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HomeMy WebLinkAbout5489 RESOLUTION NO. 5489 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, RELATING TO AN AIRPORT LEASE AND AUTHORIZING THE MAYOR TO NEGOTIATE AND EXECUTE AN AIRPORT OFFICE AND TIE DOWN LEASE WITH CLASSIC HELICOPTER CORP. WHEREAS, The Auburn municipal airport has office space and aircraft tie downs available for lease to private airport-related businesses; and WHEREAS, Classic Helicopter Corp is interested in leasing such office and tie down space for their aircraft rental, flight instruction and scenic tours business; and WHEREAS, the public, and airport customers benefit from having Classic Helicopter Corp., located on the airport. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, RESOLVES as follows: Section 1. The Mayor is authorized to negotiate and execute a lease between the City of Auburn and Classic Helicopter Corp., in substantial conformity with the attached "Term Sheet". Section 2. The Mayor is authorized to implement those administrative procedures necessary to carry out the directives of this legislation. Section 3. This Resolution will take effect and be in full force on passage and signatures. Resolution No. 5489 January 13, 2020 Page 1 of 2 Rev 2019 Dated and Signed: January 21, 2020 CITY OF AUBURN CY 14 KUS, IVfAY�R ATTEST: APPROVED AS TO FORM: Shawn Campbell, MMC, Ci y Clerk endra Comeau, City Attorney Resolution No. 5489 January 13, 2020 Page 2 of 2 Rev.2019 . 1 . A Nancy Backus iTiyot nvi:;'61i!:,•;0 ON :':.•.•);,,r;,,i,,,,,<,,,,,.,..., . .A.:!.,.;:,V.,,A.c.*:;t^.1.4.;,;?*,,,•.':•,.1.;:.nrwe:1 gOv 1, e'i i-Q31-3;)(:4; Classic Helicopter terms for the Auburn Airport December 18. 2019 Classic Helicopter Corporation Attn: Dan Dolan Term Sheet Premises: That"Instr 2"portion of the Airport Administration Building as depicted in the attached"Premises" Exhibit. A single available tie-down located anywhere on the Auburn Municipal Airport Tenant is taking the Premises As-is, where-is. Base Rental Rate: $605.00 per month will be inclusive of the Premises identified above and all common area usage and maintenance fees,utilities (excluding internet& communication services) and security fees. . . . • . Leasehold Tax: A State mandated Leasehold Tax in the amount of 12.84%will be charged to the gross monthly rental payments. , . Common Area Fees: Included as part of the base rental rate. Rental Adjustments: City reserves the right to adjust the base rental rate as it deems necessary by providing Tenant with 30 day advanced written notice. AUBU R.N * MORE -MANI YOU IMAGINED . , All .„ ) •,.„„ R ...,_........,. . ....,_ , ..,_ ..... _ .t,.. ,Nry 1.501<us, P..1,4yof Pi 3 N ,•• • • . • Uses: Aircraft rental, Flight instruction& Helicopter tours Term: Month-to-month. Internet & Tenant is responsible at its sole cost and expense for establishing and Communication maintaining its own internet and communication services, Services: i Auburn City Council: The terms contained within are subject to the ratification of the Auburn City Council. If approved both parties will take reasonable steps to execute a formal lease based in substantial conformity to the terms contained within this term sheet. , 1 i , . Each party by signing below acknowledges and agrees to the terms as set forth above. Tenant Landlord S " -# ,,,4°Y ignature: -. -, Signature. % A illit Print Name: bco;e1 37 Wan, Print Name lika, • v ..i. _ Title: CEO i AUBURN . MORE (I1N I9V IN N 1 ti ,s411 I 1 5 :MVO .:33t° '1111 545;Alr.,N Classic Helicopter Premises / 1 .i V , 1 I p'- • v-g tZ-70 2=5 C.;.5- 2'3 9-S g- p-to t•'-5 / l2'-toy a-9• ti•S A' --F / / / //�/ / / f A / /j(� / / .� /l 5'4 !! ALT.ADO.xt B _y C . .44.4 / I l'1,011 �4L aTa i0 4Y1°YM w444►wc.� �O 1 j I p Vii MT OM�Fir*: ii�O4 ww:7 •Gi�4�44-Go.:GraTa R.b04a Oulu. ��r _ - •�': INST e. 1 INSTR. - — FL. PLANNING, •� .,.-:a. OFFICE I!II „ tv as 1 21=0" q'-4 9-4 5-4- 79-1 • `¢tb° 19'-4 r Q' pi! . ,, . ..,........ ~ a m I 441'04 Oi Goa.,. . 1-MOJR Ul-.4f.b.fD-��r 02RIDO2 o , E) : �svoa _W.t.wu..uvo . hAtt -,k � 4 , •ia27 . ._f wiirrs i . . -f I ®s E.; 1.,6 wi N _ lusimmist �. vi 0 :; x41-n, i4 - ^ mar .0. 4 c.w,4444, u.4tJlOwr4 ' Ir u. w.°C A HnKRr d'owa A otic ° oMe• - FUTURE OFFICE "0w CLASS t2OOM L06bv 'O C4-E2ICAL IF (uNciNw�weo) -'` 4—TM l 9 COUNTER ALTERNATE '^ ,F<< ",_ �/ Z `.Ai AA LTERNATE ,� i � _ Av D I T i V E *1 ti •a' -GI DD i T 1 V2E '�2 Q g � g , 4v.. .d ew. AI 1 4 .xw,.�,� .- .. - -..a..i. _O o, '14.,.,-___'_ '2.. C . 1 e,.�..n.,._ .__n _ �_44,4,4.«.......,,...«»4444 _�. f .nt,c r GONG.V&.. / `0 .�.. ALT ADD.*'i f3E . 4.9• 4.5 8'•Z ao S'-O 20 2 2'•4, , , / / / 1 5C•-4 1.0 19'-0 r / r / If- _ . 