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HomeMy WebLinkAbout1993-037 Hangar Lease - Lee //-/<".;... , /C ./l , CITY OF ASHLAND ' GROUND LEASE'AGREEMENT , for HANGAR CONSTRUCTED BY LESSEE ASHLAND MUNICIPAL AIRPORT rnJr? r;v.=,r")Il~Pn ['~III ;' APR 2;3 1993 IIii' Ii' " iPdClU J Ib1-" " .J 1ttst.V , . ---...---- -- - - ------..----- Grounc: lease agreement made thisd~K'ct day of ~nl the c:ry OF ASHL;~D (city)~yand through its irport (Comrn:ssion) and !larolr:t I--ee.. , 1993, by Commission (L€ssee) . Recit"ls: , r.. situa-;:ed power ~o City is the owner and operator in the City of Ash~and, Oregon, grant r~ght and pr~vileges with of Sumner-Parker Airport called "Airport", w~th respect to its use. E. Lessee is the ownec of an aircraft basee at the Airport and w~shes to co~struct a h,,~gar for storage of the aircra:t. c. city is willing tc lease to Lessee a portion of the Airpor~ premises ~ogether w~~h such rights and privileges as are set fCcth in this lease. Lessor and Lessee agree: 1. Description of leased "remises. city leases to Lessee a part c: the Airpcct describej in Exhibit "A" ("the premises"). 2. Le:se Fees. An initial ~onthly rental of $20 is estab:isjed and st:ll be paie semi-annu,,~ly in advance for the succeed~ng six months beginning .ith the cc=mencement date specified in paragr:ph 3. ~ 2.1. Annual rent incre:se. The monthly rent shall ir.crease annual~y, but not decrease, jy multiplying the rent by one-half times: fraction, the numer,,~or of which is the CPI Index Fiq~re for tts month of :anuary of ~hat subject calendar year, and tje denomi~atbr of wt~ch is the 3ase CPI Index Figure. To illust::ate the prsceding sen~ence, the ~onthly rent for the year begir.ni~g one ye:r from the date of th:s agreement shall be equal to the produc~ determinec: by multiF~ying $20 (the rent specified in paragr:ph 2), by one-half ti~es a fraction, the nunerator of which :s the CPI :ndex Figure for the month of January, 1954, and the de~ominator c: which is ~he Base CPI Index Figure. 2.1. 1. As used in this paragraph, "Index" shall re:er to the following ~ndex published by the Bureau of Labor statis~ics of the united Sta~es Department of Labor: Cons~er Price :ndex, All ~rban Conscc,ers (CPI-U), U.S. City Average, CPI- -All I~ems ("stanc:ard refere~ce base period" 1982-84 = 100) . "Base CPI Index Figure" shaL refer to the Index number indicated for the month of :anuary, 1503, and the "CPI Index Figure" fa:: any ot~er month sjall refer ~o the Index number for that mont~. If the "Index" is no longer ~eing published as of a particular PAGE I-HANGAR GRO:':ND LEASE (r,.""",lground,b<)(M,onoh If, 1993) 'date, then the "CPI Index Fig~'~'fo~ that date shall be the figure reported ~n the U.S. Department of Labor's most recent comprehensive official index then in use and most nearly answering the description of the Index (or, if the U.S. Department of La~or is not then publishing any such similar index, shall be ietermined under another comparable, authoritative, gsnerally recognized index to be selected by mutual agreement of Lessor and Lessee). If the ~ndex is calculated from a base different from %he base 19~2-84 = 100, then the figures to be used in calculating any adjustment mandated under this Agreemen% first shall be converted (if possible, under a formula supplied by ~he Bureau cf Labor statistics of the U.S. Department of Labor) to account for that difference. 2.2. Lease fees will become pasl due the l!~h day of the c~lendar month a~ the City will charge interes~ cf 1.5% per month on past due lease fees. 2.3. Ail s~ns resulting from the computaticn of monthly lease fee shall he rounded to the nearest whole dcllar in favcr of Lessor. 3. Term. The term of this lease is 2~ years, cor~nencing upon the issuance of a certificate of occupancy by the city of Ashland or 120 da~s from %he date of this lease, whicheYer occurs first. At the ~nd ~f this term, Lessee shall have the first right of refusal to lease 5he premises from the city at ~he rates and terms ~hen in effect as established by the City. 4. Use of Premises. Except as provide~ in this ~aragraph, tke premises shall be used only for the stcrage of aircraft owned by Lessee. Other items of personal propersy may be s~ored temporarily when such storage in no way interferes with the normal storage area of the aircraft in the hangar, and does ncr otherwise violate this lease. 