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HomeMy WebLinkAboutC08-199EAGLE COUNTY, CO TEAK J SIMONTON 200814455 CN$0gh II l II I I II 07/09/2008 I I I 11111111111111111111111111111111111 HANGAR GROUND LEASE BETWEEN EAGLE COUNTY, COLORADO AND / NOMMIDE HANGAR, LLC, A COLORADO LIMITED LIABILITY COMPANY 1 2 /Ij L THIS LEASE, made and entered into this 24th day of June, 2008 between Eagle County, Colorado, acting by and through its Board of County Commissioners, "Lessor ", and slii Hangar, LLC, a Colorado limited liability company, "Lessee." WITNESSETH: WHEREAS, the County of Eagle, State of Colorado is the owner and operator of the Eagle County Airport (EGE) ( "Airport") together with the land on which said Airport is situated, which real property is legally described on Exhibit A -1 attached hereto and incorporated herein by this reference (the "Property'), and WHEREAS, Lessee is desirous of leasing a tract of ground on said airport property for the purpose of constructing and occupying aircraft hangars as more fully described in this Lease, and NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1, Land Parcel: A. The Lessor hereby leases unto the Lessee for the term and upon the rental and conditions hereinafter stated, a portion of the Property and the Lapin Property (hereinafter defined) (upon its acquisition by Lessor) located on the north side of the Airport as generally described on Exhibit A -2 attached hereto and made a part hereof situated in the County of Eagle, State of Colorado ( "Leased Premises "). Although the total area of the Leased Premises is larger, for purposes of this Lease and the calculation of rent due hereunder from time to time, the parties agree that the square footage of the Leased Premises, including all Phases, shall be the square foot area of each hangar building constructed within the Leased Premises plus a ten (10) foot envelope surrounding said improvements, plus one -half of the square foot area of all ramp, apron and aviation service areas (but not taxiways) (the "Leasable Area "). The Leasable Area of the Leased Premises shall be revised upon completion of construction and availability for use of the relevant improvement (which for any hangar building means the issuance of a certificate of occupancy), and rent payable under this Lease shall be adjusted at that time. Upon completion of improvements "as- built" drawings will be submitted by Lessee to Lessor. Lessor and Lessee shall enter into amendments to the Lease to certify the Leasable Area at the time each hangar building is completed. B. Lessor has entered into, or shall enter into, an agreement to acquire certain property adjacent to the Airport that is currently owned by Mery Lapin or an entity controlled by him (the "Lapin Property "). The Lapin Property is a portion of the property anticipated to be the Leased Premises and is depicted on Exhibit A -2 attached hereto and incorporated herein by this reference. Lessor agrees to use its best efforts to acquire the Lapin Property, but if Lessor shall not have acquired title to the Lapin Property on or before January 9, 2009, then the Lapin Property shall be deemed to be excluded from the Leased Premises but this Lease shall otherwise remain in full force and effect. Upon acquisition of the Lapin Property, the parties agree to enter into an amendment of this Lease to replace Exhibit A -1 with Lessor's new legal description for the Airport. i. If Lessor shall acquire the Lapin Property, Lessor shall, subject to budget limitations, use its best efforts to relocate the telephone and electrical utilities, airport perimeter road and airport perimeter fence (which are currently located along the southern boundary of the Lapin Property), including the obligation to obtain all approvals and easements necessary therefor, and to vacate existing utility easements located upon the Leased Premises as depicted on Exhibit A -1, prior to January 9, 2009. If such work is not completed in a manner which provides reasonable access to the entirety of the Leased Premises for purposes of Lessee's construction of the hangar project (which definition of completion of such work in all instances where such term is used in this Lease) prior to January 9, 2009, Lessor shall continue to use its best efforts to complete such work prior to January 10, 2010. The utilities, road and fence shall be relocated to the northern boundary of the Lapin Property in the location shown on Exhibit A -2 ii. Lessee shall reimburse Lessor for 50% of the amount of out of pocket expenses incurred by Lessor in performing its obligations under Subsection 1.B.i. above (less any reimbursement which Lessor has received or is entitled from the F.A.A. or otherwise), not to exceed a total amount payable by Lessee of $80,000.00, Lessee shall pay such amount to Lessor without interest and after receipt of reasonably acceptable evidence of Lessor's costs as follows: one -third of the total amount payable by Lessee shall be due and payable within 30 days following Lessee's notice of the completion of the work; one -third shall be due on the first anniversary of the due date of the first payment; and one -third shall be due on the second anniversary of the due date of the first payment. C. If the Lapin Property is not acquired by January 9, 2009, Lessee shall have a continuing option to Lease the Lapin Property in the event that Lessor acquires the Lapin Property at any time during the Term of this Lease. Lessor shall give notice to Lessee within 30 days after Lessor acquires the Lapin Property, and Lessee shall have 60 days after such notice to exercise its option to lease the Lapin Property. If the option is exercised by Lessee, the Lapin Property will become part of the Leased Premises and shall be leased to Lessee for a term of 30 years after the date of exercise, with two additional options to extend that term for five years each. D. Lessor acknowledges that Lessee has had discussions with Bob Lazier and Kevin Clair, who currently lease property from the county adjacent to the Leased Premises on which hangars have been developed, to include that property within the Leased Premises. If Tenant can successfully negotiate the terms of such a transaction, Lessor agrees to terminate the leases of Clair and/or Lazier and to amend this Lease to include the land subject to any such terminated lease(s) within the Leased Premises. E. At all times during the term of this Lease, Lessee and all occupants of the Leased Premises and their guests and invitees shall have the right of ingress and egress over the Airport to and from the Leased Premises, by routes of travel designated from time to time by Lessor and subject to such security rules as may, from time to time, be imposed by Lessor, F.A.A., DHS/TSA, or other entity that governs or may govern airport operations. Such access shall at all times be reasonable in light of the use of the Leased Premises and shall include access necessary for construction and operation of the Leased Premises for Lessee's Use (hereinafter defined). 2. Term: A. The Term of this Lease is thirty (30) years for each Phase of the Project, which is calculated from the required date of completion of the hangar buildings within that Phase pursuant to Section 4.A below. The Lease Term shall commence on the Commencement Date (hereinafter defined) and shall expire with respect to each Phase as follows: (i) the Term with respect to Phase I -A shall expire on October 31, 2038; (ii) the Term with respect to Phase I -B shall expire on October 31, 2040; (iii) the Term with respect to Phase II shall expire on October 31, 2042; and (i) the Term with respect to Phase III shall expire on October 31, 2044. The Commencement Date shall be the date that all of Lessee's contingencies to the effectiveness of this Lease expire or, if earlier, are affirmatively waived by Lessee in writing. B. Option Periods. Lessee shall have the option to extend the Term of this Lease for each Phase for two (2) separate and successive option periods of five (5) years (each, an "Option Period ") commencing the day immediately following the expiration of the initial Term or the immediately preceding Option Period for each Phase. Lessee shall exercise this option by giving written notice to Lessor in accordance with Section 20 below not before one hundred eighty (180) days prior and not later Beaudin/Hangar Ground Lease (final 06202008) Page 2 than ninety (90) days prior to the expiration of the initial Tenn or the immediately preceding Option Period for each Phase. Rent for any Option Period will be determined as the average of per square foot land lease rates at the commencement of the Option Period, plus twenty -five percent, at the following airports: Rocky Mountain Metropolitan Airport (BJC), Centennial Airport (CD06), Fort Collins/Loveland Municipal Airport (FNL), Aspen - Pitkin County Airport (ASE), Telluride Regional Airport (TEX), Yampa Valley Airport (HDN), Steamboat Springs Airport (SBS), and Durango -La Plata County Airport (DRO) and shall be subject to an annual CPI -U adjustment as set forth in Section 3(B) hereunder. C. Contingencies. The Term of this Lease, and all of Lessee's rights hereunder, are contingent upon the satisfaction of the following requirements (the "Lease Contingencies "). If all or any of the Lease Contingencies have not been satisfied or waived by Lessee on or before one hundred twenty (120) days after the date of full mutual execution of this Lease, then Lessee may, by written notice given to Lessor within thirty (30) days thereafter, terminate this Lease, after which this Lease shall be of no further force and effect. The Lease Contingencies are: i. Lessee shall have obtained, at its expense, an ALTA survey of the Leased Premises and such title information as Lessee shall require, and Lessee shall be satisfied, in Lessee's sole discretion, with the status of title to the Leased Premises. At any time that a full Iegal description is available that describes the Leased Premises, then Lessor and Lessee agree to execute and record and amendment substituting such legal description for the depiction of the Leased Premises shown on Exhibit A -2 to this Lease. ii. Lessee shall have received all required governmental approvals (except only a building permit) to construct improvements upon the Leased Premises and operate the Leased Premises for the Lessee's Use (hereinafter defined) as contemplated by this Lease; and iii. Lessee shall have received a firm, binding letter of commitment for construction financing in form and content, and from a lender, acceptable to Lessee in its sole discretion. 