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HomeMy Public PortalAbout1964_12_21 51 MINUTES OF REGULAR MEETING OF LEESBURG TOWN COUNCIL, DECEMBER 21 , 1964. A regular meeting of the Leesburg Town Council was held in the Council Chasm-, bers, Leesburg, Virginia, on December 21, 1964. The meeting was called to order by the Mayor, with Councilman Pumphrey leading the group in prayer. Those pres- ent were Councilmen C. Grey Dodd, Maurice R. Lowenbach , Jr . , Robert A. Orr and John W. Pumphrey; also Town Manager James W. Ritter, Jr. and Town Attorney George M. Martin. Absent from the meeting were Councilmen Cole and Fishback. The minutes of the meeting of December 7, 1964 were approved with general consent. Manager hitter explained one item -that had been placed on the Agenda, which will be taken up later in the meeting. Mr. Denlinger, representing Tri-County Refuse Service Co. , was present and answered questions re complaints on garbage and trash pick-up. Mayor Rollins had two complaints, one being that the cans were not being emptied completely, the other that when cans are upset , he would suggest that the trash man pick up the trash that is dropped, although they are not obligated to do this. .Mr. Den- linger replied that , in most cases where the cans were not completely emptied , it was due to liquids being frozen in the bottom of the cans. However, he stated that his men had been instructed to empty the cans completely and to pick up trash •Thich was strewn about the cans, where animals might have upset them, but he knew that there would be sit ups at times. Mr. Ritter reported that he and the driver O in charge had driven around Town and found a mixture of difficulties, .but that, in most cases where the tops were on the ground , they would not fit the cans. Mr. Denlinger stated that he and Mr. Postrich had walked around Town this evening and.he reported that only about 50% of the trash was in cans with lids, the main trouble with this situation being when the wind blows. He explained that when abnormal conditions occur , you can expect some complaints and problems. Council- man Lowenbach questioned as to whether everything, including large empty boxes, had to be broken up so that they would fit ih a can, to which Mr . Denlinger replied No. Mayor Rollins asked Mr. Ritter if he had made any arrangements for expansion of the present Landfill. Mr. Ritter replied that he had not yet contacted Mr. ' Hammerly in regard to this. It was also brought out that the recent fires at T the Landfill have become quite a problem. 6 Upon motion of Councilman Orr , seconded by Councilman Dodd , the following resolution was unanimously adopted : • BE IT RESOLVED by the Council for. the Town of Leesburg, Virginia, that the terms of membership on the Planning Commission shall be as follo:•Ts : 1. John W. Pumphrey, whose term of office as councilmanic member . shall be co-extensive with his office as councilman. 2. Albert W. Dent , for 2 years from January 1 , 1965 to. December 31 , 1966: 3. Hunter 1. Leach , for 3 years from January 1 , 1965 to December 31, 1967. 4. C. Stanley Reed for 4 years from January 1 , 1965 to December 31, 1968. • 5. Mrs. George B. Reynolds, for 1 year from January 1 , 1965 to December 31 , 1965. 6. Elliot Vandevanter , Jr. , for 2 years from January 1 , 1965 to December 31, 1966. 7. William F. Webb , Jr. , for 3 years from January 1 , 1965 to De- cember 31, 1967. BE IT FURTHER RESOLVED, that subsequent appointments shall be for terms of four years each. 52 MINUTES OF DECEMBER 21, 1964 MEETING . • Upon motion of Councilman Orr , seconded by Councilman Lowenbach, the fol- lowing resolution was unanimously adopted : BE •IT RESOLVED by the Town Council of the Town of Leesburg, that the following appropriations be made : • • -(a) Secretarial help at Planning Commission meetings for remainder of fiscal year 1964-65 $ 70.00 • (b) Interest on 330,000.00 loan for 3 months due Dec. 22 300.00 Upon motion of Councilman Pumphrey, seconded by Councilman Orr , the fol- lowing resolution was unanimously adopted by roll -call vote: • BE IT RESOLVED by the Town Council of the Town of Leesburg, that it is the intention of the Council to construct the Woodberry Storm • -Sewer after easements have been acquired. The Mayor requested that the Town Manager send letters to those people who have not yet signed the easements and also to those who have signed the easements. After a short discussion re the lease between the Town and Chantilly Aviation, Inc. , it was moved by Councilman Orr and seconded by Councilman Lowenbach and unani- mously carried, that the lease with Chantilly Aviation, Inc. , as written, be adopted, and that the Mayor and Chairman of the Airport Commission be author- ized to sign on behalf of the Town,- and that the Town Manager be instructed to send a copy of this lease to the Federal Aviation Agency and the State Corpora- tion Commission. This lease, as approved, reads as follows : THIS LEASE made this 21st day of December, 1964, by and between the TOWN OF LEES- BURG IN VIRGINIA, a municipal corporation, hereinafter referred to as "Lessor", and CHANTILLY AVIATION, INC . , a corporation, hereinafter re- ferred to as "Lessee". • WHEREAS, the Lessor owns and has constructed an airport facility known as the Leesburg Municipal Airport , Godfrey Field, Loudoun County, Virginia, and wishes to lease the said property for the purpose of hav- ing operated thereon a commercial airport for the use of private and • commercial aircraft activities, and WHEREAS, the Lessee is a Virginia corporation, formed for the purpose of operating commercial airport and aircraft facilities, and wishes to lease the said property from Lessor for the purpose of main- taining and operating thereon an airport and aircraft facility. NO'W, THEREFORE, the Lessor and Lessee do hereby make and enter into this lease and mutually covenant and agree as follows : 1. PROPERTY TO BE LEASED. The property that is leased and de- mised hereunder is that portion of the Leesburg Municipal Airport, Loudoun County, Virginia, which is located as follows : • Beginning at q pipe (1) in the westerly right-of-way. line of State Route #643, a corner to Chamblin and a north-easterly corner of the Leesburg Municipal (God • - frey) Airport , as shown on attached plat hereby made a part of this description ; 111Thence running with said right-of-way the following two courses and distances: S01°55 '50"W, 573.94 feet to a pipe (2) ; and 502°58 '10"E, 253.39 feet to a pipe (3) , a corner to the land of Cul- bertson ; • Thence' running with said Culbertson the following three courses and distances : 53 . MINUTES OF DECEMBER 21 , 1964 MEETING. S81°59 '10"W, 145:07 feet to a pipe (4) ; S02°34 '40"E, •146.99 feet to a