14 Release and Indemnity 4 15 Insurance. 4 16 Destruction. .5 17 Condemnation. .5 18 Assignment or Sublease. V . . .6 19 Default .6 20 Remedies. 7 21 Entry on Premises. .8 22 Subordination. .8 23 Notice. .9 24 Waiver .9 25 Surrender of Premises;Holding Over. .9 26 Mortgagee Protection. 10 27 Limitation of Liability 10 28 Miscellaneous Provisions. 10 29 Toxic or Hazardous Substances. . .1 30 Other 11 31 Execution of Agreement by Corporation and Guaranty l 1 I 32 City Rules and Regulations. 12 33 No Smoking 12 34 Early Termination and First Right of Refusal to Purchase or Lease Entire Project. 12 35 Renewal Option. 12 36 Early Termination by Tenant on Failure to Reach Agreement on Purchase Terms 12 Exhibits A. The Premises. 14 B The Project. 14 B.1 Legal Description 15 l ` SKY SERVICES, INC. LEASE with AUBURN FLIGHT SERVICES, INC. 1. BASIC LEASE TERMS CQ .r a. DATE OF LEASE EXECUTION: .April 1, 1998 b. TENANT .Auburn Right Services,Inc. Trade Name: .Auburn Flight Services, Inc. Address(Leased Premises): 1725 "E" Street NE,Auburn WA 98002 Address(For Notices): Same c. LANDLORD: Sky Services, Inc. Address(For Notices): 1134 Battle Ridge Drive Independence KY 41051 d. TENANT'S USE OF PREMISES. .Aircraft Related e. PREMISES AREA. .Portion of Building: 6424(approximate)Rentable Square Feet, .plus outdoor area of approximately three(3)acres. f. PROJECT AREA. Total Building=7950 (approximate) Square Feet g. PREMISES PERCENT OF PROJECT Building Only 81% k TERM OF LEASE. Commencement: April 1, 1998 Expiration: .March 31, 2003 Number of Months: 60 i. BASE MONTHLY RENT .$2,430.00,plus variable ground rent(currently$1,975 46) payable to the City of Auburn j. RENT ADJUSTMENT None,except ground rent k PREPAID RENT .(First Month)$2,430.00,plus ground rent 1. TOTAL SECURITY DEPOSIT $2,430.00, including a$250 00/non-refundable cleaning fee m. BROKER(S): None n. BROKERAGE COMMISSION PAYABLE BY None o. GUARANTORS: Tenant's Officers p. ADDITIONAL EXHIBITS Additional Exhibits lettered A and B are attached hereto and made a part hereof. If none, so state in the following space COMMERCIAL LEASE AGREEMENT- 1 LANDLORD'S INITIALS:— TENANT'S INITIALS: / "-or " Section 1 represents a summary of the basic terms of this Lease. In the event of any inconsistency between the terms contained in Section I and any specific clause of this Lease, the terms of the more specific clause shall prevail. 2. PREMISES. Landlord hereby leases to Tenant and Tenant leases from Landlord, those certain Premises described in Section 1 and in Exhibit A attached hereto (the"Premises"), located in this Project described on Exhibit B (the 'Project"). BY ENTRY ON THE PREMISES, TENANT ACKNOWLEDGES THAT IT HAS EXAMINED THE PREMISES AND ACCEPTS THE PREMISES IN THEIR PRESENT CONDITION. Notwithstanding any provision to the contrary this Lease is a sublease and is subordinate to and subject to the terms and conditions of the master ground lease entitled "Fixed-Base Lease At Auburn Airport" dated February 27 1978, between the city of Auburn as Landlord, and Sky Services, Inc., as Tenant, together with any Addenda thereto ("Master Ground Lease"). Tenant herein acknowledges that it has had the opportunity to review said Master Ground Lease and agrees to comply with all terms and conditions therein. Landlord reserves the right for itself, its assigns or sublessees to use in common with Tenant the paved taxiways and, as designated by Tenant, three vehicle parking spaces and one airplane tie-down area. 3. TERM. The term of this Lease shall be for the period set forth in Section 1, commencing on the date set forth in Section 1. 4. RENT. a. Rent. Tenant shall pay Landlord a monthly base rent in the initial amount set forth in Section 1, which shall be payable monthly in advance on the first day of each and every calendar month ("Base Monthly Rent"); in addition, Tenant shall pay Landlord monthly the ground rent payable to the City of Auburn pursuant to the Master Ground Lease. b. Rent Adjustment None in Base Monthly Rent c. Rent Without Offset and Late Charge. All rent shall be paid by Tenant to Landlord monthly in advance on the first day of every calendar month at the address shown in Section 1 or such other place as Landlord may designate in writing from time to time. All rent shall be paid without prior demand or notice and without any deduction or offset whatsoever. All rent shall be paid in lawful currency of the United States of America. All rent due for any partial month shall be prorated at the rate of 1/30 of the total monthly rent per day Tenant acknowledges that late payment by Tenant to Landlord of any rent or other sums due under this IPace will cause C�; Landlord to incur costs not contemplated by this Lease, the exact amount of such costs being �. ) . extremely difficult and impracticable to ascertain. Such costs include, without limitation, t/ 'dir.�^ processing and accounting charges and late charges that may be imposed on Landlord by the terms of any encumbrance or note secured by the Premises. Therefore, if any rent or other sum due from Tenant is not received when due, Tenant shall pay to Landlord an additional sum equal to 10% of such overdue payment. Landlord and Tenant hereby agree that such late charge represents a fair and reasonable estimate of the costs that Landlord will incur by reason of any such late payment Additionally, all such delinquent rent or other sums, plus this late charge, shall bear interest at the then maximum lawful rate permitted to be charged by Landlord. Any payments of any kind returned for insufficient funds will be subject to an additional handling charge of$25.00. 5. PREPAID RENT. Upon the execution of the Lease, Tenant shall pay to Landlord the prepaid rent set forth in Section 1, and if Tenant is not in default of any provisions of this Lease, such prepaid rent shall be applied toward the rent due for the last month of the term. Landlord's obligations with respect to the prepaid rent are those of a debtor and not of a trustee, and Landlord can commingle the prepaid rent with COMMERCIAL LEASE AGREEMENT-2 LANDLORD'S INITIALS. ^��/ TENANT'S INITIALS: _/ Landlord's general funds. In the event the City of Auburn does not consent to this Lease, Landlord shall return within 30 days said prepaid rent and any deposit. 6. DEPOSIT Upon execution of this Lease, Tenant shall deposit with Landlord the amount of the security deposit set forth in Section I in part as security for the performance by Tenant of the provisions of this Lease and in part as a cleaning fee. If Tenant is in default, Landlord can use the security deposit or any portion of it to cure the default or to compensate Landlord for all damage sustained by Landlord resulting from Tenant's default. Upon demand, Tenant shall immediately pay to Landlord a sum equal to the portion of the security deposit expended or applied by Landlord to maintain the security deposit in the amount initially deposited with Landlord. If Tenant is not in default at the expiration or termination of this Lease, Landlord shall return the entire security deposit to Tenant, except for $250.00 (Two-Hundred Fifty); which Landlord shall retain as a non-refundable cleaning fee. Landlord's obligations with respect to the deposit are those of a debtor and not of a trustee, and Landlord can commingle the security deposit with Landlord's general funds. Landlord shall not be required to pay Tenant interest on the deposit. 