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HomeMy WebLinkAboutRES.2615.05-02-2011BILL NO. 11-76 RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE AN AIRPORT GROUND LEASE WITH FIRST MISSOURI TERMINALS AT THE CAPE GIRARDEAU REGIONAL AIRPORT BE IT RESOLVED BY THE COUNCIL OF THE CITY OF CAPE GIRARDEAU, MISSOURI, AS FOLLOWS: ARTICLE 1. The City Manager, for and on behalf of the City of Cape Girardeau, Missouri, is hereby authorized to execute an Airport Ground Lease with First Missouri Terminals at the Cape Girardeau Regional Airport. A copy of said Lease is attached to this Resolution and made a part hereof. PASSED AND ADOPTED THIS DAY OF 20 r Harry E. ediger, Mayor AIRPORT GROUND LEASE This Agreement made and entered into this k+ _ day of May 2011, by and between the City of Cape Girardeau, Missouri, a Municipal Corporation, hereinafter called "Lessor" and First Missouri Terminals, hereinafter referred to as "Lessee". For and in consideration of the mutual covenants, terms and conditions contained herein, the parties agree as follows: PREMISES. Lessor hereby leases to Lessee the following described property: A tract of land situated in the Northwest Quarter of Section 36, Township 30 North, Range 13 East, in Scott County, Missouri, described as follows: Commence at the Southwest building corner of the Main Terminal Building with said coordinates North 508573.092, East 1092440.325; thence South 00°00'00" East, 320.00 feet to a point; thence North 89°28'14" East, 1524.69 feet; thence South 02°38'52" West, 47.05 feet to the Point of Beginning; thence South 89°39'20" West, 10.00 feet; thence South 00°28'56" East, 190.00 feet; thence North 89039'20" East, 95.00 feet; thence North 00°28'56" West, 190.00 feet; thence South 89°39'20" West, 85.00 feet to the Point of Beginning containing 18,050 square feet, or 0.4144 acres, more or less. TERM. The original term of this agreement shall be Twenty (20) years and shall commence on the St day of_, 2011 and shall expire on the 3h day of &Jj 1 , 2031. Lessee shall have the option to renew this lease on the same terms and conditions for two (2) additional terms of five (5) years each by serving written notice of its election to renew upon the Lessor at least ninety (90) days prior to the expiration of the original term. If the two (2) five (5) year options are exercised and upon its expiration, Lessee shall then have the option of negotiating with Lessor for a separate and new lease for the premises. RENTAL. Lessee shall pay Lessor monthly, beginning the first day of the month following final inspection of the completed hangar construction, the rental amount as hereinafter provided, on or before the 10th day of each month during the term of this lease. For the first five (5) years of the term of this lease the monthly rental amount shall be Two Hundred Seventy Dollars and Seventy Five Cents ($270.75) which is the product of $.18 per square foot times the number of square feet leased herein (18,050 square feet) divided by twelve (12). For each successive five (5) year period during the remainder of this agreement, the rental amount shall equal the rental amount of the preceding terms plus a percentage of said preceding rental amount for the successive five year (5) period. The percentage referenced herein shall be the percentage increase in the Consumer Price Index (Midwest Urban All Urban Consumers) for the preceding five (5) year period, not to exceed three (3) percent per year. All payments are to be made at the office of the City Collector of the City of Cape Girardeau or at such other place as Lessor may direct. Page 1 of 6 4. USE OF THE PREMISES. The premises are to be used for the purpose of constructing and maintaining a hangar for Lessee's airplanes. Lessee shall not use or permit the use of all or any portion of the leased premises in any other manner than herein set forth, without the prior written consent of Lessor. 5. UTILITIES. Lessee shall assume and pay for all costs and charges for utility services furnished to Lessee during the term of this lease, and Lessee shall have the right to connect to any and all storm and sanitary sewers and water and utility outlets at its own cost and expense, and Lessee shall pay for any and all service charges incurred therefore. 6. CUSTODIAL SERVICES. Lessee agrees to provide the necessary materials, equipment and labor to provide all necessary janitorial and custodial services, and to maintain the premises in a clean, safe, orderly, and sanitary condition. Lessee shall provide a complete and proper arrangement for the adequate sanitary handling and disposal of all trash and other refuse caused by its operations under this lease. 