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1966_05_11
215 MINUTES OF REGULAR MEETING OF LEESBURG TOWN COUNCIL, MAY 11, 1966. A regular meeting of the Leesburg Town Council was held in the Council Chambers, Leesburg, Virginia, on May 11, 1966, the meeting being called to order by Mayor Rollins, and with a prayer by Councilman Orr. Those present were Mayor Rollins, Councilmen C. Maloy Fishback, Maurice R. Lowenbach, Jr. , _ Walter F. Murray and Robert A. Orr ; also Town Manager James W. Ritter, Jr. and Town Attorney- George M. Martin. Absent from the meeting were Councilmen C. A. ' English Cole and John W. Pumphrey. The minutes of the meeting of April 27, 1966 were approved with general consent. IMr. Ritter reported that the matter of advertising for bids for the taxi- way extension at the Leesburg Municipal Airport' was most urgent. Mr. Greve of the Federal Aviatitn Agency was here last week and discussed this matter with Town officials and pointed ,out that the Town may lose this money due to the international situation if the Advertisement for Bids is not sent out ; that we had best get this money encumbered before July 1. The plans and specifications have been approved by the FAA and bids will be sent to 16 or more contractors, as well as the local newspaper, magazines, etc. We do not have to accept the bids nor build the taxiway, but the bids must be advertised. We have been promised $29,000 from the State and the same amount from the Federal Government , so this project should not cost the Town anything, provided the contract does 00 LC not exceed the estimate of Earthwork, Inc. =L"+ Mr. Ritter presented the Proposed Budget for fiscal 1966-1967 and pointed U out two mistakes that should be corrected on this Budget before it is studied. U He also pointed out that the W. & 0. D. agreement to be adopted and signed is the same agreement formerly adopted, . that the W. & 0. D. has merely retyped it in order to have sufficient copies, it has been checked and checks out verbatim. Mr. Ritter said he had talked with Johnson and Williams today re the sewer plant expansion program. The construction plans will be delivered tomorrow in order that they might be discussed at the Utility Committee meeting tomorrow night, and other plans have been finished and will be reviewed tomorrow night I . also. This will then put the Town in position to deal with Mr. Kincaid and the other property owners between the plant and the holding pond. Mr. Downs says he will be glad to appraise the needed land and both he and Mr. Clemens can go ahead with this appraisal work when these plans have been. received. Mayor Rollins announced that the Council would meet in executive session to discuss the Budget on May 19th at 7:30 P.M. Town Attorney Martin explained that Mr. Carleton Penn is present tonight to address the Council with regard to injunctive proceedings that Mr. Martin has prepared against the real estate brokers for failure to pay license fees. He said he thought that , in all fairness to the brokers, Mr. Penn should be allowed to explain why they object to this license fee. - Mr. Penn then explained that when the tax structure of licensing was first changed, he had pointed out to Mr. Ward, the Town Manager and Mr. Martin .that the ordinance specifically excluded persons holding State licenses. Real estate brokers do hold State licenses, and their attorney instructed them not to pay taxes on this basis. Later, without any notice or advertisement, the Ordinance was amended to delete that portion of the heading relating to persons holding State licenses. This constitutes a levy of a tax and should have been advertised in the paper and a public hearing held. This was not done, therefore , the real estate brokers have never had the opportunity to be heard. Mr. Penn said they are perfectly willing to pay a reasonable license fee the same as other professional people, but they believe that the imposition and fixing of a license tax based on gross receipts as pro- fessional men is illegal and discriminatory. He said that he believes this to be I a major issue, in which even the National Real Estate Board is interested as a . test case. He said that if Council would consider the imposition of a flat fee, it would never have to become an issue, or if the Town Attorney would bring a suit for Declaratory Judgment , this might help. If this is decided not to be a flat fee, then it would have to be adjudicated. Discussion followed and it was decided that what the real estate brokers really want is to be classified as I "professional" people. Mr. E. Lee Warner was present and answered various ques• , tions raised by Councilmen as to what is required to become a real estate broker. :r 21. 