pipe (5) ; and N85°45'00"E, 145.56 feet to a pipe (6) in the said westerly right-of-way line of State Route #643 ; Thence running with said right-of-way line of State Route #643, S02°06 '20"E, 190.05 feet to a point (7) ; • Thence running through the land of said Leesburg Munici- pal (Godfrey) Airport the following five courses and dis- tances : S76°24 '50"W, 583.17 feet to a point (8) ; Running with the tie down line and parallel to the center line of the runway and 320 feet east of same, N13°35 '10"W, • 1000.00 feet to a point (9) in the southerly edge of the Apron; Running with said southerly edge of the Apron N76°24 '50"E, 100.00 feet to a point (10) , a southeasterly corner of said Apron; 1.0 • CD With the easterly edge of said Apron and a continuation of the same line N13°35 '10"W, 706.19 feet to a point (11) ; and 0 V N76°24 '50"E, 180.00 feet to a point (12) in a westerly line of the land of said Chamblin; Thence running with said Chamblin the following two courses and distances : S13°35 '10"E, 300.00 feet to a pipe (13) ; and S78°43 '50"E, 628.25 feet to the point of beginning; containing 21.7112 acres. and together with the use , in common with others authorized so to do, of the "landing area" and "air navigation facilities"; however , all other Lessees and their guests, servants, invitees and all others having a lawful business at said airport shall have a right of ingress and egress through said tract of land to the other parts of said airport , and said existing (auto) parking lot shall be available to all persons having law- ful business at said airport. Operational control of all areas paved at the effective date of this lease shall be under the Lessee. 2. TERM OF THE LEASE. The initial term of this lease shall be for a period of ten (10) years commencing from the first day of the calendar month next ensuing after the time all contingencies as mentioned in Para- graph 28 below have been fulfilled. There shall be a right on the part of the Lessee to renew said Lease for an additional period of ten (10) years at the option of the Lessee under the same terms and conditions as the original term except as may be hereinafter set forth, provided six (6) months written notice is given, prior to the expiration of this origi- nal term, to the Mayor of said Town of Leesburg and to the Chairman of Leesburg Airport Commission. In the event said contingencies set forth in Paragraph 28 are not_ fulfilled within nine • (9) months of the date hereof then this Lease may be voided at the option of either party hereto. • Upon fulfillment of the contingencies set forth in Paragraph 28, this Lease shall become effective upon the first day of the calendar month next ensuing. 3. COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS. The Lessee covenants that it will comply with all Federal , State and Local laws, ordinances and regulations regarding the operation of the airport fa- cility and that are applicable to -aircraft operations. The Lessee cove- nants that it will save harmless the Lessor .from any violation by the Lessee of such laws, ordinances and regulations. 541 MINUTES OF DECEMBER 21, 1964 MEETING. 4. PURCHASE OF .FUEL AND OIL SUPPLIES. The Lessee agrees to purchase from the Humble Oil -and Refining Company all fuel and oil supplies which Lessee shall use in the operation of its business upon the leased premises, in accordance with and during the term of the con- tract heretofore entered into by and between Lessor and Leesburg Air- port Commission and Humble Oil and Refining Company, said contract hav- ing a term of ten (10) years, a copy of which is on file with the Les- sor. The Lessee hereby acknowledges that it takes this Lease subject to the aforesaid rights of the Humble Oil and Refining Company. Les- sor shall grant the privilege of dispensing or selling fuel and oil at the Leesburg Municipal Airport to no person, group or organization other than a fixed base operator. 5. PURCHASE OF INVENTORY. At the time this Lease becomes opera- tive, Lessee agrees to purchase from Leesburg Airport Commission the in- ventory of gas, oil , office equipment , radio and other supplies and/or commodities which shall at that time be the property of the Leesburg Airport Commission. The purchase price shall be equal to the cost of purchase by the Leesburg Airport Commission. Payment shall be made in cash to the Leesburg Airport Commission within ten (10) days from the time this Lease becomes operative. 6. HANGAR SPACE FOR GODFREY. Lessee agrees to maintain and re- serve , without charge, until September 1 , 1972, sufficient and suit- able space in a hangar adjacent to the paved ramp for the aircraft of Arthur Godfrey , such aircraft to be a Beechcraft Travel Air or similar aircraft. 7. WATKINS EMPLOYMENT. Lessee agrees to employ A. L. Watkins un- til September 1 , 1966 at an annual salary of not less than Five Thousand One Hundred Dollars ($5,100.00). 8. INSURANCE An BOND. The Lessee agrees to carry and maintain, with a.responsible insurance company approved by the Lessor, insurance in amounts not less than those shown in the following schedule : (a) Premises liability insurance of $500,000.00 including bodily injury and property damage coverage; (b) Workmen 's Compensation Insurance as required by the appropriate laws of the State of Virginia; (c ) A bond to insure the faithful performance by the Les- see of all covenants, conditions, stipulations and prompt payment of the stipulated rent in an- amount equal • to ten times the stipulated annual rental for the origi- nal term of this Lease or renewal thereof , with a surety approved by the Lessor , to be furnished within ten (10) days from the time this Lease becomes operative; Lessee may submit, in lieu of the said bond, such other form of security for the performance of Lessee 's obligations under this Lease as the Lessor may approve and accept ; (d) Fire and extended coverage, vandalism and malicious mis- chief in the following amounts : 1. Office building $10,000.00; 2. Contents of buildings 31 ,000.00; 3. Maintenance Hangar $8,000.00; 4. Storage Hangar $22,000.00; 5. As new structures are erected , fire and extended coverage in an amount equal to its fair insurable value. Lessee agrees that all insurance policies will contain 'an appropriate endorsement showing the Lessor , as additional insured, as its interests may appear with a thirty (30) day notice of cancellation clause. Certifi- cates from the insurance company showing the coverage carried, with the endorsements thereon, shall be furnished by the Lessee to the Lessor within the period of thirty (30) days from the effective date of this Lease and in the event they are not so furnished to the Lessor it shall have the right to secure the same and charge the Lessee for the same. • 55 MINUTES OF DECEMBER 21, 1964 MEETING. . • 9. LIABILITY INDE' NITY. Lessee agrees to save harmless and in- • demnify the Lessor from any judgment recovered by anyone for personal injury or property damage sustained or claimed to have been sustained by reason of any of the rights granted the Lessee by this Agreement or any activities conducted by the Lessee at said airport and .shall pay all expenses and costs in defending against any such claim made against the Lessor provided, however , that the Lessee shall not be liable for any damage, injury or loss occasioned by the negligence of the Lessor, its agents or employees. 