3. Rental Rate and Other Fees: A. The initial annual Rent payable as provided in shall be calculated by multiplying the square foot area of the Leased Area by thirty -five cents ($0.35) per square foot. Said Rent shall be due and payable in quarterly installments commencing on the date that a temporary certificate of occupancy is issued for the first hangar building constructed on the Leased Premises and continuing thereafter, as adjusted pursuant to Section 3.B. below and for increases in Leasable Area during the Term, and continuing until the expiration or earlier termination of this Lease. Rent shall be payable in arrears on January 1, April 1, July 1 and October 1 of each year during the Term on account of the immediately preceding three months, and shall be prorated in the event of any adjustment to Rent occurring between the due dates of any two Rent payments. In the event that any improvements constructed on the Leased Premises are subjected to a condominium form of ownership, the obligation to pay Rent and other charges with respect to any such area shall be assumed by the condominium association and the individual condominium unit owners. In the event that any unit owner is delinquent in payment of assessments for greater than 30 days, the association shall immediately thereafter begin action to collect such past due assessments and to exercise upon the association's lien for payment of assessments, for the benefit of Lessor. In any event, if any owner is more than 60 days past due in payment of assessments to the association, the association shall, immediately upon notice by Lessor, assign the association's rights and remedies under the condominium declaration and Colorado law to enforce payment of the assessments, including the association's lien interest, and shall otherwise cooperate with Lessor to collect such assessments. The association shall, on a monthly basis, provide a statement of delinquent assessments to the Airport Manager. Notwithstanding any other provision of this Section 3.A., Lessor shall retain all of its rights as Lessor under this Lease in the event of a default by Lessee (whether the original Lessee or the Beaudin /Hangar Ground Lease (fina! 06202008) Page 3 association) and may enforce same in the event of a default in the payment of Rent or otherwise under this Lease. B. The per square foot rent will be adjusted effective the first day of the month in which falls the first anniversary of the commencement of the Lease, and annually thereafter on the anniversary of the first adjustment. The adjustments will be calculated by determining the Consumer Price Index for All Urban Consumers (CPI -U) in the US, US City Average for the month two months prior in which the Lease Term commences and the CPI -U, US City Average for the same month of each year thereafter for the entire Term of the Lease. In the event that CPI -U in any succeeding year is greater than the initial index, the annual rental for the following year shall be adjusted accordingly. If the CPI -U is less than a prior year, the rent for the coming year will remain the same as the prior year. In the event the CPI -U is no longer published, rent shall be adjusted in accordance with a comparable index as determined by the U.S. Department of Labor, or other indices, as mutually agreed upon by Lessor and Lessee. C. Any rent overdue for more than thirty (30) days will have an additional fee added to cover extra administrative costs. The additional fee will equal 10% of the current monthly rental. In the event the Lessor is required to initiate any collection procedures or costs to collect any unpaid rent from Lessee, the Lessee shall pay all of the Lessor's expenses in connection therewith, including reasonable attorney's fees. D. Subject to Lessee's right to recapture as provided in Section 3.E of this Lease, Lessee will be responsible for all costs to extend utility services to the Leased Premises, including all costs associated with connection fees, tap fees, meter fees, and any other fees that may be charged by the utility companies associated with the Lessee's hangar. E. In the event that the utility improvements, extended by Lessee are to be shared by another lessee, or other individual excluding Lessor or any so- called 63 -20 corporation formed by Lessor, Lessee shall be compensated, pro -rata based on the relative proposed developed acreage of the Leased Premises to that of such other lessee, for the use of said improvements. Further, in the event that the Lease is terminated by Lessor for any reason and Lessor later leases or sells any then- undeveloped portion of the Leased Premises to another party or parties other than Lessor or any so- called 63 -20 corporation formed by Lessor for any development purposes whatsoever (each, an "Other Party "), as a condition to Lessor's lease or sale to each such Other Party Lessor shall require that the Other Party reimburse Lessee, in full, for a portion of the costs of said improvements equal to the Remaining Cost (hereinafter defined) multiplied by the Other Party's Percentage(hereinafter defined) As used herein, the following terms shall have the following meanings: i. "Remaining Percentage" means the maximum square foot area of Leasable Area permitted under this Lease less the total Leasable Area actually developed by Lessee at the time of termination of the Lease, divided by the total Leasable Area permitted under this Lease; ii. "Remaining Cost" means Lessee's total cost to install utility improvements extended to the Leased Premises multiplied by the Remaining Percentage; iii. "Other Party's Percentage" means the maximum square foot area Leasable Area (calculated in the same manner as provided in this Lease) permitted under Other Party's lease or purchase agreements, divided by the total Leasable Area permitted under this Lease. 4. Improvements and Use: A. Lessee shall use the Leased Premises for a phased hangar development plan to house based general aviation aircraft (the "Lessee's Use "). Lessee's Use shall include the right to have offices and restroom facilities located within individual hangars, as well as common restroom facilities, pilot lounges, business service facilities, vending areas, and aircraft wash facilities available for all users of the Beaudin /Hangar Ground Lease (final 06101008) Page 4 hangars. In addition, Lessee's Use shall include automobile garages (which are not subject to the limitations on parking of vehicles provided in this Lease), provided that same must be limited only for use of owners or lessees of hangars. Unless pre - approved by Lessor, hangar development shall be pursuant in a configuration and with different hangar sizes as described in the site plan attached hereto as Exhibit B -1 or B -2, depending upon whether the Lapin Property is included in the Leased Premises as described in Section 1.13 above. Lessor and Lessee agree that Lessee shall have flexibility with respect to the type and size of hangars constructed as part of the Project and in each phase, and that changes as to the type and size of hangars developed and the configuration of the site plan shall be approved by Lessor (by decision of the Airport Manager only) upon request of Lessee so long as the new configuration meets the operational requirements of the Airport. The Phases of the project are identified on Exhibit B-1 or B -2, as applicable. The phasing plan shown on Exhibit B -1 shall apply in the event that Lessor acquires the Lapin Property and completes all work described in Section 1.B.i. of this Lease on or before January 9, 2009. Otherwise, the phasing plan shown on Exhibit B -2 shall apply. In the event that Lessor has acquired the Lapin Property as required by Section 1.13, but has not completed all work described in Section 1.B.i prior to January 10, 2010, Lessee shall have the option to either (i) extend the Phase II Commencement Deadline (hereinafter defined) one day for each day from and after January 10, 2010, through and including the date that Landlord has completed all work described in Section 1.131, or (ii) continue development of the project on the Leased Premises excluding the Lapin Property and the parties will agree upon a reasonable revised phasing plan in such event. If Lessee elects to proceed under clause (ii) of the immediately preceding sentence, then in such event Lessor will notify Lessee when Lessor completes all work described in Section 1.B.i, and Lessee shall thereafter have a period of 60 days to elect to either (y) exclude the Lapin Property from the Leased Premises or (z) continue the hangar project incorporating the Lapin Property with phasing and configuration that is reasonable under the circumstances. In the event that the Lapin Property is excluded from the Leased Premises as described in Section 1.13, then Lessee shall be entitled to complete construction of the hangar project on the remaining Leased Premises and the parties will agree upon a reasonable revised phasing plan in such event. Lessee shall commence construction of improvements within Phase I -A on or before the first anniversary of the date that all contingencies to the effectiveness of this Lease provided in Section 2.0 are either satisfied in full or waived by Lessee (the "Phase I -A Commencement Deadline ") and Phase I -A shall be constructed and made available for use (which for purposes of this paragraph means the date of issuance of a certificate of occupancy for the hangars) on or before the first anniversary of the Phase I -A Commencement Deadline (the "Phase I -A Completion Deadline "). Lessee shall commence construction of improvements within Phase I -B on or before the first anniversary of the Phase I -A Completion Deadline (the "Phase I -B Commencement Deadline"), and Phase I -B improvements shall be constructed and made available for use on or before the first anniversary of the Phase I -B Commencement Deadline (the "Phase I -B Completion Deadline"). Lessee shall commence construction of improvements within Phase II on or before the first anniversary of the Phase I -B Completion Deadline (the "Phase II Commencement Deadline "), and Phase II improvements shall be constructed and made available for use on or before the first anniversary of the Phase II Commencement Deadline (the "Phase II Completion Deadline "). Lessee shall commence construction of improvements within Phase III on or before the first anniversary of the Phase II Completion Deadline (the "Phase III Commencement Deadline"), and Phase III improvements shall be constructed and made available for use on or before the first anniversary of the Phase III Commencement Deadline (the "Phase III Completion Deadline "). Failure to meet any of the deadlines described in the immediately preceding paragraph (the "Phasing Deadlines') shall entitle the Lessor to terminate Lessee's right to continue to develop hangar buildings upon areas of the Leased Premises which have not, as of the effective date of termination, been developed with hangar buildings (it being understood and agreed that other portions of the Leased Premises upon which Lessee has constructed any other improvements, such as taxiways or aprons, shall not be deemed to be developed for purposes of this sentence), and upon the effective date of such Beaudin/Hangar Ground Lease Una! 06202008) Page 5 termination Lessee's rights in any portion of the Leased Premises that has not been developed shall terminate. Lessor must give Lessee notice of Lessor's intention to terminate Lessee's future development rights and a period of one hundred eighty (180) days after that notice in order to come into full compliance with the Phasing Deadlines, and if Lessee shall come into compliance within the 180 -day period, Lessee's rights hereunder shall remain in full force and effect and not be terminated. Lessor shall have no other right under this Lease as a remedy for Lessee's failure to meet a Phasing Deadline than to terminate the development rights and reduce the area of the Leased Premises as provided herein, and this Lease shall otherwise remain in full force and effect. However, if Lessee is delayed at any time in the commencement or progress of the