6 MINUTES OF- MAY 11, 1966 MEETING. After more discussion regarding this matter , Councilman Lowenbach moved that action be deferred until such time as the Mayor can designate the matter to the proper committee and the Town Attorney can find out from the Virginia Municipal League what is done in other communities regarding this matter. This motion was • seconded by Councilman Murray and unanimously carried. Mayor Rollins asked Mr. • • Martin to secure this information. • Upon motion of Councilman Fishback, seconded by Councilman Lowenbach, the following resolution was unanimously adopted : BE IT RESOLVED by the Town Council of the Towh of Leesburg, that the following agreement be adopted between the Town of Leesburg, Art Curry and the Washington & Old Dominion Railroad, and that the Mayor be au- thorized to sign said agreement on behalf of the Town of Leesburg. (See copy of Agreement attached on Page 209. ) Town Attorney Martin reported to Council that the Mayor, the Town Manager, Mr. Caulkins of the Airport Commission, an employee of Earthwork, Inc. and he had met last week with Mr. Greve and Mr. Ducy of the FAA to review the Chantilly Aviation Lease as prepared by Chantilly 's attorney. Mr. Greve and Mr. Ducy ad- vised certain changes in the lease and these have now been made. Mr. Martin said that, to the best of his knowledge, the lease is now acceptable to both the Town and the FAA and that the proper officials of Chantilly have been asked to be present tonight to sign this lease. Mr. VanGulick was present and signed the Lease as President of Chantilly. Upon motion of Councilman Lowenbach, sec- onded by Councilman Orr , Council voted to formally adopt the Amended Lease with Chantilly dated May 11, 1966, and that the Mayor be authorized to sign on behalf of the Town. A copy of this Amended Lease is attached hereto. Mr. Caulkins pointed out that this should speed up the final payment on the first Grant Agree- ment. Upon motion of Councilman Lowenbach, seconded by Councilman Fishback, the following resolution was unanimously adopted : - BE IT RESOLVED by the Town Council of the Town of Leesburg, that the Town Manager be authorized to advertise for bids for construction of the Taxiway Extension at Leesburg Municipal Airport, and that such �. bids be •opened at the Municipal Building on June 8. • Mr. Rollins asked that FAA officials be present on June 8th when these bids are opened. In cohnection with the Proposed Budget, Councilman Murray said he believed the County 's proposed 1% sales tax should be taken into consideration before the Budget is adopted, and it was his belief that the Town Council should advise the Board of Supervisors of its feelings in this matter. This matter was dis- cussed among Council members and no action taken. Mayor Rollins said this would be taken up at the meeting on the 19th when Council meets in executive session to discuss the Budget, which would be before the County 's Public Hearing in regard to the additional 1% sales tax. Mayor Rollins said he wished to go on record as being against any tax increase. Mr. Carleton Payne of Blue Ridge Aircraft, Inc. stated that their bid on leasing 4.3145 acres of land at the Leesburg Municipal Airport would be $12,000 for a 15-year period, payable at $800.00 per year, the first Payment being due upon the date this lease becomes operative. This being the only bid received for the leasing of this specific portion of the Airport land, upon motion of Councilman Murray, seconded by Councilman Orr, Council voted to accept the Blue Ridge Aircraft, Inc. bid and that the Mayor be authorized to sign the Lease on behalf of the Town of Leesburg. - (Copy of Lease attached hereto) There being no further business, the meeting adjourned at 8 :4o P.M. i II • Mayor Clerk of the Council {{ 11'; THIS AMENDMENT OF,LBASE made-:this • .day'of s. '' '� • ,•'1.966; by .and between the TOWN •OF LEESBUI ' ' IN VIRGINIA;, a municipal corporation, hereinafter referred: . ` -. .1 . ip as '"Lessor"' and- CIiANTILLY AVIATION, :INC-.,, a 'corporation,. , r • h reinafter referred to as "Lessee". - \ tdiBREAS,, Lessor and Lessee have heretofore entered , , ,into and•,executed a.,certain lease agreement dated ' - .. - - ,; wherein a portion of the Leesburg,Municipal • 'Airport, also known as Godfrey' Field; Loudoun ,County;-:Virginia; , las _leased So Lessee- by, Lessor, and _, ` *MEAS, Lessor and -Lessee .with: to• make certain - - 1 s , amendments {and modifications *So the said lease and 'te:continue it in force and _effectas.amended 'and modified, ' NOW, THSREFORE, `Lessor and Lessee do'hereby amend and modifythe said lease dated ` ` . , ' , `-so• that it ,shall- read and be of legal tefficacy; as follow• s: ._ Madethis::. day of , 196t,` by-.and between the -< TOWN OF'LBESBURG IN VIRGINIA, a municipal'; corporation,• herein. . , - , after referred to as ."Lessor", and CIHANTILLY AVIATION, - INC. , a corporatthn, thereinafter - eferred to.as _"Lessee". f :, • • ‘ ' i WHEREAS,' the Lessor owns and has constructed an-air- - - •' ti .. f `^ port facility known •as the. Leesburg 'Municipal.Airport, Godfrey Field, Loudoun County, .Virginia,• and wishes'-to lease a part of u • . the- said pioperty for the purpose of having operated. -thereon a . commercial-.facility 'for •the use of private''and commercial: air c. craft•activities, 'and ,' r • • ;i hHBREAS, the Lessee is a Virginia,Corporation; formed • ; ),for the purpose of operating commercial- and' aircraft facilities, ' , '_and'wishes to "lease a part -of the -said ,property: from Lessor for _. • isttie-'purpose-of',maintaining and operating. thereon an airport and • aircraft facility.. . . , • ,r' "' " " 2 . - " " N O W , T H B R B O R B , " t h e L e s s o r - a r i d L e s s e e d o h e r e b y m a k e a n d e n t e r i n t o t h i s l e a s e " a n d m u t u a l l y ' c o v e n a n t a n d - a g r e e ; a s - f o l l o w s : , 1 . - . P R O P E R T Y T O : . 