ORDER N0. 16121 APPROVAL OF LEASE AGREEMENT BET[9EEN THE CITY OF KERRVILLE, A MUNICIPAL CORPORATION, AND THE COUNTY OF KERR, TEXAS, HEREIN- AFTER COLLECTIVELY CALLED "LESSOR" AND S & S AVIATION, INC., A TEXAS CORPORATION On this the 10th day of June 1985, upon inotion made by Commis- sioner Lich, seconded by Commissioner Higgins, the Court unani- mously approved an Airport Lease Agreement, between the CITY OF KERRVILLE, a Municipal Corporation, located in Kerr County, Texas, and the COUNTY OF KERR, TEXAS, hereinafter collectively called "Lessor", and S & S AVIATION, INC., a Texas Corporation, whose principal office is located in Kerrville, Kerr County, Texas, hereinafter called "Lessee", subject to the provision that the Lease shall be subject to Amendments to conform with regula- tions promulgated by the Federal Aviation Administration. It is further ordered by the Court that County Judge Gordon S. Alorriss be authorized to execute said agreement on behalf of Kerr County. CIX/LEASE AGMT/5/10/85 CITY'S COPY LEASE AGREEMENT S & S AVIATION 1. Parties. This Lease Agreement made this day by and between CITY OF KERRVILLE, a Municipal Corporation located in Kerr County, Texas, and COUNTY OF KERR, TEXAS, hereinafter collectively called "Lessor", and S&S AVIATION, IPdC., a Texas corporation, whose principal office is located in Kerrville, Kerr County, Texas, hereinafter called "Lessee": W I T N E S S E T H: 2. Leased Premises. In consideration of the rents, covenants and agreements hereinafter reserved and contained on the part of Lessee to be paid, observed and performed, Lessor hereby demises and leases to Lessee, and Lessee hereby takes and rents from Lessor, for the term provided below, the following described property, situated in the City of Kerrville, County of Kerr, Texas: Tract No. Ten (10), Louis Schreiner Field Subdivision No. One, more particularly described in the plat thereof to be re- corded in the Plat Records of Kerr County, Texas. 2.(a). Easement. There is further granted unto Lessee for the right of ingress and egress a 0.25 acre easement on Tract Eleven (11), adjoining Tract Ten (10). Such easement is more particularly described in the attachment entitled "Exhibit A". Except, however, in the event that the easement land, in the reasonable judgment of Lessor, is needed in the future for ramp expansion, then the Lessor may give written notice thereof, and six (6) months after the giving of such written notice, the easement granted herein shall terminate. Otherwise, the easement shall be in existence as long as, but not longer than, the Lessee has lawful possession of the said Tract Ten (10). 2.(b). Public Ways. Lessee shall have the right, in common with the public and others, to use the public areas, CIX/LEASE AGMT/5/'_~/u C' ramps, roads, runways, taxiways and aprons of the Louis Schreiner Field, except, however, subject to any rights therein previously owned by, or granted to, others. 2.(c). Access. Lessor shall provide to Lessee and its guests, invitees, representatives and agents, reasonable access to and from the leased premises to public roads, taxiways and public areas, at no additional rent or cost to Lessee, except, however, Lessor shall have no obligation for the construction of any new roadways. Any new roadway for the leased premises shall be constructed by Lessee as provided hereinafter. 3. Term. To have and to hold, with possession to Lessee of the leased premises, for a term of twenty (20) years, beginning on July 1, 1985, and ending at 11:59 p.m. on June 30, 2005, upon and subject to the terms, covenants and conditions herein set forth, unless earlier terminated. In the event this lease is signed by all parties and approved by the FAA prior to July 1, 1985, then Lessee may have possession at such time, but Lessee's rent obligation shall not begin until July 1. 4. Rental. A. Basic Rental. Lessee shall pay to Lessor as Basic Rental for the Leased Premises the sum of Ninety Four ($94.00) Dollars per month per acre, or One Hundred Twenty Four Dollars and 08/100 ($124.08), such amount being payable in monthly installments, payable in advance. The first such monthly installment shall be due and payable on or before the beginning of the Lease Term, and a like monthly installment (subject to adjustments as provided herein) shall be due and payable on or before the first day of each succeeding calendar month during the Lease Term. B. Adjustments to Rent. As promptly as practicable after the end of each five (5) years after the beginning date of this Lease, Lessor shall compute the percentage of change {increase or decrease), if any, in the 2 CIX/LEASE AGMT/5/10/85 cost of living during the period between the beginning