10. HOURS OF OPERATION. Lessee agrees to operate the airport dur- ing the daylight hours commencing on the first day of May and continuing through the last day of September , and from 8 o 'clock in the morning un- til 5 o 'clock in the evening during the remaining months of each year. The Lessee may extend or increase the operational hours if such is war- ranted by the demand for services. Lessee shall not be required to keep the airport open if adverse weather conditions, Acts of God, or public dis- order should render operation temporarily impractical. 11. UNICOM. Lessee shall maintain a communications radio known as .Unicom, using the appropriate frequencies as designated by the Federal Communications Commission and the Federal Aviation Agency. 12. COIPLIANCE WITH APPLICABLE LAW. Lessee agrees to comply with all local , state and federal statutes, ordinances or regulations, and to obtain V all necessary permits for the lawful operation of the facilities leased V hereunder. Lessor covenants that the airport facilities leased hereunder are located in accordance with existing laws of the Town of .Leesburg and Loudoun County, Virginia. Any action taken by the governing body of the Town of Leesburg, County of Loudoun, Commonwealth of Virginia or the United States of America which make impossible or unlawful the operation of the proposed facilities for a period of sixty (60) days or more shall give the Lessee the option to cancel and terminate this Lease. 13. SCOPE OF OPERATIONS. Lessee covenants and agrees to operate and maintain the airport and the facilities thereon in such a manner as to provide a satisfactory, first class air facility, in accordance with the Master Plan, or as the same may be duly amended, of said airport and to provide as a minimum the following services: (a) Construct "T" hangars as required by demand therefor .within the limitations of available space. • (b) Offer ground and flight instruction courses leading to the attainment of the following ratings: 1. Private pilot; 2. Commercial pilot ; 3. Flight instructor ; 4. Instrument ; 5. Multi-engine. Private and commercial ratings will be offered at once, with the other ratings to be offered as the demand therefor de- velops. A full-time instructor will be employed from the time this Lease becomes operative and other instructors shall be employed as required by demand. (c ) The following equipment, or equipment similar thereto, will be available from the time this Lease becomes opera- tive for use in instruction, rental, or leasing: 1. A Cherokee 140; 2. A Cherokee 160; 3. A Cherokee 180; 4. A Commanche 250. (d) Lessee will engage in the purchase and sale of new and used aircraft , and will make such aircraft available for rental or lease as it may deem prudent. The list of air- craft shown in Paragraph (c ) above shall not be binding in its exact terms upon Lessee , but shall be construed in such manner as to require that aircraft of equivalent capabili- ties will be provided by Lessee in its services at the leased facility. .�3,6 • • MINUTES OF DECEMBER 21 , 1964 MEETING. . : 14. RENT RESERVED. Lessee agrees to pay to Lessor , as .rental for the premises leased Hereunder , the base sum of THIRTY FIVE THOUSAND DOLLARS ($35,000.00) , for the first ten (10) year term of the lease. Payment , in the amount of TWO HUNDRED NINETY ONE AND 66/100 DOLLARS ($291.66) shall be made on the first day of each month, beginning with the month in which this lease becomes effective and continuing through the one hundred nineteen months next succeeding. In addition to the base sum set forth above, Lessee shall pay to Lessor a sum ecual to one per centum (1%) of the Lessee's gross .sales in excess of THREE HUND- RED FIFTY THOUSAND DOLLARS (3350,000.00) , per tax year of the Lessee , up to a maximum of FOUR HUNDRED FIFTY .THOUSAND DOLLARS (3450,000.00) , . gross sales per tax year. If the Lessee should exercise its option for the second ten (10) year term, the base rental for the said term will be FORTY THOUSAND DOL- LARS ($40,000.00) , to be paid in monthly payments of THREE HUNDRED THIRTY THREE and 33/100 DOLLARS ($333.33) due on the first day of each of the one hundred twenty months next succeeding after the end of the original term of this lease. In addition to the base sum set forth above, the Les- see shall pay to the Lessor a sum ecual to one per. centum (1%) of the gross sales of Lessee in excess of FOUR •HUNDRED THOUSAND DOLLARS (000,000.00) per tax year of the Lessee , up to a maximum of FIVE HUNDRED THOUSAND DOL- LARS ($500,000.00) gross sales per tax year. The sum due according to the calculation of one per cent of gross re- ceipts as set forth in the two paragraphs immediately preceding, shall be due and payable within three (3) months of the close of Lessee 's taxable year. The calculation of the sum due shall be made from the gross re- ceipts shown on the Federal income tax return of Lessee. A certified and sworn copy of the return shall be provided to Lessor by Lessee. 15. POSSESSION OF PREMISES. The Lessor and the Leesburg Airport Com- mission covenant that the Lessee shall enjoy quiet possession of the leased premises provided said Lessee complies with the covenants contained herein and such rules and regulations as promulgated by the Leesburg Airport Com- mission and the Airport Engineer for the operation and safety of the en- tire airport. Possession is to be surrendered - to the Lessee on the date this Lease becomes operative. 16. NEW CONSTRUCTION. The Lessee shall have the right to construct, maintain and operate upon the leased premises such other facilities as Lessee may deem necessary and which may be agreed to in writing by the Les- sor. The Agreement of' the Lessor shall not be unreasonably withheld. Prior to the start of construction of any new facilities, complete plans and specifications must be submitted to the Airport Engineer for approval of conformance to Master Plan and of structural design. Such facilities as may be constructed by the Lessee shall become the property of the Les- sor at the expiration of the term of the Lease without any payment from the Lessor to the Lessee. In order to provide security for Lenders who will .finance the construc- tion of such new facilities, the parties hereto agree that such improvements shall be the personal property of the Lessee , and may be held by a Lender under a chattel mortgage to secure any debt incurred for their construction, until such time as the debt so contracted is discharged and the chattel mort- gage released. Upon payment of the indebtedness and release of the security instrument, the new facilities shall become a part of the real estate and the terms of the preceding paragraph shall then apply to the new facilities. 