92'•6 r\ � l C\f1C►\41t h) t 1rv.h, AIRPORT LEASE AGREEMENT BETWEEN THE CITY OF AUBURN AND CLASSIC HELICOPTER CORP., THIS LEASE AGREEMENT (the "Lease"), is entered into by the City of Auburn, a Washington municipal corporation (the "Lessor" or "City") and Classic Helicopter Corp., a Washington Corporation (the "Lessee"). RECITALS: 1. The City owns and operates The Auburn Municipal Airport which has space available for lease; and 2. Classic Helicopter wishes to enter into a lease for a tie down and office space located on airport property for the purpose of aircraft rentals, instruction and scenic tours; and 3. The City of Auburn is authorized by RCW 35A.11.010 to lease city-owned property to Classic Helicopter for the common benefit; and 4. City Council gave the Mayor the authority to execute a formal Lease Agreement in substantial conformity with the Term Sheet attached to Resolution 5489, NOW, THEREFORE, in consideration of their mutual promises set out in this Classic Helicopter Corp., and The City of Auburn agree as follows: ARTICLE 1: PREMISES LEASED 1.1) For and in consideration of the rent and performance by Lessee of the terms and conditions and the mutual covenants in this Lease, Lessor agrees to lease to Lessee,and Lessee agrees to lease from Lessor, the 110(+/-) square feet depicted in Exhibit A, which space is located within the Airport Administration building located at 2143 E Street NE, Suite 1, Auburn, WA 98002 and a single aircraft tie-down to be located anywhere available on the Airport that is permitted by Airport staff. The Premises is located in the City of Auburn, King County Washington, at the Auburn Municipal Airport (the "Airport"). Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 1 N4/47) 1.2) Lessee 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 Lessor or any employee, agent or representative of Lessor with respect to the physical condition of the Premises. Lessee 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. Lessee acknowledges and agrees that neither Lessor nor Lessor'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. The presence or absence of any hazardous substances,wastes or materials as defined by State, Federal or Local Law, all of which warranties Lessor hereby expressly disclaims. Lessor does represent that, to the best of the Lessor's knowledge, without duty of inquiry, there are no hazardous wastes or materials on, in or under the Premises. 1.3) Common Areas - Certain areas totaling 707 square feet located within the Airport Administration building are defined as"Common Areas"and are depicted in Exhibit A,these areas include: the front lobby(190 sqft), corridors (242 sqft),public restrooms (146 sqft), storage closet (41 sqft), kitchen area (77 sqft) and coat closet (11 sqft). Charges for Common Area usage and maintenance will be assessed in accordance with Section 3.1 below. Maintenance items included for the common areas shall include but not be limited to: Maintenance of common areas including paint, carpet, wall repair, ceilings, light fixtures, bulb replacement, bathroom supplies and toiletries, kitchen area maintenance and janitorial services of the common areas. 1.4) Classroom—The class room shown on Exhibit A is not included as part of the exclusive or non-exclusive use of the Lessee and therefore Lessee does not have the right of access or use as part of this Lease. However, Lessee will have the option to arrange for and purchase use of the classroom at a rate of_$25.00 per hour, which Lessee must purchase in advance through Airport staff in one (1) hour increments. Lessor and Lessee shall cooperate to determine availability and scheduling of Lessee's classroom use. which use shall be during hours of 7:00am and 5:00pm. ARTICLE 2: TERM 2.1) The term of this Lease shall be month-to-month beginning February 1, 2020 (the "Commencement Date"), and terminating the last day of the calendar month following delivery of a 30 day written notice pursuant to paragraph 2.2 below (the "Term"). If Lessor, for any reason whatsoever, cannot deliver possession of the Premises to Lessee on the Commencement Date, Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 2 Lessor shall not be subject to any liability nor shall the validity of the Lease be affected; provided, the term of this Lease shall commence on the date possession is actually tendered to Lessee. 2.2) Termination—Either Party may elect to terminate this Lease by providing the other Party with 30 days prior written notice of its election to terminate this Lease. Notice must be delivered in accordance with Article 12 below. Lessee agrees to return the Premises in substantially the same condition as it was upon Lease Commencement. ARTICLE 3: RENT AND LEASEHOLD TAX 3.1) Lessee agrees to pay to the City of Auburn a base rent of$605.00 per month. The base rent is inclusive of all common area maintenance and usage fees, utility charges and security fees. In addition to the base rent, Lessee agrees pay a statutory leasehold excise tax of 12.84% of the monthly base rent imposed by RCW Chapter 82.29. The base rent plus leasehold tax (together "Rent")at the time of commencement is$682.68 per month. 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 1st calendar day of the month in advance. Rent shall be paid without notice,demand,offset,abatement or deduction of any kind. If commencing or extending on a date other than the first(1 SI) day of the month then the Rent will be pro-rated on a per diem basis and paid in full through the end of the current month upon commencement of the Lease. Lessor in its sole discretion reserves the right to adjust the base rent as it deems necessary by providing Lessee with no less than 30 days advanced written notice which will be delivered to Lessee in accordance with Article 12. 