construction by an act, delay, or neglect of the Lessor or other governmental entity in granting requisite approvals herein, or by fire, unusual delay in deliveries, unavoidable casualties, acts of God, F.A.A. action, or other causes beyond the Lessee's control, inclement weather or by delay authorized by the Lessor, then the Phasing Deadlines shall be extended accordingly, provided the Lessee makes the request for time extension as set forth immediately hereafter. Without limiting the generality of the foregoing, all of the Phasing Deadlines shall be extended for one (1) day for each day or portion of a day that access to the Leased Premises is not available to Lessee for construction purposes as a result of the Airport runway being closed for construction or reconstruction or for any other reason. Lessor will grant an extension of time for the reasons set forth above, provided it is satisfied that delays or hindrances were due to causes outside Lessee's control, e.g., weather or governmental approvals, provided that such extensions of time shall in no instance exceed the time actually lost to Lessee by reason of such causes, and provided further that Lessee shall have given Lessor immediate (as determined by the circumstances, but not exceeding 72 hours from the time that Lessee has knowledge of said event that may cause a delay) notice in writing of the cause of the detention or delay. Lessor agrees that if the Leased Premises are not annexed into the Town of Gypsum, or until such time as they are, Lessor, through its Building Department, will issue building permits for construction of improvements as contemplated by this Lease, and no building permit approval or other development approval needed to permit construction of the project as contemplated by this Lease will cause Lessee to have any obligation under any local/affordable housing guidelines or ordinances. B. Development Standards. The provisions of this Section 43 shall apply to the initial development of the project and improvements by Lessee: i. All plans, reports and specifications for development of improvements addressed within this section shall be prepared by, or under the direct supervision of, a Professional Engineer, licensed in the State of Colorado. Final improvement plans, reports, and specifications shall bear the seal and signature of the Professional Engineer responsible for their preparation. Vertical portions will be stamped by and architect, electrical, and mechanical engineer. These plans must contain details pertaining to site drainage, auto parking, side walks, landscaping, specific site layout, construction details, fire protection systems, utility improvement plans, building design, architectural profiles showing shape and colors, and any other specific items as may be reasonably required by the Lessor. ii. The improvements shall be constructed in a good and workmanlike manner and in accordance with the applicable resolutions, rules and regulations of the Airport. Lessee shall obtain all necessary permits and approvals before beginning construction, including but not limited to, a building permit issued by the Town of Gypsum. Lessee agrees, forthwith upon execution of this Lease, to take all steps and acts reasonably necessary or appropriate to secure such approval. Lessee shall diligently take all steps necessary to ensure that the improvements are completed and ready for occupancy in a timely manner. iii. Prior to construction of any improvements, Lessee shall receive the requisite pre - approval of Lessor (acting through the Airport Manager), which approval may not be unreasonably Beaudin/Hangar Ground Lease (final 06202008) Page 6 withheld. Full and complete specifications for all work and improvements, along with a statement of the time required to complete such work shall be submitted to and approved in writing by Lessor (acting through the Airport Manager) before construction work commences, Approval by Lessor (acting through the Airport Manager) shall extend to and include consideration of architectural and aesthetic matters, and Lessor (acting through the Airport Manager) expressly reserves the right to reasonably reject any designs submitted and to require Lessee to resubmit design and layout proposals until they meet with Airport Manager's reasonable approval. iv. Improvements may not be constructed on Airport property, unless also approved by the Lessor (acting through the Airport Manager) for conformance with the current Airport Layout Plan, all applicable building restriction lines and height restrictions, interference with any Airport or Federal Aviation Administration radio or guidance equipment due to location or type of structural material. V. The Lessor or its agent may make frequent inspections during construction of any approved building. No material changes to, or material variations from, approved plans and specifications shall be permitted unless approved in writing by the Lessor. vi. Soil bearing tests shall be performed at the location of any proposed structure and the design of footings and foundations based on the results. Copies of the design and test results bearing the seal of a registered architect or engineer shall be submitted to the Airport Manager. Footings and foundations shall extend a minimum of one (1) foot below normal frost depth Any enclosed structure not designed with a continuous perimeter footing - foundation shall be provided with an approved, continuous perimeter frost barrier. vii. The International Building Code or the Building Code currently adopted by the jurisdiction shall apply as to allowable materials and structural strength for the structure class or type as determined by use, seismic zone, wind and snow loads. viii. The fire ratings of structures used for the storage of aircraft, motor vehicles, and flammable or hazardous materials shall comply with the applicable Building Code and any applicable Federal, State, or Municipal Fire Codes and are subject to approval by the applicable local fire agency. ix. All framing shall be of metal. X. All exterior surfaces must be pre- finished aluminum, steel or other material pre - approved by Lessor. No painted wood or other materials may be used. xi. No wood or wood composite siding or roofing shall be allowed. Exceptions to this rule may be granted by the Lessor (acting through the Airport Manager) based on aesthetics or airport operational requirements. Requests for exceptions to this requirement must be made in writing at the time of initial plan approval. xii. Where (CMU), poured, or preformed concrete walls are used, the exterior shall be sealed, stained, or painted in a color approved by the Lessor (acting through the Airport Manager). xiii. Bi -fold doors are recommended because of their ease of operation during the winter months. All pedestrian doors must be of pit - finished metal construction. xiv. The gradient of the finished floor of any proposed structure and the surrounding surfaces shall provide for positive flow of water into the existing airport storm sewer system. In areas where no storm sewer exists, the Airport Manager may require the installation of inlets and pipe designed for anticipated maximum flow and loading to be installed and attached to the existing storm sewer Beaudin/Hangar Ground Lease (final 06202008) Page 7 system. An approved system of oil/water separators may be required to prevent contamination of surface or ground water resources. xv. The Airport Manager may require landscaping due to location or use of a structure. All plans for landscaping shall be approved by the Lessor (acting through the Airport Manager). xvi. Connection to electric, gas, sanitary sewer or septic tank and telephone shall be the responsibility of the Lessee. All new electric, cable TV, gas and telephone lines shall be placed underground. Upon completion of construction, a plot plan showing the exact location of all Lessee installed utilities shall be given to the Airport Manager. Notwithstanding the foregoing, and so long as Lessee obtains all required governmental approvals, Lessee may provide septic service to the hangar project rather than attaching to a municipal sewer system, may choose not to provide water service to all or any portion of the hangar project, and/or may provide water service through a well or wells to the project or any portion thereof. xvii. No trenching or excavation shall commence until all pipes and lines in the area have been located. The Airport Manager and utility companies shall be contacted for locations. The Lessee shall be responsible for any damage to existing utilities or communications lines. xviii. The Airport Manager may require the Lessee to construct paved roadways and taxiways to provide access to the structures. Plans for any roads or taxiways so required shall be submitted to the Lessor (acting through the Airport Manager) for approval. Under no circumstances will an uncontrolled opening in the Airport's security fence be allowed. xix. Further restrictions or requirements may be imposed by the Airport Manager when, in his reasonable judgment, such restrictions or requirements are necessary to insure safety, airport operations, aesthetics, or property value. xx. As part of the construction of each hangar building, Lessee shall construct a paved aircraft taxiways/lanes and ramp area in front of the hangar and necessary for the use of that hangar. Said ramp area shall be designed with enough depth to accommodate the largest aircraft intended to be housed in the structure and shall span the width of the hangars. This ramp area must be designed for a minimum weight bearing capacity of 14,000 (or 40,000 pounds - dual wheel gear, or higher) pounds for single wheel aircraft. The aircraft ramp area must be built to the full width of the Leased Premises, or otherwise as approved by Lessor in connection with design approval of each phase of the construction. This pavement area must be built so as to connect onto any adjacent ramp or auto parking area in order that a continuous and safe pavement section results. xxi. As part of the construction of the first phase of the development, Lessee shall construct an access taxiway to connect with the Airport's existing public taxiway. This taxiway /lane will be built to the same minimum weight bearing capacity as other areas specified in Section 4B. The cost of construction of this taxiway is part of the costs subject to possible reimbursement pursuant to Section 3.E of this Lease. C. Ongoing Use Standards and Obli to ions. The following provisions apply to the ongoing use and occupancy of the improvements constructed on the Leased Premises and apply to Lessee, any tenant or subtenant or other occupancy of hangars within the project, and owners of leasehold condominium units within the project, if any, and their agents, guests, invitees, successors and assigns; i. Lessee grants to users of the Airport the right to operate on its aircraft taxiway from time to time for passage of aircraft on the adjacent taxiway moving through this area of the Airport, so long as such use does not unreasonably interfere with use of or access to the hangar buildings located within the Leased Premises and causes no unreasonable wear and tear. Lessor reserves the right at any BeaudinlHangar Ground Lease (final 06202008) Page 8 time it is deemed in the best interest of the Airport to allow other Lessees or the