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HomeMy WebLinkAbout1992-087 Hangar Lease - Civil Air HANGAR LEASE AGREEMENT FOR THE ASHLAND MUNICIPAL AIRPORT Lease made this ]%t day of ~, 1992, between the City of Ashland ("City") and the Oregon Wing of the Civil Air Patrol, Inc., an auxiliary of the United States Air Force ("Lessee"). RECITALS: A. City is the owner of the Ashland Municipal Airport (futher referred to in this lease as "the airport".) B. Lessee desires to lease a portion of the airport for the purposes described below. City and Lessee agree: 1. Description of leased premises, city shall lease to Lessee that portion of the airport described in the attached Exhibit "A". Unless from the context a different meaning is intended, the term "property" refers to unimproved real property, and the term "premises" refers to the real property and any improvements located or constructed for use during the term of this lease 2. Term. The term of this lease is five years, commencing at 12:01 A.M. on the 1st day of A,,g,~ , 1992. 3. Rental to City. Lessee agrees to pay to the City during the term of this agreement, the following sums and amounts: 3.1. The sum of $1.00 per year payable in advance. 3.2. In addition, it is understood and agreed that at the termination of this lease, or any subsequent lease, the hangar presently owned by the Lessee and on the property will be removed by Lessee. 4. Purpose. The Lessee shall use the premises solely for purposes related to or arising out of Civil Air Patrol's three missions: Emergency services, aerospace education, the cadet program, and any activity in support of federal, state and local agencies. 4.1. Use of hanqar. The hangar on the property shall house only items licensed to, leased by or owned by the Civil Air Patrol, such as aircraft equipment and supplies related to the above purposes. 4.2. Radio. Lessee may maintain and operate such radio equipment as it deems necessary to function as a search and rescue and training facility, provided that all radio equipment is operated under the rules of the FCC, FAA, and the rules of the City of Ashland as they may now exist or hereinafter be adopted. PAGE i-HANGAR LEASE (pmlrpo~l\cap-92.Ls¢) 4.3. Commercial activities prohibited. Lessee shall not engage in any commercial activities, but may perform maintenance on its own planes and equipment. 4.4. Competition with FBO prohibited. Lessee shall not engage in any activities that are in competition with activities permitted any fixed base operator by its lease with the City of Ashland, unless otherwise permitted by this lease. 4.5. Fund-raising prohibited. Lessee shall not engage in fund-raising activities of any kind whatsoever on the property or at the airport without the written consent of the city first being given in advance. Violation of any of the provisions of this paragraph will result in the Lessee being subject to forfeiture of the lease. 4.6. Storaqe of fuel prohibited. Lessee shall not store aviation fuel or other flammables on the premises. 5. Insurance. Lessee shall obta~in and maintain continuously in effect at all times during the term of this agreement, at Lessee's sole expense, the following insurance: 5.1. Comprehensive insurance. Comprehensive general liability insurance protecting City and its officers, agents and employees against any and all liabilities that may allegedly in any way relate to the operation by Lessee, this insurance to be in the minimum amount of $500,000, combined single limit coverage. 5.2. Additional insureds. All policies shall include the City, its officers, commissions, elected officials, employees and agents as additional insureds. 5.3. Insurance certificate. A certificate evidencing such insurance coverage shall be filed with the City prior to the effective date of this agreement, and such certificate shall provide that such insurance coverage may not be canceled or reduced or changed in any way adverse to the City without at least 30 days prior written notice to the City. The policy shall be continuous until canceled as stated above. If such insurance coverage is canceled or changed, Lessee shall, not later than 15 days prior to the termination or change in the insurance coverage, file with the City a certificate showing that the required insurance has been reinstated or provided through another insurance company or companies. In the event Lessee shall fail to furnish the City with the certificate of insurance required, City may secure the required insurance or self-insure at the sole cost and expense of Lessee, and Lessee agrees to reimburse city promptly for the cost, plus ten percent of the cost for City administration. PAGE 2-HANGAR LEASE .6. Indemnification. Lessee shall keep, indemnify and defend and hold harmless City, 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 employees of the City or Lessee, by reason of death or injury to persons or loss or damage to property that allegedly results from Lessee's operations, or anything done or permitted by Lessee under this agreement, except for the extent attributed to acts or omissions of City of its officers, agents or employees. 