3.2) Late Charges - Lessee acknowledges that late payments of Rent or any other sums due hereunder will cause the Lessor to incur costs not otherwise contemplated by this Lease. Accordingly, if any installment of Rent or any other sum due from Lessee is not received by the Lessor within ten (10) days after such amount shall be due, then, without any requirement for notice to Lessee, Lessee shall pay the Lessor 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 Lessor will incur by reason of late payment by Lessee. Acceptance of such late charge by the Lessor shall in no event constitute a waiver of Lessee's default with respect to such overdue amount, nor prevent the Lessor 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 (1 and 1/2%) per month from the date due until paid in full. Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 3 ARTICLE 4: PERMISSIBLE USES Lessee shall use the Premises for conducting commercial aeronautical uses only. As may be amended from time to time, all commercial based Operations are subject to the Airport Rules and Regulations attached and hereby incorporated for reference as Exhibit B, Auburn Municipal Airport's Minimum Operating Standards attached and hereby incorporated as Exhibit C and all other items identified in Auburn City Code 12.56. FBO services may include some or all of the following: • Scenic Tours • Aircraft Leasing or Rental Services • Flight Instruction Additional services may be permitted at the discretion of the Lessor and may be subject to additional requirements. Lessee 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 of this Lease. ARTICLE 5: INTENTIONALLY LEFT BANK ARTICLE 6: MAINTENANCE 6.1) Lessor's Responsibilities - Lessor shall be responsible for repair and maintenance of the following: the exterior of the Airport Administration building including: Exterior walls, roof, gutters, downspouts, foundation, HVAC system, exterior doors and windows. Lessor shall also be responsible for repair and maintenance of the surrounding sidewalks, landscaping and the parking lot as well as the interior common areas as defined in Section 1.5 and depicted in Exhibit A and all wiring, plumbing and bath fixtures located in or on Lessees Premises within the Airport Administration building at Lessors sole cost and expense,provided,however, that Lessor shall not be required to repair damage which results from the act of negligence by the Lessee, his agents, servants, or employees. If Lessor refuses or neglects to commence or complete repairs, either promptly or adequately,Lessee may,but shall not be required to commence or complete the repairs and Lessor shall pay the costs of such repairs. 6.2) Lessee's Responsibilities — Lessee shall be responsible for repair, maintenance and janitorial services to their Premises located within Airport Administration building, including: Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 4 interior walls, floors, and any non-bath fixtures. All repairs and maintenance shall be at the sole cost and expense of the Lessee, provided, however, that Lessee shall not be required to repair damage which results from acts of negligence by the Lessor, his agents, servants or employees, or when such damage is caused by any peril included within the Lessor's property insurance coverage. If Lessee refuses or neglects to commence or complete repairs within thirty days of written notice by the Lessor, Lessor may, by shall not be required to commence or complete the repairs and Lessee shall pay the costs of such repairs to Lessor on demand. Lessee will keep their Premises free of undo waste and debris and in a clean and sanitary condition at all times. 6.3) Natural Disaster or Act of God—In the event that the Premises is damaged due to a natural disaster or act of God, if the cost of repairing or reconstructing the Premises to the condition and form immediately prior to such damage or destruction does not exceed thirty-three percent (33%) of the then new replacement cost thereof, then Lessor shall effect such repair, restoration, and reconstruction of the Premises so damaged or destroyed to substantially their condition prior to said damage or destruction in a timely manner. All such work shall be carried out in accordance with 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. In no event shall Rent or any other monies due by Lessee be abated during such period of reconstruction and/or restoration. 6.4) If the cost of repairing, restoring or reconstructing the Premises to the condition and form immediately prior to such damage or destruction exceeds thirty-three percent (33%) of the then new replacement cost thereof, then Lessor, in its sole discretion may elect by written notice to Lessee given within thirty (30) days after the date of the damage to terminate this Lease. If no notice of termination is given then all obligations set forth in this Lease shall continue, including but not limited to Rent obligations of the Lessee. In no event shall Lessor be responsible for damage to Lessee's personal property located on or within the Premises. 6.5) Damage Due to Fire—In the event of damage or destruction due to fire determined not to have been caused by Lessee then Sections 6.3 and 6.4 above shall apply. If however, the cause of the fire, as determined by the local Fire Authority is determined to have been caused by Lessee, one of Lessee's guests, agents, employees, students or otherwise then the cost of said repair, restoration, reconstruction or replacement of the Premises shall be borne by Lessee. Repairs, reconstruction or replacement of the Premises shall be done in a commercially reasonable manner and with the approval of the Lessor and all obligations under this Lease, including Rent shall remain in full force during such period of repair, restoration, reconstruction or replacement. Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 5 ARTICLE 7: ENVIRONMENTAL PROVISIONS 7.1) Lessee covenants to defend, indemnify, and hold Lessor harmless from any imposition or attempted imposition by any person upon Lessor 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 use of the Premises during the term of this Lease, and without regard to when the liability is asserted. 7.2) Lessee has inspected the Premises and accepts it in its present "As-Is" condition. Lessee shall not cause the premises to be contaminated in any way and in the event of contamination shall immediately report such contamination to Lessor and shall cause any such contamination to be remedied by that method recognized by Washington State Department of Ecology and shall indemnify and hold Lessor harmless from all costs involved in implementing the remedy. 7.3) Any other provision of this Lease to the contrary notwithstanding, Lessee's breach of any covenant contained in this Article 7 shall be an Event of Default empowering Lessor, in addition to exercising any remedy available at law or in equity or otherwise pursuant to this Lease, to terminate this Lease and to evict Lessee from the Premises forthwith, or to terminate Lessee's right to possession only without terminating this Lease. 7.4) Lessee shall notify Lessor within twenty-four (24) hours of any release of a reportable quantity of any hazardous substance (as that term is defined in CERCLA, 42 USC 9601, et. seq. or the Washington Model Toxics Control Act), or of the receipt by Lessee 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 Lessee fails to comply with any of the requirements of this article, Lessor may undertake, without cost or expense to Lessor, any actions necessary to protect Lessor'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 Standards as may be amended from time to time, incorporated as a reference, Lessee shall at all times have in effect the following types of minimum amounts of insurance as applicable to the business to be conducted: Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 6 (I) Commercial General Liability insurance in the amount of$1,000,000 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$1,000,000 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 Industrial Insurance laws of the State of Washington. (V) Aircraft liability insurance in the amount of at least $1,000,000 per occurrence single limit Bodily Injury and Property Damage Liability including Passengers. (VI) Hangar keeper's liability insurance in the amount of at least$1,000,000 per occurrence, or more as values or Lessor require. (VII) Products-completed operations liability insurance in the amount of at least $1,000,000 per occurrence. (VIII) If applicable, Lessee 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 Lessee 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, Lessee shall at all times maintain such other insurance as the Lessor may reasonably determine to be necessary for Lessee's airport activities. Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 7 8.3) All insurance shall be placed with insurers with a current A.M. Best rating of not less than A:VII. 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 Lessee shall furnish certificate of insurances evidencing the required coverage in this Lease 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 Lessee's insurance coverage shall be primary insurance as respects Lessor. Any insurance, self-insurance, or insurance pool coverage maintained by Lessor shall be in excess of the Lessee's insurance and shall not contribute with it. 8.5) Indemnification/Hold Harmless- The Lessee shall defend, indemnify, and hold harmless Lessor, 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 Lessee's use of Premises, or from the conduct of Lessee's business, or from any activity,work or thing done,permitted,or suffered by Lessee in or about the Premises,except only such injury or damage as shall have been occasioned by the sole gross negligence or willful misconduct of Lessor. Solely for the purpose of effectuating Lessee's indemnification obligations under this Lease,and not for the benefit of any third parties(including but not limited to employees of Lessee), Lessee 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 Neither this Lease nor any interest in this Lease therein may be assigned, mortgaged, transferred or encumbered, nor shall all or any part of the Premises be sublet (each of which, a "Transfer") without Lessor's prior written consent, which shall not be unreasonably withheld. If Lessee is a corporation,partnership,limited liability company,or any other entity,any transfer of a controlling ownership or voting interest in such entity or any transfer or attempted transfer of this Lease by merger, consolidation or liquidation shall be deemed a Transfer requiring Lessor's consent. Transfers include, without limitation, one or more sales or transfers, by operation of law or otherwise, or creation of new stock, by which an aggregate of more than fifty percent (50%) of Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 8 Lessee's stock, or partnership or membership interests, as applicable, shall be vested in a party or parties who are non-stockholders or non-partners or non-members, as applicable, as of the date hereof (provided that the foregoing shall not apply if Lessee's stock is listed on a recognized national stock exchange or is traded over-the-counter). Any assignee or subtenant shall assume all of Lessee's obligations under this Lease and shall be jointly and severally liable with Lessee. Consent of the Lessor to any Transfer shall not operate as a waiver of the necessity for consent to any subsequent Transfer. In connection with each request for consent to a Transfer, Lessee shall pay to Lessor an amount equal to the"Transfer Fee"of the then current City fee schedule. If Lessor consents to any proposed Transfer, Lessee may enter into the same, but only upon the specific terms and conditions set forth in Lessee's Request for Consent; any such Transfer shall be subject to,and in full compliance with, all of the terms and provisions of this Lease; the consent by Lessor to any Transfer shall not relieve Lessee of any obligation under this Lease; Lessor may require the Lessee and the Transferee to execute a Lessor's consent form; and no Transfer shall be binding on Lessor unless Lessee and the Transferee deliver to Lessor a fully-executed counterpart of the document effecting the Transfer. If Lessor consents to a proposed assignment or sublease then Lessor may require Lessee to pay to Lessor a sum equal to fifty percent (50%) of any Rent and other consideration, profit or gain realized by Lessee from such sublease or assignment, in excess of the rent allocable to the transferred space then being paid by Lessee to Lessor pursuant to the Lease(after deducting the costs of Lessee,if any,in effecting the assignment or sublease,including reasonable alteration costs, commissions and legal fees). ARTICLE 10: UTILITIES 10.1) With the exception of Internet&Communications Services all utilities associated with the Premises are included as part of Lessee's Base Rent. Those utilities include but are not limited to Power, Water, Sewer, Storm and Garbage service. 10.2) Internet & Communication Services—Lessee is responsible at its sole cost and expense for establishing and maintaining its own internet and communication services to furnish its Premises. Lessee agrees to ensure that its internet and communication services do not in any way interfere with Lessor's service or the publicly accessible internet broad band service. If Lessor provides notice to Lessee that Lessee's internet communication service is causing interference with Lessors service,the public service,or any other Airport transmittal system,Lessee agrees to take corrective action within 24 hours of notification. If Lessee does not take corrective action within 48 hours of notification, Lessor may take corrective action at Lessees full cost and expense, including the cost of bringing in any professional(s)deemed necessary by Lessor, plus an additional 10%of the sum Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 9 total for administrative purposes. Lessor agrees to provide reasonable access to Lessee or Lessees agents to those areas necessary in housing such internet and communications systems. 10.3) Except to the extent caused by the gross negligence or intentional misconduct of Lessor or its agents, employees or contractors, failure by Lessor 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 Lessor with any voluntary or similar governmental or business guidelines, governmental laws, regulations or restrictions, or any other similar causes, shall not render the Lessor liable in any respect for damages to either person or property, for any economic loss or other consequential damages incurred by Lessee as a result thereof,be construed as an eviction of Lessee,result in an abatement of rent, or relieve Lessee 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 Lessee in connection with an assignment of its interest in this Lease, Lessor shall execute and deliver a written statement identifying it as the Lessor under this Lease and certifying: (I) The documents that then comprise this Lease (II) That this Lease is in full force and effect (III) 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 Lessee to Lessor (or, if amounts are owed, specifying the same) (VI) To the knowledge of Lessor, there are no defaults by Lessee 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 Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 10 The party acquiring Lessee'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 in this Lease). 