7 USE OF PREMISES AND PROJECT FACILITIES. Tenant shall use the Premises solely for the purposes set forth in Section 1 and in the Master Ground Lease and for no other purpose without obtaining the prior written consent of Landlord. Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the Premises or with respect to the suitability of the Premises or the Project for the conduct of Tenant's business, nor has Landlord agreed to undertake any modification, alteration or improvement to the Premises or the Project, except as provided in writing in this Lease. Tenant acknowledges that Landlord may from time to time, upon ten (10)day's notice, in its sole discretion, make such modifications,alterations, deletions or improvements to 7O the Project as Landlord may deem necessary or desirable, without compensation to Tenant Tenant shall Th promptly comply with all laws, ordinances, orders and regulations affecting the Premises and the Project, including without limitation any rules and regulations that may be attached to this Lease and to any • reasonable modifications to these rules and regulations as Landlord may adopt from time to time. Tenant will not perform any act or carry on practice that may injure the Premises or the Project; that may be a r��, nuisance or menace to the other Tenants in the Project; or that shall in any way interfere with the quiet enjoyment of such other Tenants. Tenant shall not use the Premises for sleeping, washing clothes, king or the preparation, manufacture or mixing of anything that might emit any objectionable odor, noises, vibrations or lights onto such other Tenants. If sound insulation is required to muffle noise produced by Tenant on the Premises, Tenant, at its own cost, shall provide all necessary insulation. Tenant shall not do anything on the Premises which will overload any existing parking or service to the Premises. Pets and/or animals of any type shall not be kept on the Premises. 8. SIGNAGE. Tenant shall obtain Landlord's written consent, which shall not be unreasonably withheld, before installing any signs upon the Premises. Tenant shall install any approved signage at Tenant's sole expense and in compliance with all applicable laws. Tenant shall not damage or deface the Premises in installing or removing signage and shall repair any injury or damage to the Premises caused by such installation or removal. 9 PERSONAL PROPERTY TAXES. Tenant shall pay before delinquency all taxes, assessments, license fees and public charges levied, assessed or imposed upon its business operations as well as upon all trade fixtures,leasehold improvements, merchandise and other personal property in or about the Premises. 10. PARKING. Landlord hereby grants to Tenant and Tenant's customers, suppliers, employees and invitees, an exclusive license to use the designated parking areas in the Project for the use of motor vehicles during the term of the Lease. Landlord for itself, its agents or sublessees, reserves the right to use in common with Tenant up to three(3)parking stalls to be designated by Tenant 11. UTILITIES. Tenant shall pay for all water, gas, heat, light, power, sewer, electricity, telephone, solid waste, storm drainage,or other service or utility metered,chargeable or provided to the Project COMMERCIAL LEASE AGREEMENT-3 LANDLORD'S INITIALS: ...-_,Is a A TENANT'S INITIALS: Sri • 12. MAINTENANCE. Landlord shall maintain, in good condition, the structural parts of the Premises, which shall include only the foundations, bearing and exterior walls (excluding glass), subflooring and roof (excluding skylights), the unexposed electrical, plumbing and sewage systems, including without limitation, those portions of the systems lying outside the Premises, exterior doors (excluding glass) window frames, gutters and downspouts on the Building. Except as provided above, Tenant shall, at its sole expense, maintain the Premises in good condition and promptly make all repairs necessary to keep the Premises safe and in good condition, including without limitation, maintaining and repairing all walls, floors,ceilings, interior doors, exterior and interior windows and fixtures as well as damage caused by Tenant, its agents, employees or invitees, and all utilities and other systems servicing the Premises; provided,however, the expense of replacing any heating,ventilating and air conditioning systems shall be that of Landlord. Tenant shall maintain and keep clean all exterior and common areas including vehicle and airplane parking areas, taxiways and tie-downs, and shall mow all grass areas and maintain landscaping as needed. Tenant shall also maintain, repair, and/or replace at its sole expense, the following: aircompressor and system; fire extinguishers, oil/water separator system, and waste oil barrels and containment system Upon expiration or termination of this Lease, Tenant shall surrender the Premises to Landlord in the same condition as existed at the commencement of the term, except for reasonable wear and tear or damage caused by fire or other casualty for which Landlord has received all funds necessary for restoration of the Premises from insurance proceeds. 13. ALTERATIONS. Tenant shall not make any alterations to the Premises, or to the Project, including any changes to the existing landscaping,without Landlord's prior written consent, which consent shall not be unreasonably withheld. If Landlord gives its consent to such alterations, Landlord may post notices in accordance with the laws of the state in which the Premises are located. Any alterations made shall remain on and be surrendered with the Premises upon expiration or termination of this Lease, except that C Landlord may, within 30 days before or 30 days after expiration of the term, elect to require Tenant to remove any alterations which Tenant may have made to the Premises, and at its own cost Tenant shall fl restore the Premises to the condition designated by Landlord in its election,before the last day of the term or within 30 days after notice of its election is given,whichever is later. e. Should Landlord consent in writing to Tenant's alteration of the Premises, Tenant shall contract with a /7 contractor approved by Landlord for the construction of such alterations, shall secure all appropriate /L governmental approvals and permits, and shall complete such alterations with due diligence in i mpliance with plans and specifications approved by Landlord. All such construction shall be performed in a manner which will not interfere with the quiet enjoyment of other Tenants of the Project Tenant shall pay all costs for such construction and shall keep the Premises and the Project free and clear of all mechanics' liens which may result from construction by Tenant 14. RELEASE AND INDEMNITY As material consideration to Landlord, Tenant agrees that Landlord shall not be liable to Tenant for any damage to Tenant or Tenant's property from any cause, and Tenant waives all claims against Landlord for damage to persons or property arising for any reason, except for damage resulting directly from Landlord's breach of its express obligations under this Lease which Landlord has not cured within a reasonable time after receipt of written notice of such breach from Tenant Tenant shall indemnify and hold Landlord harmless against all liabilities, damages, costs, and expenses, including attorney's fees, arising out of any damage or loss to any person or property occurring in,on or about the Premises or Tenant's use of the Premises or Tenant's breach of any term of this Lease. 