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R u n n i n g ' w i t h t h e - t i e . d o w n l i n e a n d - p a r a l l e l " - , " t o t h e c e n t e r l i n e o f t h e , r u n w a y a n d 3 2 0 f e e t " : : e a s e _ o f l a m e N 1 3 0 3 5 " 1 0 7 W , . . , 1 0 0 0 : 0 0 ` f e e t ; t o " a p o i n t ( 9 ) r i n t h e s o u t h e r l y , : . e d g g : o f " t h e " " A p r o n ; - R u n n i n g w i t h s a i d ; s o u t h e r l y e d g e " o f t h e " " A p r o n " N 7 6 � > 2 4 ' 5 0 7 " B , ; ` 1 0 0 . 0 0 a - f e e t , t o - a p o i n t ( 1 0 ) , a " - ' " ' " " ' s o u t h e a s t e r l y c o r n e r o f ' . s a i d : " A p r o n ; ; , " - i ' T h e n c e w i t h : t h e ; s o u t h e r n e d g e " ' o f " t h e p a v e d ' , ` " " . ' p a r k i n g a r e a , f o l l o w i n g t h e ^ e a s t e r n " . e n d - 1 : e d g e s ` e t t h e p a r k i n g a r e a ' a n d . t h e , . " - A i r p o r t . E n t r a n c e " R o a d ` t o . ` = i t s ; ' i n t e r s e c t i o n w i t h ' ` ` " S t a t e R o u t e : # 6 4 3 a t t h e - p o i n t o f " b e g i n n i n g ; : T o g e t h e r + w i t h t h e ; A d m i n i s t r a t i o n " B u i l d i n g , - t h e : - M a i n t e n a n c e " S h o p , . t h e A i r c r a f t ; S t o r a g e ' H a n g a r , _ ; ' : _ a l l V c o n s t r u c t e d - a n d b o r d e r i n g u p o n t h e A i r c r a f t . P a r k i n g A p r o n a n d ' c o n t a i n i n g . . . 1 6 . 0 0 l - a c r e s , m o r e - o r - l e s s . f I r 'and together with the use, : in •common with Others. authorized • • ; so-to ,do, of ,the "landing .areas* •and "air navigationfacilities", • parking 'lot, 'driveways 'and' access. road,-and ;all other ®teas_of the Airport open tothe public; hotiever tall other ,Lessees_ and • .their: guests; servants .invitees ^and"all otheis having a;lawful: ° _ •. llama`:. , ,, business at• said airport shall •have •a .right'of `ingress and'- egress.-through' said -trace-.of land`to the •other :parts of said • -1 -:••_ _ i•tip-. In respect to the premises leased hreundorg (a);; The Lessee agrees:to .operate the. airport -:in`'• . accordance with the obligations :of the Lessor to the' Federal: - Government under a'certain Grant 'Agreement_between .the. Lessor ,;, -and the:Federal Aviation Agency for the=Leesburg Municipah•• (Godfrey) Airport, Fro)ect,- No.-'9.44-014 c401. In' furtherance . of this general;covenant , but without limiting' its general . • applicability,'+the Lessee specifically agrees 'to operate She airport for the use 'and benefit of the' public,?.to• make •avail ,• -. • able- all airport facilities and 'services to 'the' public len'fair - ' • and reasonable terms and without discrimination; and =to provide' " ' space on-the airport, to the extent ave lable,' and to grant: rights and-.privileges- for •use of;the ]ancling area-facilities- of..• the airport• to all qualified :persons;.f and corporations desiring,to conduct aeronabtical.operations on the 'airport.. • - • (b) ;It is specifically_ undeist&,d 'and agreed that' , - 'nothing herein, contained'shall be`- construed�as granting toi.,. ` authorizing the granting 'of en exclusive' right withal the mean- ing of-Section 308 of the Federal 'Aviiation Act. (c) : _The4Lessor •reserves the right::to take -any. action -- itconsiders =necessary to protect-.the aerial approaches of the s: • Y. - .f airport:•against, obstruction, together with the right to prevent • the Leasee from erecting, or permitting to be:erected; any t n. building or -other. structures on the airport which, ithe. t F .opinion of-the Lessor, would limit the usefulnessof' the'airport or•constitute• a hazard to aircraft_. • r •• (d) The Lessor reserves the right'to devlop or" : improve the`•airport;as it:;sees' fit', regardless of the desires • or views of the Lessee, and•without interference et,hindrance , on the part'`of the Lessee'. = • » : • (d) Thin , lease shall,be Subordinated ,to,,thePro- • • visions of any existing or. future agreement entered into'bee :. tureen the •Lesier and the.-United States to obtain Federal aid :got the improvirient-'or operation and maintenance of the airport. .. (f) The Lessee Will; not, on :the grounds of •race, color or national •origin; discriminate-or permit-discrimination against any person or, group-of persons,,in any'.manner 'prohibited •—by Part 15:Of -the- Federal-Aviation Regulations: The'Leesburg-. .,:•,- Airport,.C.omnassion .stair have "the,sight to take such 'action. as the Federal Government may direct to enforce -this-covenant. 