17. MAINTENANCE. Lessee covenants that during the initial term of this Lease or any extension or renewal thereof that the Lessee shall operate an, maintain and keep in good repair the building and appurtenances leased to it, all vehicular parking spaces or appurtenances , facilities and ser- vices now or hereafter connected with the foregoing and all appurtenant facilities and services now erected or hereafter erected by Lessee and all "air navigation facilities. " The Lessee shall keep that portion of the airport and appurtenances which is not leased to others free from any obstruction and in neat and presentable condition, including without limi- tation, the clearing and removal of snow, vegetation, stones and other for- eign matter as reasonably necessary, from the runways, taxiways, roadways, parking lots and loading areas and areas immediately adjacent to the same MINUTES Or DECEMBER 21, 1964 MEETING. as are convenient and proper for the use of the airport and shall main- tain and operate the airport in all respects in a manner at least equal to the highest standards or ratings for airports of similar size and character in accordance with the rules and regulations of the Federal Aviation Agency and any other governmental agency having jurisdiction thereof. Costs of maintaining and operating runway lights and beacon and of snow removal shall be shared by all fixed base operators; Lessee shall bear the primary responsibility for such maintenance. 18. RUNWAY AND TAXIWAY MAINTENANCE. Lessee agrees to take all steps consistent with the regulations of the Federal Aviation Agency, to pre- clude the operation on the leased premises of aircraft of a weight in excess of that for which the runway and taxiway facilities were desig- nated. Lessor covenants to. perform or have performed the structural maintenance of the runways, taxiways and ramp and to keep and maintain them in condition suitable for their contemplated use. The Lessor, its agents , employees and contractors shall have the right of ingress and e- gress for said maintenance and the right to prescribe reasonable rules and regulations for the conduct of the airport operations while repairs are in progress. The Lessee shall be responsible for any and all structural repairs caused by the negligence of its agents, servants, or employees. ' JO 19. UTILITIES. The Lessee shall be responsible for and covenants promptly to pay all heat , light , gas, electricity, water and any other utilities in or on said area leased and all utilities used in connection with or appurtenant to the "air navigation facilities" and "landing areas" that the said Lessee has the right to use in common with others. The Les- sor shall not be responsible for the payment of any charge for utility service used in or about the operation of said airport. 20. COliFuaNT TO REBUILD. In the event any of the above premises • leased •to the Lessee are destroyed or damaged by fire or other casualty, the Lessee covenants that it shall rebuild said structures, in the same location, as soon as practicable and of at least equal size and quality as the original. The Lessee shall be entitled to use the proceeds from ' any and all insurance payments for the reconstruction, repair and rebuild- ing of any structures which have been destroyed or damaged. • 21. ASSIGhIENT AND SUB-LETTING. Lessee shall not at any time assign this Lease or any part thereof without the prior written consent of the Les- sor ; provided, that the foregoing shall not prevent the assignment of this Lease to any corporation with which Lessee may merge or consolidate , or to the United States Government or any agency thereof , nor will it pre- vent Lessee from sub-letting space on any pretiaes•-now or hereafter leased to Lessee hereunder , pr in any buildings or structures now owned by or hereafter erected by Lessee on the airport to the United States Govern- ment or any agency thereof , or to scheduled air transportation companies who are Lessees at the airport , or to any person, firm or corporation performing services auxiliary to the business of Lessee. No such sub- letting or assignment, however , shall release Lessee from its obligations to pay any and all of the rentals , charge and fees provided herein or to perform all covenants and conditions herein. Except as herein provided, neither party shall assign, sell , lease or otherwise dispose of its in- terests in the demised premises nor its rights or obligations under this _ Lease without obtaining the prior written consent of the other party hereto. ' Such consent shall not be unreasonably withheld. 22. CANCELLATION BY LESSOR. The Lessor may cancel this Lease, upon the happening of any of the following events: ' (a) The filing by Lessee of a voluntary petition in bankruptcy; (b) The institution of proceedings in bankruptcy against Lessee and the adjudication of Lessee as a bankrupt pursuant to such proceeding; (c ) The taking by a Court of competent jurisdiction of Lessee and its assets pursuant to proceedings brought under the provisions of any Federal reorganization act ; (d) The appointment of a receiver of Lessee 's assets; 5.8 MiNUTTES OF DECEMBER 21 , 1964 MEETING. • (e) The divestiture of Lessee 's estate herein by other operation of law; (f) The abandonment or cessation of operations for a period of two (2) days by Lessee ; • (g) The default by Lessee in the performance of any covenant . or agreement herein required to be performed by Lessee and the failure of Lessee to remedy such default for a period of fifteen (15) days after receipt from Lessor of written notice to remedy the same; (h) Non-payment of the demised rent for a period of fifteen (15) days after it falls due. If the rent agreed to be paid, including all other sums of money • which under the provisions hereof may be considered as additional 'rent, shall be in arrears in whole or in part for fifteen (15) or more days, Lessor may distrain therefor. If Lessee shall violate any covenant , in- cluding the covenant to pay rent., made by it in this Lease , Lessor may, at its option, re-enter the premises and declare this Lease and tenancy