7. MAINTENANCE AND REPAIR. Lessee shall at its sole cost and expense, keep and maintain the demised premises, all improvements, additions or alterations thereto, equipment and landscaping constructed or installed by Lessee upon the demised premises, in first class condition, which condition shall at all times be based on a standard of care reflecting prudent property management, reasonable wear and tear excepted. 8. INGRESS AND EGRESS. Lessor shall provide a right of ingress and egress to the demised premises for the Lessee, its officers, employees and agents. 9. IMPROVEMENTS. In the event Lessee desires to construct buildings or facilities on the demised premises, Lessee shall submit to Lessor, final plans, specifications and architectural renderings prepared by registered architects and engineers. Lessee shall hold the Lessor harmless and reimburse it for any and all expenses of any nature whatsoever arising out of any claim from said improvements. Lessee agrees not to construct any buildings or facilities on the demised premises without prior written consent of Lessor; however such approval shall not be unreasonably withheld. Lessee shall keep the real estate leased hereunder free and clear of any and all liens or encumbrances of any kind in any way arising out of any such construction. In the event any buildings or facilities are constructed upon the premises, Lessee shall purchase and maintain insurance on said buildings or facilities against damage or loss by fire or risk of a similar nature which are on or shall be customarily covered under standard policies of fire. insurance having standard extended coverage endorsements. In the event any buildings or facilities constructed upon the demised premises are totally destroyed by fire or other casualty loss, Lessee shall have the option of either restoring the buildings or facilities and continuing under the terms of this lease, or terminating this lease as hereinafter provided. At the termination of this lease for any reason, except as hereinbefore provided, Lessor has the first option to purchase all real property improvements at 75% of the Fair Market Value of the improvements, as set by a local appraiser to be selected mutually by the parties; or Lessor may require Lessee to remove said improvements and restore the land substantially to its original condition, all at Lessee's expense. Lessor shall give written notice to Lessee of its decision within thirty (30) days of termination of the lease. Page 2 of 6 If the Lessor elects to not purchase the said improvements or request their removal by the Lessee, the Lessee may, within sixty (60) days of mailing of the written notice from Lessor, a) negotiate with Lessor for a separate and new lease for the premises, b) sell the said improvements to another party, in which case the purchaser will either be subject to removing the improvements or attempting to negotiate a new lease with Lessor, or c) remove said improvements and restore the land substantially to its original condition, all at Lessee's expense. In the event Lessee has not performed any of the above options within one hundred twenty (120) days after the date of mailing of the written notice from Lessor, Lessor may retain as its sole property all real property improvements which have been constructed by Lessee, as well as all remaining personal property, but Lessee shall have the right to lease the improvements from the Lessor at a Fair Market Value rate. During periods referred to in this section, Lessee shall continue to be liable for rent at the regular monthly rate. Further, upon termination of this lease for any reason, Lessor shall have lien upon and against all of the Lessee's property, real and personal, and located on the lease premises, for any sums from Lessee. 10. RIGHT OF ENTRY. Lessor shall have at all reasonable times during business hours, the full and unrestricted right to enter the leased premises for the purpose of inspection, and for the purpose of doing any and all things which it is obligated or has a right to do under this agreement or by law. 11. TAXES. Lessee shall pay all personal property taxes which may be assessed against equipment, merchandise or other personal property owned or used by Lessee located on the demised premises. 12. REHABILITATION ACT REQUIREMENTS. Lessee shall operate and maintain its facilities in accordance with the requirements of Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794) and will assure that no qualified handicapped person shall, solely by reason of his or her handicap, be excluded from participation in, be denied the benefits of, or otherwise be subject to discrimination, including discrimination in employment under any program or activity that receives funds or benefits from a Federal Grant. Lessee further assures that it shall comply with the requirements imposed by or pursuant to 49 C.F.R., Part 27. 