date and the date of each fifth anniversary thereof during the term of this Lease, based upon the changes in the Consumer Price Index for Urban Wage Earners and Clerical Workers -- U.S. Average (1967=100) (herein called "Consumer Price Index"), as determined by the United States Department of Labor, Bureau of Labor Statistics for "All Items". It is agreed that the Consumer Price Index Number at the commencement date of this Lease is 333.2 (herein called "Base Index Number"). If the Consumer Price Index Number for the month in which any such fifth year anniversary of the beginning date shall occur (each such number being herein called an "Anniversary Index Number") is higher or lower than the Base Index Number, then such Anniversary Index Number shall be divided by the Base Index Number and from the quotient thereof shall be subtracted the integer one (1). The resulting number, multiplied by one hundred, shall be deemed to be the percentage of increase or decrease in the cost of living. Such percentage of change shall be multiplied by the Basic Rental and the product thereof shall be added to or subtracted from the Basic Rental to determine the annual rental payable for the next five year period commencing on the immediately preceding anniversary of the beginning date (such amount being herein sometimes called "Adjusted Basic Rental"). Such Adjusted Basic Rental shall be calculated in the above manner during each fifth year of the Lease Term. Lessor shall, within a reasonable time after obtaining the appropriate data necessary for computing any change in the annual rent, give Lessee notice of any change so determined. Lessee shall notify Lessor of any claimed error therein within thirty (30) days after receipt of such notice. If publication of the Consumer Price Index shall be discontinued, the parties hereto shall thereafter accept the comparable statistics on the cost of living for the City of San Antonio, Texas, as they shall be computed 3 CIX/LEASE AGMT/5/10/85 and published by an agency of the United States or by a responsible financial periodical of recognized authority, then to be selected by the parties hereto. As an example, only, for the foregoing adjustment: a. Assume Basic Rental is per acre $100.00 per year b. Assume Basic Index Number is 200 c. Assume Anniversary Index Number on the fifth anniversary date of the commencement date is 300 then based upon the foregoing, the Annual Basic Rental shall be: Anniversary Index Number 300 Base Index Number 200 = 1.5 - 1 = .5 x 100 50 = 50~ 50~ x 100 = 50.00 50.00 + 100.00 = 150.00 Adjusted Basic Rental. If there is a change in Basic Rental, and if monthly installments of Basic Rental have been paid before such change is calculated, the difference in the old Basic Rental and the Adjusted Basic Rental shall be paid with, or credited to, the next due installment of Basic Rental. 5. Payment of Rent. All Basic Rental or Adjusted Basic Rental hereunder shall be due and payable monthly in advance on the first day of each and every calendar month during the term of this Lease, without offset of any kind. Any rental, additional rental or other payment which this Lease requires Lessee to pay which is more than thirty (30) days past due shall bear interest at the rate of loo per annum from and after maturity and until paid. Lessee covenants and agrees timely to pay to Lessor at City Hall, Kerrville, Kerr County, Texas (or at such other place in said county as Lessor may from time to time designate in writing) all rental hereunder and all additional rental and other sums which under the provisions hereof Lessee is to pay to Lessor. 6. Construction of Improvements. A. Drainage Improvements. Within sixty (60) days of the date of this lease, Lessor shall, at Lessor's'. 4 expense, re-route the existing drainage ditch around, behind (Northeast) of Tract Ten (10), such that the existing drainage does not run across Tract Ten (10). Such drainage improvement shall include the installation of a culvert under the existing roadway, so as to channel flood waters from the back portion of Tract Three (3) under the roadway to the back portion of Lot Nine (9) into the new drainage ditch. Any other fill, cut, drainage or site work necessary upon the leased premises shall be accomplished by Lessee. B. Lessee's Improvements. Lessee has prepared and submitted to Lessor, and Lessor has approved, plans, specifications and an architect's rendering for Lessee's proposed improvements. Such improvements shall be all of those necessary for the performance of the mandatory and permitted services. Such improvements include a steel building with 100' x 120' hangar, 20' x 120' wing unit and appurtenances, as more particularly