Lessor to connect onto the taxiway built by Lessee with additional taxiways. ii. The Leased Premises and the improvements to be erected and constructed thereon shall be occupied by Lessee only as a non - commercial hangar facility for the storage of based aircraft under provisions provided herein, routine maintenance of aircraft so stored, and for such other purposes directly related to such uses (including, without limitation, offices, garages (provided that same are limited only for use of owners or lessees of hangars), business service facilities, vending areas, aircraft wash facilities, pilot lounges and restrooms), or as otherwise approved in writing by Lessor. Commercial uses may be permitted as approved in writing by Lessor (acting through the Airport Manager). Lessee and its sub lessees shall have no right to utilize the Leased Premise or any improvement thereon, other than as specifically allowed under this paragraph, and it is specifically understood the Leased Premises shall not be used for living quarters, aviation fixed base operations, unapproved commercial aviation uses, or other non - aviation related activity. Any change in use shall be only with the consent of the Lessor (acting through the Airport Manager), which consent may be withheld at the sole discretion of Lessor (acting through the Airport Manager), and upon the terms directed by the Lessor (acting through the Airport Manager). The operation of any non - approved commercial or non - aviation activity within Lessee's hangar without first obtaining the written approval from Lessor (acting through the Airport Manager) shall be a default under this Lease. Automobiles and other ground transportation vehicles may be left on leased or Airport property only while vehicle owner is present or their aircraft is in flight or absent from the Airport; provided, however, that (A) vehicles may be stored at all times in garages developed for that purpose within the project and (B) a vehicle or vehicles may be stored in a hangar when an aircraft is also stored in the hangar so long as there is adequate room for such storage entirely within the hangar when the hangar door is closed. Except as provided herein, storage of such non- aviation related items is prohibited without prior written consent of the Lessor (acting through the Airport Manager). iii. Lessee's non - employee pilots with such ratings hired to fly as Pilot in Command on a regular basis, may perform routine maintenance as defined in FAR Part 43, Appendix A, Subparagraph C, or as may be updated or revised from time to time, on Lessee's or hangar occupants' aircraft stored at the Leased Premises. However, Airport Rules and Regulations do not permit a certified aircraft mechanic to perform any commercial aircraft maintenance services upon the Leased Premises without first entering into agreement with the Eagle County Board of Commissioners as an authorized commercial aviation business permitted to conduct those services on the Airport. iv. The storage and accumulation of flammable, explosive liquids or solids, waste, debris or other hazardous materials is not permitted within the hangar or adjacent to the hangar with the exception of up to two (2) cases of aircraft engine oil or similar fluids. Lessee shall maintain the Leased Premises in accordance with all applicable laws, orders, rules, ordinances and regulations of any agency having jurisdiction over environmental risks, materials handling, and wastes, including but not limited to, Eagle County, CO, Eagle County Airport (EGE), the Gypsum Fire Protection District, State of Colorado and Environmental Protection Agency. The Lessee shall be responsible for all costs associated with mitigating any contamination of the soil, improvements, or Airport property thereon which is caused by the Lessee. V. Lessee agrees not to improve, change, alter, add to, remove or demolish the improvements on the Leased Premises without the prior written consent of the Lessor, which consent may be withheld at Lessor's sole discretion, except to the extent required to maintain the improvements in their original state. vi. Lessee shall not park or leave aircraft on the taxiways or on pavement adjacent to the hangar in a manner which unduly interferes with or obstructs access to adjacent hangars. Parking of automobiles will be permitted only while automobile owner is present on Airport grounds or when the Beaudin /Hangar Ground Lease (final 06202008) Page 9 airplane is in flight or absent from the Airport, and shall be parked in designated parking areas or within the hangar. Parking of any aircraft, vehicles, or other equipment shall not be permitted in unpaved areas without prior written consent of the Airport Manager. vii. No outside aircraft storage is allowed. viii. The provisions of this Section 4.C, as well as any other provision of this Lease applicable to the use of the Leased Premises by individuals, shall be enforceable by Lessor directly against any sublessee, occupant or owner of condominiumized aircraft hangar space within the Leased Premises, as well as the condominium unit owners association formed to govern the project (if any) and Lessor may take direct action against such parties in the event of breach of these provisions, including action to evict such sublessee, occupant or owner in accordance with the reasonable and consistently applied rules and regulations of the Airport. Each sublessee or owner of hangar space shall execute and record an acknowledgement of this right on behalf of Lessor upon its acquisition of hangar space, which acknowledgment shall be recorded. 5. Maintenance Obligations: A. Lessee, at its expense, shall keep the improvements on the Leased Premises in good repair and maintenance, and in a safe, sanitary, orderly condition, all at its own risk and expense; including by way of example and not limitation; with respect to structures, periodic painting in a color approved by the Lessor, electrical, plumbing, roof and structural repair and window replacement; and with respect to surface areas, paving and sealing, landscaping, mowing and weed control, parking lot and ramp lights, graveling and/or dust control, snow and ice plowing and removal, access control fences and gates, blast fences and the like. Lessor may, in its discretion, provide snow removal on paved portions of Leased Premises, not closer than six feet (6') from buildings, based on order of airport operational priority, and personnel and equipment availability. Lessee shall be responsible for snow removal from all paved areas of Leased Premises in accordance with the Eagle County Airport Snow Removal Plan, except that Lessor shall be responsible for snow removal from taxiways. B. It is the responsibility of the Lessee to maintain the entire ramp area, taxiway and parking areas in a manner which is safe and clean of debris so as not to cause danger or unsafe conditions for taxiing aircraft and Airport users. All construction and on -going maintenance debris, materials, and trash shall be promptly disposed of at an approved off Airport disposal site. C. Snow removal and mowing from Leased Premises is the responsibility of Lessee, however may be performed by Lessor as a courtesy and is not an obligation of the Lessor. Lessor may cease to provide snow removal and mowing to Lessee or snow removal may not be provided on a particular occasion, at Lessor's sole discretion. Lessor may opt to provide the service only for a fee. Lessee acknowledges that unless Lessee demands in writing that Lessor cease any such snow removal or mowing, Lessor shall have no liability whatsoever for any damage to the Leased Premises caused by such snow removal or mowing. Snow removed from ramp, taxiway, and parking areas shall not be windrowed or piled in a manner in which propellers, engines, wings or any other part of an aircraft may contact and be damaged when being taxied or towed on pavement surfaces. 6. Title to Improvements: Removal of Equipment: All improvements erected and constructed pursuant to Exhibit B -1 or B -2, as applicable, are and shall be permanently and inseparably attached to the real property and title to same shall be vested in the Lessee while this Lease is in effect but shall vest in the Lessor when this Lease terminates for whatever cause, unless Lessor notifies Lessee to remove the improvements as set forth hereunder. Lessee may remove from any building constructed on the Leased Premises tools and equipment used in conjunction Beaudln /Hangar Ground Lease OEnal06202008) Page 10 with the storage and maintenance of Lessee`s aircraft, including, but not limited to, such items as compressors, cranes and lifts, so long as Lessee repairs any damage to the Leased Premises occasioned by such removal, and does not cause any structural damage or remove items permanently attached to the building. Lessor at its reasonable discretion shall detennine and notify Lessee within 180 days prior to the expiration of the Lease term (but not the earlier termination of the Lease term, which shall be governed by Section 19 of this Lease) whether Lessor shall accept the improvements at the termination of the Lease or if Lessee shall remove the improvements and return the ground to its original state due to unacceptable condition of the improvements. Lessor may only require removal of improvements if same are not in good order and repair, ordinary wear and tear given the age of the improvements excepted, and in usable and functional condition. 7. Signs: Lessee shall not erect, paint or maintain any signs whatsoever upon the Leased Premises without first securing the such approvals as are required by Airport rules and regulations, consistently applied. Any such signs shall comply with all regulations of the Eagle County, CO and F.A.A. and standards which might be developed by the Eagle County Airport (EGE) or F.A.A. Lessee shall affix an approved sign identifying the address of the hangar as assigned by the governmental entity having jurisdiction. S. Rieht of Inspection: A. The Lessor reserves the right to enter the Leased Premises during reasonable business hours and after prior notice (if reasonably possible) for the purpose of inspecting and protecting such premises, and of doing any and all things which the Airport may deem reasonably necessary for the proper general conduct and operation of the Eagle County Airport (EGE), and in the exercise of said Airport's police power for purposes of property management and safety practices. No such right of entry shall unreasonably interfere with the use or occupancy of the Leased Premises. 9. Taxes and Licenses: Lessee covenants and agrees to pay promptly all valid taxes and other government charges, of whatever nature, applicable to the Leased Premises or to Lessee's operation on the Leased Premises. 