2: T8304 OF`THE MASS.. The initial term of` this -• • '1 II .' lease' shall be-for a :period of ten (10) "years commencing from the first' day, of rthe 'calendar month•next,,ensuing-,after the;time • all contingencies as •mentioned iii-Paragraph 27 -below- have.been " . • " fulfilled. There shall be-a righton the part of--the Lessee toV • • renew said Lease for ",an`"additional period of`sen (10)• years .at. the option of the-Lessee underOf t Leisee .tindert the same terms and conditions as • • the original .term escept :as may be heieinefterfi set forth, - q" provided` six (6) months written notice is given, prior to. the • expiration of this original 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' • 27 are not' fulfilled within nine (9) months.of the;date, hereof - • then 'this .Lease maybe-voided at the option, of either.. party • • hereto:' - - - • 3. COMPLIANCE WITH APPLICABLE LAWS AND FISGEtATIOHS. ' ' -The Les see.;"covetit that it-"will comply with all Federal, State end Local Lops;. •ordinances. and regulations:'. re- ;t d - 4 e y � - _ Q - S 5 '.a / _ 5 t , • garding- the operation of the airport Pacility.`and :that fart,: . . .applicable to-aircraft operations. The. Lessee covenants that.. . w • it will save harmless the Lessor- from any violation ;by the , 7 . d - •f"' .4 1. Lessee-of such laws,• ordinances and egulations. t . 4. •PURCHASE°OF' 'INVENTORY. At the time this Lease becomes operative, _Lessee agrees :oto purchase"trod Leesburg Airport "Commission the invent ary: oil-gas, oil;'office equipment, radioand other ,supplies;:and/or;commodities which shall. at • : • : that time be the property 'of the Leesbürg 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: 5; HANGAR:SPACS` FOR, GODFREY. Lessee agrees to • ' /, , maintain': and -reserve,: withoiut charge, "until September" 1, 1972, • r - • sufficient arid "suitable space,in;,a hangar adjacent to, then paved,.., • t _ A. - 't ' • ramp, for:the aircraft. of Arthur Godfrey; such;aircraft- to be a ;• BeechcraftiTravel •Air or similar aircraft. ' -i 6. "INSURANCE AND BOND. The Lessee`agreesto carry ,t and maintain,-:with a . responsible insurance company approved by, • t . , • t • the Lessor, insurance in amounts- -not less than :those shown,in, the following schedules - (a) Premises liability "insurance of • • _ $500,000.00 including bodily . • injury and property damage coverage, • � . (by. workmen's Compensation- Insurance as r required by ,the appropriate laws of -the. State of-Virginia; - s (c) :A 'bond"in 'insure the faithful per• ;formance' by:the Lessee. of:all-co"ve- V • nants; .conditions, stipulations; "and. . • prompt-payment of'the stipulated" `• ` '• ` • rent in:an amount' equal"'to ten'"times"': .the 'stipulated annual. rental for the.. ; , c , b P original. term ofithis,Lease' or renewal, • ,: thereof,- 'With a-`surety approved'.by • the''Lessor,,`to berfurnished' within ••-• r u ten:"t(10) " days from "the 'time"•this• Lease• 1' ' »�"h ; becomes operative; :aessee .may .;submit in lieu of `the said bond, such other• • t form of security for•-the .performance . of -Lessee's= obligations under:.-this - Lease.._as the:Lessor. may ;approve and +• accept; r - i r r (d) :Fire: and extonded;covorage, vandalism ' _ endf•malicious mischief fin the -follow ang•.amounts: :1. .Officebuilding $10,000.00;• 2. Contents of building.$1,000.00, ` 3. 'Maintenance-Hangar '$8,000:00; 4.- 5torage'Hangar -$22,000.00; _ _• 5. 'As°new structures. are.'erected, tire: _ and extended'coverage in on: amount • -?equal-"to its .faire insurable:value.;' - .'Lessee agrees that all-insurance,policies:will• :con• • • taro an appropriate endorsement.."'showing:the -Lessor,` as add'- tiorial' -insured, as -its -interests•'may appear, -'with a -thirtyi_- (80)- day" notice of cancellation, clause: Certificates from the insurance'-cowpany 'showing the coverage carried, with the ' • ' endorsem`nts thereon, shall •be furnished cby the Lessee to She:, Lessor within the period of •thirty (30)'rdays from the affective: dote of thie'-•Lease •and in ,the, avant they are bet so furnfShad to the Lessor- if shall have the right rto secure.the, same •land , charge :the Lessee for the sane. - 7. LIABILITY INatioa TY. Lessee agrees to :save hateless and indemnify the Lessor-from :any judgment, recovered .by.