described in M&M Steel Buildings' quotation dated December 26, 1984. Upon execution hereof, and after Lessee's obtaining all required building permits, Lessee will, solely and entirely at Lessee's cost, risk and expense, commence to construct, build and erect the improvements in accordance with the said final plans and specifications. All such construction work shall be performed by contractors engaged by Lessee, and shall be completed within six (6) months of beginning date hereof, except that in the event of delays, occasioned by strikes, unavailability of materials, labor shortages, delays in receipt of materials, acts of God, fire, accidents, boycotts, storm or inclement weather, force majeure or other casualty or causes beyong Lessee's control, such completion date shall be extended to the extent of all such delays. 5 CZX/LEASE AGMT/5/10/85 Lessee covenants and agrees to do all construction work and other work and installations required to Lessee hereunder in a good and workmanlike manner in accordance with all federal, state and local laws, ordinances, rules and regulations applicable thereto; it being understood that all hangars shall comply with the windload standards imposed by the Kerrville-Kerr County Airport Board with such standard being set at 80 miles per hour. If such hangars cornply with such standard the same will comply with the terms of this lease. Lessee covenants and agrees to pay for all labor and materials in connection with the construction of the Leased Premises. With respect to any contract for any such labor or materials, Lessee acts as a principal and not as the agent of Lessor. Lessee shall have no authority to place any lien upon the Lessor's title to the Leased Premises nor in any way to bind Lessor; and any attempt to do so shall be void and of no effect. All improvements constructed by Lessee on the Leased Premises shall be and remain the property of Lessee throughout the Lease Term, and upon termination, Lessee shall have a reasonable time in which to remove all its improvements. Upon such removal Lessee shall restore the premises to its original condition. All of Lessee's utility services shall be underground. Notwithstanding the foregoing, Lessee shall have the right, subject to any liens, to date or give all or any improvement and/or tangible personal property, including portable hangars to the Lessor and the Lessor agrees to accept the gift of any such improvement or hangar. After such donation, Lessee will nevertheless continue to have the use of any such donated property during the term of this Lease, without any increase in rent by reason of Lessor's ownership. Such donation shall never have the effect of Lessor becoming liable for any debts or liens secured by any 6 CIX/LEASE AGMT/5/10/85 such property, and any such donation shall never alter or impair Lessee's obligation during the Lease Term to maintain and repair buildings and improvements. C. Roadway. Within six (6) months of the beginning date of this lease, Lessee shall build and construct a roadway for access to the leased premises. Such roadway shall be as located on the plat of Louis Schreiner Field, Section One, and shall be constructed by Lessee according to City of Kerrville subdivision specifications, except, however, curbs and gutters shall not be required. After the completion of such roadway, Lessee shall furnish to Lessor Lessee's road contractor's billings or contract, showing the exact amount paid by Lessee for the construction of the road. Such amount of money shall then be divided by two times the linear distance in feet of the road. Thereafter, in the event that Lessor leases any tract of land adjacent to such roadway, Lessor shall require such future Lessees to pay to City or to Lessee hereunder the amount of linear footage of the new leased premises adjacent to such roadway, multiplied by the said price per linear foot. Except, however, this refunding agreement shall be in effect for ten (10) years and not thereafter. D. Easement. Contemporaneously with the construction of the road, Lessee shall pave the 0.25 acre easement according to the same specifications as the road. E. Payment and Performance Bond. Before beginning construction on the leased premises, Lessee shall require its contractor to furnish a standard payment and performance bond, in the amount of the total cost of Lessee's fixed improvements on the leased premises. 