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HomeMy WebLinkAboutECAT07-362 WFS-PTS dba Worldwide Flight ServicesGROUND LEASE This Ground Lease Agreement (hereinafter referred to as "Agreement") made and entered into this day of Getorb-er, 2007 between Eagle County, State of Colorado, a body politic org zed and existing pursuant to the laws of the State of Colorado (hereinafter referred to as "Landlord") and WFS-PTS LLC d/b/a Worldwide Flight Services, a company authorized to do business in the State of Colorado (hereinafter referred to as "Tenant"). WITNESSETH: WHEREAS, the Landlord now owns and controls and operates the Eagle County Airport, (hereinafter referred to as "Airport") located in the County of Eagle, State of Colorado; and WHEREAS, the Tenant desires to lease and use a portion of certain land on the Airport for the storage of two trailers for use as office, storage, and break room space for employees; and WHEREAS, the Landlord desires to lease to Tenant a portion of the land at the Airport for such use under the terms and conditions described herein. NOW, THEREFORE, for and in consideration of the rents or sums of money hereinafter agreed to be paid by the Tenant and if the covenants upon the part of the Tenant to be kept and performed hereinafter expressed, Landlord hereby demises and leases unto Tenant, a portion of that certain parcel of land lying and being situated in Eagle County, Colorado and being more particularly described in Exhibit "A" attached hereto (hereinafter referred to as the "Rental Space"). 1. Rental Space. For purposes of this Agreement, the Rental Space shall be deemed to be 440 square feet of land located at the Eagle County Airport as highlighted in Exhibit "A." Tenant shall have right of ingress to and egress from the Rental Space subject to such security rules as may be in effect the Airport and in a manner that does not interfere with the Landlord's use of the Airport. 2. Maintenance and Utilities. Tenant shall provide for and supply, at its sole expense, all janitor service with respect to the Rental Space and any telephone installation or telephone services Tenant requires. Tenant shall pay for all heat, light, gas, and electricity installation and service fees used by it on or in connection the Rental Space. Tenant agrees that the Rental Space will be solely used for the purpose set forth herein and will not be used in such a manner that would increase the amount of utilities usually furnished or supplied for such uses. There are no water or sewer services available in the Rental Space. 3. Lease Term. The Lease Term shall be for approximately one (1) year beginning upon the execution of this Agreement and ending on September 30, 2008. If ,law/ �%� Tenant remains in possession of the Rental Space after the expiration of this Agreement without any written renewal thereof, such holding over shall not be deemed as a renewal or extension of this Agreement, but shall create only a tenancy from month to month that may be terminated at any time by Landlord upon ten (10) days written notice to Tenant. The rental rate for such month to month tenancy shall be the rate in existence prior to the holding over plus five percent (5%). Notwithstanding_g=hing contained herein to the contrary, Landlord or Tenant may terminate this Agreement at any time during the Lease Term by sending the Tenant Thirty (30) days prior written notice of its intent to terminate. In the event of such early termination, Tenant shall be responsible for rent for such time it actually occupied the Rental Space. 4. Rent. The rental fee for the Lease Term shall be $0.75 per square foot per month (annual rate of $3,960 and monthly rate of $330.00). Rent shall be due on the first day of each month and will be prorated for partial months. Any rent charges overdue for more than ten (10) calendar days will accrue interest at the rate of eighteen percent (18%) per annum. In the event the Landlord is required to initiate any collection procedures to collect any unpaid rental payments, including late fees and costs, or otherwise enforcing the terms and conditions of this Agreement, the Tenant shall pay all of the Landlord's expenses in connection therewith, including reasonable attorney's fees. All payments, charges and fees due and payable under this Agreement shall be payable to the order of Eagle County and shall be submitted and/or delivered to: Eagle County Regional Airport P.O. Box 850 Eagle, Colorado 81631 5. Use of Premises. The Rental Space may be used for office space, storage, and an employee break room associated with its airline ticketing, ground, and baggage handling, and de-icing operations at the Airport and for no other purposes. The Tenant shall take possession of and use the Rental Space for the purposes stated above. Tenant shall comply with all laws and ordinances and regulations as may be amended applicable to its use of the Rental Space. Tenant agrees to observe and obey all Airport rules and regulations that may be adopted or amended from time to time. 6. Condition of Premises: Tenant stipulates that it has examined the Rental Space including the grounds and that they are at the time of this Agreement appropriate for the intended use. Tenant shall maintain the Rental Space in good condition and in all respects satisfactory to Landlord during the continuance of this Agreement. 7. Subletting. Tenant shall not assign or sublet the Rental Space in whole or in part or grant any concession or license to the Rental Space. An assignment subletting concession or license on assignment or subletting by operation of law shall be void and shall at Landlord's option terminate this Agreement. 