13. NON DISCRIMINATION. Lessee shall not, on the grounds of race, color, creed or national origin, discriminate or permit discrimination against any person or group of persons in any manner prohibited by Title VI of the Civil Rights Act of 1964, and Part 21 of the Regulations of the Office of the Secretary of Transportation in the use of the leased premises. Lessor reserves the right to take such action as the United States Government may direct to enforce this covenant. The Lessee assures that it will undertake an affirmative action program as required by 14 CFR Part 152, Subpart E, to insure that no person shall on the grounds of race, creed, color, national origin, or sex be excluded from participating in any employment activities covered by 14 CFR Part 152, Subpart E. The Lessee assures that no person shall be excluded on the grounds from participating in or receiving the services or benefits of any program or activity covered by this subpart. The Lessee assures that it will require that its covered sub -organizations provide assurances to the Lessee that they similarly will undertake affirmative action programs and that they will require assurances from their sub -organizations, as required by 14 CFR Part 152, Subpart E., to the same effect. It is understood and agreed that nothing herein contained shall be construed to grant or authorize Page 3 of 6 the granting of an exclusive right within the meaning of Section 308 of the Federal Aviation Act of 1958. Lessee agrees to furnish service on a fair, equal and not unjustly discriminatory basis to all users thereof, and to charge fair, reasonable and not unjustly discriminatory prices for each unit or service; PROVIDED, that Lessee may make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. 14. ASSIGNMENT AND SUBLEASE. Lessee shall have the right, with the prior written consent of Lessor, to assign this lease, or to sublease any portion of the demised premises, but in such event Lessee shall remain liable to Lessor for the remainder of the term of the lease to pay to Lessor any portion of the rent and fees provided for herein upon failure of the assignee or sub- lessee to pay the same when due. Said assignee or sub -lessee shall not assign or sublease without the prior written consent of Lessor and Lessee. Any such assignment by Lessee shall contain a clause to this effect. Lessee hereby agrees that any sublease or assignment shall be solely for the purpose of conducting a business of the same general nature and purposes as specified herein. 15. NO WAIVER OF FUTURE BREACH. The failure of Lessor or Lessee to insist, in any one or more instances, on a strict performance of any of the terms or the conditions of this Lease, or to exercise any right herein contained, shall not be construed as a future waiver or a relinquishment of the provisions or right, but the same shall continue and remain in full force and effect. The receipt by Lessor of rent, with knowledge of the breach of any term or condition hereof, shall not be deemed a waiver of the breach and no waiver by Lessor of any provision hereof shall be deemed to have been made unless expressed in writing and signed by Lessor. Should Lessor at some time consent to an assignment of this Lease or to a sublease of the whole or any part of the demised premises, no further assignment and no further sublease shall be made without the express consent in writing by Lessor. None of the terms or conditions of this Lease shall be altered, waived, or modified in any manner except by written instrument executed by both parties. 16. PUBLIC LIABILITY INSURANCE - Lessee shall procure and maintain in effect for the term of this lease agreement, liability insurance in an amount not less than $100,000.00 for one person and $1,000,000.00 for any one occurrence involving injury, including death, to more than one person, with property damage insurance of not less than $100,000.00 for any one occurrence. The Lessor shall be named as an additional insured and the policy shall provide that in the event of cancellation, written notice of such cancellation shall be given to the Lessor at least thirty days prior to the effective date of such cancellation. If, however, the State of Missouri raises the liability limits for municipalities contained in Section 537.600 et seq., revised State of Missouri, or elsewhere, Lessee shall increase its liability insurance to an amount equal to the increased liability limits. 