hereby created terminated ; and Lessor shall be entitled to the benefit of all provisions of the laws of the Commonwealth of Virginia respectint; the speedy recovery of lands and tenements held over by Lessee or pro- ceedings in forcible entry and detainer and may hold the Lessee respon- sible for all damages including reasonable attorney fees. No waiver of default by Lessor of any of the terms, covenants or conditions hereto to be performed , kept and observed by Lessee shall be construed to be or act as a waiver of any subsequent default of any of the terms, covenants and conditions herein contained to be performed, • kept and observed by Lessee. The acceptance of rental by Lessor for any period after a default of any of the terms , covenants and conditions herein contained to be performed , kept and observed b: Lessee, shall not be deemed a waiver of any right on the part of Lessor to cancel this Lease for failure by Lessee to so performkeep or observe any of the terms , covenants or conditions of this Lease. 23. SURRENDER OF POSSESSION. Upon the expiration or termination of this Lease or any renewal thereof , Lessee 's rights to use the premises, facilities, rights, licenses , services and privileges herein leased shall cease and Lessee shall forthwith upon such expiration or termination sur- render the same to the Lessor. 24. CONTROL OF RATES, FARES AND CHARGES. The Lessee agrees to make available all airport facilities, services and supplies to the public on a fair and nondiscriminatory basis comparable to those charged in the surrounding area and to refrain from imposing or levying excessive charges or otherwise unreasonable charges or fees for any use of the airport, its facilities or airport services conducted b;: said Lessee , its agents, servants, employees , assigns , sub-lessees or successors in interest. Landing fees shall be determined upon agreement between Lessor and Les- see, except that Lessee may charge reciprocal landing fees to commercial operators. 25. RIGHT OF -INSPECTION. The Lessor and its agents, servants, or employees shall have the right to make inspections of said premises at - reasonable times in order to ascertain that said Lessee is complying with the terms and conditions of this Lease. 26. REGULATIONS AND RESTRICTIONS. The Lessee hereby agrees that nothing contained in this Lease shall be construed as granting said Les- see any exclusive rights inconsistent with Section 308 of the Federal Aviation Act of 1958 as the same now exists and as the same may hereafter from time to time be amended together with the interpretations thereof pro- mulgated by the Federal Aviation Agency, or as the same is interpreted by any Court of competent jurisdiction, and to the extent this Lease is in- consistent it shall be conformed to said law and regulations. This Lease is further subject to all the conditions and restrictions as contained and set forth in a certain Grant Agreement between the Lessor and the Federal Aviation Agency for the Leesburg Municipal (Godfrey) Airport, Project No. 9-44-014-0401. 59 MINUTES OF DECEMBER 21, 1964 MEETING. . 27. CONTINGENCIES. This Lease is subject to conditions precedent to its becoming effective as set forth in Paragraph (2) above, in that be- fore this Lease is to be operative it .must .be approved by the Federal Aviation Agency and Virginia State Corporation Commission. In addition, the said Lessee must secure all necessary permits for .the condict .of the operation of the said airport and the services to be conducted there. In the event this Lease is disapproved by the Federal Aviation Agency or the Virginia State Corporation Commission it then shall automatically ter- minate ; however , both parties covenant to use their best efforts to secure the necessary and requisite approval as heretofore stated. ' 28. NOTICES. A11 notices shall be sent to Lessor , c/o Leesburg Air- port Commission, Box 691 , Leesburg, Virginia, or to such other place as Lessor may in writing designate, and to the Registered Agent of the Lessee. Rental payments shall be made payable to the Town of Leesburg and shall be addressed in the same manner as Notices. 29. RELA.TIO_NSHIP OF PARTIES. The relationship between the parties here- to is solely that of Landlord .and-Tenant and nothing in this Lease shall be construed as creating a partnership or joint venture between the parties hereto and the Leesburg Airport Commission is hereby designated as an agent 710 of said Town of Leesburg, for the supervision of said airport as provided C for in the ordinance establishing said commission. O 30. IDEI?TI'TY OF LESSEE. If majority ownership of the corporate Lessee should be transferred from the stockholders of the Corporation as of Oc- tober 1 , 1964, the said stockholders being John A. Van Gulick, Robert W. Darr and Douglas McVeigh, without the prior consent of the Lessor , then the Lessor may, at its option , terminate the Lease. If the Lessee shall deliver to the Lessor , in writing delivered by hand or registered mail, its intention to transfer control to third parties named in such written 'notice, and the Lessor shall make no objection in writing, delivered in similar manner to the Lessee , within fifteen (15) days after receipt by Lessor of said notice of intent , to the proposed transfer of control , then the Lessor shall be deemed irrefutably to have consented to the proposed transfer. IN WITNESS WHEREOF , the Parties 'have caused the same to be executed by its appropriate officers this day, month and year first above written all being duly authorized to act. TOM? OF LEESBURG IN VIRGINIA By: /s/ Kenneth B. Rollins Mayor Attest : (SEAL) /s/ Dorothy B. Rosen Clerk LEESBURG AIRPORT COMMISSION By: /s/ G. P. Hammerly • Chairman Attest : (SEAL) /s/ Stanley F. Caulkins Secretary CHANTILLY AVIATION, INC. By: /s/ Robert W. Darr Vice-President Attest : (SEAL) /s/ D. McVeigh • Secretary 611 I4INUTES OF DECEMBER 21, 1964 MEETING. Mr. Donald W. Devine presented a lease from South Central Corporation, which lease incorporated the paragraph and sketch approved by Council at their last meeting on December 7, 1964. Mr. Devine stated that this Corporation would like to change the amount of premises liability insurance to $100,000.00, rather than $500,000.00, but, after discussion, Council was of the opinion that it should re- main at $500,000.00 and Mr. Devine agreed to let this stand at this figure. Item 20 entitled "Notices" in this lease was discussed and , without objection of Council, the Mayor directed that the language of Item 28 in the lease with Chantilly Avia- tion, Inc. be inserted in place of this Item 20, to which Mr. Devine agreed. Upon motion of Councilman Lowenbach, seconded by Councilman Pumphrey, the lease with South Central Corporation