10. Liens• A. Lessee covenants and agrees not to permit any mechanic's or material man's lien to be foreclosed upon the Leased Premises or improvements thereto and thereupon, or any part or parcel thereof, by reason of any work or labor performed or materials furnished by a mechanic or material man. Lessee further covenants and agrees to pay promptly when due all bills, debts and obligations incurred by it in connection with its operations on the Leased Premises, and not to permit the same to become delinquent, and to suffer no lien, mortgage, judgment or execution to be filed against said property or improvements thereon which will be in any way an impairment of the rights of Lessor under this Lease. B. Lessee shall, for and on behalf of Lessor, personally serve written or printed notice upon all persons performing labor or furnishing skill, materials, machinery or other fixtures for the erection, construction, alteration, removal, addition, repair or other improvement stating the following: Eagle County, CO, as owner of the property described on attachment hereto gives notice that said property and their interests therein shall not be subject to any lien for the performance of labor or the furnishing of skill, materials, machinery or other fixtures for Beaudin /Hangar Ground Lease (final 06101008) Page 11 the erection, construction, alteration, removal, addition, repair or other improvement of or on said property. This notice is given pursuant to and in compliance with Colorado Revised Statutes Section 38 -22 -105, as amended. 11. Indemnification. Lessee assumes the risk of loss or damage to the Leased Premises, hangar and its contents, whether from windstorm, fire, earthquake, snow, water run -off, or any other causes whatsoever. Lessee covenants and agrees that it will indemnify and save harmless Lessor from all demands, claims, costs, causes of action or judgments, arising from or growing out of the use of the Leased Premises by Lessee, its contractors, agents, members, stockholders, employees, invitees, servants, sub - tenants, successors and assigns, including any workman's compensation claims, except to the extent such demands, claims, causes or action, judgments, or expenses arise out of the negligent or intentional act or omission of Lessor or its contractors, agents, employees, invitees, servants, successors or assigns. 12. Insurance and Bonding: A. At all times during the Term of this Lease, Lessee agrees that it will, at its own cost and expense, have and keep in force insurance, listing Eagle County as additional insured, with coverage for: i. Property damage insurance for full market value of all improvements and airplanes stored on the Leased Premises; ii. Public liability insurance in a reasonable amount as determined from time to time by the Lessor and Lessee but no less than one million $1,000,000 per occurrence or other limits as may be set for governments by the Colorado Governmental Immunity Act. iii. Property damage insurance (or builder's risk insurance during construction of improvements) for no less than one million $1,000,000 per occurrence and for the full replacement cost of the improvements then under construction. The proceeds of any insurance shall be used to repair any damage or destruction to the improvements. B. Lessee shall insure all of the Leased Premises and improvements unless the same are covered separately by a sub - lessee's policy containing the same provisions as this Article 12. Lessee shall provide Lessor certificates of insurance and copies of the bonds demonstrating such coverage not later than the Commencement Date, and upon issuance of each certificate of occupancy for each hangar building, which shall be updated upon all renewals and changes in coverage. The certificate(s) shall provide that the insurance may not be materially changed, altered, or canceled by the insurer without first giving ten (10) days written notice by certified or registered United States mail, return receipt requested, to the Lessor. C. Lessee shall not violate the terms or prohibitions of any insurance policy herein required to be furnished by Lessee. D. A performance bond in favor of Eagle County, CO, in a form acceptable to Eagle County, CO, sufficient to guarantee completion of construction of any improvements under construction from time to time shall be acquired prior to any work on Leased Premises and shall remain in force until issuance of Certificate of Occupancy is issued by authority having jurisdiction. Such bond may be provided by Lessee or Lessee's contractor. 13. Damage or Destruction: If any hangar building is partially damaged or destroyed by fire, the elements, the public enemy, or other casualty, such hangar building shall be repaired with due diligence by Lessee at its own cost and expense, so long as adequate insurance proceeds are received to rebuild. Such damage or destruction shall not be grounds for abatement of rent. Beaudin/Nangar Ground Lease (final 06202008) Page 12 14. Surrender and Holding Over: Lessor shall have the right on termination to enter upon and take possession of the Leased Premises, with or without process of law, without liability for trespass. Should Lessee hold over, with the approval of Lessor, such holding over shall be deemed merely a tenancy for successive monthly terms upon the same terms and conditions as provided in this Lease. However, said rental amount due for the hold over period shall be 150% of the final term year rental amount set forth herein prorated for the months of occupancy. 15. Inconvenience During Construction Lessee recognizes that from time to time during the term of this Lease Agreement it will be necessary for the Lessor to initiate and carry forward programs of construction, reconstruction, expansion, relocation, maintenance and repair in order that the Eagle County Airport (EGE) and its facilities may be suitable for the volume and character of air traffic and flight activity which will require accommodation, and that such construction, reconstruction, expansion, relocation, maintenance, and repair may inconvenience or interrupt operations at the Airport. Lessee agrees that no liability shall attach to Lessor, its officers, agents, employees, contractors, subcontractors and representatives by reason of such inconvenience or interruption, and for and in further consideration of the premises, Lessee waives any right to claim damages or other consideration therefore, provided, however, that this waiver shall not extend to, or be construed to be a waiver of, any claim for physical damage to property resulting from negligence or willful misconduct of Lessor. The provisions of this Section 15 shall not limit or impair other rights of Lessee provided in this Lease that relate to extensions of time or otherwise resulting from activities at the Airport. 16. Place and Manner of Payments: In all cases where Lessee is required by this Lease Agreement to pay any rentals, rates, fees or other charges or to make other payments to Lessor, such payments shall be made at the Administration office of the Eagle County Airport (EGE), by mail to Eagle County Airport (EGE), P.O. Box 850, Eagle, Colorado 81631, or at such other place as Lessor may hereafter designate by notice in writing to Lessee and shall be made in legal tender of the United States and any check shall be received by Lessor subject to collection. Lessee agrees to pay any bank charges made for the collection of any such checks. 17. Assignments and Subletting A. Assignment. Lessee shall have the right to assign this Lease provided, however, that said Assignee shall be acceptable to Lessor in its reasonable discretion. Lessee may not convey any interest in the improvements independently from an assignment of the Lease pursuant to this Agreement. B. Sublease. Lessee may sublease all or any portion of the physical improvement upon a written agreement, in a form pre - approved by Lessor (it being understood and agreed that Lessor need not thereafter consent to each individual sublease), between lessee and sub - lessee, with a term of not less than a six month period, a copy of which agreement is delivered to, kept on file, and subject to approval by the Airport Manager. All subleases shall be subordinate to this Lease and shall contain the same substantive provisions as set forth herein. Additionally, any sub -lease shall contain language requiring immediate termination upon any termination notice given under this Lease. All subleases shall be terminated prior the effective date of termination given herein. Beaudin/Hangar Ground Lease (final 06202008) Page 13 Prior to subleasing any improvements, Lessee shall provide, for approval by Lessor, lease documents, and the leasing and sale provisions that will accompany such transactions. A copy of final leases will be kept on file at the Office of the Eagle County Airport Manager. C. Condominiumization. Lessor understands, acknowledge and agrees that Lessee intends (but shall not be obligated to) submit the improvements and this Lease to a condominium regime in order to create separate condominium units for all or some of the hangar spaces, and to sell those condominium units to third parties as an alternative to subleasing units. Any such condominium project shall be subject in all respects to the terms and conditions of this Lease. With respect to the portion of the Leased Premises from time to time subject to the condominium project, the condominium unit owners association shall be deemed the Lessee under this Lease and shall be the party obligated to pay the rent and other charges due hereunder, and the declarant under the condominium project shall have no further obligations as the Lessee, with respect to such area subjected to the condominium project, except as may be expressly reserved in the condominium documents. However, because the hangar project is planned to be constructed in phases, the declarant under the condominium documents will retain certain development rights in the documents over a portion of the Leased Premises identified in the condominium documents as "Future Development Area" or the like, and with respect to the Future Development Area the declarant under the condominium documents shall retain all rights and obligations of the Lessee hereunder. Prior to recording of any documents to create the condominium regime described herein, the Lessee shall provide copies of the proposed condominium documents to the County Attorney for review and approval, in the reasonable discretion of the County Attorney. Upon the sale of any leasehold condominium unit, the buyer thereof shall pay to Lessor a 1.5% administration charge of the purchase price paid for the purchase of such unit. Lessee shall provide and keep current with Lessor a list of tenants, renters, or owners, occupying any improvements on the Leased Premises. 18. Agreements with United States: This Lease Agreement is subject and subordinate to the terms, reservations, restrictions, provisions, and conditions of any existing or future agreement between the Lessor and the United States, relative to the operation or maintenance of the Airport and its appurtenant facilities, the execution of which has been or may be required as a condition precedent to the participation by any Federal Agency in the extension, expansions, or development of said Airport facilities. 