7. Compliance with laws. The Lessee shall comply with all State and Federal rules, including but not limited to, the effluent standards or prohibitions established under Section 307(a) of the Clean Water Act for Toxic Pollutants. 7.1. Compliance with minimum standards. Lessee shall comply with the "Minimum Standards at Ashland Municipal Airport, Ashland, Oregon" adopted by the City Council on January 4, 1990 (further referred to in this agreement as "the minimum standards") as they now exist or as they may be changed in the future. 7.2. Noise Impact. Due consideration for the noise impact on the community surrounding the airport will be given by the Lessee in the selection of aircraft.and related activities, all in accord with the laws, rules and regulations and ordinances of the City of Ashland as they now exist or as they may be changed in the future. 7.3. Conflictinq Standards. In the event the above standards conflict with the provisions of the City or other applicable local, state or Federal regulatory agency, the most restrictive standard shall be applied. 8. Lessee compliance with environmental laws. 8.1. Definition of "hazardous material". As used in this paragraph, the term "hazardous material" means any hazardous or toxic substance, material, or waste, including, but not limited to, those substances, materials, and wastes listed in the United States Department of Transportation Hazardous Materials Table (49 C.F.R. § 172.101) or by the United States Environmental Protection Agency as hazardous substances (40 C.F.R. Part 302) and any amendments, ORS 466.567, 466.205, 466.640 and 468.790 and regulations of the Oregon State Department of Environmental Quality, petroleum products and their derivatives, and such other substances, materials and wastes as become regulated or subject to cleanup authority under any environmental laws. Environmental laws means those laws cited in this subparagraph. 8.2. Lessee's compliance with laws and permits. Lessee shall cause the leased property and all operations conducted on PAGE 3-HANGAR LEASE ~:~o,X~-92.L,¢) the leased property (including operations by any subtenants) to comply with all environmental laws. 8.3. Limitation on uses of hazardous materials. Lessee shall not use or allow any agents, contractors or subtenants to use the leased property to 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 agreement. 8.4. City's Riqhts. City shall have the right to conduct reasonable inspections and investigations of the leased property and the operations conducted on the leased property at any time and from time to time, and Lessee shall cooperate fully with City during such inspections and investigations. 8.5. 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, or losses (including, without limitation, diminution in value of the leased property, damages for the loss or restriction on the use of rentable or usable space or of any amenity of the leased property, damages arising from any adverse impact on marketing 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 by reason or on account of, or in connection with, or arising out of Lessee's generation, manufacture, use, transportation, refinement, treatment, storage, or disposal of hazardous materials, or any release of hazardous materials as a result of Lessee's use or activities, or of Lessee's agents, contractors, or subtenants. 9. Federal preeminence. Ail rights, privileges and liabilities imposed by this agreement are subject and subordinate to any conditions, restrictions, limitations, rules, regulations or future requirements for modification of this agreement, by any agreement or contract pertaining to the airport between the United States Government or any other department or agency of either the United States Government or the State of Oregon. 10. Minority Business Plan. The Lessee agrees to the terms and conditions of the City's adopted Minority Business Plan currently in effect with the FAA and to be amended from time to time as required by the FAA. 11. Termination. This agreement shall be terminated upon the following conditions: 11.1. Termination by Lessee. This agreement shall be subject to termination by Lessee in the event of any one or more of the following events: PAGE 4-HANGAR LEASE 11.1.1. The abandonment of the airport as an airport or airfield by the City. 11.1.2. The default by the City in the performance of any of the terms, covenants or conditions of this agreement, and for the failure to continue for a period of 30 days after receipt of notice from Lessee concerning the default, provided that if the remedy takes longer than 30 days, then the term of notice shall be so extended. 