was approved unanimously and the Mayor was authorized to sign on behalf of the Town and the Town Manager instructed to send a copy of said lease to the Federal Aviation Agency and the State Corpora- tion Commission for their approval. This lease, as approved, reads as follows : THIS LEASE, made this '21st day of December, 1964, by and between the TOWN OF LEESBURG IN VIRGINIA, a municipal corporation, hereinafter referred to as "Lessor" , and SOUTH CENTRAL CORP. , a Virginia corporation;" hereinafter referred to as "Lessee". WHEREAS, the Lessor owns and has constructed an airport facility known as the Leesburg Municipal Airport, Loudoun County, Virginia, and wishes to lease -a portion of the said property for the purpose of hav- ing operated thereon a glider club and services related thereto, which shall include but is not limited to , storage, sales, instructions, and any services relating thereto. NOW, THEREFORE, the Lessor and Lessee do hereby make and enter into this Lease and .mutually covenant and agree as follows : 1. PROPERTY TO BE LEASED. The property that is leased and demised is that -portion of the Leesburg Municipal (Godfrey) Airport , Loudoun County, Virginia, which is described as follows : Beginning at a point in the westerly right-of-way 111line of State Route 643 corner to the Chantilly . Aviation Inc. lease line and running with said lease line S 70° 24' 50" N 585.17 feet to a point corner to Chantilly; thence leaving Chantilly S 13° 35 ' 10" N 100 feet to a point ; thence N 70° 24 ' 50" E 568 feet to a point in the westerly right-of-way line of State Route 643; thence N 02° 06 ' 20" U 105 feet to the point and place of beginning, containing 1.3 acres more or less; and together. with the use, in common with others authorized so to do, of the "landing area", "taxi ways" and- "air navigation facilities". 2. TERM OF THE LEASE. The initial term of this lease shall be for a period of ten (10) years commencing at the time all contingencies as mentioned in Paragraph 19 below have been fulfilled. There shall be a right on the part of Lessee to renew said Lease for an additional period of ten (10) years at the option of the Lessee under the same terms and conditions as the original term except as may be hereinafter provided, provided six (6) months written notice is given, prior to the expiration of this original term, to the Chairman of Leesburg Airport Commission, Leesburg, Virginia. In the event said contingencies set forth in Para- graph 19 are not fulfilled within nine (9) months of the date hereof, then this lease may be voided at the option of either party hereto. Upon fulfillment of the contingencies set forth in Paragraph 19, this lease • shall become effective upon the first day of the calendar month next ensuing. 3. COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS. The Lessee covenants that it will comply with all Federal , State and local laws, ordinances and regulations regarding the operation of the airport fa- cility and that are applicable to aircraft operations. The Lessee cove- nants that it will save harmless the Lessor from any violation by the Lessee of such laws, ordinances and regulations. CI MINUTES OF DECEMBER 21, 1964 MEETING. 4. PURCHASE OF FUEL AND OIL SUPPLIES . The Lessee agrees to purchase from the Humble Oil and Refining Company all fuel and oil supplies which Lessee shall use in the operation of its business upon the leased premises, in accordance with the contract heretofore entered into by •and between Leesburg Airport Commission and Humble Oil and Refining Company, said contract having a term of ten (10) years, a copy of which is on file with the Lessor. The Lessee hereby acknowledges that it takes this Lease subject to the aforesaid rights of the Humble Oil and Refining Company. 5. INSURANCE. The Lessee agrees to carry and maintain, with a re- sponsible insurance company approved by the Lessor , insurance in amounts not less than those shown in the following schedule : (a) Premises liability insurance of 3500,000.00 including bodily injury and property damage coverage. (b) Workmen 's Compensation Insurance as required by the • ' appropriate laws of the State of Virginia. (c ) A bond to insure the faithful performance by the Les- see of all covenants , conditions, stipulations and 00 prompt payment of the stipulated rent in an amount equal to ten times the stipulated annual rental for Q the during term of this lease or renewal thereof , 2: with a surety approved by the Lessor , to be fur- nished within ten (10) days from the time this lease becomes operative. Lessee agrees that all insurance policies will contain an appropri- ate endorsement showing the Lessor as additional insured, as its interest may appear. Certificates from the insurance company showing the coverage carried, with the endorsements thereon, shall be furnished by the Lessee to the Lessor within the period of thirty (30) days from the effective date of this Lease and in the event they are not so furnished to the Les- sor it shall have the right to secure the same and charge the Lessee for the same. 6. LIABILITY INDEMNITY. Lessee agrees to save harmless and indemni- fy the Lessor from any judgment recovered by anyone for personal injury or property damage sustained or claimed to have been sustained by reason of any of the activities granted the Lessee by this Agreement or conducted by the Lessee at said airport and shall pay all expenses and costs in de- fending against any such claim made against the Lessor , provided, however , that the Lessee shall not be liable for any damage , injury or loss oc- casioned by the negligence of the Lessor, its agents or employees. 7. COMPLIANCE WiTH APPLICABLE LAW. Lessee agrees to comply with all local , state and federal statutes, ordinances or regulations, and to ob- tain all necessary permits for the lawful operation of the facilities leased hereunder. Lessor covenants that the airport facilities leased hereunder are located in accordance with existing laws of the Town of Lees- burg and Loudoun County, Virginia. If any action taken by the governing body of the Town of Leesburg, County of Loudoun, Commonwealth of Virginia or the United States of America, makes impossible or unlawful the operation of the proposed facilities for a period of sixty (60) days or longer , then the lessee shall have the option to terminate this lease. 8. RENT RESERVED. Lessee here agrees to pay the Lessor, as rental for the •premises leased hereunder , the sum of Three Thousand Dollars ($3,000.00) for the period of ten (10) years next commencing from the time ' this lease becomes operative. The first annual payment in the amount of $300.00 shall be due upon the date this Lease becomes operative. A like amount shall be due upon the same day of the same month of each of the nine (9) years next succeeding. 