15. INSURANCE. Tenant at its cost, shall maintain public liability and property damage insurance and products liability insurance with a single combined liability limit of not less than$1,000,000,and property damage limits of not less than $500,000, insuring against all liability of Tenant and its authorized representatives arising out of or in connection with Tenant's use or occupancy of the Premises. Public liability insurance,products insurance and property damage insurance shall insure performance by Tenant of the indemnity provisions of Section 14. Landlord shall be named as additional insured. On all its personal property, at its cost, Tenant shall maintain a policy of standard fire and extended coverage COMMERCIAL LEASE AGREEMENT-4 LANDLORD'S INITIAIS: L1 TENANT'S INITIALS: insurance with vandalism and malicious mischief endorsements and all risk coverage on all Tenant's improvements and alterations in or about the Premises, to the extent of at least 90% of their full replacement value. The procerds from any such policy shall be used by Tenant for the replacement of personal property and the restoration of Tenant's improvements or alterations. All insurance required to be provided by Tenant under this Lease shall release Landlord from any claims for damage to any person or to the Premises and the Project, and to Tenant's fixtures, personal property, improvements and alterations in or on the Premises or the Project, caused by or resulting from risks insured against under any insurance policy carried by Tenant and in force at the time of such damage. All insurance required to be provided by Tenant under this Lease: (a) shall be issued by insurance companies authorized to do business in the state in which the Premises are located with a financial rating of at least an A+XII status as rated in the most recent edition of Best's Insurance Reports; (b)shall be issued as a primary policy, and (c)shall contain an endorsement requiring at least 30 days prior written notice of cancellation to Landlord and Landlord's lender, before cancellation or change in coverage, scope or amount of any policy Tenant shall deliver a certificate of copy of such policy together with evidence of payment of all current premiums to Landlord within 30 days of execution of this Lease. Tenant's failure to provide evidence of such coverage to Landlord may, in Landlord's sole discretion, constitute a default under this Lease. 16. DESTRUCTION. If during the term, the Premises or Project are more than 10% destroyed from any cause, or rendered inaccessible or unusable from any cause, Landlord may, it its sole discretion terminate lease by delivery of notice to Tenant within 30 days of such event without compensation to Tenant. If in Landlord's estimation, the Premises cannot be restored within 90 days following such.destruction, then Landlord shall immediately notify Tenant and Tenant may terminate this lease by delivery of notice to Landlord within 30 days of receipt of Landlord's notice. If Landlord does not terminate this lease and if in Landlord's estimation the Premises can be restored within 90 days, then Landlord shall commence to restore the Premises in compliance with then existing laws and shall complete such restoration with due diligence. In such event this lease shall remain in full force and effect, but there shall be an abatement of rent between the date of destruction and the date of completion of restoration,based on the extent to which destruction interferes with Tenant's use of the Premises. 17 CONDEMNATION. O a. Definitions. The following definitions shall apply (1) "Condemnation" means (a) the exercise of any governmental power of eminent domain, whether by legal proceedings or otherwise by condemnor and (b) the voluntary sale or transfer by Landlord to any condemnor either under O' ^ threat of condemnation or while legal proceedings for condemnation are proceeding; (2) "Date of / taking" moans the date the condemnor has the right to possession of the property being €�i.e.... f condemned; (3) "Award" means all compensation, sums or anything of value awarded, paid or received on a total or partial condemnation; and (4) "Condemnor" means any public or quasi- public authority, or private corporation or individual , having a power of condemnation. b. Obligations to be Governed by Lease. If during the term of this Lease there is any taking of all or any part of the Premises or the Project, the rights and obligations of the parties shall be determined pursuant to this Lease. c Total or Partial Taking. If the Premises are totally taken by condemnation, this lease shall terminate on the date of taking. If any portion of the Premises is taken by condemnation, this Lease shall remain in effect, except that Tenant can elect to terminate this lease if the remaining portion of the Premises is rendered unsuitable for Tenant's continued use of the Premises. If Tenant elects to terminate this lease,Tenant must exercise its right to terminate by giving notice to Landlord within 30 days after the nature and extent of the taking have been finally determined. If Tenant elects to terminate this Lease, Tenant shall also notify Landlord of the date of termination, which date shall not be earlier than 30 days nor later than 90 days after Tenant has notified Landlord of its election to terminate;except that this Lease shall terminate on the date of COMMERCIAL LEASE AGREEMENT-5 LANDLORD'S INITIALS: �/J te 2 TENANT'S INITIALS: t / � taking if the date of taking falls on a date before the date of termination as designated by Tenant. If any portion of the Premises is taken by condemnation and this Lease remains in full force and effect, on the date of taking the rent shall be reduced by an amount in the same ratio the total number of square feet in the Premises taken bears to the total number of square feet in the Premises immediately before the date of taking. 