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: City of Auburn Attn: Josh Arndt 25 West Main St. Auburn, WA 98001 Jarndt@auburnwa.gov and City of Auburn Attn: Airport Manager 2143 E St NE Suite 1 Auburn, WA 98002 Tmensonides(aauburnwa.gov To Lessee: Dan Dolan 2143 E Street NE Auburn, WA 98002 Phone: 360.840.9544 dan@seattleairtaxi.com Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 11 ARTICLE 13: INSPECTION, ACCESS AND POSTED NOTICES Lessor and any of its agents shall at any time upon seventy-two (72)hours advance, written notice to Lessee, have the right to go upon and inspect the Premises provided, however, that in the event the Lessor determines, in its sole and absolute discretion, that an emergency situation exists on or adjacent to the Premises, no advance notice to Lessee is required and Lessor may immediately go upon and inspect the Premises. Lessor 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. Lessor shall not be liable in any manner for any inconvenience, disturbance, loss of business, or other damages arising out of Lessor'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, Lessor, their employees, agents, or representatives. ARTICLE 14: DEFAULT AND REMEDIES 14.1 Lessee shall be in default under this Lease if any rent or other payment due from Lessee hereunder remains unpaid for more than ten (10) days after the date it is due; (ii) Lessee files 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 Lessee that has not been dismissed within thirty (30) days of filing; (iv) Lessee becomes insolvent; or (v) a receiver,trustee, or liquidating officer is appointed for Lessee's business; or(vi) if Lessee violates or breaches any of the other covenants, agreements, stipulations or conditions in this Lease, 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 Lessee, then Lessor 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, Lessor may reenter the Premises in the manner then provided by law, and remove or put out Lessee or any other persons found. No such reentry shall be construed as an election on Lessor's part to terminate this Lease unless a written notice of such intention is given to Lessee. 14.3 Upon default the Lessor may elect to re-let the Premises or any part thereof upon such terms and conditions, including rent, term and remodeling or renovation, as Lessor in its sole Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 12 discretion may deem advisable. To the fullest extent permitted by law, the proceeds of any re- letting shall be applied: first, to pay Lessor all costs and expenses of such re-letting (including without limitation,costs and expenses incurred in retaking or repossessing the Premises,removing persons or property therefrom, securing new Lessees, and, if Lessor maintains and operates the Premises, the costs thereof); second, to pay any indebtedness of Lessee to Lessor other than rent; third, to the rent due and unpaid hereunder; and fourth, the residue, if any, shall be held by Lessor and applied in payment of other or future obligations of Lessee to Lessor as the same may become due and payable, and Lessee shall not be entitled to receive any portion of such revenue. 14.4 Lessor may also elect to terminate the Lease and all rights of Lessee by giving notice to Lessee of such election. If Lessor elects to terminate the Lease, Lessor shall have the right to reenter the Premises and remove all persons, and to take possession of and remove all equipment and fixtures of Lessee in the Premises, in the manner then provided by law. Lessee hereby waives all damages that may be caused by Lessor's reentering and taking possession of the Premises or removing or storing the property thereof, and Lessee shall save Lessor harmless therefrom, and no such reentry shall be considered a forcible entry. If Lessor so elects to terminate the Lease, Lessor may also recover from Lessee: (I)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 Lessee 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 Lessee proves could be reasonably avoided; (IV) Any other amount necessary to compensate the Lessor for all the detriment proximately caused by the Lessee'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 Lessor'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 (1) and (II) 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 Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 13 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 Lessor'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) Lessor retains the public and private right of flight for the passage of aircraft in the airspace above the surface of the property 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 later 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) Lessor 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 Lessee and without interference or hindrance. 15.3) Lessor reserves the right, but shall not be obligated to the Lessee to maintain and keep in 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 Lessee 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) Lessee agrees to comply with the notification and review requirements covered in Part 77 of the Federal Aviation Regulation 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) Lessee 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, Lessor shall give written notice to the Lessee specifying the breach. If Lessee does not take action to correct the breach within ten (10) days of receipt of said notice, the Lessor reserves the right to enter upon the Premises hereunder and to Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 14 remove the offending structure or object and cut the offending tree, all of which shall be at the expense of Lessee. 15.7) Lessee, 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, Lessor reserves the right to enter upon the Premises hereby leased and cause the abatement of such interference at the expense of Lessee. 15.8) It is understood and agreed that nothing contained in this Lease 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 1349a). 