9. POSSESSION OF PREMISES . The Lessor and the Leesburg Airport Corn' ission covenant that the Lessee shall enjoy quiet possession of the leased premises, provided said Lessee complies with the covenants con- tained - herein. Possession is to be surrendered to the Lessee on the date this Lease becomes operative. 62 MINUTTES OF DECEMBER 21 , 1964 MEETING. 10. NEW CONSTRUCTION. The Lessee shall have the right to construct , maintain, and operate upon the leased premises such other facilities as Lessee may deem necessary and which may be agreed to in writing by the Lessor. The Agreement of the Lessor shall not be unreasonably withheld. Such facilities as may be constructed by the Lessee shall become the prop- erty of the Lessor at the expiration of the term of the Lease and any ex- tension thereof provided for herein without any payment from the Lessor to the Lessee. 11. MAINTENANCE. Lessee covenants that during the term of this Lease, the Lessee shall keep the area leased to it in'a good and presentable con- dition in keeping with the operation of a first class airport. 12._ TAXES. Any and all real estate or property taxes (other than personal property taxes which may be levied upon the personal property of the Lessee) shall be borne and paid by Lessor. 13. UTILITIES. The Lessee shall be responsible and covenants to promptly pay all heat , light , gas, electricity, water and any other utili- ties in or on said area leased. 14. ASSIGNMENT OR SUBLETTING. Lessee shall not at any time assign or sublet this lease or any part thereof without the prior written consent of the Lessor. 15. CANCELLATION BY LESSOR. The Lessor may cancel this Lease, by giving the Lessee five (5) days written notice, upon the happening of any of the following events : (a) The filing by Lessee of a voluntary petition in bankruptcy; (b) The institution of proceedings in bankruptcy 'against Lessee and the adjudication of Lessee as a bankrupt pursuant to such proceedings; (c) The taking by a court of competent jurisdiction of Lessee and its assets pursuant to proceedings brought 'under the provisions of any federal reorganization act ; (d) The appointment of a receiver of Lessee 's assets or a levy upon any of Lessee 's assets ; (e) The divestiture of Lessee 's estate herein by other operation • • of law; (f) The abandonment or cessation of operations for a period of thirty (30) days by Lessee ; • '(g) The default by Lessee in the performance of any covenant or agreement herein required to be performed by Lessee and the failure of Lessee to remedy such default for a period of five (5) days after receipt from Lessor of written notice to remedy the same. ' (h) Non-payment of the demised rent. If the rent agreed to be paid, including all other sums of money which under the provisions hereof may be considered as additional rent, shall be in arrears in whole or in part for fifteen (15) or more days, 'Lessor may dis- train therefor. IT Lessee shall violate any covenant , including the cove- nant to pay rent, made by it in this Lease , Lessor may, at 'its 'option, re-enter the premises and declare this Lease and the tenancy hereby created terminated ; and Lessor shall be entitled to the benefit of all provisions of the laws of the Commonwealth of Virginia respecting the speedy recovery of lands and tenements held over by Lessee or proceedings in forcible entry and detainer and may hold the Lessee responsible for all damages including reasonable attorney fees. No waiver of default by Lessor of any of the terms, covenants or con- ditions hereto to be performed , kept and observed by Lessee shall be con- strued to be or act as a waiver of any subsequent default of any of their terms, covenants and conditions herein contained to be performed, kept and 63 MINUTES OF DECEMBER 21, 1964 MEETING. • observed by Lessee. The acceptance of rental by Lessor, for any period after a default of any of the terms, covenants and conditions herein contained to be performed, kept and observed by Lessee , shall not be deemed a waiver of any right on the part of Lessor to cancel this Lease for failure by Lessee to so perform, keep or observe any-of the terms, covenants or conditions of this Lease. 16. SURRENDER OF POSSESSION. Upon the expiration or termination of this lease or any renewal thereof , Lessee 's rights to use the premises, facili- ties, rights, licenses, services and privileges herein leased shall cease and-Lessee shall forthwith upon such expiration or termination surrender 111 the same to the Lessor. 17. RIGHT OF INSPECTION. The Lessor and its agents, servants or employees shall have the right to make inspections of said premises at reasonable times in order to ascertain that said Lessee is -complying with the terms and conditions of this Lease. 18. REGULATIONS AND RESTRICTIONS. The Lessee hereby agrees that nothing contained in this Lease shall be construed as granting said Lessee any exclusive rights inconsistent with Section 308 of the Federal Aviation Act of 1958 as the same now exists and as the same may hereafter from time JD to time be amended together with the interpretations thereof promulgated 11J by the Federal Aviation Agency, or as the same is interpreted by any court O of competent jurisdiction, and to the extent this Lease is inconsistent it Ushall be conformed to said law and regulations. This Lease is further sub- ject to all the conditions and restrictions as contained and set forth in a certain Grant Agreement between the Lessor and the Federal Aviation Agency for the Leesburg Municipal (Godfrey) Airport , Project No. 9-44-014-C401. 19. CONTINGENCIES . This Lease is subject to conditions precedent to its becoming effective as set forth in Paragraph 2 above, in that before this Lease is to be operative it must be approved by the Federal Aviation Agency and Virginia State Corporation Commission. In addition the said Lessee must secure all necessary permits for the conduct of the operation of the said airport and the services to be conducted there. In the event this Lease is disapproved by the Federal Aviation Agency or the Virginia State Corporation Commission it then shall automatically terminate. How- ever , both parties covenant to use their best efforts to secure the neces- sary -and requisite approval as theretofore stated. 20. NOTICES. All notices shall be sent to Lessor, c/o Leesburg Air- - port Commission , Box 691 , Leesburg, Virginia, or to such other place -as Lessor may in writing designate , and to the Registered Agent of the Lessee. Rental payments shall be made payable to the Town of Leesburg and shall be addressed in the same manner as Notices. 