18. ASSIGNMENT OR SUBLEASE. Tenant shall not assign or encumber its interest in this Lease or the Premises or sublease all or any part of the Premises or allow any other person or entity (except Tenant's authorized representatives, employees, invitees, or guests) to occupy or use all or any part of the Premises without first obtaining Landlord's consent, which shall not be unreasonably withheld Any assignment, encumbrance or sublease without Landlord's written consent shall be voidable and at Landlord's election, shall constitute a default. If Tenant is a partnership, a withdrawal or change,voluntary, involuntary or by operation of law of any partner, or the dissolution of the partnership, shall be deemed a voluntary assignment. If Tenant consists of more than one person,a purported assignment, voluntary or involuntary or by operation of law from one person to the other shall be deemed a voluntary assignment. If Tenant is a corporation, any dissolution, merger, consolidation or other reorganization of Tenant, or sale or other transfer of a controlling percentage of the capital stock of Tenant, or the sale of at least 25%of the value of the assets of Tenant shall be deemed a voluntary assignment. The phrase controlling percentage" means ownership of and right to vote stock possessing at least 25%of the total combined voting power of all classes of Tenant's capital stock issued, outstanding and entitled to vote for election of directors. This Section 18 shall not apply to corporations the stock of which is traded through an-exchange or over the counter. • No interest of Tenant in this Lease shall be assignable by involuntary assignment through operation of law (including without limitation the transfer of this lease by testacy or intestacy). Each of the following acts shall be considered an involuntary assignment: (a) If Tenant is or becomes bankrupt or insolvent, makes an assignment for the benefit of creditors, or institutes proceedings under the Bankruptcy Act in which Tenant is the bankrupt; or if Tenant is a partnership or consists of more than one person or entity if any partner of the partnership or other person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit of creditors; or (b) if a writ of attachment or execution is levied on this Lease; or (c) if in any proceeding or action to which Tenant is a party, a receiver is appointed with authority to take possession of the Premises. An involuntary assignment shall constitute a default by Tenant and Landlord shall have the right to elect to terminate this Lease, in which case this Lease shall not be treated as an asset of the Tenant. t//�C,19 DEFAULT The following occurrences shall each be deemed an Event of Default by Tenant: `J ,�� a. Failure to Pay Tenant fails to pay any sum, including Rent, due under this Lease. ,�� Vacation/AbandonmenL Tenant vacates the Premises (defined as an absence for at least 15 `' r' consecutive days without prior notice to Landlord), or Tenant abandons the Premises (defined as vJ��an absence of five (5) days or more while Tenant is in breach of some other term of this I Pase). Tenant's vacation or abandonment of the Premises shall not be subject to any notice or right to cure, c. Insolvency Tenant becomes insolvent, voluntarily or involuntarily bankrupt, or a receiver, assignee or other liquidating officer is appointed for Tenant's business, provided that in the event of any involuntary bankruptcy or other insolvency proceeding, the existence of such proceeding shall constitute an Event of Default only if such proceeding is not dismissed or vacated within 60 days after its institution or commencement. d. Levy or Execution. Tenant's interest in this Lease or the Premises, or any part thereof, is taken by execution or other process of law directed against Tenant, or is taken` upon or subjected to no ME COMRCIAL LEASE AGREEMENT-6 LANDLORD'S INITIALS: YJ ,'� TENANT'S INITIALS: �/\( any attachment by any creditor of Tenant, if such attachment is not discharged within 15 days after being levied. e. Other Non-Monetary Defaults. Tenant breached any agreement, term or covenant of this I ncee other than one requiring the payment of money and not otherwise enumerated in this Section, and the breach continues for a period of 30 days after notice by Landlord to Tenant of the breach. 20. REMEDIES. Landlord shall have the following remedies upon an Event of Default. Landlord's rights and remedies under this Lease shall be cumulative, and none shall exclude any other right or remedy allowed by law a. Termination of Lease. Landlord may terminate Tenant's interest under the Lease, but no act by Landlord other than written notice from landlord to.Tenant of termination shall terminate this Lease. The Lease shall terminate on the date specified in the notice of termination. Upon termination of this Lease, Tenant will remain liable to Landlord for damages in an amount equal to the rent and other sums that would have been owing by Tenant under this I ease for the balance of the Lease term, less the net proceeds, if any, of any reletting of the Premises by Landlord subsequent to the termination, after deducting all Landlord's Reletting Expenses (as defined below). Landlord shall be entitled to either collect damages from Tenant monthly on the days on which rent or other amounts would have beenpayable under the Lease, or alternatively, Landlord may accelerate Tenant's obligations under the Lease and recover from Tenant: (i) unpaid rent which had been earned at the time of termination; (ii) the amount by which the unpaid rent which would have been earned after termination until the time of award exceeds the amount of rent loss that Tenant proves could reasonably have been avoided; (iii) the amount by which the unpaid rent for the balance of the term of the Lease after the time of award exceeds the amount of rent loss that Tenant proves could reasonably be avoided (discounting such amount by the discount rate of the Federal Reserve Bank of San Francisco at the time of the award, plus 1%); and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under the Lease, or which in the ordinary course would be likely to result from the Event of Default, including without limitation Reletting Expenses described in Section 20(b). b. Re-Entry and Reletting. Landlord may continue this L-ace in full force and effect, and without demand or notice, re-enter and take possession of the Premises or any part thereof, expel the Tenant from the Premises and anyone claiming through or under the Tenant, and remove the personal property of either Landlord may relet the Premises, or any part of them, in Landlord's or Tenant's name for the account of Tenant, for such period of time and at such \/ 1' N.__ � other terms and conditions, as Landlord, in its discretion, may determine. Landlord may collect \ ,'e . and receive the rents for the Premises. Re-entry or taking possession of the Premises by ','" 'i,I) Landlord under this Section shall not be construed as an election on Landlord's part to terminate s Lease, unless a written notice of termination is given to Tenant. Landlord reserves the right following any re-entry or reletting, or both, under this Section to exercise its rights to terminate the Lease. During the Event of Default, Tenant will pay Landlord the rent and other sums which would be payable under this Lease if repossession had not occurred, plus the net proceeds, if any, after reletting the Premises, after deducting Landlord's Reletting Expenses. Rent collected by Landlord, after reletting the Premises, shall be credited to Tenant's rent obligation. "Reletting Expenses" is defined to include all expenses incurred by Landlord in connection with reletting the Premises, including without limitation, all repossession costs, brokerage commissions, attorneys' fees, remodeling and repair costs, costs for removing and storing Tenant's property and equipment, and reasonable rent concessions granted by Landlord to any new Tenant, prorated over the life of the new lease. COMMERCIAL LEASE AGREEMENT-7 LANDLORD'S INITIALS: ' TENANT'S INITIALS: .Iff c. Waiver of Redemption Rights. Tenant, for itself, and on behalf of any and all persons claiming through or under Tenant, including creditors of all kinds, hereby waives and surrenders all rights and privileges which they may have under any present or future law to redeem the Premises or to have a continuance of this Lease for the Lease term, as it may have been extended. d. Nonpayment of Additional Rent. All costs which Tenant agrees to pay to Landlord pursuant to this Lease shall in the event of nonpayment be treated as if they were payments of Rent, and Landlord shall have all the rights herein provided for in case of nonpayment of Rent. e. Failure to Remove Property If Tenant fails to remove any of its property from the Premises at Landlord's request following an uncured Event of Default, Landlord may, at its option, remove and store the property at Tenant's expense and risk. If Tenant does not pay the storage cost within five (5) days of Landlord's request, Landlord may, at its option, have any or all of such property sold at public or private sale (and Landlord may become a purchaser at such sale), in such manner as Landlord deems proper, without notice to Tenant. Landlord shall apply the proceeds of such sale: (i) to the expense of such sale, including reasonable attorneys' fees actually incurred; (ii) to the payment of the costs or charges for storing such property; (iii) to the payment of any other sums of money which may then be or thereafter become due Landlord from Tenant under any of the terms hereof; and (iv) the balance, if any, to Tenant. Nothing in this Section shall limit Landlord's right to sell Tenant's personal proeprty as permitted by law to foreclose Landlord's lien for unpaid rent. 21. ENTRY ON PREMISES. Landlord and its authorized representatives shall have the right to enter the Premises at all reasonable times for any of the following purposes: (a)To determine whether the Premises are in good condition and whether Tenant is complying with its obligations under this Lease; (b) To do any necessary maintenance and to make any restoration to the Premises or the Project that Landlord has the right or obligation to perform; (c) To post 'for sale"signs at any time during the term, to post `for rent"or "for lease"signs during the last 90 days of the term, or during any period while Tenant is in default (d) To show the Premises to prospective brokers, agents, buyers, Tenants or persons interested in an exchange, at any time during the term; or (e) To repair, maintain or improve the Project and to erect scaffolding and protective barricades around and about the Premises but not so as to prevent entry to the �^ Premises and to do any other act or thing necessary for the safety or preservation of the Premises or the Project. Landlord shall not be liable in any manner for any inconvenience, disturbance, loss of business, C nuisance or other damage arising out of Landlord's entry onto the Premises as provided in this Section 21. `I Tenant shall not be entitled to an abatement or reduction of rent if Landlord exercises any rights reserved in this Section 21. Landlord shall conduct its activities on the Premises as provided herein in a manner 4ha will cause the least inconvenience, annoyance or disturbance to the Tenant For each of these �/ purposes,Landlord shall at all times have and retain a key with which to unlock all the doors in, upon and about the Premises, excluding Tenant's vaults and safes. Tenant shall not alter any lock or install a new or additional lock or bolt on any door of the Premises without prior written consent of Landlord. If Landlord shall give its consent,Tenant shall in each case furnish Landlord with a key for any such lock. 22. SUBORDINATION. Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, and at the election of Landlord or any mortgagee or any beneficiary of a Deed of Trust with a lien on the Project or any ground lessor with respect to the Project, this Lease shall be subject and subordinate at all times to (a)all ground leases or underlying leases which may now exist or hereafter be executed affecting the Project,and(b) the lien of any mortgage or deed of trust which may now exist or hereafter be executed in any amount for which the Project, ground leases or underlying leases, or Landlord's interest or estate in any of said items is speed as security In the event that any ground lease or underlying lease terminates for any reason or any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, Tenant shall, notwithstanding any subordination, attorn to and become the Tenant of the successor in interest to Landlord, at the option of COMMERCIAL LEASE AGREEMENT-8 LANDLORD'S INTI'IALS: TENANT'S INITIALS: �`�� such successor in interest. Tenant covenants and agrees to execute and deliver, upon demand by Landlord and in the form requested by Landlord any additional documents evidencing the priority or subordination of this Lease with respect to any such ground lease or underlying leases or the lien of any such mortgage or deed of trust. Tenant hereby irrevocably appoints Landlord as attorney-in-fact of Tenant to execute, deliver and record any such document in the name and on behalf of Tenant. Provided, that this appointment shall have effect only in the event that Tenant fails to execute and deliver the previously mentioned documents to Landlord upon demand, within forty-eight (48) hours of the demand, excluding weekends and holidays. Tenant, within ten days from notice from Landlord, shall execute and deliver to Landlord, in recordable form, certificates stating that this Lease is not in default, is unmodified and in full force and effect, or in full force and effect as modified, and stating the modifications. This certificate should also state the amount of current monthly rent, the dates to which rent has been paid in advance, and the amount of any security deposit and prepaid rent. Failure to deliver this certificate to Landlord within ten days shall be conclusive upon Tenant that this Lease is in full force and effect and has not been modified except as may be represented by Landlord. 23 NOTICE. Any notice, demand, request, consent, approval or communication desired by either party or required to be given, shall be in writing and served either personally or sent by prepaid certified first class mall, addressed as set forth in Section 1. Either party may change its address by.notification to the other party Notice shall be deemed to be communicated 40 hours from the time of mailing, if mailed, or from time of service, if personally served, as provided in this Section 23 24. WAIVER No delay or omission in the exercise of any right or remedy by Landlord shall impair such right or remedy or be construed as a waiver. No act or conduct of Landlord, including without limitation, acceptance of the keys to the Premises, shall constitute an acceptance of the surrender of the Premises and accomplish termination of the lease. Landlord's consent to or approval of any act by Tenant requiring Landlord's consent of approval shall not be deemed to waive or render unnecessary Landlord's consent to or approval of any subsequent act by Tenant. Any waiver by Landlord of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of the Lease. 