7. Repair. In the event of substantial damage to the improvements, Lessee shall have the option to (i} either reconstruct, restore and repair the improvements, or demolish the improvements and erect new and different improvements, and in either case to otherwise use and occupy 7 CIX/LEASE AGMT/5/10/85 the leased premises for the purposes herein provided, subject only to any express restrictions set forth herein or imposed by applicable law or ordinance, or (ii) terminate this Lease, whereupon any insurance proceeds collected by Lessee pursuant to policies held by Lessee in accordance with this Lease shall be paid to Lessee. Except, if Lessor has become the owner of any improvements, as herein provided, then the insurance proceeds shall be prorated as between Lessor and Lessee, with Lessee being entitled to that prorated portion of the proceeds based on the ratio of the remaining lease term to the entire lease term, and Lessor being entitled to the balance of the proceeds. For purpose of the foregoing sentence, "substantial damage" shall be defined as damage to such an extent that the cost to repair and restore the improvements would exceed $50,000.00, plus five (50) per cent per annum for each year after date hereof. 8. Property Damage Insurance. A. Lessee, at its expense, shall during the entire lease term keep the improvements insured against loss or damage by fire or other peril within the coverage of the Texas Standard Fire Insurance Policy with "extended coverage" endorsement. Lessee shall advise Lessor in writing of the type and amount of such coverage and of the name of the insurance company issuing same. In case of any damage to or destruction of the improvements, or any part thereof, which are covered by the above described policy or policies of insurance, then unless Lessee shall elect to terminate this Lease as provided for above, the entire loss proceeds paid under any such policy of insurance because of such damage or destruction shall be paid to Lessee and used and applied by Lessee to restore or repair the leased improvements. In the event the cost of such reconstructing, restoring, or repairing is less than the amount of the insurance proceeds, any excess shall be paid to Lessee. If 8 CIX/LEASE ACMT/5/10/85 any of the improvements are donated to Lessor, as herein provided, Lessor shall be a loss payee in such policies of insurance, to the extent of its interest and as its interest may appear. B. Lessee shall promptly give the appropriate insurance company written notice of any damage to or destruction of the improvements within the coverage of any insurance policy maintained by Lessee, and shall notify Lessor with respect to any such damage or destruction. 9. Taxes and Utilities. A. Lessee shall be responsible for and shall timely pay any and all ad valorem taxes upon or with respect to, its leasehold interest in the leased premises, the improvements, and all water main, sewage, garbage or other assessments and charges with respect to the leased premises or Lessee's use thereof. All ad valorem taxes upon or with respect to the Lessee's leasehold estate and the improvements shall be rendered and assessed in the name of Lessee. The parties acknowledge that at present the Lessor's title to the leased premises is not subject to ad valorem taxation, and that any taxes which may be hereafter so assessed against the Lessor's interest in the leased premises shall be paid by Lessor. B. With respect to such taxes, assessments or charges levied or assessed in the name of Lessor or some person holding under Lessor, and for which Lessee is responsible, then Lessor shall furnish Lessee appropriate notice of such taxes, and Lessee shall be responsible to pay the same not later than 10 days after such notice, or 10 days before the same become delinquent, whichever is later. Lessee shall furnish Lessor receipts indicating full, timely payment of all such taxes, assessments and charges. Lessee shall not be liable to pay such taxes on improvements donated to Lessor. 9 SIX/LEASE AGMT/5/10/85 C. Notwithstanding the foregoing, with respect to any such ad valorem tax or any such water main, sewage, garbage or other assessment or charge (other than ad valorem taxes, water or sewer main or other permanent type improvement assessment, for the year in which this lease terminates) Lessee shall (if Lessee gives Lessor prior written notice of Lessee's intention to do so) be permitted to make bona fide contest in Lessee's name or in the name of Lessor of the invalidity or amount of any such tax, charge or assessment. And, so long as Lessee takes steps to prevent a foreclosure during the said contest, and pursues same bona fide and with reasonable dispatch to conclusion, Lessee shall not be in default pending said contest. However, Lessee shall be responsible for all penalties and/or interest arising by virtue of such a contest or the failure timely to pay such tax or assessment. D. Lessee shall also pay for all utilities used on or in respect of the leased premises and the improvements, if any, and all expenses of operating the leased premises and the improvements (in each case whether or not charged or assessed to the reversion or to leasehold) during the lease term, and such payments shall be made prior to same becoming delinquent. E. If Lessee fails to pay timely as required herein utilities or ad valorem taxes on real estate, then Lessor, in addition to Lessor's other rights hereunder, may (but shall not be obligated to) pay the same, in which event Lessee shall be required to pay Lessor on demand, and as additional rent, the entire amount so paid by Lessor. 