`anyone for 'personal injury orrproperty damage'pustained:or - clairded'to have been-sustained. by "reason' of any ofythe rights grant ed.3ho Lessee• by his Agreement or,.any activities conducted. ' ,by,•the@;' assoe St said airport and 'shall'.rpay; all'expenses and :costs in defending againstany such claim made 1against the :Lessor. °..provided; however, that the Lessee shallnot-he lia• ble far ?any :; damage, injury erriosaaoccasioned •by• the negligence, : of the • Lessor,,`its agents or:employees. • � - t 8.., HOU'S OJT OE'3RAYION. . Lessee:.agreesto operate' -the• airport during the daylightshours commencing on ,the first • r • .f•. i•• 'C . --dsy of May 'and. continuing through" the last day. o'f 'September and from 8 o'clock in the% morning =until:5 o'clock in_ 'tho - • 11; ovsning during the remaisiing- months of ;each,year. ,the Lessee may '_extend ...or- increase the operational- hours•-if such is tvarrantcd • bribe 'demand; for 'services. • Lessee, shall net.bei-required to keep ,the airp©rt- open if. adverse, eather conditions, Acts`of 'aid, or public disorder should render operation temporarily -impractical. ' 9. r(itaCOM. Lessee•shall maintain•.a communications • radio, known as Unicorn, , using .the •approgriato 4froquencics as • designated by _the'Federal;Communications Comz+ission'and the • . <f. ;Federal Aviation Agency: s ld.. •COHPLIAKCEWITH •APPLICABIS LAW. Lessee •agrees , '.to, comply .pithalllocal, -stato ''and fediral statutes, ordinances or regulations, and 'to `obtain all necessary •pernite:,for .the lase•` f ui`opdretion'oP z the facilitaes;leased 'harem, de'r. `•Lessor { ` .. . ••.— i •; a r . ' • covenants thatT.the ;airport- facilities leased..hereunder are to ' 'cated_ n accordance withexisting lens-of the teen of Leesburg = and °Loudoun .County, Virginia. Any action,taken by the governing. 4. body of the :'town of Leesburg,. County;_of Loudoun, Commonwealth -. . i r >: ,• • of Virginia or the United :States of America_which'snake impossible . or unlawful the operation-of the reposed facilitieS f to period; of sixty-(60) days or more shallwgive_.the .Lessee th® r _ • option :a6 cancel land terminate;.this lease. ' = , 1 ` 'i 11. SCOPR!OP OPB&ATIONS Lessee covenants and agrees to pradida asil�a nininun.the folloadng'services: Construct at" hangars as required by dein-lila therefor within the • '-< limitations of_• available space. 1. r+•fI - t - I - 1 t l . x 4' (b). Offer ground and -bight instruction • -courses .leading to the)'stt Slment of•ghe following gratin o =- 14 _Private-pilot= < : ' :' 2:; 'commercial.-pilot:: ., -S.• Flight-instructory. t 4. • Instrument;.: ._ 5. 'Multi-i3ngitie: _ • :r‘ Private- and coima0.rcial•retinal- will be, offered • nt once, with.`the other ratings:to :be offered • - - as they demand. therefor •develops.. : A full-time instructor will• be employed 'from the tars. this . y • -.EL • • ' r' Y }� 1' -) ) it - Leese baconos--operativeand'other:instructors - - - • shall.'-be •employed "as :required :by demand.'-• >;t (c)_' thePo1loWing equipment; or equipment r • similar thereto,='willbe •avai/able=from, •the.time -this'Lease. becomaesroperativo ; for use in-instruction, rental, or leasing. • f. ' • t - t t n :77 i. f • Cherokee :1401 -^ s' Yt 2. A Cherokee lto• ' - 3. A Cherokee 160; ` - - ' '. 4. -A Coamanche '250. • (d)ii. Lessee wilt engage in':the parchaae st. • ; :';and•sale of.'new-arid used' aircraft, and .will :make :such aircraft 'available • for rental.. or leas© asit may; deem s _ prudent. . 'The:'list of- aircraft`shown - { • : an.Paragraph _(c) aboveshall' not be • binding in its, exact .terns-upon Lessee, • ,• but shall be 'construed- in succi_• manner• - as;to' require that aircraft 'of':equiva- lent capabilitiesAwill be ,-provided: by • = ' isssee in its servicesat;;the` leased facility. - <' ' 12." 'i2ENT RSSBRVSb. Lessee agrees to pay to Lessor, • I as rental for -thfl premises: leased hereunder, the•base sum of *HIRT*: FIVB 2HOUSAIND'DOLLARS ($335,000.00),•-Por the first ten • • ' S.' : f (10) ,yoarc,tere of .the icinte. :•Payment, in the•`amount o _Yt+O •••• liiiNDRgD .NINETY-ONS•AND 60100 DOLLARS :($291.66) shall be made on the Kfirst day -Of teach_wonth, beginning -with the month in • which "this lease becomes ,effective and=continuing through. the one hundred nineteen months• next• succeeding. . In,additien to the base -sum set 'forth. above, Lessee shall pay to Lessor a sum equal to one per centut .(l ) of-the Lessee's gross-sales'- • in a cess of THRSB'IUr4DRBD,FIFTY'THOUSAND;DOLLARS'($350,000.00), - . - � ° -'per tax year'of the -Lessee, up .to.a maximum of FOURZlitJNDRBD u _ •FIFTY _THOUSAND-DOLLARS '($450,000.00); gross) .sales por tiax`year.:. If -the. Lessee should exercise its option_-for the<second � : - `ten (10) year term,: the base rental- Sol the said term will be FORTY THOUSAND DOLLARS -($40,000.00) , to be paid in-.monthly • payments •of' Tii[iE$ HUNDtIEI THIRTY THR86'AND .39/100 DOLIARS.,, •.h <. t y y ($333.33) due on-the first'day of each•of+--the one hundred twenty • months next;succeeding after the end of`•the original •tern of " . • h/ ? � i t .'this- lease. In addition:to 'the 'base' sum set `forth_ above,; the Lessee_shall..pay'. to 'the Lessor a su`m equalto' one'perJ;centum (1%) of the greSS-rsales of Lessee in excess-•of FOU* HUNDRED: THOUSAND DOLLARS , ($400,000.00);per tax '.year of the Lessee; up to- a maximum of".:FIVE HU BD ,THOUSAND DOLLARS ($500,000.00) ;gross-`sales •per tax,year. ' • The sum dues according to: the calculation.:of one per cent of• gross' receipts as'set forth in the ,two paragraphs immediately preceding, shall be due`and payable within three • • c(3) months of the close of Lessee'staxable year. .The cal- • culation of-the snm.due anal/ bemade from the gross receipts Shawnon the-Federal income tam return: of Lessee.