4ol. Lessee shall not store any flammable or explosive liquids or solids within the premises. For the p'~rpose of this lease, "flammable or explosi%~e liquids or solids" shall not apply to fuel or other flammable contained within any azrplane or automcbile placed in the han~ar. Fueling of tke aircraft while in the hangar is strictly prohibited. 4.2. Lessee shall be required to construc% a ramp in accordance with specifications to be approved in %~iting by tke City to provide i~gress and egress to the hangar. 5. Grant of Ri~h~. Lessee is granted the righ~ to operate iss aircraft and to use the Airport, together with ali facilities, equipment, improvements, and services which have keen or may ~e provided at the Azrport including the landing fielJ and any extensions or additions, roalways, runways, aprons~ taxiways, PAGE 2-HANGAR GRCCLND LEASE floodlights, landing lights, beacons, signals, radio aides, and all other conveniences for flying, landings, and take-offs. ~. Riqht of Inqress and Eqress. Lessee and escorted visitors or customers shall have the right of ingress and egre~s to and from ~he premises described in Exhibit "A". Lessee shall take reasonable care to assure that Lessee does ncr interfere with City's operation of the Airport fcr the benefit of the public and of all,aircraft using ~ne Airport. - Rights and Privileces Reserved to the City Include: 7.1. !he right tc develop or improve the landing area of %he airport without interference cr hindrance of the Lessee. 7.2. The right, hut not the obligation, to maintain and keep in repair the landing area of the Airpo~, together with the right to direct and con%rol all activities of Lessee. 7.3. The right tc take any action considered necessary to ~rotect the aerial approaches of the airport against-obstruction, together with the right to prevent Lessee frcn erecting, or ~ermitting to be ~rectel, any building or other structure on the kirport which, in the opinion of the City, wculd limit the usefulness cf the Airport and constitute a hazard to aircraft. 7.4. The right t¢ temporarily close or to restrict the use cf the Airpcrt or any cf the facilities for maintenance, ~mprovement, or for the safety of the public. 5. ComDliance with Lessee shall comply' with 8.1. Uhe "Minimu~ Standards at Ashland Zunicipal Alrport, Ashland, Oregon" adopted by the City Council on January ~, 1990 ~nd as may ke amended from time tc time~ 8.2. AIl federal, state, county, and city laws, or!ers and ~rdinances, the rules and regulations of the Lessor, and all rules and regulations cf the State Department of Transpcrtation Aeronautics Division an~ the Federal Aviatio~ Administrasion. Lessee compliance ~ith environmental laws. 9.1. Definition cf "hazardous material'. As used Ls this paragraph, the term "hazardous material" means any hazardous or ~oxic substance, material, or waste, including, but not limited to, those substances, materials, and wastes listed in the United States Department of Transportaticn Hazardous Materials ?able (49 ~.F.R. § 172.101) or ky the United States E~vironmental ~rotection Agency as hazardous sukstances (~ C.F.R. P~rt 302) and any amendments, ©ES 466.567, 466.205, 4~6.640 and ~68.790 ~nd regulations of the Oregon Sta~e Department of Envircnmental ~uality, petroleum pro/ucts and their derivatives, and such other substances, materials and wastes as become regulated or subject PAGE 3-HANG.'-=R GROUND L-LASE · 0 cleanup authority under any environmental laws. Environmental laws means those laws cited in this subparagraph. 9.2. .LCssee's compliance with laws and permits. Lessee shall cause the leased property and all operations, conducted on the leased property (including operations by any subtenants) to comply with all environmental laws. 9.3. ~nitation on uses of hazardous materials. Lessee shall not use or allow a~y agents, contractors or subtenanss to use the lease5 property ~o generate, manufacture, refine, transport, treat, store, handle, recycle, release or dispose of any hazardous materials, other than at reasonably necessary for the operation of Lessee's activities as contemplated under this lease. 9.4. City's Rights. City shall have the right to conduct reasonable inspections anj investigations of the leased property apl the opera~ions conducted on the leased property at any time an~ from time to time, an~ Lessee shall coopera~e fully wf~h City during such inspections and investigations. 