15.9) This Lease and all the provisions in this Lease 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) Lessor 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 Lessee 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) Lessee, as well as Lessee'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 Lessees 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) Lessee 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 Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 15 confusing light or in any way restrict visibility at the Airport; and (II)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) Lessor 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 in this Lease. Lessor agrees to give Lessee no less than ninety(90) days' written notice of its intention to install such air navigational aids. ARTICLE 17: NON-DISCRIMINATION 17.1) Lessee 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 Depai tnient of Transportation ("DOT")program or activity is extended or for another purpose involving the provision of similar services or benefits, the Lessee shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to Title 49, Code of Federal Regulations, DOT, Sub-title A, Office of the Secretary, Part 21, Non-discrimination in Federally Assisted Programs of the Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and as said regulations may be amended. 17.2) Lessee for himself, his 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, religion, gender expression, age, national origin, disability, marital status, sexual orientation or military status 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, religion, gender expression, age, national origin, disability, marital status, sexual orientation or military status shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination, and 3) that the Lessee shall use the Premises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations, DOT, Sub-title A, Office of the Secretary, Part 21, Non- discrimination in Federally Assisted Programs of the Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and as said regulations may be amended. Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 16 17.3) In the event of breach of any of the above non-discrimination covenants, Lessor 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 CFR Part 21 are followed and completed, including expiration of appeal rights. 17.4) Lessee 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 Lessee may be allowed to make 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, Lessor shall have the right to terminate this Lease and the estate hereby created without liability therefor or,at the election of the Lessor 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) Lessee agrees that it shall insert Articles 17.1 — 17.5 in any lease, license, or sublease agreement by which said Lessee grants a right or privilege to any person, firm, or corporation to render accommodations and/or services to the public on the Premises leased. 17.7) The Lessee assures that it will undertake an Affirmative Action program as required by 14 CFR Part 152, Sub-part E, ("Sub-part E") to ensure that no person shall on the grounds of race, color, sex, religion, gender expression, age, national origin, disability, marital status, sexual orientation or military status may be excluded from participating in any employment activities covered in Sub-part E. The Lessee 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 Lessee assures that it will require that its covered suborganizations provide assurances to the Lessee that they similarly will undertake Affirmative Action programs, and that they will require assurances from their suborganizations, as required by Sub-part 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 Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 17 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 — Lessee is not granted the right under this Lease to install any signage to the interior or exterior of the Airport Administration building unless otherwise agreed to in a separate addendum which may be subject to additional consideration. If Lessee so desires, Lessee shall work in good faith with Airport Administration staff to establish a location, quantity, size, style and placement of Lessee owned signage in an area that is representative of Lessee's premises. All costs and expenses borne of signage creation, installation and/or repair will be the sole responsibility of Lessee. All signage shall be subject to and in accordance with the Auburn City Code, Chapter 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-Lessor shall have no obligation to provide security to the Premises. If reasonably required by Lessor, Lessee shall provide adequate lighting to provide for all-night illumination of the Taxi lane apron of all buildings on the Premises, including aprons, aircraft tiedown areas, vehicular parking lots, and pedestrian walkways surrounding the Premises. Lessee 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,Lessee agrees to comply with said security requirements that affect the Premises, at Lessee's sole expense, upon being notified of such requirements in writing by Lessor. If Lessor is fined by FAA for a security violation caused by negligence of Lessee,or any of Lessee's sub-Lessees,Lessee shall immediately reimburse Lessor upon demand. 