-.'.A'certified and sworn Copy of the return shall be provided to Lessor _by Lessee.` ` .. •: 13. *FOSSESSION'OF `PItBMISBS. The "Lessor and the' Leesburg Airport Comimission •Covenant that the-Lessee shall •enjoy: gmot possession of:the .leased _premises provided sai0 •Lessee oompliesiwith, the covenants 'containedhereini•and 'such, ryles endregulations as promulgatedby the Leesburg Airport Commassion •and the ,Rirport- Engineer for' the operation and Safety" eP the entiretaarport. =Possession is to be surrendered to the. Lessee, on the date this •Lease becomes? opezati've • • s t' • r - r' • • 14. NEW:CONSTRUCTION. -.The-Lessee- shall have the' • iight to construct, maintain and operate upon'the lea sed :premises ' such other facilities asLessee maydeem necessary, end 'which may be', agreed to in •writing by. the Lessor. ,, She Agreement. of the.- z.. Lessor *shall'. not be Cunreasonably.4-withheid. •4 -Prior;:to. she+" " = r .11.1: ' tr i a .' . . r r ,. ' .ter, 1. .A:. t i _ start of construction of `any new facilities. complete ,plans i ' • • and specifications must be- submitted •to-'the Airport Engineer t;' _ 4 s' for approval :of conformance to ./Master` Plan and of structural • .design. Such•;facilities as may "be constructed by tlx: Lessee ` 1 shall :become the property.:of the Lesser' at the expiration- of the term of'the Lease without: any payment •from_ the 'Lessor to the 4 • lU ' r""Lessee.• _ _ ' • inorder to provide security to1 finders who will " •finance the construction of such: new facilities, the parties • . . •, • hereto agree 'that -such.'isprovenents shall be-the personaJ:-apro• party,o� thv: -t essee, and'-pay be- held ;by n lender `under, a seSettel -•e ortgage to secure':any, debt incurred for their construction, • • until,ouch time as the debt so contracted •is-discharged aid • 1 "- the chattel mortgage released. '"Upon payment of the- indebtedness 'and reso of the security instrument, the new facilities-:shall. • become:a part 'of ttie teal estate and the 'tattle" of the preceding: ; - paragraph shall then apply to the new facilities. -•, • r 15. J •PMAIt. NTHNANZE. Lessee `covenants that during;the "initiai torn_iof this teas-e or 'any- extonsion'or renewal thereof Shat;thqLeased sha1l .operate, and maintain. and ilcfamp`La- geed . " repair the building;-and eppurtenances ,leaset,to it; '-all•.' . vehicular parking spacee-•ora appurtenances,_facilities and services nova•or hereafter.:connected with the; foregoing .and all appurtenant facilities and services now erected or'"hereafter`. •erected by Lessee and all ""air navigation P.acilities". ??he ' 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; conditien, including without' limitation, f. the clearing -and removal sof -snow, ',,vegetation,: stones aid 'other • Y .A. - a ' _ foreign'-matter as reasonably necessary, from the runways, lain L ways,",-roadways,. panning lots and. tloading arch® and areas "immeiii atelyr:•adjacent:to'th3 dame;as•are convenient .•and proper for the `' use' Of the airport "and, shalicunintaim -and operate-thfl-airport' in ail:' respects in• a wanner ai-`least equal to the •;highest ' , standards or:iatingsfor airports of simila; siaeWand character • in aceardancewith +ttie rules and regulations'_of- the•"Federal Aviation; Agency •and'anypthez governmental agency._ having jurisdiction thereof. costs of maintaining and-operating runway " lights 'and beacon and of .snow removal shall -be shared by all i J -t fired base operato s; . Lessee , shall• bear the primary,responsi ,•.bility.'for such maintenance. lo. "_'RtUtiMMY-AND.TAXIL Y ?'V\INTEI4AUCE.•:, :Lessee agrees to .take rill.steps'consistent: with the regizlattons of theFederal' Aviation Agency, to .preclude the operation on' the leased prenisos of aircraft of a weight'in excess of that for which the {runway :; and- taxiway. facilities were ;designed. Lossor covenants to pet, ,-- fornor have: performed -the: structural maintenance •of the.runways, taxiways .and ramp and: to -keep and Maintain-them in condition -suitable for them contemplated use. ' The Lessor, its agents, .r t 1, employees aad`Cent ractors: :shalt have the-light.of-ingress and x •,' egress::far said lizairitenance and 'the right ,to prescribejeasonable rules and regulations for •the .conduct of the':airport •operations while :repairs: are 'in ,progress. 'The= Lessee 'she ll ;be• responsible.-• for any, and all structural repairs caused by the;negligence' of r _ J. , :-,•'its':agents; servaate,,or •emnloyee •• , � - °.. 