17. INDEMNIFICATION - Lessee shall indemnify and hold harmless and defend the Lessor, its officers, agents and employees from and against any and all claims, demands, damage, loss or liability of any kind or nature, costs or expenses, including attorney's fees and witness costs which may be asserted by any person or persons for or on account of any injuries or death or damages to property sustained because of or arising out of activities of Lessee, its officers, agents or employees provided for herein, whether or not there is concurrent active or passive negligence on the part of the Lessor, but excluding liabilities due to the sole negligence or willful misconduct of Lessor. Lessor shall not be liable for its failure to perform the Agreement or for any loss, injury, damage or delay of any nature whatsoever resulting there from caused by any Act of God, fire, flood, accident, strike, labor dispute, riot, insurrection, war or any other cause beyond Lessor's control. Page 4 of 6 18. LESSEE'S RIGHT OF TERMINATION. Lessee shall have the right to terminate this lease upon the happening of one or more of the following events: A. The permanent abandonment of the Airport, B. The lawful assumption by the United States Government, or any authorized agency thereof, of the operation, control or use of the Airport, or nay substantial part thereof, in such a manner as to substantially restrict Lessee's use of the premises for a period of forty-five (45) days. C. Issuance by any Court of competent jurisdiction of any injunction in any way preventing or restricting the use of the Airport, and the remaining in force of such injunction for a period of at least forty-five (45) days, D. The default by Lessor in the performance of any covenant or agreement herein required to be performed by Lessor, and the failure of Lessor to remedy such default for a period of thirty (30) days after receipt from Lessee of written notice to remedy said default. Lessee may exercise the right of termination by written notice to Lessor at any time within thirty (30) days after any of the events mentioned in the preceding subparagraphs (A) through (D) above. 19. LESSOR'S RIGHT OF TERMINATION. This lease shall be subject to termination by Lessor upon the happening of any one or more of the following events: A. Lessee shall be in arrears in the payment of rent for a period of thirty (30) days after the time such payment shall be due, B. Lessee shall make a general assignment for the benefit of creditors, C. Lessee shall file a voluntary, or have filed against it an involuntary, petition in bankruptcy, provided such petition whether voluntary or involuntary shall not be dismissed within fifteen (15) days after it is filed, D. Lessee shall abandon the demised premises, E. Lessee shall discontinue its use of the premises for a period of thirty (30) days, except for normal absence, such as an extended flight, aircraft repairs, replacement, etc. F. Lessee shall default in the performance of any of the other covenants, agreements and conditions required to be kept and performed by Lessee, and such default continue for a period of thirty (30) days after receipt of written notice from Lessor of said default. G. Lessee shall violate any portion of the "Cape Girardeau Regional Airport Rules and Regulations" in effect at any time during the term of this lease. Lessor may exercise the right of termination provided for herein by written notice to Lessee of its intention to terminate, and this lease shall terminate ten (10) days after the date of such notice. In the event of termination Lessor may take possession of the demised premises upon the effective date of said termination. Default under this lease shall entitle Lessor to declare all remaining installments or rentals to be due and payable immediately, and in the event Lessor shall take possession of the demised premises, it may relet the same upon such terms and conditions as it shall deem appropriate, and any deficiency in the rental payments shall be and remain the obligation of the Lessee. 20. NOTICES. Any notice or other communication to Lessor or Lessee referred to in this lease agreement shall be deemed validly given, served and delivered upon deposit in the United States Page 5 of 6 Mail, registered and with proper postage and registration fee prepaid, addressed as follows: LESSOR: City Clerk City Hall 401 Independence P. O. Box 617 Cape Girardeau, Missouri 63702-0617 LESSEE: First Missouri Terminals P.O. Box 1717 Cape Girardeau, MO 63702 21. PARTIES BOUND. All of the terms, covenants and conditions herein contained shall be binding upon and shall inure to the benefit of the parties, their successors, heirs, executors, administrators and assigns. IN WITNESS WHEREOF, the parties here to have caused this agreement to be executed as of the day and year first above written at Cape Girardeau, Missouri. CITY OF PE,,GIRARDEAU, MISSOURI C—sc;04City f ti C�cnc� Ga le L. rad City Clerk ATTEST: LESSE R Russ Mothershead, First Missouri Terminals Page 6 of 6