19.3) No Brokers - Lessee represents and warrants to Lessor that it has not engaged any broker, finder 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 Lessor against any loss, cost, liability or expense incurred by Lessor 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 Lessee. 19.4) Regulatory Compliance - The Lessee agrees, at its sole cost and expense, to conform to, comply with and abide by all lawful rules, codes, ordinances, 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 Lessor, including without Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 18 limitation those relating to environmental matters, and regulations set forth by the Environmental Protection Agency, now in existence or hereafter promulgated, applicable to the Lessee'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. Lessee 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 Lessee to comply with the covenants of this section. 19.5) Liens & Insolvency - Lessee shall keep the Premises free from any liens. In the event Lessee becomes insolvent, voluntarily or involuntarily bankrupt, or if a receiver, assignee or other liquidating officer is appointed for the business of the Lessee, then the Lessor may cancel this Lease at Lessor's option. 19.6) Non Waiver-Waiver by Lessor of any term, covenant or condition contained in this Lease 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, condition contained in this Lease. 19.7) Force Majeure - Except for the payment of Rent, Additional Rent or other sums payable by Lessee to Lessor, time periods for Lessee's or Lessor's performance under any provisions of this Lease shall be extended for periods of time during which Lessee's or Lessor's performance is prevented due to circumstances beyond Lessee's or Lessor'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, Integration, and Interpretation — 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 Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 19 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) Lessee will be granted two keys each for the exterior entrance door and to the Lessee's Premises. If Lessee desires additional keys Lessee may duplicate the provided keys to Lessee's Premises only and at Lessee's sole expense. Lessee may change the lock to the door providing access into Lessee's Premises at Lessee's sole expense. If Lessee elects to change the lock to Lessee's Premises, Lessee will provide a copy of the new key to Lessor at no charge to Lessor. 19.11) Gate Cards - Lessee 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. Lessee 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 Lessees operations. Lessee 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 Lease without any extensions thereof, Lessee shall immediately and without notice or demand return the gate cards to the Office of the Airport Manager. 19.12) 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 Lessor. Lessee shall be notified prior to changing of the gate codes and it shall be the responsibility of the Lessee to notify their customers and employees of said change. Lessee shall immediately notify the Lessor 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. 19.13) 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. ARTICLE 20: SIGNATURE By signing in the space below, the LESSEE ACKNOWLEDGES HAVING READ AND UNDERSTOOD AND AGREES TO THE CONTENTS OF THIS AGREEMENT. Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 20 Dated and Signed this 3 day of January, 2020. Classic Helicopter Corp.,: (2-' AAP (e_,5 i-cie---, -4-- Dan D1. s, Title: STATE OF WASHINGTON ) , )ss. County of/5 1 t ) The undersigned Notary Public hereby certifies: That on this day ofiflUCvLJ 20 (J,personally appeared before me t v y e) 1 C c v'� (name),// . (�l , 7 4- _r?____ �— (title), to me known to be 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 oat stated that he/she was dul authorized to execute said document on behalf of OVA—SS t"C. -e li curr-C4 In Witness Whereof I have hereunto set my hand and affixed my official seal the day and year first above written. e ,v_ ----e-C-- A-- r vvidotary P lic 19nd for the State of Washington, TANYA KOCH Residing at /Lk(.kik:,r i'\---- Notary Public My commission expires f ; (,.,/ 7 State of Washington Commission# 145121 My Comm. Expires Sep 20, 2023 Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489 Page 21 Dated and Signed this .2s/� day of January, 2020. CITY OF AUBURN: ANCY KUS, Mayor A as to form: 01- LA'S 27\"14 V.0L City omey: Kendra Comeau STATE OF WASHINGTON ) ss. County of Plq ) '� The undersigned Notary Public hereby certifies: That on this2Mouday of . 4 uAaJ- 20 2.0,personally appeared before me Gey r., (name), et coYDt5 G(eY k-- (title), to me known to be 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 athstated that he/she was duly authorized to execute said document on behalf of In Witness Whereof I have hereunto set my hand and affixed my official seal the day and year first above written. R n "I ;� :� SOT�R+A� �f�i, Notary Public in and for the State of Washington, + j Is Residing at Co. N 2203917 to S My commission expires J 1—(q-cDO .17,1,,141i/7.19.1 �O 11h,11%\‘.,",� C WA S �I I I�+ N\\�.�� Classic Helicopter/COA Lease Lease ID 20-003 Resolution No. 5489