17. UTILITIss.' ' The Lessee shall be. responsible for s , • - `and covenants>prompt ly to. pay•-all •bills} for=hear,, light, :gas, ;. electricity, 'water'-and• arty other` utilities in or on: •said, area : - ,leased and all utilities -used :in. connection ;With or--appuirtenant: • to the- facilities"• and "landing areas" •that' the } Said-Lessee-hes the right,-.,to use- in common reith others.,-.The Lessor .shall,acre".be- responsible for the payment of. any 'charge for utility•,service 'used in or about•the operation <of said airport. - , 18. •COVENANT:TO RUSUILD. In the event •any of the above premises leased to:the• Lessee are destroyed'or• damaged :by•-fire, or;tether casualty, the;Lessde covenants_ that it. shall rebuild Said.'structures,- in the saes location, as- soon;as practi - , cable and of at sleast-equal size and 'quality'.ae the'original.:' -The Lessee :shall be entitled 'to use the proceeds :froa,any and all insurance.fpayments for•the reconstruction,`hrepair and to- -4. • : -building -of anystructuies which have been'destroyed or ,danaged. ;c ! -- , • • g . ' . ... -12 _ • • , _ } s 19.-•-••' ASSIGNMSN'T AND SUB-LEEflG. Lessee' shall sot -at any`.tieco-:assign this=•Lease'`or any; part :thereof without the - F r. 7 : .prior written consent of -the Lessor.;• provided that; the:-fora- •`Igoing.shell not prevent the assign:tent of thin Lease to any corpo anon with which Lessee hay cerge or consolidates or to ' • the United Statos Government or any: agonnit thereof,- norwill it, prevent Lessee from, sub-letting apacefon any preni es now,or hereafter leased to: Lessee liar®under', or in •any buildings or ; structures now oohed by of hereafterterectedrby Lessee-on the -. Fairport to:the United-'States Gouerntaent or any. agency -t hereof, • ;' or to scheduled air.•transportation companies who •a're Lewises `at the:airport, or` to any person, firm'or' corporation performing ' servicee auxiliary-.to`theY-business of=-Lessee. No such-sub- letting,or assignment, however,; shall -'release Lessee from its ` , obligations to pay. any and ail ,of ;chg.:rent-eddy charge,and, fees, . . -_=provided herein or. to dovenants and".`conditions herein. -.Except as herein •provi&ad, neither partqshe 1, assign, ;,' sell,;•-lease or othezwise dispose of las interests .in the demised premises nor its :righta,or obligations under tl$ s Lase ;without • : ,obtaining the'prd,or written consent of. the other party hereto, ,Such.;consent=shalr.not••tbe, unreasonbly:withhold. r 20. 7 CANCELLATION-BY LESSOR. • The Lessor 'Sail: Centel this 'Lease, upon the _happening„of any of 'the following -events;• •' (a) The filing by Lessee of a .voluntary- petition of bankruptcy; ,. . x (b)'• The "institution of proceedings an - 'bankruptcy, against" Lessee and"the : . .. -: adjudication of.'Lessee; as :a'bank - , • ;• � •., rupt pursuant to --such proceeding; . (c) "The'taking 6y .a Coart -of cOepetent � • x urisdict""ion of Lessee'-:,.and its - -- ' • assets pursuant to proceedings `} c . brought under •the:provisions of ' any- Federal--reorganization act; ' - • (d) The-:appointment of a: receiver.-oF 'Lessee's assets; - (o) the divestiture .of`Lessee's' estate 't herein by other operation of. laa; i < F , Y • • (1) The.chandonrmnt- or,cessetion• of operation®_ for •a.period' of;two (3) days by Lessee; y ,(g)- The. default by Lessee in the :per - r't • =forwance' of aüy covenant or agree..`.• Sent herein. reguired;-to •be performed` , •by•:Lessee and the. failure of Leased- to remedy'such-default:-for a`period`.; ; • ''• ' ' of 'fifteen (15)':days. 'after receipt ' froia Lessor of written not ce.;to._ .'• remedy the same;: , yf (4). Non-paysnentjof the demised rent, for_ , a:period,of'fifteen days (i5) after '. ` ; it falls due.- If• the rent agreed to be paid,Nincluding all other , suns- of money•mhich;•under ;the-piovifsions hereof tidy,be .considered, • `ac ,additional rent,_ shal.-lte in arrears in whole air In•part• for • i; fifteen (15),or more days.; Lessor st-rain therefor.. If .• t s Lessee shall violate any• covenant, including rihe covenant to .4 pay :rent, made by it in this Lease, 1„e'ssor may, :at its option, ,• re-enter the, premises and-.deciare fit)s ;Lease -and the tenancy •horeby}createdterminated;,- and Lessor_shall tie entitled to-'the •. ' . • benefit-of ell provisions Of the:lans:of the,Corraonwealth,of Virginia respecting the speedy recovery of lands and tenamonts' held over by Lessee orover-by -LeSsite: occ.proteCd4.ngs in forcible entry and detainer _and" may'bold- the Lessee responsible for.all damages :including reasonable attorney fees: -:•• Pao aaavor`of default by' Lessor Sorsanyr of•the terms, ' = t covenants or conditions hereto to be performed , kept andobservoc1 by Lessee shall be, construed to .be or act •as a eaivor of:•any - _ ti. subsequent default of any of the:terms, covenants and conditions ; J.' herein contained to -be`performed, `ke�f -and observed •by Lessee. '• a ' The acceptance of rental;by teaser for, any period after a. default of any:of the tertS; reovenante and conditions-herein contained-to be pertormad;' -kept and observed by Lessee; shall net .be deemed a waiver of any 'right -on the part, ;of Lessor to cancel- this Lease • ' 'for- failure-by`''Lessee. so toF.perform, "keep• or_ observo. any of the terms,. Covenants -orconditions• of this Lease. 1 _ _ _ 4 • _ • .. _ s 1 f - - J.