9.5. Indemnification. Lessee agrees to defend (with counsel approved by City), fully indemnify, and hold entirely free and harmless city from and against all claims, judgments, damages, penalties, fines, costs, liabilities, cr losses (including, without limitation, diminution in value of the leased property, damages for the loss or restriction on the use cf rentable or usable space ~r of any amenity of the leased property, damages arising from any adverse impac~ on markesing of space, sums paid in settlement of claims, attorneys' fees, consultant fees, and expert fees) which arise during or after the lease term and which are imposed on, or paid by or asserted against City ti reason or on account of, or in connection ~ith, or arising out of Lessee's generation, manufacture, use, transportation, refinement, treatment, storage, or disposal of hazardous materials, or aay release of hazardous materials as a result of Lessee's use or activities, or of Lessee's agents, con~ractors, cr subtenants. 10. Construction of Improvements. Lessee shall erect a hangar on ~he premises in accordance with this paragraph. 10.1. The hangar shall be erected wholly within the boundary lines of the premises. Lessee shall submit plans and specifications for the had{ar to the Commission and the city building official, for revLew and approval of the Commission and the building official, wi~7in 30 days after the date of execution of ~his lease. Following approval of Lessee's plans and specifications by the Com~ssion and the bu~ldin? official, Lessee shall e>~editiousl}-apply for all necessary permits and make continued and substansial progress towards ~ermit issuance. Lessee shall commence conssruction in accordance with plans and specifications approved by the Commission within 60 days PAGE 4-HANGAR GROUND LEAS~ ~:~.~)~, ~993) followin~ approval by City of Lessee's plans and specifications. If required permits are not issued by the appropriate authority within 9C days of approval of plans and specifications by the Commission, City may, upon 30 days written notice to Lessee, terminate this Lease and Lessee shall have no fu~t~er liability to City under this lease. 10.2. Prior to commencement of the construction of the hangar an/ before any building naterials have been delivered to the premises, Lessee shall comply with each of the following conditions: 10.2.1. Submit to the Commission one set of preltminary construction plans and specifications prepared by an architect or engineer licensed in the State of Oregon which are sufficient to enable Commission to make an informed judgmeE% about the design and quality of the construction. Lessee shall not cor~mence construc%ion until all required permits have been obtaineJ and the Crmmission has approved of ~he preliminary construction plans and specifications, including %he color of the hangar. Commission shall not unreasonably disapprove suck plans and specifications. Approval cr disapproval shall be communicated to Lessee ~itkin 30 days after receipt of complete plans and specifications by Commission. Any disapproval shall be accompanied by a statement cf the reasons for such disapproval. Following any disapproval, Lessee may elect either to revise the plans and specifications and resubmit them to the Commission pursuant to this paragraph or terminate this Lease upon 30 days written notice to City. !0.2.2. Deliver to Cisy such other proofs and copies as C~y shall reasonably request, including, withcut limitation, proof that workers' compensation insurance has been procured to cover all persons employed in connection with 5he construction, proof of issuanre of all building and other permits required for ~he construction and proof that all s-.'stems development charges of the City have teen paid. 10.2.3. Once construc%ion has be{un Lessee shall prosezute it to completion with dilfgence. All wcrk shall be performed in a good and workmanlike manner and shall comply with all applicable governmental permits, laws, ordinances and regulations. Lessee shall pay or cause to be paid %he total cost of the construction. Construction work shall conform in all significant respects with the approved prelininary plans and specifications and the working drawings approved by the Commission except as otherwise authorized by the Commission. 10.2.4. Th~s paragraph shall not be construeJ to authorize Lessee 5o do any act or make any contrac5 so as to encumter in any ~anner the zitle of Cisy to the property or PAGE 5-HANSAR GROUND LEASE to create any claim or lien on or against the interest of City in construction of the improvements. It is expressly agree~ that all the expenses of the construction of the imprcvements shall be promptly paid by Lessee as required by the t~rms of any contract therefor. ~. 