19. cancellation or Termination: A. If Lessee is in default of any obligation under this Lease and has not cured such default within a period of ninety (90) days after written notice of such default and demand to cure is given by Lessor, Lessor at its option may terminate this Lease effective upon giving notice of termination (which notice shall contain Lessor's election in Section 6). In the event Lessor is required to give said written notice of default, Lessor shall be entitled to charge a notice fee of $250.00 for each notice. Said fee shall be required to be paid as a part of any payment necessary to cure any default. Lessor agrees, however, that any breach of the operational rules and regulations of the Airport or as stated in this Lease by any individual occupant of a hangar unit shall not be a default of the Lease, and Lessor shall address those issues directly with the violator pursuant to the rights granted to Lessor to do so under Section 4.M of this Lease. B. If Lessee abandons the Leased Premises and has not cured such default within a period of ninety (90) days after written notice of such default and demand to cure is given by Lessor, Lessor may at BeaudiWffangar Ground Lease (fina! 06202008) Page 14 its option cancel and terminate this Lease, or may, without terminating the Lease, enter upon and take possession of the Lease Premises with or without process of law and without liability for trespass. C. Lessee hereby waives any demand for the possession of the Leased Premises in the event of the termination of this Lease, and agrees that the written notice of default hereinbefore provided may be personally delivered, mailed via certified mail by Lessor to Lessee or its legal representative, or assigns, to such address in the United States as shall have been last furnished in writing by Lessee to Lessor, and that, if Lessee shall not have so furnished an address, then such notice may be conspicuously posted in the main entrance or in front of the Leased Premises, and the giving of such notice in either of the ways specified shall constitute good and sufficient notice for the purposes of declaring a default of this Lease. It is also agreed that if the Leased Premises is encumbered by a mortgage or trust deed, or otherwise by said Lessee, and if the Lessor shall be notified in writing of such mortgage or deed of trust, and of the name and address of the mortgagee or trustee named therein, notice of the default in the performance of the covenants in this Lease shall also be delivered to said mortgagee or trustee. D. Lessor may, in its sole discretion for its convenience and for the effective operation of the Airport, terminate this lease without cause upon ninety (90) days notice to Lessee. Notwithstanding anything to the contrary contained herein, in the event the lease is terminated without cause prior to the expiration of the lease term, Lessor shall provide to Lessee, contemporaneously with the termination and at Lessor's sole cost and expense, replacement Leased Premises and developed hangars located at the Airport in order to replace the exact type, size and number of developed hangars at the date of termination and the amount of remaining developable Leased Premises for the benefit of Lessee and all tenants, subtenants or condominium unit owners. In the event there exists no property within the Airport upon which Lessor could reasonably provide replacement Leased Premises and developed hangars, then Lessor shall have the right, in lieu of providing same, of paying to Lessee or any affected hangar condominium unit owner the fair market value of the hangar at the time of the termination. 20. Notices: All notices required to be given to Lessor hereunder shall be in writing and be personally delivered or sent via US Mail, postage prepaid, to: Eagle County Airport (EGE) P.O. Box 850 Eagle, Colorado 81631 -or- Via ground Shipping Methods, prepaid, to: Eagle County Airport (EGE) 0219 Eldon Wilson Road Gypsum, Colorado 81637 All notices required to be given to Lessee hereunder shall be in writing and personally delivered or sent by first class mail, postage prepaid, addressed to: Contact info: Lessee's name: Lessee's Mailing Address: Lessee's Phone #: Denis and Pam Beaudin Northside Hangar, LLC PO Box 1832 1610 Winslow Road Edwards, Colorado 81632 970.926.9682 Beaudin/Hangar Ground Lease (final 06202008) Page 15 The parties, or either of them, may designate in writing from time to time subsequent or supplementary persons or addresses in connection with said notices. The effective date of service of any such notice shall be the date such notice is delivered or postmarked. 21. Compliance with Laws and Airport Rules and Regulations: In occupying the Leased Premises, including constructing improvements thereon, Lessee shall comply with all laws, orders, rules, ordinances and regulations applicable to the occupancy, in addition to the environmental laws previously mentioned. Lessee shall comply with the Eagle County Airport (EGE) Rules and Regulations & Minimum Standards, including the Security Manual, and all amendments thereto. 22. F.A.A. Lease Requirements: A. The Lessor reserves the right to further develop or improve the landing area of the Airport as it sees fit, regardless of the desires or view of Lessee, and without interference or hindrance from Lessee. B. The Lessor reserves the right, but shall not be obligated to Lessee to maintain and keep in repair the landing area of the Airport and all publicly owned facilities of the Airport, together with the right to direct and control all activities of Lessee in this regard. C. This Lease Agreement shall be subordinate to the provisions and requirements of any existing or future agreement between Eagle County, CO and the United States, relative to the development, operation, or maintenance of the Airport. D. Lessee agrees to comply with the notification and review requirements covered in Part 77 of the Federal Aviation Regulations with respect to improvements on the Leased Premises. E. It is understood and agreed that nothing contained in this Lease Agreement shall be construed to grant or authorize the granting of an exclusive right within the meaning of Section 308 of the Federal Aviation Act. F. There is hereby reserved to the Lessor, its successors and assigns, for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the Leased Premises, together with the right to cause in said airspace such noise as may be inherent in the operation of aircraft, now known or hereafter used for navigation or flight in the air, using said airspace for landing at, taking off from, or operating on the Airport. G. Lessee by accepting this Lease Agreement expressly agrees for itself, its successors and assigns that it will not erect nor permit the erection of any structure or object nor permit the growth of any vegetation; trees, shrubs, etc, on the Leased Premises above that elevation established by Lessor. In the event the aforesaid covenant is breached, the Airport reserves the right to enter upon the leased premises and to remove or alter the offending structure or object at the expense of the Lessee. H. Lessee will not make use of the Leased Premises in any manner which might interfere with the landing and taking off of aircraft from the Airport or otherwise constitute a hazard. In the event the aforesaid covenant is breached, the County reserves the right, without notice, to enter upon the Leased Premises and cause the abatement of such interference at the expense of the Lessee. 23. [INTENTIONALLY OMITTEDI Beaudin /Hangar Ground Lease (final 06202008) Page 16 24. Airport Access Control No Lessee shall install or maintain fences, gates and such other equipment on the Premises to control access to the Airport on and across the Premises unless in accordance with the Authority's airfield access control plan as it now exists or may hereafter be adopted or amended (the "Access Plan"), and with written approval from the Airport Manager. Gate controllers installed and maintained by Lessee shall remain compatible those specified for use on the Airport by the Access Plan. Lessee agrees that it shall inform all employees and contractors of the requirements of the Access Plan, and shall at all times comply with the Access Plan in its operations on the Premises and the Airport. Each individual desiring access to the airfield shall obtain an access card from the Airport Manager in compliance with the Airport's rules and Regulations and Department of Homeland Security and TSA regulations, policies and directives. 25. Blast Fencing If Lessee's operations on the Premises, with respect to the parldng or operation of jet aircraft, is Adjacent to pedestrian, parking or roadway areas, or otherwise causes or may reasonable be expected to cause a hazard to persons or property, Lessee shall install and maintain adequate blast fencing, of a type and color and at locations approved by the Lessor, which approval shall not be unreasonably withheld. 26. De -icing operations De -icing operations shall be conducted only at locations and in the manner specified by the Lessor. Should Lessor or any governmental authority with jurisdiction impose operational, capital or other requirements on the Lessor with respect to de -icing operations on the Airport, or the collection and/or recycling of used de -icing fluids or their residue, Lessee shall timely comply with such requirements at its cost and expense with respect to its de -icing operations. 27. Rules and Regulations Lessee, its manager, officers and employees shall observe and obey all applicable laws, rules, regulations and standards, including but not limited to the Minimum Standards, the Lessor's storm water management plan and airfield access control plan, as they now exist or may hereafter be promulgated or amended. Lessee shall also comply with the terms, requirements and limitations of any plans, permits or licenses which it may be required to obtain or comply with pursuant to any such laws, rules, regulations and/or standards. 28. Lease Subordinate This Lease shall be subordinate to any existing or future Lease between the Lessor and the United States or the State of Colorado relative to the operation or maintenance of the Airport, the execution of which has been or may be required as a condition to the expenditure of federal or state funds for development of the Airport. 29. [INTENTIONALLY OMITTED] 30. Availability of Governmental Facilities In the event the existence, maintenance or operation of air navigation aids or other facilities supplied or operated by the United States, the State of Colorado, or the Airport at or in conjunction with the Airport are discontinued, the Lessor shall have no obligation to furnish replacement of such facilities. 