2 \quv/ \"WJ 8. Real Estate Taxes. The Tenant shall pay all applicable real estate taxes and assessments on the land during the Lease Term. 9. Quiet Enioyment. The Landlord has the right to enter into this Agreement. If the Tenant complies with this Agreement, the Landlord will provide the Tenant with undisturbed possession of the Rental Space subject to the terms and conditions of this Agreement. 10. Alterations. The Parties understand that Tenant intends to put two 12' x 60' trailers with stair and wheelchair ramp extensions on the Rental Space. Tenant must paint the trailers to match the general terminal scheme. The color and condition of the trailers must be approved by Landlord, which approval may be withheld by Landlord in its sole discretion. Tenant may not make any other changes or additions to the Rental Space without the Landlord's written consent which Landlord may withhold in its sole discretion. Any changes or additions made without the Landlord's written consent shall be promptly removed by Tenant. 11. Tenant's Obligations. Tenant shall: (a) Keep the Rental Space in clean and sanitary condition, including snow removal; and (b) Properly dispose of rubbish, garbage and waste in a clean and sanitary manner and at reasonable and regular intervals; and (c) Not intentionally or negligently destroy, deface, damage, impair or remove any part of the Rental Space, its appurtenances, facilities, equipment, nor to permit any invitees, licensees, or other persons acting under Tenant's control to do so; and (d) Not permit a nuisance or allow waste to accumulate in the Rental Space; and (e) Make all repairs to the Rental Space which are not the responsibility of the Landlord; and (f) Not keep or have on the Rental Space any article or thing of a dangerous, inflammable or explosive character that might increase the chance of eruption of fire on the rental space or ordinarily would be considered hazardous or extra hazardous by any reasonable insurance company. regulations. (g) Comply with all laws, local, state and federal, including FAA and TSA 3 12. Signs. No sign shall be placed on the Rental Space without the written approval of Landlord which approval Landlord may withhold in its sole discretion. 13. Access to Rental Space. The Landlord shall have access to the Rental Space at reasonable times upon notice to the Tenant to: (a) Inspect the Rental Space; (b) Make necessary repairs, alterations or improvements; (c) Supply services; and (d) Any other reason deemed reasonably necessary by Landlord. 14. Fire and Other Casualty. Either party may cancel this Agreement if the Rental Space is materially damaged by fire or other casualty. 15. Insurance. Tenant agrees that the improvements and contents on the Rental Space are stored at Tenant's sole risk and Tenant shall possess adequate insurance to protect it from such risk. Additionally, Tenant shall obtain and maintain in effect during the term of this Agreement and any extension, commercial general liability insurance and comprehensive public liability insurance covering claims for personal and bodily injury, property damage occurring on and or about the Rental Space with the limit of at least $1,000,000.00 combined single limit per occurrence. The parties agree that the Tenant may self insure. A certificate of insurance evidencing the coverage to be maintained hereunder by the Tenant shall be delivered to the Landlord at the time this Agreement is executed. Such liability insurance shall name the Landlord as an additional insured. Failure to obtain and/or maintain such insurance shall be a default under the terms of this Agreement. 16. Indemnification. Tenant shall indemnify and hold harmless the Landlord, its Board of County Commissioners and the Eagle County Air Terminal Corporation and the individual members thereof, its commissioners, agencies, departments, officers, agents, employees, servants or its successors from any and all fines, demands, losses, liabilities, claims, damages and judgments including attorney's fees together with all costs and expenses incident thereto which may accrue against, be charged to, or be recoverable from the Landlord, its Board of County Commissioners and its individual members thereof, its commissioners, agencies, departments, officers, agents, employees or servants and its successors as a result of the acts, errors, or omissions of Tenant, its employees or agents in connection with Tenant's use and occupancy of the Rental Space except to the extent such injury or damage results from the willful acts of the Landlord or any of the Landlord's representatives. Additionally, the parties mutually agree that no Commissioner or officer or employee of the Landlord nor any officer, manager, member, agent or employee of the Tenant shall be held 4 `ft� personally liable under this Agreement or because of its enforcement or attempted enforcement. The parties further agree that this clause shall not waive the benefits or provisions of Colorado Revised Statute 24-10-114 or any similar provision of law. 17. Environmental. Tenant agrees to indemnify, defend, protect and hold Landlord, its Board of County Commissioners and the Eagle County Air Terminal Corporation and the individual members thereof, its commissioners, agencies, departments, officers, agents, employees, servants or its successors harmless from any liability incurred by them occurring by reason of the existence of hazardous substances on the Rental Space arising out of the acts of Tenant, its employees, customers, agents, or licensees. Hazardous substances shall mean those materials defined as hazardous materials, hazardous waste or hazardous substances under CERCLA P.L. 96-510, as amended, or any other local, state or federal law. 18. Surrender of the Premises. At the expiration or termination of the term of the Agreement, Tenant's right to use of the Rental Space shall cease, and Tenant shall immediately vacate the premises. The Tenant shall immediately remove all improvements and restore the Rental Space to its original condition. If Tenant fails to remove its improvements and contents by the expiration or termination date of this Agreement, Landlord may have the improvements and contents removed from the Rental Space, with or without process of law, and stored at Tenant's expense without liability for said removal. Upon the expiration or termination of this Agreement, Landlord shall have the right to enter upon and take possession of the Rental Space, with or without process of law, without liability for trespass. 