21. RELATIONSHIP OF PARTIES . The relationship between the parties • hereto is solely that of Landlord and Tenant and nothing in this Lease shall be construed as creating a partnership or joint venture between the parties hereto. 22. ENTIRE AGREEMENT. This Lease contains the entire Agreement be- tween all parties hereto and shall not be changed or modified in any manner except by an instrument in writing executed by the parties hereto. 23. This Lease may be cancelled by the Town of Leesburg upon a deter- mination by the Federal Aviation Agency that the glider operation of this -corporation is hazardous to powered traffic. If such cancellation takes place, South Central. shall have a reasonable time, not to exceed six (6) 'months, within which to move its improvements on the leasehold or to other- wise dispose of them. IN WITNESS WHEREOF , the parties have caused the same to be executed by its appropriate officers this day, month and year first above written all being duly authorized to act. TM? OF LEESBURG IN VIRGINIA Attest : By is/ Kenneth B. Rollins (SEAL) (SEAL) /s/ Dorothy B. Rosen Mayor • SOUTH CENTRAL CORP. Attest : By /s/ Robert M. Richardson (SEAL) (SEAL)/s/ Donald W. Devine vresicent 64 MINUTES OF DECEMBER 21, 1964 MEETING . Town Attorney George Martin stated that, although the special use permit for the Airport has been applied for in the name of the Town, he did not think it should have been done this way, but he stated that Mrs. Sommers, the Zoning Administrator for the County, would not accept the application by Chantilly or South Central. Mr. Devine was asked to handle the application for such a permit- for South Central Corporation. ' Councilman pumphrey moved that 15100.00 be appropriated for the purpose of purchasing turkeys to be given to those employees who wish them. This motion was seconded by Councilman Lowenbach, but , after discussion, Councilman Lowenbach withdrew this motion and moved that Council appropriate up to ;1100.00 for turkeys for Town employees who wish them. This motion was seconded by Councilman Orr and was unanimously carried. Upon motion of Councilman Lowenbach, seconded by Councilman Pumphrey, the sum of 5240.00 was appropriated for three weeks ' pay to Dennis bills Martin, tem- porary Manager of the Leesburg Airport. Upon motion of Councilman Pumphrey, seconded by Councilman Lowenbach , the following resolution was unanimously adopted : BE IT RESOLVED, that Richard E. Hill and George M. Martin be and they shall make a report and recommendation to the Council regarding the American Aluminum and Construction .Company contract and the questions arising thereunder. Mayor Rollins gave authority to Mr. Ritter to go ahead with bond referendum arrangements. At this time, Council recessed until 9:05 P.N. , when the session again re- sumed. Mayor Rollins announced that the last offer presented to the Kincaids had been rejected. ( Mr. Jack Williams of Johnson and Williams was present and gave a report on the sewage treatu:ent facilities for the Town. He stated that he had met with the ,Water Control Board the week before and discussed sewage problems from be- ginning to end, particularly following the recommendations of their report and the letter of the Town, which outlined the program to be followed. He said there was general concurrence that what was outlined was satisfactory and that they would recommend the following things to be done : 1. That the 15-day holding pond be included in the initial stage of con- struction. 2. That they want the Town to recognize the fact that the Water Control Board is extremely interested in the operation of this plant and hopes that the Town will do, everyt_hing it can to assure that sewage facilities will be operated and maintained in the best fashion. - At the suggestion of the Water Control Board , Mr. Williams has written a letter to the Town, setting forth the proposed plans for improvement of the sani- tary sewage facilities for the Town and Mr. _Williams read this letter to Council. This letter outlined the following costs : 1. Estimated cost of improvements to the existing sewage treatment plant, including vacuum filter and other improvements that Water Control Board and State Health Department have requested S 69,000.00 2. Land acquisition 66,790.00 3. Sewage effluent holding pond 124,990.00 4. Tuscarora Creek Interceptor Sewer 547,530.00 5. Dry Mill Road Interceptor Sewer 148,100.00 Total $956,410.00 65- • MINUTES OF DECEMBER 21, 1954 MEETING. • Mr. Williams stated that these estimates have been prepared for the bond issue • and that they include roughly between 10 and 12 per cent for contingencies, and for legal and engineering services about the same amount. The difference be- tween the original estimates lies in the improvements to the. existing treatment plant and the holding pond: Mr. Williams reported that they had done some pre- liminary field work. on the interceptor. He said that the Water Control Board took the position that , in view of the existing plant having reached its ca- pacity, they believed the holding pond should be included, but that the size of it could be reduced to some extent. They thought that if good results were ob- tained on the treatment plant and the holding pond, that possibly when the new plant is -built, the holding pond might not have to be enlarged. It was also discussed that there might be a possibility of moving these fa- cilities back. upstream on• the Kincaid property, which Mr. Williams estimated could possibly mean a savings of 5200,000.00, although he would not recommend this until the situation had been studied further. • Upon motion of Councilman Orr , seconded by Councilman Pumphrey, Council unani- mously authorized Johnson and Williams to make a financial feasibility study of the sewa,;e improvement program, such study not to exceed 51 ,000:00. Mr. Williams stated that he would hold all this information and correspondence until the financial situation had -been determined and a report made back to Council. • Ln Mr. Williams also gave a report on the study being made by his firm with re- gard to possible sources of water supply for the Town. He read a letter which he had prepared with regard to this, which stated that it would require approximately six months to make a study of all possible water sources at a cost of 33,500.00. Councilman Orr , moved that $2,500.00, which is in addition to the 51 ,000.00 al- ready appropriated, be authorized to pay Johnson and Williams to make a water resources report for the Town of Leesburg, in accordance with the letter submitted by Johnson and Williams. This motion was seconded by Councilman Pumphrey and unanimously adopted. Upon motion of Councilman Lowenbach and there being no further business, the meeting adjourned at 10:10 P.M. / Mayor _ - Clerk of .he Council