11.1.3. Damage to or destruction of all or a material portions of the airport, and which are necessary for the operation of Lessee's business, and election by City not to replace such improvements within six months after destruction. 11.1.4. The lawful assumption by the United States, or any authorized agent of the operation, control, or use of the airport, or any substantial part or parts, in such a manner as to substantially restrict Lessee from conducting business operations for a period in excess of 90 days. 11.1.5. Any modification of the terms of this lease required as a result of paragraph 9. 11.2. Termination by city. This agreement shall be subject to termination by City in the event of any one or more of the following events: 11.2.1. Failure to pay the basic or percentage fee or failure to pay any money due to the City as set forth in this agreement. 11.2.2. The default by Lessee in the performance of any of the terms, covenants or conditions of this agreement, provided that City gives Lessee written notice of the default, with reasonable particularity, and Lessee fails to cure such default within 30 days. However, if the default is of such a nature that it cannot be cured within 30 days, Lessee shall be deemed to have remedied the default if Lessee commences action to remdy the default in 30 days and thereafter proceeds with reasonable diligence and in good faith to effect the remedy as soon as practicable. 11.2.3. The filing of a voluntary petition in bankruptcy, including a reorganization plan, or filing in Chapter 11 of the Bankruptcy Act, and general or other assignment for the benefit of creditors, or as adjudicated as bankrupt or if a receiver is appointed for the property or affairs of Lessee. 11.2.4. The failure to conduct the business or to perform any duty required in section 4. PAGE 5-HANGAR LEASE ~:airpon%cap-92.L~) 11.2.5. If at any time during the term of this lease, the Lessee ceases to be active and to carry on the functions described in this lease at the airport, and specifically on the premises and to the full extent as is presently being done then the City shall have the right to immediately terminate this lease. 12. Affirmative Action Proqram. The Lessee assures that it will undertake an affirmative action program as required by 14 CFR Part 152, sub-part E, to insure that no person shall, on the grounds of race, creed, color, age, national origin or sex, be excluded from participating in any employment activities covered in 14 CFR, Part 152, 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 the sub-part. The Lessee assures that it will require that its covered sub-organizations will provide assurances to the City that they similarly will undertake affirmative action programs and that they will require assurances from their sub-organizations as required by 14 CFR, Part 152, sub-part E to the same effect. 13. Public Facilities. The Lessee shall also have a non-exclusive right to use, in common with others, all public airport facilities and improvements of a public nature which are now, or may in the future be connected with, appurtenant to, landing, taxiing, parking areas, and other public use facilities. 14. AirDort Closure. The City may choose to do construction work or maintenance work on portions of the airport and accordingly the City may, when reasonably necessary, close the airport so that the Lessee will be required to temporarily suspend activities, and will not have ingress and egress to its operation. Except in cases of emergency, City shall give Lessee 30 days notice of such closure. 15. Improvements, alterations, maintenance: 15.1. Alterations or Improvements. Lessee may not make alterations or improvements without the prior written consent of city, which consent shall not be unreasonably withheld. Prior to any construction, construction plans must be approved by the City in writing as to the physical and aesthetic design, site location, color, landscape design, parking, and land use. All alterations or improvements that Lessee may desire to make to the premises shall be done by Lessee and at the expense of Lessee. The term "improvements" means any buildings, structures, or facilities placed or erected on the property. All such work shall be done in a good and workmanlike manner in compliance with all applicable building and zoning laws and ordinances. 15.2. Ownership of Improvements. Title to all improvements of a permanent nature shall be the property of the Lessee. PAGE 6-HANGAR LEASE Lessee shall remove all improvements upon expiration or termination of the lease. 