31. Miscellaneous: A. This Lease shall be binding on the assigns, transferees, heirs, executors, successors, and trustees of the parties hereto. Beaudin/Hangar Crowd Lease (final 06202008) Page 17 B. No failure to strictly enforce the terms of this Lease shall be deemed a waiver by Lessor unless such waiver is in writing executed by the Eagle County Board of Commissioners. No waiver by the Lessor of any failure by Lessee to comply with any term or condition of this Lease shall be construed to be a waiver of any other failure by Lessee to comply with the same or any other term or condition of this Lease. C. In the event possession of the Leased Premises and the improvements thereon is assumed by the United States of America, or other authorized agency, under any emergency powers, the rent due under this Lease shall abate for the period of such possession. In such event the Lessee shall not be responsible for any of the other covenants in this Lease until possession by the United States of America shall terminate. In the further event that Lessee shall be reimbursed by the United States of America or other authorized agency for its assumption of possession, then the rental provisions of this Lease shall remain in effect, but provided further, however, that if said reimbursement is less than the amount of rental herein provided, the Lessee shall be required to pay to the Lessor only such amount of reimbursement as it shall receive from the United States of America or other authorized agency. D. The Federal Aviation Agency and Lessor are hereby granted the right and privilege by Lessee to place on and around the above - described premises, without cost to the Lessor, whatever instruments and equipment they desire during the terms of this Lease, so long as said instruments or equipment do not interfere with the intended use of the Leased Premises by the Lessee. E. The Lessee for itself and its successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree "as a covenant running with the land' that: (1) no person on the grounds of race, color or national original shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities; (ii) that in the construction of any improvements, or over, or under such land and the furnishing of services thereon, no person on the grounds of race, color or national origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination; (iii) that the Lessee shall use the Leased Premises in compliance with all other requirements imposed by or pursuant to Title 49. Code of Federal Regulations, Department or Transportation, Subtitle A, Office of the Secretary. Part 21, Nondiscrimination 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. F. All amendments to this Lease must be made in writing executed with the same formality as this original Lease; no oral amendments shall be of any force of effect whatsoever. G. Lessor shall have no responsibility or liability to furnish any services to Lessee other than those specified in this Lease, but Lessee may negotiate with Lessor for any additional services it may request and shall pay for such additional services the consideration so negotiated. H. This agreement shall be construed under the laws of the State of Colorado. Venue for any action shall be in the Fifth Judicial District. Any covenant, condition, or provision herein contained that is held to be invalid by any court of competent jurisdiction shall be considered deleted from this agreement, but such deletion shall in no way affect any other covenant, condition, or provision herein contained so long as such deletion does not materially prejudice Lessor or Lessee in their respective rights and obligations contained in the valid covenants, conditions, or provisions of this agreement. I. If either Lessor or Lessee commences any action or other proceeding against the other arising out of this Lease or the Leased Premises, the prevailing party will be entitled to recover from the other party, in addition to any other relief, its actual attorneys' fees irrespective of whether or not the action or other proceeding is prosecuted to judgment and irrespective of any court schedule of reasonable Beaudin/Hangar Ground Lease (final 06201008) Page 18 attorneys' fees. A trial judge shall award such fees as a component of the judgment in favor of the prevailing party. J. This Lease may be recorded by Lessee in the real property records of Eagle County, Colorado. [remainder of page intentionally blank; signature page follows] Beaudln /Hangar Ground Lease (final 06202008) Page 19 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed as of the day and year first above written. LESSOR: COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS Peter F. Runyon, Chairman ATTEST: Clerk to the Boa'Fd of County Commis LESSEE: NORTHSIDE HANGAR, LLC, a Colorado Limited Liability Company A parcel of land located in Sections 2, 3, 4, 5, 8, 9 and 10, Township 5 South, Range 85 East of the Sixth Principal Meridian, Eagle County, Colorado being more particularly described as follows: Beginning at a found 3" diameter aluminum cap stamped " "PLS 33428" marking the Southeast corner of Parcel B, Amended Exemption Plat, Eagle County Maintenance Service Center according to the plat thereof recorded at Reception No. 712446 from which a found 2 -1/2" USGLO brass cap monument properly marked for Corner 1 of Tract 66 bears N00 009130 11E, 1261.72 feet; thence N89 053115 11E, 1009.98 feet; thence 313.90 feet along the arc of a tangent curve to the left having a radius of 863.40, a central angle of 20 049'49" and a chord which bears N 79 028'22" E, 312.17 feet; thence N69 003'28 "E, 3.45 feet to a point on the 2 -3 line of Tract 61 and on the northerly line of Cooley Mesa Road right -of- way according to the plat of Compton Living Trust - County Of Eagle Property Line Agreement as recorded at Reception No. 899868; thence along the northerly right -of -way line of Cooley Mesa Road according to said plat the following five (5) courses and distances: 1) N 69 003'28" E, 385.24 feet; 2) 1472.09 feet along the arc of a tangent curve to the right having a radius of 1960.00 feet, a central angle of 43 001'58" and a chord which bears S 89 025'33" E, 1437.73 feet; 3) S 67 054`34" E, 285.32 feet; 4) 399.45 feet along the arc of a tangent curve to the left having a radius of 1005.00 feet, a central angle of 22 046'23" and a chord which bears S 79 017'45" E, 396.83 feet; 5) N 89 019'03" E, 128.79 feet to a point on the West line of Parcel C, County Airport DeLatte Subdivision Exemption Plat, Parcels A, B & C according to the plat thereof recorded in Book 409 at Page 489; thence along the West line of said Parcel C S 09 005'53" E, 5.29 feet; thence along the South line of said Parcel C the following two (2) courses and distances: 1) N 89 000115" E, 20.20 feet; 2) N 88 056'32" E, 1030.73 feet to the Southeast corner of said Parcel C and the Southwest Corner of the Nunn Exemption Plat according to the plat thereof recorded in Book 275 at Page 853; thence along the South line of said plat N 89 004'54" E, 295.23 feet to a point from which a found 2- 1/2" diameter USGLO brass cap monument properly marked for the witness corner to Corner 3 of Tract 57 bears N89 004154 "E, 30.01 feet; thence along the North right -of -way line of Cooley Mesa Road according to the plat of Eagle County Airport Annexation To The Town Of Gypsum recorded at Reception No. 614097 the following eleven (11) courses and distances: 1) N 89 004154" E, 25.30 feet; 2) N 83 026'55" E, 15.50 feet; 3) N 80 059109" E, 275.25 feet; 4) N 80 040'31" E, 3087.17 feet; 5) N 80 034'13" E, 43.30 feet; 6) N 79 051'31" E, 49.41 feet; 7) N 78 017'48" E, 49.26 feet; 8) N 77 005'13" E, 6.12 feet; 9) 492.79 feet along the arc of a non tangent curve to the left having a radius of 1115.92 feet, a central angle of 25 018'07" and a chord which bears N 64 016'21" E, 488.80 feet; 10) N 50 045'34" E, 36.57 feet; 11) N 49 010'26" E, 29.68 feet to a point on the West line of that parcel of land described in Book 327 at Page 841; thence along said line N 00 001'12" E, 11.26 feet; thence departing said line N 47 056'38" E, 451.99 feet; thence N 42 003'22" W, 161.90 feet; thence N 47 056'38" E, 237.60 feet; thence S42 003122 11E, 161.90 feet to a point on the North line of Parcel A, Greenman Exemption Plat according to the plat thereof recorded in Book 505 at Page 289 and the South line of that parcel of land described in Book 443 at Page 775; thence along the northerly line of a (100' wide) Right - Of -Way Easement For A Public Road as described in Book 703 at Page 41 the following three (3) courses and distances: 1) N 47 056'38" E, 534.68 feet; 2) 932.38 feet along the arc of a tangent curve to the right having a radius of 1050.00 feet, a central angle of 50 052'39" and a chord which bears N 73 022'58" E, 902.04 feet; 3)S 81 010'42" E, 967.81 feet to a point on the East line of Hoffman Exemption Plat according to the plat thereof recorded in Book 682 at Page 812; thence along said line S 08 010155" E, 104.57 feet; thence along the southerly line of said (100' wide) Right -Of -Way Easement For A Public Road the following three (3) courses and distances: 1) N 81 °10'42" W, 998.39 feet; 2) 843.58 feet along the arc of a non tangent curve to the left having a radius of 950.00, a central angle of 50 052'39" and a chord which bears S 73 022'58" W, 816.14 feet; 3) S 47 056'38" W, 427.14 feet to a point on the South line of that parcel of land described in Book 443 at Page 775; thence along said line S 89 008'14" E, 55.51 feet to the Northwest corner of Parcel B, Greenman /2001 Properties, LLC Boundary Line Adjustment Plat according to the plat thereof recorded at Reception No. 828333; thence along the westerly line of said plat the following seven (7) courses and distances: 1) S 47 051'36" W, 425.94 feet; 2) S 42 008'24" E, 50.00 feet; 3) S 47 051'36" W, 200.00 feet; 4) N 42 008'24" W, 50.00 feet; 5) S 47 051'36" W, 137.21 feet; 6) S 49 007'55" W, 156.50 feet; 7) 39.39 feet along the arc of a non tangent curve to the right having a radius of 1245.92 feet, a central angle of 01 048'41" and a chord which bears S 50 002'27" W, 39.39 feet to a point on the East line of the Holy Cross Electric Association, Inc., Eagle Valley Warehouse Parcel as described in Book 437 at Page 17; thence along the boundary of said parcel the following nine (9) courses and distances: 1) N 00 001'12" E, 36.36 feet; 2) S 59 045'00" W, 95.62 feet; 3) S 62 000'37" W, 262.59 feet; 4) S 80 058'30" W, 584.08 feet; 5) N 12 024'40" W, 1.59 feet; 6) S 80 058'02" W, 70.12 feet 7) S 12 024'50" E, 1.58 feet; 8) S 80 058'30" W, 377.21 feet; 9) S 00 046'41 "E, 1.97 feet to the Northeast corner of Valley Airpark, Phase 1 according to the plat thereof recorded at Reception No. 596128; thence along the North line of said plat S 80 040'32" W, 824.79 feet to a point on the East line of Valley Airpark, Phase 11 according to the plat thereof recorded at Reception No. 559763; thence N 00 010109" E, 0.37 feet to the Northeast corner of said plat; thence S 80 040'31" W, 1733.39 feet to a point on the North line of Lot 1, Eagle County Airport Garages, Filing No. 1 according to the plat thereof recorded at Reception No. 200702159; thence crossing the Spring Creek Road right -of -way S 84 050'37" W, 108.66 feet to the Northeast corner of Parcel A, Spring Creek Park according to the plat thereof recorded in Book 348 at Page 520; thence along the North line of said plat S 88 058'46" W, 1327.87 feet to a point on the 3 -2 line of Tract 60; thence along said line N 01 000'18" W, 0.25 feet; thence departing said line and along the South right - of -way line of Cooley Mesa Road according to the plat of Compton Living Trust - County Of Eagle Property Line Agreement as recorded at Reception No. 899868 the following five (5) courses and distances: 1) S 89 019'03" W, 176.95 feet; 2) 427.27 feet along the arc of a tangent curve to the right having a radius of 1075.00 feet, a central angle of 22 046'21" and a chord which bears N 79 017'45" W, 424.46 feet 3) N 67 054'34" W, 285.32 feet; 4) 1419.51 feet along the arc of a tangent curve to the left having a radius of 1890.00 feet, a central angle of 43 001'58" and a chord which bears N 89 025'33" W, 1386.38 feet; 5) S 69 003'28" W, 412.43 feet to a point on the East line of that parcel of land described in Book 523 at Page 493; thence along said line N 00 016'51" E, 5.43 feet; thence departing said line 277.65 feet along the arc of a non tangent curve to the right having a radius of 1175.92 feet, a central angle of 13 031'42" and a chord which bears S 78 012'22" W, 277.01 feet; thence N 89 047112" W, 210.28 feet; thence S 00 032'58" E, 