25. SURRENDER OF PREMISES; HOLDING OVER, Upon expiration of the term, Tenant shall surrender to Landlord the Premises and all Tenant improvements and alterations in good condition, except for ordinary wear and tear and alterations Tenant has the right or is obligated to remove under the provisions of Section 13 herein. Tenant shall remover all personal property including without limitation all wallpaper, paneling and other decorative improvements or fixtures and shall perform all restoration v made necessary by the removal of any alterations or Tenant's personal property before the expiration of the term, including for example, restoring all wall surfaces to their condition prior to the commencement \ of this Lease. Landlord can elect to retain or dispose of in any manner Tenant's personal property not I Femoved from the Premises by Tenant prior to the expiration of the term. Tenant waives all claims against Landlord for any damage to Tenant resulting from Landlord's retention or disposition of Tenant's 481rsonal property Tenant shall be liable to Landlord for Landlord's costs for storage, removal or disposal CZ of Tenant's personal property If Tenant, with Landlord's consent, remains in possession of the Premises after expiration or termination of the term, or after the date in any notice given by Landlord to Tenant terminating this Lease in accordance with the provisions of this Lease, such possession by Tenant shall be deemed to be a month-to- month tenancy terminable on 30-day notice at any time, by either party All provisions of this Lease, except those pertaining to term and rent, shall apply to the month-to-month tenancy Tenant shall pay a Base Monthly Rent in an amount equal to 125%of the Base Monthly Rent for the last full calendar month prior to the expiration or termination of the term. COMMERCIAL LEASE AGREEMENT-9 LANDLORD'S INITIALS:'s/S �J r TENANT'S INITIALS: f� 26. MORTGAGEE PROTECTION. In the event of any default by Landlord, Tenant will give notice by registered or certified mail to any beneficiary of a deed of trust or mortgagee of a mortgage covering the Premises whose address shall have been furnished to Tenant, and shall offer such beneficiary or mortgagee a reasonable opportunity to cure the default, including time to obtain possession of the Premises by power of sale or a judicial foreclosure, if such should prove necessary to effect a cure. 27 LIMITATION OF LIABILITY Landlord and Tenant agree no shareholders, members, officers, directors, or other principals of Landlord shall have any personal liability to Tenant as the result of any breach or default by Landlord under this Lease. 28. MISCELLANEOUS PROVISIONS. a. Severability Any provision of this Lease which shall prove to be invalid,void, or illegal shall in no way affect,impair, or invalidate any other provision of this Lease. b. Successor This Lease shall be binding on and inure to the benefit of the parties and their successors, except as provided in Section 18 herein. c. Landlord's Consent: Any consent required by Landlord under this Irace must be granted in writing and unless expressly stated otherwise shall not be unreasonably withheld. d. Commissions. Each party represents that it has not had dealings with any real estate broker, finder or other person with respect to'this Lease in any manner, except for the broker identified in Section 1,who shall be compensated by the party identified in Section I. e. Other Charges. If Landlord becomes a party to any litigation concerning this Lease, the Premises or the Project, by reason of any act or omission.of Tenant or Tenant's authorized representatives, Tenant shall be liable to Landlord for reasonable attorneys' fees and court costs incurred by Landlord in the litigation whether or not such litigation leads to actual court action. If either party commences an action against the other party arising out of or in connection with this Lease, the prevailing party shall be entitled to recover from the other party reasonable attorneys' fees and costs of suit. If Landlord employs a collection agency to recover delinquent charges, Tenant agrees to pay all collection agency fees charged to Landlord in addition to rent, late charges, interest and other sums payable under this Lease. Tenant shall pay a charge of$75 to Landlord for preparation of a demand for delinquent renL �` f. Transfer of Landlord's Interest. This Le-ace shall be assignable by Landlord without the ,<FM`, consent of Tenant In the event of any transfer or transfers of Landlord's interest in the Premises, other than a transfer for security purposes only, upon the assumption of this Lease by the r transferee, Landlord shall be automatically relieved of obligations and liabilities accruing from %//////I) and after the date of such transfer, except for any retained security deposit or prepaid rent, and nant shall attorn to the transferee. Cre g. Interpretation. This Lease shall be construed and interpreted in accordance with the laws of the state in which the Premises are located. This Lease constitutes the entire agreement between the parties will respect to the Premises and the Project, except for such guarantees or modifications as may be executed in writing by the parties from time to time. When required by the context of this lease, the singular shall include the plural, and the masculine shall include the feminine and/or neuter. 'Party" shall mean Landlord or Tenant. If more than one person or entity constitutes Landlord or Tenant, the obligations imposed upon that party shall be joint and several. The enforceability, invalidity or illegality of any provision shall not render the other provisions unenforceable, invalid or illegal. COMMERCIAL LEASE AGREEMENT- 10 LANDLORD'S INITIALS: a (27.,v, TENANT'S INITIALS: 29 TOXIC OR HAZARDOUS SUBSTANCES. With respect to any release of toxic or hazardous substances or wastes or other condition of the Premises occurring on or after the date of the Lease and caused by or resulting from the negligent acts or omissions or willful misconduct of Tenant, its employees, authorized agents, or contractors, and which release or other condition violates the provisions of, or necessitates any removal, treatment or other remedial action under, any past, present, or future federal, state or local statute or ordinance or any regulation, directive, or requirement of any governmental authority with jurisdiction relating to protection of the environment, Tenant agrees to defend, indemnify, and hold harmless Landlord, its partners, employees, agents, and contractors, from and against any and all losses, claims, liabilities,damages, demands,fines,costs and expenses(including reasonable attorneys' fees and legal expenses) arising out of or resulting therefrom. The provisions of this Paragraph shall survive the termination.or expiration of this Lease and the surrender of the Premises by Tenant, with respect to releases, events, or conditions occurring prior to such termination, expiration, or surrender. With respect to any release of toxic or hazardous substances or wastes or other condition of the Premises occurring prior to the date of this Lease and caused by or resulting from the negligent acts or.omissions or