10.3. Lessee shall also construct to standards established by the Co~ission adequate drainage on the premises and an asphalt ta×iway to the hangar. 10.4. Lessee may, but is not required 50, provide electricit}' to the premises and within the hangar and may rough- in plumbing. No septic or holding tanks shall be permitted on the premises. 11. Title ~0 Improvements. Upon completion of construction and issuance cf a certificate of occupancy, the improvements described ~n paragraph 10 including any furtker improvements to the premises approved by the Cor_~ission, shall become property of City, free and clear of all claims of Lessee, any one claiming under Lessee or caused, permi~te~ or suffered to attach through Lessee. Lessee or any one claining under Lessee, shall indemnify and defend City against all l±akility and loss arising from suck claims. 12. Maintenance. Lessee shall keep and maintain the leased premises a~ all. improvements in good and substantial repair and condition, ~ncluding the extericr condition. Lessee shall make all necessary repairs and alterations and shall maintain the leased preKises and all improvements in compliance with all applicable 5uilding and zoning laws and all cther laws, ordinances, orders and requirements of all authorities having or rlaiming ju_~isdiction. Lessee skall provide proper containers for trash and garbage and shall keep the leased premises free and clear of weeds, rubbish, debris, and litter at all times. City shall at a!~ times during ord£nary business kours have the righ~ to enter upon and inspect suck premises. ~3. Utilisies. Lessee shall prcmptly pay any charges for electricity and all other charges for utilities which may be furnished t3 the leased premises at Lessee's order or consent. ~4. Liens, Taxes. Lessee sBall pay all sums of money that ~ecome due for any labor, services, materials, supplies, utilities, furnishings, machine~_.' or equipment which have been furnished or ordered by Lessee wkich may be secured by lien against the premises. Lessee shall pay all real and personal ~roperty taxes assessed against ~he premises, such payments to be nade no later than November 15 of the year in which the ~axes 2ecome due 5nd payable, and will submit a cop? of the receipt fcr ~he taxes t~ the City's Director of Finance. PAGE 6-HANG~-R GROUND LEASE 15. Insurance. Lessee shall cbtain and ~aintain continuously in effect at all times during the term of this lease, at Lessee's sole expense, the following insurance: 15.1. Comprehensive insurance. Owner's, landlcrd and tenant cr premises insurance protecting city and its officers, agents and employees against a~y and all liabilities that may allegedi}' in any we? relate tc the operation by Lessee, this insurance to be in the minimux amount of ~500,000, ccmbined single limit coverage. Such limit shall 5utomatically increase in the event of an}' change in the provisicns of ORS 20.270, or in the eveLt these li~ts are found to be ncn totally a~plicable to a city. 15.1.1. Additional lnsureds. All include nhe City, its officers commissic~s, employee~ and agen%s as additional insure/s. policies shall elected officials, 15.1.2. ?rimar¥ ins2rance. The insurance shall be considered primary %o any other insurance or self-insurance of the citY. 15.1.3. insurance certificate. A certificate evidencing such insarance coverage shall ~e filed wish the City prior t¢ the effective date of this lease and such certificate shall provide that such insurance coverage may not be canceled or reduced or changed tn any way 5dverse to %he City wi%bout at least 3f days prior written nctice to the City. The policy shall be continuous until canceled as stated alcve. If suzh insurance coverage is canceleJ or changel, Lessee snell, not later than 15 days prior to the termination :r change in the insurance coverage, file with the city a certificate showing that the required insurance has been reinstated cr provided through another insurance company or companies, in the event Lessee shall fall to furnish the cit]~ with the certificate cf insurance required, city may secure the required i~surance or self-insure at the s01e cost a~! expense cf Lessee, and Lessee a~rees to reimburse City proxptly for the cost, p!u~ ten perce~t of the cost for City administration. 