10. Use. Lessee's use of the leased premises shall be limited to the mandatory services specified in this lease, and the following: Any use otherwise lawful provided for in the "Kerrville-Kerr County Airport Policies and Standards", and including: A. Flight Training 10 CIX/LEASE AGMT/5/10/85 B. Aircraft Rental C. Aircraft Sales D. Hangar Storage Facilities E. Airframe and Power Plant Repair F. Radio and Instrument Repair Services G. Miscellaneous Aeronautical Operations. 11. Mandatory Services. Lessee shall provide the following services: A. Aviation fuel and oil sales and service B. Car rental service, including return of auto at the airport C. Air taxi and charter service; and D. Tie down services. Lessee will provide the tiedown ropes, anchors, insurance, management and service, and Lessee shall receive all tie-do wn rental for such service. Lessee shall commence providing such services on or before six (6) months after date hereof, and shall continue to provide same continuously during the lease term. In the event Lessee's permanent improvements are not complete within six (6) months, Lessee may provide such services from temporary facilities. Such mandatory facilities shall be provided from thirty minutes before sunrise to thirty minutes after sunset, seven days per week. 11. (a) Fuel. Lessee shall have no right to engage in the business of aviation fuel and oil sales and service unless and until Lessee has complied with the latest Airport Standards on fuel sales, which were those adopted on first reading on March 26, 1985 by the City Council, and including: 1. Two (2) fuel dispensing trucks, one for each grade of aviation fuel, and the same shall be owned or leased exclusively by Lessee, and used exclusively in Lessee's operations; 2. Two (2) 10,000 gallon fuel storage tanks, one for each grade of aviation fuel, with the same to be leased or owned by Lessee, exclusively for use in Lessee's operations. Such tanks shall either be located upon Lessee's leased premises, a future fuel tank farm, or upon upon site furnished by Lessor. 11.(b) Fuel Tank Relocation. In the event that Lessor establishes a central fuel tank farm at Louis 11 _. CIX LEASE AGMT/5J28%85 Schreiner Field, then the Lessor may give written notice thereof to Lessee, as well as all other FBO's engaging in the sale of fuel to the public. Within one (1) year of such notice, Lessee shall, at Lessee's expense, relocate all of its fuel storage tanks to such fuel farm. 12. Local Management. Lessee shall have in charge a competent and experienced local manager, who shall be responsible for the day-to-day operation of the fixed base operations under this lease. 13. No Liens on Lessor's Title to Leased Premises. Lessee shall have the right to mortgage or create a lien on its leasehold interest and the improvements, equipment, machinery, fixtures and furnishings, but Lessee shall have no right or authority to create, or to do or authorize the doing of anything giving rise to, any mortgage or any other lien of any kind or character on Lessor's fee interest in the leased premises or any part thereof, and should any such mortgage or other lien affecting Lessor's fee interest in the leased premises arise out of anything done or authorized to be done by or under the authority of Lessee, then Lessee shall promptly bond against or discharge the same within ten (10) days after Lessee's receipt of written request by Lessor, and in no event shall any such lien attach to or be enforceable against Lessor's interest in the leased premises or any part thereof. Lessee covenants and agrees not to create or suffer the creation of any such mortgage or other lien on the Lessor's fee interest. If any such mortgage or lien is created contrary to the terms hereof, Lessor shall have among other rights and not by way of limitation, the right, but not the obligation, to pay and discharge the same, in which event Lessee shall be required to pay Lessor on demand, and as additional rent, the entire amount so paid by Lessor. 