0.72 feet to the Northeast corner of Final Plat, A Portion Of Cooley Mesa Addition recorded in Book 337 at Page 23; thence along the boundary of said plat the following two (2) courses and distances: 1) S 89 051'01" W, 454.87 feet; 2) S 02 036111" E, 5.74 feet; thence S 89 032104" W, 173.05 feet; thence S 89 050'08" W, 210.89 feet; thence N 00 009'09" E, 74.91 feet to the Point of Beginning. Containing 26.502 acres of land more or less. South Parcel A parcel of land located in Tract 53, Section 2, Township 5 South, Range 85 West of the Sixth Principal Meridian, Town of Gypsum, Eagle County, Colorado, being more particularly described as follows: Beginning at a point on the 3 -4 line of said Tract 53 from which a found 1" iron pipe marking Corner 1 of Tract 54 bears S 89 008'14" E, 106.57 feet; thence along the 3 -4 line of said Tract 53 and the South line of Hoffman Exemption Plat according to the plat thereof recorded in Book 682 at Page 812 N 89 008'14" W, 856.46 feet to the Southwest corner of said Hoffman Exemption Plat; thence along the 3 -4 line of said Tract 53 and the South line of that parcel of land described in Book 433 at Page 775 N 89 008'14" W, 1019.50 feet to a point on the southerly line of that (100' wide) Right -Of -Way Easement For A Public Road as described in Book 703 at Page 41; thence along the southerly line of said (100' wide) Right -Of -Way Easement For A Public Road the following three (3) courses and distances: 1) N 47 056'38" E, 427.14 feet; 2) 843.58 feet along the arc of a non tangent curve to the right having a radius of 950.00 feet, a central angle of 50 052'39" and a chord which bears N 73 022'58" E, 816.14 feet; 3) S 81 010'42" E, 998.39 feet to a point on the East line of said Hoffman Exemption Plat; thence S 08 010155" E, 360.75 feet to the Southeast corner of said Hoffman Exemption Plat; thence along the South line of said Hoffman Exemption Plat S 81 049 -05" W, 264.06 feet to the Point of Beginning. EXCEPTING THEREFROM That excepted parcel of land as described in Book 433 at Page 775, being mare particularly described as follows; Beginning at a point from which Corner 2 of Southwest corner of those lands described in Page 775 bears S 85 047'48" W 1316.45 freet; 04 023'20" W, 100.00 feet; thence N 85 036'40" thence S 04 023'20" E, 100.00 feet; thence S 75.00 feet to the Point of Beginning. Containing 20.183 acres more or less. Tract 54 and the Book 433 at thence N E, 75.00 feet; 85 036'40" W, North Parcel A parcel of land located in Sections 2, 3, 4, 5, 8, 9 and 10, Township 5 South, Range 85 West of the Sixth Principal Meridian, Town of Gypsum, Eagle County, Colorado being more particularly described by metes and bounds as follows: Beginning at a found 2 -1/2" diameter USGLO brass cap monument properly marked for Corner 3 of Tract 65 and Corner 6 of Tract 67; thence along the 3 -4 line of said Tract 65 N 89 053'33" E, 2314.76 feet; thence departing said line and along the easterly line of Jules Drive And Jules Road Right - Of -Way Through Lot 1, Longview Subdivision as described at Reception No. 763240 490.45 feet along the arc of a non tangent curve to the left having a radius of 700.00 feet, a central angle of 40 008'38" and a chord which bears N 42 001'04" E, 480.48 feet to a point on the North line of Lot 1, Longview Subdivision according to the plat thereof recorded in Book 222 at Page 703; thence along the North line of said Lot 1 N 83 006'37" E, 20.21 feet to the Northeast corner of said Lot 1; thence along the West line of Tract 62 N 01 008'09" W, 4.58 feet to the Southwest corner of Parcel A, Amended Exemption Plat, Lehmann Parcels according to the plat thereof recorded at Reception No. 200617646; thence departing the West line of said Tract 62 and along the South lines of Parcel A and Parcel B of said Amended Exemption Plat, Lehmann Parcels N 81 050'25" E, 3616.85 feet to the Southeast corner of said Parcel B, Amended Exemption Plat, Lehmann Parcels; thence along the easterly line of said Parcel B, the following four (4) courses and distances: 1) N 01 049'43" E, 576.43 feet; 2) S 88 010'31" E, 61.45 feet; 3) N 72 024'56" E, 569.20 feet; 4) S 89 008'06" E, 285.75 feet; thence departing the easterly line of said Parcel B continue S 89 008'06" E, 1785.68 feet; thence N 00 051'00" E, 200.00 feet; thence S 89 009'00" E, 1962.68 feet; thence S 00 044'07" W, 200.00 feet; thence S 89 009'21" E, 213.88 feet; thence S 70 031'00" E, 327.11 feet to a point on the 2 -1 line of Tract 56; thence along said line N 89 006'30" E, 479.92 feet to Corner 1 of said Tract 56 and Corner 4 of Tract 55; thence along the 4 -3 line of said Tract 55 N 00 011'54" W, 331.44 feet to the Northwest corner of that parcel of land described in Book 433 at Page 775; thence along the North line of said parcel S 81 024'27" E, 1719.38 feet to the Northeast corner of said parcel; thence continue S 81 024'27" E, 25.24 feet to the Northwest corner of Hoffman Exemption Plat according to the plat thereof recorded in Book 682 at Page 812; thence along the boundary of said plat the following three (3) courses and distances: 1) S 81 024'27" E, 7.44 feet; 2) 867.19 feet along the arc of a tangent curve to the left having a radius of 5675.59 feet, a central angle of 08 045'16" and a chord which bears S 85 047'06" E, 866.35 feet; 3) S O8 010'55" E, 943.71 feet; thence departing the boundary of said Hoffman Exemption Plat and along the northerly line of that (100' wide) Right -Of -Way Easement For A Public Road as described in Book 703 at Page 41 the following three (3) courses and distances: 1) N 81 010'42" W, 967.81 feet; 2) 932.38 feet along the arc of a tangent curve to the left having a radius of 1050.00 feet, a central angle of 50 052'39" and a chord which bears S 73 022'58" W, 902.04 feet; 3) S 47 056'38" W, 534.68 feet to a point on the South line of the aforesaid parcel of land described in Book 433 at Page 775 and the North line of Parcel A, Greenman Exemption Plat according to the plat thereof recorded in Book 505 at Page 289 from which Corner 3 of Tract 53 bears N 89 008'14" W, 511.91 feet; thence N 42 003'22" W, 161.90 feet; thence S 47 056'38" W, 237.60 feet; thence S 42 003'22" E, 161.90 feet; thence S 47 056138" W, 451.99 feet to a point on the 2 -3 line of Tract 54 and the West line of that parcel of land described in Book 327 at Page 841; thence along the 2 -3 line of said Tract 54 S 00 001'12" W, 11.26 feet to a point on the northerly right -of -way line of Cooley Mesa Road according to the plat of Eagle County Airport Annexation To The Town Of Gypsum as recorded at Reception No. 614097; thence along said northerly right -of -way line of Cooley Mesa Road the following eleven (11) courses and distances: 1) S 49 010'26" W, 29.68 feet; 2) S 50 045'34" W, 36.57 feet; 3) 492.79 feet along the arc of a non tangent curve to the right having a radius of 1115.92 feet, a central angle of 25 018'07" and a chord which bears S 64 016'21" W, 488.80 feet; 4) S 77 005'13" W, 6.12 feet; 5) S 78 017'48" W, 49.26 feet; 6) S 79 051'31" W, 49.41 feet; 7) S 80 034'13" W, 43.30 feet; 8) S 80 040'31" W, 3087.17 feet; 9) S 80 059109" W, 275.25 feet; 10) S 83 026'55" W, 15.50 feet; 11) S 89 004'54" W, 25.30 feet to the Southeast corner of the Nunn Exemption Plat according to the plat thereof recorded in Book 275 at Page 853 from which a found 2 -1/2" diameter USGLO brass cap monument properly marked for the witness corner to Corner 3 of Tracr 57 and Corner 2 of Tract 80 bears N 89 004'54" E, 30.01 feet; thence departing said northerly right -of -way line of Cooley Mesa Road and along the boundary of said Nunn Exemption Plat the following three (3) courses and distances: 1) N 00 021100" E, 295.16 feet; 2) S 89 004'54" W, 295.23 feet; 3) S 00 021'00" W, 295.16 feet to the Southwest corner of said Nunn Exemption Plat and the Southeast corner of Parcel C, County Airport DeLatte Subdivision Exemption Plat, Parcels A, B, & C according to the plat thereof recoeded in Book 409 at Page 489; thence along the South line of said Parcel C S 88 056'32" W, 1030.73 feet; thence departing the South line of said Parcel C S 89 000115" W, 20.20 feet; thence N 09 005'53" W, 5.29 feet to a point on the South line of Eagle County Airport property and the North right -of -way line of Cooley Mesa Road according to the plat of Property Line Agreement, Compton Living Trust, Etal- County Of Eagle as recorded at Reception No. 899868; thence along said North right -of -way line of Cooley Mesa Road the following five (5) courses and distances: 1) S 89 019'03" W, 128.79 feet; 2) 399.45 feet along the arc of a tangent curve to the right having a radius of 1005.00 feet, a central angle of 22 046'23" and a chord which bears N 79 017'45" W, 396.83 feet; 3) N 67 054'34" W, 285.32 feet; 4) 1472.09 feet along the arc of a tangent curve to the left having a radius of 1960.00 feet, a central angle of 43 001'58" and a chord which bears N 89 025'33" W, 1437.73 feet; 5) S 69 003'28" W, 385.24 feet to a point on the West line of Tract 61 from which a found 2 -1/2" diameter USGLO brass cap monument properly marked for Corner 3 of Tract 61 bears S 00 016'51" W, 104.16 feet; thence departing said North right - of -way line of Cooley Mesa Road S 69 003'28" W, 3.45 feet; thence 313.90 feet along the arc of a tangent curve to the right having a radius of 863.40 feet, a central angle of 20 049'49" and a chord which bears S 79 028'22" W, 312.17 feet; thence S 89 053'15" W, 1009.98 feet to the Southeast corner of Parcel B, Amended Exemption Plat, Eagle County Maintenance Service Center according to the plat thereof recorded at Reception No. 712446; thence along the boundary of said plat the following eleven (11) courses and distances: 1) N 89 057'17" W, 986.25 feet; 2) S 89 058'33" W, 449.11 feet; 3) S 89 058'33" W, 170.00 feet; 4) S 89 058'33" W, 196.33 feet; 5) N 89 057'18" W, 225.67 feet; 6) N 89 057'18" W, 561.06 feet; 7) S 89 031'21" W, 98.28 feet; 8) N 89 009'48" W, 165.07 feet; 9) N 88 038'58" W, 77.08 feet; 10) N 00013'371, W, 1252.02 feet; 11) N 89 056'45" E, 281.84 feet to the point of beginning. Containing 642.471 acres more or less. TOGETHER WITH: A part of Lot 1, Longview Subdivision according to the plat thereof recorded in Book 222 at page 703, being more particularly described as follows: Commencing at a found 2 -1/2" diameter USGLO brass cap monument properly marked for Corner 4 of Tract 65 and Corner 1 of Tract 66; thence along the 4 -3 line of said Tract 65 and the South line of said Lot 1, Longview Subdivision S 89 053'33" W, 388.72 feet; thence along the West line of said Lot 1 N 00 006'33" W, 65.25 feet to the Point of Beginning of the herein described parcel of land; thence continue along the West line of said Lot 1 N 00 006'33 "W, 247.07 feet to the Northwest corner of said Lot 1; thence 194.69 feet along the arc of a non tangent curve to the right having a radius of 275.00 feet, a central angle of 40 033'48" and a chord which bears S 76 036128" E, 190.65 feet; thence 59.12 feet along the arc of a tangent curve to the right having a radius of 35.00 feet, a central angle of 96 047'08" and a chord which bears S 07 055154" E, 52.34 feet; thence 246.10 feet along the arc of a tangent curve to the right having a radius of 620.00 feet, a central angle of 22 044'32" and a chord which bears S 51 050101" W, 244.48 feet to the Point of Beginning. Containing 0.758 acres of land more or less. '7A v 11