15.2. Property Insurance. Lessee shall keep the premises insured at Lessee's expense aqsinst fire 5nd other risks covered by a standard fire insurance ?olicy with ~n endorseEent for extended coverage. Lessee shall bear the expense of any insurance insuring ~he proper57 of Lessee on the prenises against such risks but shall not be required to insure. 15.2.1. Additional insureds. Ail policies shall include %he City as an additicnal insured. 15.2.2. Waiver of $abroqation. Neither ~arty shall be liable to the other (or to the other's surcessors or assigns) for any loss or damage caused by fire or any ~f the risk~ enumerated in a standard fire insurance 7.olicy with 5n extended coverage PAGE 7-?hANGAR GROLn.~D LEASE endorsement, and in the event of insured loss, neither party's insurance company shall have a subrogated claim against the i~ other. This waiver shall be valid only if the insurance policy in question expressly permits ~aiver of subrogation or if the insurance company agrees in writing that such a wa. iver will not affect coverage under the policies. Each party'agrees to use best efforts to obtain such an agreement from its insurer if the policy does not expressly permit a waiver of subrogation. 16. Indennificatio~. Lessee shall keep, indemnify and defend and hold harmless ci%y, its officers, agents and employees, from and against any and all claims, demands, suits, judgments, costs, and expenses, including attorney's fees asserted by any person or persons, including agents or e~ployees of the city or Lessee, by reason of death Or injury to persons or loss or damage to property ~hat allegedly results from Lessee's operations, or anything done or peruitted by L~ssee under this lease, except for the exten% attributei to acts cr omissions of city of its officers, agents or employees. 17. Damace or Destruction of Premises. I~ the leased premises or any improvements are damaged or destroye~ by fire or other casualty, Lessee shall: 17.1. Promptly repair, rekuilt or restore the property damaged or destroyed to substanzially the same condition consistent with the applicable Building codes; and 17.2. Apply for any net proceeds of insurance resulting from claims for such losses, as well as any additional money of Lessee necessary. If the damsge or deszruction which occurs is such that the cost of repair, rebuilding or restorasion of the property damaged or destroyed exceeds 50% of the fair market value of the improvemen5s, Lessee shall have 5he option ~ithin 60 days from the date cf damage or destructicn, to notify' City in writing whether or not Lessee elects to repair, rebuild, or restore in accordance with paragraph 17.1 cr to terminate this lease. Upon giving such notice tc terminate, this lease shall terminate on the date s~ecified in the notice and City shall be entitled to the net pr¢ceeds of insurance. 18. Events of Defaul%. The following shall be events of default: 18.1. Default in Rent: Failure of Lessee to pay any ren~ or other charge within ten days after it is due. 18.2. Default in Other Covenants: Failure of Lessee to comply with any term cr condition or fulfill any obligation of ~he lease (other than the paymenn of rent or other charges) within 30 deys after ~ritten notice by City specifying the nature of the default. If the default is such that it cannot be PAGE 8-HANG.'-~R GROUND LEASE ~:,~.l~)o~ ~{. completely remedied within the thirty (25) day period, this provision shall be complied with if Lessee begins correction cf the default within the 30 da}' period and proceeds in good faith to effect the remedy as soon as practicable. 15.3. Insolvency: Insolvency of Lessee and assignment ky Lessee for the benefit of creditors; the filing by lessee of a voluntary petition in bankruptcy; an adjudication that Lessee is bankrupt or the appointment ~f a receiver of the prLperties of Lessee: the filing of an invctuntary petition of ba3/<ruptcy an/ failure of the Lessee to secure a dismissal of the ~etition within 30 days after filing; attachment 2f or the levying of execution on the leasehold i~ferest and failure of the Lessee %o secure discharge cf the attachment or release of the levy of execution within ten days. 19. Remedies on Default. In the even~ ~f a default, the City at its option may terminate the lease by notice in writing by certified or registered mail %o Lessee. ?he notice nay be given before or within thirty days after the running of the grace period for default and may be included in a notice cf failure cf compliance. If the property is abandons/ by Lessee in connecti3n with a default, termination ~nali be automatic and vlthout notice. 