12 CIX/LEASE AGAIT/5/28/85 14. Default. A. In the event of any failure of Lessee timely to pay in full any rental, additional rental, or any other amount due hereunder, or timely to perform in full any of Lessee's obligations under any of the provisions regarding payment of utilities, taxes and insurance for more than ten (10) days after written notice of such failure or default shall have been received by Lessee, or in the event of any failure fully to perform any other of the terms, conditions, or covenants of this lease, or of the Airport Standards and Regulations, for more than ninety (90) days after written notice of such other failure or default shall have been received by Lessee, or in the event of the occurrence of any of the insolvency events specified below, then and in any of such events, Lessor shall have the right, at its option to terminate this lease, and shall also have the immediate right of re-entry and may remove all persons and property from the leased premises, all .without resort to legal process and without being deemed guilty of trespass or becoming liable for any loss or damage which may be occasioned thereby. Any property removed from the leased premises hereunder may be stored in a public warehouse or elsewhere at the cost and for the account of Lessee. Notwithstanding the foregoing provision hereof, in the event such non-monetary default is of the type that cannot be cured within such 90 days, but Lessee shall commence within such 90 days to cure such default and shall thereafter proceed with due diligence to cure such default as soon as practically possible, then Lessor shall not have the right to terminate this lease or otherwise disturb Lessee's possession of the leased premises. B. Notwithstanding anything to the contrary above, in the event any default by Lessee shall be cured (either by Lessee or by the holder of a leasehold mortgage covering Lessee's rights under this lease), including the CIX/LEASE AGi•1T/5/28/its payment to Lessor of all sums owing by Lessee hereunder with respect to such default, all prior to either the termination of this lease or the re-entry of the leased premises by Lessor in accordance with the terms hereof, then all of the rights and interests of Lessee under this lease shall continue in force unaffected by the occurrence of any such default to the same extent as if such default had not - occurred. C. In the event of termination of this lease, then Lessor shall thereby acquire and own all of the improvements, buildings and appurtenant fixtures theretofore donated or transferred to Lessor. Lessee shall be entitled to remove all other improvements, chattels, books, records, trade fixtures, equipment, airplanes, and all other personal property from the leased premises, and Lessee shall not be further liable or responsible to Lessor for payment of further rent or performance of further obligations hereunder. 15. Leasehold Mortgage. Lessee shall have the right to grant mortgages to any bank, insurance company, other lending institution, or any governmental agency, covering its leasehold interest created by this lease and in and to the improvements and fixtures, furnishings, machinery or equipment located therein, and in the event of a mortgage the following terms and provisions shall apply: A. Notices, If any holder of such leasehold mortgage (herein called the "Mortgagee") shall have notified Lessor in writing of the existence of one or more leasehold mortgages, Lessor shall give to such Mortgagee a copy of any notices sent or required to be given to Lessee under the terms of this lease after the date Lessor is so notified. Such copy shall be addressed to such Mortgagee at the address last furnished to Lessor. In the event of receipt of any such notice from a Mortgagee, Lessor shall not be entitled to deliver a notice to Lessee terminating this 14 CIX/LEASE AGMT/5/28/85 lease or to exercise its right of re-entry unless a copy of any notice of default shall have been given to such Mortgagee as hereinabove provided and the time specified above for the curing of such default shall have expired without the same having been cured. Any Mortgagee shall have the right, but not the obligation, to cure any such default or to perform any condition or agreement to be performed hereunder by Lessee, or to exercise any other right granted to Lessee hereunder, as attorney-in-fact for Lessee. The performance by any such Mortgagee of any condition or agreement on the part of Lessee to be performed hereunder will be deemed to have been performed with the same force and effect as though performed by Lessee. B. Performance of Lessee's Obligations. Lessor will accept performance by any Mortgagee who has theretofore notified Lessor in writing of the