+.. • X14- • - _ 4 a s y 22. SURRBNDBR OP -FO.eassxoN. Upon the expiration or tefliination •of this i.ease or any, renewal thereof, ' La aseetirights to use the premmises, facilities, rights, licenses,' services and • - privilegesyherein `leased' shall-'cease .and •Lessee •shall tforthiaith • upon such exprdtjon or -ternination surrender the:sane to- the Lessor. .22.-- CONTROL OP RAT&5.- PARES AND CHARGSS. The `Lessee • • agrees-to make available all airport- facilities, "services and• - ' supplies to -the public•.on a lair andntndlscriminatory -basis ,.corparable oto those charged in• the surrounding area and o res.• •,.} train trot inposing or levying excesaiven charges or. otherwise} unreasonable charges or fees for any .use of .-the airport, its facilities or airport services conducted by said Lessee,• its, agents, servants, employees, assigns, sub lessees or successors .in interest, ;Landing Lees'shrail ;bp dateruained upon egreeiient be - tween- 'Lessor and Lessee, except .that,Lessee'- Char ' May. 9e ' reciprocal :.:landing toes to commercial•operators. 23. RIGHT•.OP INSPECtION. The Lessor and its agents, sF servants or employoes shall have the right.t .-to ziako inspections. of said premises atreasonable tanes 'in order- to ascertain:.that • said' 1:essee i3 complying •with the terms and •coaditions of;r.this " . Lease. 34. RCGULATIONS AND RRSTRICTioNS. ' 'the: Lessee -hereby agrees •that nothing-toutairied• iri_this; Leasebe construed. as granting said. Lasses, any excclusive rights: xrconsiftant with Section' 308 of the Federal Aviation Act of 1953 es--tie: same now.. exists 'arid as the same nay hereafter froth time to `tiara "be amended together with the•,interpretations the root promulgated,by .the Federal":Aviation' Agency, or as the iasis i s interpreted-- by .any, Court of. cogotehi jurisdiction :Arid to the extent this- Lease is • • :.inconsistent it shall be'.conforraod •to -.said'law and regulations. _ This Lease is furthersubject to ,all the conditions::and .restric-• 15- : ' 3 ' -tions as contained- and set 'forth 3n :certain-Gant Agreement- _ between the _Leaser. and the Pederal -Aviation •Agency for-.the . h Leesburg Municipal-.Godfrey) Airport, itnoject Na.•.9744-014<401: : 25. CONYEf4G2NCIB'5.:, this Leaso is aubjedt to Conditional-1- -precedent onditions`;precedent to its becoming .effective aset forth 'in Paragraph f.,. y sa • "(2) above,F io that;-before .this Lease is to` tie operative;it must • be approved•:by the Federal Aviation,Agoray.landr Virginia State • Corporation ,Commission. : In addition,=the;said Lessee must t _ ^ secure all necessary pita ts .£or- the-conduct of the operation :61 the-said,.airport- and-the services ,to be conducted there. In: -. ,the event this Una se i s-disapproved by the Federal aviation - ;`.Agency or 'the Virginia State''Corporation ComimsSion,- it then - shall automatically terntzyste& however, both 'parties covenant :to use their best offorts tosecure the necessary and rea`,uisite- approval 'as; heretoforc,.,stated. ._ - • - . • 26._` "1OTICBS.". ,All notices shall ;ba- sent :to Lessor, d o_ Leesburg.Airport Commission, [3ox .,691, Leosburg, Virginia,. . or to such other place as Lessor May in writing designate, and ; •to the Registered:'Agent'o P the` Lessee:: • r ! RentAl,_payments shall Se aade payabxe to•_the Town of Leosburg and shall: be 'addressed••sn 'the same manner :as notices. 27.•: RELATIONSHIP:OP -PARlit35._ r The 'relationship between • =the.parties hereto,.'is 'solely_ that of Landlord and_Tenant' and nothing in this Lea se 'shall be*oanstrued .ass creating,-a partner-, ship or joint venture between the parties hereto and theLLeosburg ' Airport Commission, a.s hereby designated asan agent of •:said Town • of Leesburg, •for ,thetisupervision of said airport as provided • ..; for in the `.ordinal ce;establishing said cosmission. i 2ti. IDSt3TIxY .OP, LEESSB&. 112 majority. ownership, of • the corporate„Lessoe should be transferred from the stockholders of the Corporation' as 'Cf:-October 1, 1964, , .the. said stockholders being John A. Van Gulick, Robert V1. Harr and Dougias. MtVeigh, ;I:Without;the prior -.consent of the Lessor, then the -Lappet;may, at 3 • • • its option, terminate the ,Lease. If the Lessee shall.,doliver. to -the Lessor, in writing delivordd by'' hand,er registered ,mai_, its intention to`trans-fer'control to•tbxrd parties named in • such written notice, and.the Lessor, shall make no objection • . in writing; delivered in similar manner to the i,essee, 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 conswnte6_ to the proposed' transfer. • • - ; . . IN WITNESS 63UT3RCOP, the Parties have caused the'sSe 'to be executed by_itsappropriate officers this day, month and • year first• aboViE written: all being duly author ized=to act. • - ' tot N`OP LSP.SBURG•IN VIZ INXA ' t Kenneth U. Rollins, mayor ATTBST: ' (SEAL) G�iere's y L ESBURG AIRPORT.COMMISSION f ' Chairman. ATTBSTa - Secreta ry - C{ANTILLX %AVIA-nap, IN'G.t t • President; r ATTSSTe .r S 4 Secretary . T} \•, > ._ .fir i• , t �' I YG . . c t