19.1. Damages: In the event of tern!nation of default, City shall le entitled %o recover immediately the following amounts as damages: 19.1.1. The reasonfble cost cf re-entry and reletting including the cost of any clean up, refurbishing, removal Df La,see's property and ft×tures, or any other e>3~ense ocrasioned by Lessee's failure to quit the pren2ses upon te-~mination and to leave the premises in the re~.~uired condition, any remodelin~ costs, an~Drney fees, court costs, Droker commissions and alver~ising cDst. 19.1.2. The loss cf reasonabis lease fee value from the date of default until a new tenant has been or, with the e>~ercise of reasonable efforts coula have been secured. 19.2. Re-entry After Termination: if the lease is terminated for any reason, Lessee's liability to cizf for damages shall survive such terminati¢n, and the rights and czligations pf the parties shall be as follc=s: 19.2.1. Lessee shall vacate the property immediately, ali within 60 days remove any property of Lessee includin~ an}- fixtures xhich Lessee is required to remove at the end of the lease ~erm, perform any cleanap, alterations or other wcrk required to leave the property in the condition required at the end of the term. PAGE 9-.'-iANGAR GROUND LEASE 19.2~2. City may re-enter, take possession of the premises and remove, any persons or property by legal action or by self-help with the use of reasonable force and without liability for ~amages. 19.3. Reletting: Following re-entry or abandonment, City may rele~ the premises and in that connection may: 19.3.1. Make any suitable alterations or refurbish the prezises, or bsth, or change the character or use of the premises, but City shall not be required to relet for any use or purpose (other than that specified in the lease) which City may reasonably sonsider injurious to the premises, or ts any ~tenant which City may reasonably consider objectionable. 19.3.2. Relet all or part of the premises, alone or in con~unction wi~h other properties, for a term longer or shorser than the term of this lease, upon any reasonable teru~s and cond~sions, including the granting of some lease fee-free occupancy or other lease fee concession. 20. Ter~..ination. Upon termina5ion of the lease by the passage of time er otherwise, Lessee shall surrender the leased premises in good condition. ?he Lessee's obligations under this paragraph shall be subordinate to the prorisions of ~aragraph 11 related to improvements as required and the city shall have the remedies described in paragraph 19. 21. Assignment of interest or Rights. Neluher Lessee or any assignee or other suscessor of Lessee shall sublease, assign, transfer or encumber any of Lessee's rights in and to ~his lease or any interest, nor license or permit the use of the rights granted except as provided in this paragraph. Lessee shall not assign all or any part of its rights and interests under this lease to any successsr through ~erger, consolidation, cr voluntary sale or transfer of substantially all of its assets, without prior written approval cf the City. Written a~proval of the City shall not be unreasonatiy withheld. 21.1. Right of first refusal. City shall have the following described right of first refusal ~ith respec~ to the interest uf L~ssee under this lease: 21.1.1. Lessee shall not sell, sublease, assign or transfer to anycne other than City, unless Lessee shall have first communicated to city, by written notice, a %'ritten offer to sell, sublease, assign or transfer this lease or any interest, which offer shall specify, in commercially reasznable detalt, the price, terms an/ conditions upon which Lessee is willing to sell, sublease, assign or transfer this lease or any interest. PAGE 10-~L~NGA~R GROUNi LEASE 21.1.2 City shall have a period of 30 days, following the notice, within ~hich to accept the offer by giving Lessee written notice of acceptance. If the offer is accepted, the parties shall be obligated to close the sale, sublease, assignment er transfer in accordance with the terms of Lessee's offerJ Closing shall occur within 60 days following acceptance or within such longer closing pericd as ~ay be specified in the offer. 