willful misconduct of Landlord, its employees, authorized agents, or contractors,-and which release or condition violates the provisions of, or necessitates any removal, treatment, or other remedial action under, any past, present, or future federal, state, or local statute or ordinance or any regulation, requirement, or directive of any governmental authority with jurisdiction relating to protection of the environment,Landlord agrees to defend, indemnify, and hold harmless Tenant from and against any and all losses, claims, liabilities, damages, demands, fines, costs, and expenses (Including reasonable attorneys' fees and legal expenses)arising out of or resulting therefrom. Tenant shall remove any sumps and clarifiers and any related hazardous Materials C'Hazardous Material" shall mean petroleum and petroleum products, asbestos, and PCB's and any "hazardous substances", "hazardous materials" or "toxic substances" in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, the Hazardous materials Transportation Act, as amended, or the Resource Conservation and Recovery Act, as amended, and "hazardous" or '"toxic" in the regulation adopted or publication promulgated pursuant to any of said laws) in or about the Premises and associated with Tenant's use and occupancy thereof.upon the expiration or earlier termination of this Lease. Reference is also made to Section 13,page 4 Alterations. 30. OTHER. In addition to any other remedies available to Tenant, this Agreement shall be subject to cancellation by the Tenant should any one or more of the following events occur: The permanent abandonment of Auburn Municipal Airport. b. The assumption by the Federal Government or any other governmental agency of the control of Auburn Municipal Airport or any portion thereof in a manner which would preclude Tenant from operation under the terms of this Lease or which would substantially restiret Tenant's operation under the terms of this Lease. 31. EXECUTION OF AGREEMENT BY CORPORATION AND GUARANTY If Tenant is a corporation, each individual executing this Agreement on behalf of said corporation represents and warrants that she/he is duly authorized to execute and deliver this Agreement on behalf of said corporation in accordance with a duly adopted resolution of the Board of Directors of said corporation or in accordance with the Bylaws of said corporation, and that this Agreement is binding upon said corporation in accordance with its terms. As a condition of this Lease and in consideration of benefits derived, the individuals executing this Agreement on behalf of said corporation unconditionally guarantee,jointly and severally to Landlord the full performance of this Lease by Tenant If Tenant is a corporation, Tenant shall within thirty (30) days after execution of this Agreement, deliver to Sky Services, Inc. a certified copy of a resolution of the Board of Directors of said corporation authorizing or ratifying the execution of this Agreement / COMMERCIAL LEASE AGREEMENT- I 1 LANDLORD'S INITIALS:`'AP Its TENANT'S INITIALS: O' • 32. CITY RULES AND REGULATIONS. Tenant shall comply with all applicable rules and regulations promulgated by the City of Auburn for the Auburn Municipal Airport. 33 NO SMOKING. Tenant shall permit no smoking inside any portion of the building located upon the Premises. 34. EARLY TERMINATION AND FIRST RIGHT OF REFUSAL TO PURCHASE OR LEASE ENTIRE PROJECT In the event Landlord receives an offer during any term of this base to purchase or lease the entire Project, Landlord shall have the right to terminate this Lease effective six (6) months after the date the sale or lease is closed. Provided, however, Landlord's right to terminate the Lease shall not be effective unless Landlord has first offered to sell or lease the Project to Tenant on the same terms and conditions offered to Landlord by a third party Tenant shall have twenty (20) days from the date of Landlord's written notice conveying to Tenant a copy of the purchase or lease offer Landlord intends to accept in which to give written notice to Landlord that Tenant agrees to purchase or,lease the Project on the same terms and conditions of that offered. In the event Tenant does not commit to purchase or lease the Project, then Landlord shall be free to sell or lease the Project to the offeror and exercise Landlord's right to terminate this Lease early 35. RENEWAL OPTION. Provided Tenant is not in default at the time of exercise or upon the commencement of any extension term, Tenant shall have the option to extend the term of this Lease one (1) additional term of five (5) years. Tenant shall exercise each option by delivering with notice to Landlord not less than one hundred eighty (180) days prior to the expiration of the then-current Lease term. Upon the exercise of any option, the term of this Lease shall be extended for the period of the subject option upon all of the same terms, conditions and covenants as set forth herein, except for the amount of the Base Monthly Rent stated in the Lease, which shall be increased to the amount of fair market rental for the Premises,but in no event shall the minimum base rent be less than 110%of the Base Monthly Rent during the initial five (5) year term. If Landlord and Tenant are not able to agree on the amount of fair market rental within thirty(30)days after the date Tenant exercises its extension option in each case, then the parties shall submit the determination of the fair market rental value of the Premises to 0 binding arbitration. If Landlord and Tenant are not able to agree upon a single arbitrator within thirty (30) days of their agreement to arbitrate the dispute, then during the following ten (10) day period, Landlord and Tenant shall each designate an expert, who shall be a licensed MIA appraiser or a O commercial real estate agent with at least five (5) years experience in the commercial leasing market in hich the Premises are located. The two experts so selected shall appoint an arbitrator similarly qualified ^ hose determination of fair market rental value shall be binding upon Landlord an d Tenant Each party•shall bear their own expenses of the arbitration except that the cost of the arbitrator shall be paid by the ahose final offer of fair market rent during the thirty(30) day negotiation period is farthest from the t determined by the arbitrator. 