19. Default. The Tenant promises and agrees that if default be made in the performance under any of the conditions under this Agreement, that this Agreement may be forthwith terminated at the election of the Landlord and the Tenant will surrender and deliver up possession of the Rental Space to the Landlord within three business days of receiving written notice from the Landlord stating the breach of the conditions of this Agreement. In the event that it shall become necessary for the Landlord to employ an attorney to enforce any of the provisions hereof, or to enforce the collection of any amounts due under the terms of this Agreement, Landlord shall be entitled to recover all costs, including reasonable attorney's fees. Such costs shall be required to be paid to cure any outstanding default. 20. Notices. Any notices provided for herein shall be in writing and shall be delivered in person, mailed by certified or registered mail, return receipt requested, postage prepaid, or by facsimile followed by a first class mailing to the party for whom intended at the address set forth below. WFS-PTS LLC d/b/a Worldwide Flight Services 1925 W. John Carpenter Fwy., Suite 450 Irving, Texas 75063 tel. 972-629-5116 fax. 972-629-5161 5 County of Eagle, State of Colorado Attention: Ovid Seifers, Airport Manager P.O. Box 850 Eagle, CO 81631 tel. 970-328-8246 fax. 970-328-8247 With a copy to: Eagle County Attorney P.O. Box 850 500 Broadway Eagle, Colorado 81631 tel. 970-328-8685 fax. 970-328-8699 Either party may change its address by written notice to the other party. Notices are deemed to have been given effective as of the date of delivery if personally delivered, and as of the third day after mailing, if mailed, or the day following facsimile transmission. 21. Duty to Obtain Required Permits. Tenant shall at its sole expense, obtain and maintain in good standing all proper and necessary permits and licenses necessary to carry out and perform its obligations under this Agreement. 22. No Private Cause of Action. The rights herein contracted for shall inure solely for the benefit of the parties to this Agreement, and nothing herein shall be construed to grant a cause of action to non-parties claiming as third party beneficiaries or otherwise. 23. No Waiver. The failure of the Landlord to insist in any one or more instances upon a strict compliance of any of the obligations, covenants and agreements herein contained or the failure of the Landlord and any one or more instances to exercising the option, privilege or right herein contained shall in no way be construed to constitute a waiver or relinquishment or release of such obligation, covenant or agreement and no forbearance by the Landlord or any default hereunder shall in any manner be construed as constituting a waiver of such default by the Landlord. 24. Amendments. All amendments to this Agreement must be made in writing by mutual agreement -of the parties and no oral amendments shall be of any force or effect whatsoever. 25. Entire Agreement. This Agreement supercedes all previous communications, negotiations and/or contracts pertaining to the respective parties hereto, R ,%..ol r%WV if any, either verbal or written and the same not contained herein are hereby withdrawn and annulled. 26. Governing Law. The laws of the State of Colorado shall be controlling and any action between the parties hereunder shall be brought in the County of Eagle, State of Colorado. 27. Binding Effect. The covenants and conditions herein contained shall apply and bind their heirs, legal representatives, assigns of the parties hereto and all covenants are to be construed as conditions of this Agreement. 28. Development. The Landlord reserves the right to further develop, maintain, or improve the Airport, including any part thereof and facility thereon, as it sees fit, regardless of the desires or views of the Tenant. Tenant recognizes that from time to time during the Lease Term of this Agreement, it may be necessary for Landlord to commence or complete programs of construction, expansion, relocation, maintenance and repair in order that the Airport and its facilities may be completed and operated as Landlord determines, and that such construction, expansion, relocation, maintenance and repair may inconvenience the Tenant in its operation at the Airport. Tenant agrees that no liability shall attach to Landlord, Eagle County, or the Eagle County Air Terminal Corporation, its officers, agents, employees, contractors, subcontractors and representatives by way of such inconveniences, and Tenant waives any right to claim damages or other consideration therefrom. IN WITNESS WHEREOF the parties hereto have executed this Agreement on the year and date first above written. LANDLORD: EAGLE COUNTY, STATE OF 11 OL O BY AND THROUGH ITS ° COUNTY COMMISSIONERS J ATTEST: a K�GC 'ArnkWhconi, Chairman Clerk to the Bo d of County Commissioners TENANT: WFS-PTS LLC d.b R Qrl/jwide Flight Services By. p/ Name: lv? del Title: C F Q 7 ibit A(1 - 4 m. ¢ H p a � Wr Oil .. 75 ,• aem� 1-16� 10' X 44! w/ handicap bath Unit 084392 Fall Bar 10, Trailers and stairs 10' x 44' = 440 sq. ft. North G:lbryanlairportlworldwide ground lease