15.3. Maintenance and Repair. Lessee shall be responsible for maintaining and repairing the premises and every part thereof, including but not limited to the foundations, exterior roofs, and structural aspects of the premises. Lessee shall be responsible for Lessee's use and its employees', agents', or invitees' use of the premises. Lessee shall, at the expiration of termination of this agreement, surrender the premises in as good order and condition as when received, reasonable wear and tear, damage from the elements, fire, acts of God or other casualty excepted. Lessee shall be responsible and shall pay for all damage or injury done to the premises by Lessee or any person who may be in or on the premises with the consent of Lessee. 15.4. Upkeep. Lessee shall keep the leased premises and buildings under its control clean and in a neat condition. The premises shall be kept in good repair, free of waste material and debris. Landscaping shall be maintained and properly watered in a reasonable fashion. City reserves the right to conduct periodic on-site inspections to insure compliance with this paragraph. 16. Damaqe or destruction: 16.1. Proceeds and Repairs. If the improvements are damaged or destroyed by fire or other casualty, Lessee shall be required to repair and reconstruct the property and improvements or remove remaining improvements and debris and restore the site to its original condition. If Lessee elects the latter, this lease shall terminate 30 days after Lessee makes such election. Repairs, reconstruction, removal or restoration shall be accomplished by Lessee with all reasonable dispatch subject to interruptions and delays from labor disputes and matters beyond the control of Lessee. Nothing contained in this provision is intended to excuse Lessee's duty to repair pursuant to paragraph 15.3. 17. Utilities. Lessee shall make provision for and pay service and connection charges on all utilities. All utilities shall be underground and the location of any utilities off the leased premises shall be only as approved by the City in writing. Nothing contained herein shall be construed as a representation by the City that a septic tank permit can be acquired from the County Health Office, nor does the City bind itself to make available sufficient land to the Lessee for septic tank and drain field purposes. 18. Assiqnment. Lessee shall not assign, partially assign, or sublet the premises and, in the event any such assignment, PAGE 7-HANGAR LEASE partial assignment, or sublease is made, this lease may be immediately terminated by the City. 19. Default. The following shall be events of default: 19.1. Rent Delinquency. Delinquency in the payment of rent in excess of ten days beyond the rental due date unless specifically extended in writing by City. 19.2. Noncompliance. Failure of Lessee to substantially comply with any term or condition or fulfill any obligation of this agreement (other than the payment of rent or other charges within ten days) after written notice by City specifying the nature of the default with reasonable particularity. If the default is of such a nature that it cannot be completely remedied within the thirty day period, this provision shall be complied with if Lessee begins correction of the default within the thirty day period and thereafter proceeds with reasonable diligence and in good faith to effect the remedy as soon as practicable. 19.3. Liens. Failure to remove any lien or encumbrance placed upon the premises, except that Lessee may in good faith object, on behalf of the City or itself, to the validity or amount of any lien and may contest the validity or amount of the lien, provided City's interest in the premises is not jeopardized. 19.4. Other events of default: The occurrence of any of 'the following events: 19.4.1. The making by Lessee of any general arrangement or assignment for the benefit of creditors; 19.4.2. Lessee's becoming a "debtor" as defined in 11 U.S.C.§101 or any successor statute thereto (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty days); 19.4.3. The appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the premises or of Lessee's interest in this agreement, where possession is not restored to Lessee within thirty days; or 19.4.4. The attachment, execution of other judicial seizure of substantially all of Lessee's assets located at the premises or of Lessee's interest in this agreement, where such seizure is not discharged within thirty days; provided, however, in the event that any provision of this subparagraph is contrary to any applicable law, such provision shall be of no force or effect, and not affect the validity of the remaining provisions. PAGE 8-HANGAR LEASE Its. ~hillip/S.~.~h~C, Co!~., CAP Wing Co~lmande r By: Its: CITY OF ASHLAND: Mayor city Recorder PAGE 9-HANGAR LEASE FROM:TOM HANDLEY TO: 503 538 0723 DEC 30~ 199- ll:36AH Facsimile Cover Sheet To: Company; Phone: Fax; Maj Richard H. Mills CAP 503-538-0723 From; Company: Phone: Fax: Tom Handley HQ CAP/CLC 205-264-7152 205-265-4352 Date: 12/30/92 Pages including this cover page: 1 Comments: Reviewed and approved Ashland Hanger Site Lease and indemnification. Go forward with it.