21.1.3 If city dces not accept the offer, Lessee ray sell, sublease, assign or transfer the lease or any interest tc any other party, provided that such a sale must be consummated within 60 days following the earlier of the expiration of the 30 day acceptance period specified in 21.1.2 for ~ae offer or the date of any written rejecticn of the offer by city, and for and upon the same price, terr~s and conditions as those specified in the offer. 21.1.4. city's rl{hts under 5his paragraph shall apply ts any subsequent or ccntemporaneous offer made to Lessee or bessee's successor or successors is interest. 21.2 Option to Purchase Lessee's interest. In addition to the right of firs% refusal described in paragraph 21.1, City shall have the exclusive right and opticn to purchase all cf Lessee's rights under this lease upon the following terms and conditions: 21.2.1 If City exercises this option, the purchase price during the initial year of this lease for Lessee's rights under this lease shall be $20,000 or the actual reasonable ccnstruct!on cost of the hangar, whichever is greater. The purchase ~rice durin? each subsequent year shall be the purchase price determined in the immediately preceding sentence less 1/25th of such purchase price for earh full year the lease has been in effect. 21.2.2 This option shall be exercised by written ncsice given by City to Lessee at any time, which notice sk~ll specify that City has elected to exercise this option. 21.2.3 Closing shall occur as soon as possible fcilowing exercise of this option h}' City and, in any event, nc5 later than the 35th day following the date of exercise of this opticn. 21.2.4 At closing. Lessee shall deliver to city a duly executed and acknowledga~ statutory quitclaim deed qultclaiming all of Lessee's rights and interest in the premises free and clear of all liens and encumbrances of Lessee, anyone claiming under Lessee or caused, permit=ed or suffered to astach through Lessee. PAGE Il-HANGAR GRObq~D LEASE 21.2.~ At closing, City shall pay to Lessee in cask the ent~_re amount of the purchase price. 21.2.~. City's rights under this paragraph shall apply to any successor of Lessee and shall apply wkether or no% City exercises its rigkEs under paragraph 21.1. City ma}- not exercise its rights under this Daragraph while the , Lessee who signed this lease is in possessicn and has no~ sold,~ subleased, assigned or transferred Lts interest in 5he ~f~ lease. For the purposes of this subparagrapk, a devise pQ\ under a ~ii~ to a son cr daughter of the Lessee shall not be ~ considered ~ sale, sub~ease, assignment or transfer. 21.3. Subleases withou5 consent. Lessee ma}' sublease a portion of the ~remises for %he purpose cf placin~ a second aircraft within 5he hangar ~lthout consen5 of Cit?' provided tkat: 21.3.i. Lessee gives notice tc City prior to the placing of ~he aircraf5 in the hangar tha~ such sublease aas occurred, azd 21.3.2. Lessee pa}-s to city 20~ of a~! sums receiver by Lessee fzr the subleEse. Such pa}-nent shall be made City witkir 30 days of lessee's recezpt of %ne su~ by Lessee. 22. Nonwaiver. Waiver by efther party cf str/c~ performance of any provision of 5his lease shall not be a waiver sf cr prejud2ce the party's rzghz to require strict perfcrzance cf the same provision in ~he future or cf any other przvisirn. 23. Consent cf iity. Whenever consent, apprc~al or directicn by the City is required, all such consent, approval or direction shall be receLved in writing from the Cit}' Administrator. 24. Notices. Ail notices required under 5his 2ease shall be deemed to be urc~erly served ~f sent by certif±ed ~r registerer mail to the last address previously furnished k; 5Ae parties. Until changed by 5he parties by notice in writing, notices shall be sent to: CITY: City of Ashland 20 E. Main Stree~ Ashland, OR 9752~ Attn: City Admin2strator LESSE~ t Title LESSEE: Ci --Y~.?/YHLAND Mayor BY Title A/TEST: Ci~y Recorder PAGE 12-HANGA_R GF:0UND LEASE. State of Oregon Ccunty of Jackson Tkis instrument was acknowledged before me on ©?CIAt SEAt i~OTAF,! zUBLIC - OR[GON ' MYCOMMISS Z '< EXPIRES S~p 18, ;gg~ N6t~r'> 'Public for bregor_ My ccmmls~ion expires: ' -'~- 7 ~ STate of Oregon Ccunty of Jackson This instrument was acknzwledged before me on b)' as tke City of Ashland, Ore~on. , 1993, of Notary Puklic for Oregon My Commission expires: PAGE 13-HANGAR GROUND LF~Z. SE (~:,iq~..~)(w,~,~s, ~3) EXHIBIT A from ~1:. Description of leased premises. PAGE i4-HANGAR GP, OUND LEASE HANG~R5 Ashland Municipal Airport Sumner Parker Field