36. EARLY TERMINATION BY TENANT ON FAILURE TO REACH AGREEMENT ON PURCHASE TERMS. Tenant intends in good faith to pursue a purchase of the Project from Landlord, during the term. However, should such purchase not occur because Landlord and Tenant fail to agree on terms which are not less favorable to Landlord than those Tenant previously offered for such purchase, or Landlord determines not to sell the Project, Tenant reserves the right to terminate this bate upon reasonable notice and construction of a comparable facility Therefore, in the event that during any term of this Lease Tenant makes an all cash offer to purchase the Project from Landlord for a sum of at least Three Hundred Fifty Thousand Dollars ($350,000) which is rejected by Landlord, and Tenant thereafter begins construction of a comparable facility to the Project at the Auburn Municipal Airport, then Tenant COMMERCIAL LEASE AGREEMENT- 12 LANDLORD'S INITIALS: 4) LV TENANT'S INITIALS: shall have the right, on six (6) months' written notice, to terminate this Lease early and such early termination will not be considered an Event of Default under Section 19 and will not make Tenant liable for any remedies under Section 20. IN WITNESS WHEREOF, Landlord and Tenant have executed this lease this 7 day of April, 1998. Landlord: SKY SERVICES,INC. /f i r1 By j4U se /� I,` � �� / FEIN: 91 —b9 /.3� /l Print Name and Title: Tre vc C 6(ac kuul)d Sec /77&25 Tenant: AUBURN FLIGH,TT SERVICES,INC. r� BY 42aii t. r (eL D:A.0 FEIN: 9i 1 i/4 779/7 Print Nam and Title: . I 119 m Ei.ti e A' 6/beef A , AR-67S By Print Name and Title: STATE OF WASHINGTON ) )ss. COUNTY OF KING (n� ) On this 1 day of R p i t , 1998, before me a Notary Public in and for the State of Washington,personally appeared St'9ie_ 61acKwenal to me known to be the Sec/ Trees . of Sky Services,Inc.,a Washington corporation that executed the foregoing instrument,and acknowledged it to be the free and voluntary act of said corporation, for the uses and purposes mentioned in this instrument, and on oath stated that they were authorized to execute said instrument. IN WITNEx\P I have hereunto set m hand and official and year first above written. ,- t PR q ‘11 0 16 �'ISSIpN Sir ���j� �hY 'v N i NOTARY PUBLIC,in and for the State �/ll J,1 c 1°061,C g" ; of Washington,residing at K 1 ids Q 0 Iri�� e' 2g o,, My appointment expires I asael 0 I STA OFWAS C j ll __ ) ..‘......� ) ss. COUNTY OF KING ) On this 1 _day of {i P C r I , 1998, before me a Notary Public in and for the State of Washington,personally appeared 3a me.,11 s e e s c•c. and N 14 , to me known to be the President and Secretary of Auburn Flight Services,Inc., a Washington corporation that executed the foregoing instrument,and acknowledged it to be the free and voluntary act of said corporation, for the uses and purposes mentioned in this instrument,and on oath stated that they were authorized to execute said instrument. IN WITl18S.S.1 REOF, I have hereunto set my hand and official the day and year first above written. — PION q\tutu �VyUj4 s c, _,,ssio,,, 9hr 14 t�v� CA , v o`3.- e t-A,, Sherpa A F-r,tt 1-4 v _q A NOTARY PUBLIC, in and for the State i PUBLIC m S of Washington, residing at X I C o• rt , • My appointment expires I a. act lot ' rr 9-a �' 2 9 0 lit t WASMN COMMERCIALLL''EkS&4itiREEMENT- 13 LANDLORD'S INITIALS: H4czkg `/ g /t-J TENANT'S INITIALS: / �� / EXHIBIT A THE PREMISES PREMISES. Approximately 6,424 square feet of building area as shown on the sketch attached as Exhibit A-1, plus exclusive use of airplane tie-down areas, together with the nonexclusive right to use the areas described in Section 2. EXHIBIT B THE PROJECT PROJECT The entire property of approximately three (3) acres which is subject to a master ground lease with the City of Auburn. Legal Description: Attached'as Exhibit B-1. ein COMMERCIAL LEASE AGREEMENT- 14 LANDLORD'S INITIALS: TENANT'S INITIALS: IULITE NDecr+ SHADED ads ARE_ 11101 YNcLUoat riy TUE LF--ASF_ - '/4(kC24FT C4K'tTtiVG- 4-7 'nib, t nit '• Se a 410-eas tar a61TS16E \ \ STOtRILA. = 4tkN t • y y'a air 1n of "`ryu`a 1 t /J /, .el f/ Afecnn -• RAm? � , Nf�NGAR 5764/10., L1 ifIE i , :-/ il: S TOR A6L k �`�t\ • ' RAi + - BATH OFFitt aeem 1 Room } ` „ ILLIAi I�IQL.t WAS �•• ` \ nn -•Yr' ,tv _ OFFK� LotS8Y OFFICE PAO 4.1,01 v 1.K.E.V.,11•L r ` :• • i 'r' :i-;; Auto PAP-tint/6- EXHIBIT A-i EXHIBIT 8.1 LEGAL DESCRIPTION That portion of the J. Brannan Donation Claim No. 38 situate in Section 7, Township 21 North, Range 5 East, W N. described as follows Beginning at the northeast corner of the J. Brannan Donation Claim No. 38, thence N 88°49'52" N 430.0I feet; thence S 0°52'25" W 1320.42 feet to the Title Point of Beginning; thence continuing S 0°52'25" W 260.00 feet, thence N 88°53'43" W 530.00 feet; thence N 0°52'25" E 260.00 feet; thence 8 88•53'03" E 530.00 feet to the True Point of Beginning LESS the east 25 feet for street, situate in the City of Auburn, King County, Washington. 3.01 Acres C0,71e- )1"; COMMERCIAL LEASE AGREEMENT-15 LANDLORD'S INITIALS: a TENANTS INITIALS: 1i EXHIBIT C SIGN REGULATIONS PROJECT BLDG./UNIT Signs or symbols placed in the windows or doors or elsewhere about the Premises,or upon any exterior part of the building by the Irsw-shall be subject to approval of the Lessor or Lessor's agents. In the event Lessee shall place signs or symbols on the exterior of said building, or in the windows or doors or elsewhere where they.are visible from the street, that are not satisfactory to the Lessor or Lessor's agents, the I rscor or Lessor's agents may immediately demand the removal of such signs or symbols, and the refusal of the lessee to comply with such .demand within a period of 24 hours will constitute a breach of this Lease, and.entitle:the Lessor.to immediately recover possession of said Premises in the manner provided by law Any signs so placed on.the-Premises shall be so placed upon the understanding and agreement that I xc-will remove same at the termination of the tenancy herein created and repair any damage or injury to the Premises caused thereby, and if not so removed by Lessee then Lessor may have such signs or symbols removed at Lessee's expense. co COMMERCIAL LEASE AGREEMENT- 17 LANDLORD'S INITIALS: 'B TENANT'S INITIALS• ter:;: CHART FS A.BOOTH,MAYOR AUBURN CITY CLERK Danielle Daskam,City Clerk Auburn J 25 West Main, Auburn,WA 98001 Cathy Richardson, Deputy City Clerk City C1erk:(253)931-3039 Tamte Bothell,Records/License Clerk Business Registration:(253)931-3007 Fax:(953)988-3139-303a9 STATE OF WASHINGTON) ) ss. COUNTY OF KING I, Danielle Daskam, the duly appointed, qualified City Clerk of the City of Auburn, a Municipal Corporation and Code City, situate in the County of King, State of Washington, do hereby certify that the foregoing is a full, true and correct copy of Resolution No 2956 of the resolutions of the City of Auburn, entitled "RESOLUTION NO.2956." I certify that said Resolution No 2956 was duly passed by the Council and approved by the Mayor of the said City of Auburn on the 4th day of May, 1998. Witness my hand and the seal of the City of Auburn this 20th day of August, 1998 Da ielle Daskam, City Clerk City of-Auburn OFFICE OF THE MAYOR ea .� CITY ADMINIST'RA`TION Charles A. Booth, Mayor 25 West Main, Auburn,WA 98001 I(z, (253)931-3041 Fax.(253)288-3132 FIT c5t May 15, 1998 Mr Jamelle R. Garcia, President Auburn Flight Services, Inc. 506 — 23rd Street NE Auburn, WA 98002 Dear Mr Garcia: On May 4, 1998, the Auburn City Council adopted Resolution No. 2956 authorizing a Consent of City to Sublease premises at Auburn Municipal Airport between the City and Auburn Flight Services, Inc. Enclosed is a copy of Resolution No 2956 and the original Consent of City to Sublease The Consent has been executed by the City and now requires your notarized signature. Please return the original Consent to the Auburn City Clerk, 25 West Main Street, Auburn, WA, 98001 If you have any questions, please contact Planning and Community Development Director Paul Krauss at (253)931-3090 Sincerely, Charles A. Booth Mayor CAB:dd Enclosures cc: Paul Krauss, Planning and Community Development Director