existence of such mortgage, within the following periods of time (which shall be concurrent with the time periods set forth above) of any term, covenants or condition to be performed by Lessee: (i) As to any payment of money within thirty (30) days after notice of such default is delivered to such Mortgagee; and (ii) As to all other defaults, within ninety (90) days after such notice is delivered to such Mortgagee; provided, however, that with respect to any such default which cannot reasonably be cured within such ninety (90) day period, Lessor will accept performance by any Mortgagee if such Mortgagee has commenced to cure such default within ninety (90) days after notice is delivered to such Mortgagee, and is diligently and continuously proceeding therewith. Lessor additionally agrees not to exercise any of its rights to terminate this lease during such reasonable time as any Mortgagee shall require in order to exercise its rights under such mortgage, so long and only so long as: (i) the Mortgagee proceeds reasonably with its remedies under the mortgage on the leasehold estate and thereafter prosecutes the same with all due diligence and likewise completes the same with all due diligence, (ii) the 15 CIX/LEASE AGMT/5/28/85 Mortgagee shall timely pay all rent and other sums due under the terms of the lease which have accrued and which shall become due and payable during said period of time; and (iii) the Mortgagee cures the default as and within the time limits specified above or proceeds with due diligence to cure any non-monetary default which cannot be cured within ninety days. C. New Lease. Lessor shall also be obligated to give to any Mortgagee who has notified Lessor in writing of the existence of its mortgage, any notice of termination given by Lessor to Lessee, simultaneously with giving such notice to Lessee. In the event this lease is terminated by Lessor, or by operation of law with or without the intent of Lessor to so terminate, the Mortgagee shall then have the right within ninety (90) days after receipt by Mortgagee of such termination notice, or after receipt by law, to notify Lessor in writing that such Mortgagee or any designee or nominee of such Mortgagee elects .to enter into a new lease (herein called the "New Lease") leasing the leased premises from the date of termination of this lease for the remainder of the original lease term, at the rent and upon the same terms, covenants, and conditions as are herein set forth, with the same priority as this lease and vesting in such Mortgagee, its designee or nominee, all of the rights, titles, interest, powers and privileges which Lessee held hereunder prior to any default hereunder. Lessor shall on such written election by Mortgagee, execute and deliver such new lease to such mortgagee or its designee or nominee within ninety (90) days after receipt of such request, which new lease shall be effective as of the date of the termination of this lease, provided that such mortgagee shall: (i) within ten (10) days after delivery to Lessor of notice of such election, pay to Lessor all rent and other sums due under this lease up to and including the date of commencement of the term of such new lease, but excluding 16 CIX/LEASE AGMT/5/28/85 any damages or other claim for rent attributable to the period of time covered by the term of such new lease, and (ii) pay Lessor all reasonable expenses and attorney's fees incurred by Lessor in connection with the preparation, execution and delivery of such new lease. Nothing contained in this section shall be deemed to relieve Lessee from any liability it may have as a result of the breach of any provision under this lease, but all rental and other amounts paid to Lessor under the new lease shall be applied in reduction of Lessee's obligations hereunder. If there is more than one mortgage outstanding at the time of the termination of this lease, Lessor shall not be required to execute and deliver such new lease to any mortgagee, or its nominee or designee, other than to the Portgagee which Lessee has designated to Lessor in writing as the holder of first lien priority or by an agreement of record between all such Mortgagees covering their respective rights with respect to such new lease. Lessor, however, shall not be obligated to deliver physical possession of the leased premises and improvements to the Mortgagee or its designee or nominee until such parties shall pay all amounts (including any fees or use charges) due Lessor. In no event shall the Mortgagee be under any obligation or liability whatsoever with respect to any such new lease entered into by its designee or nominee. D. Mortgagee's Possession. In the event any mortgage shall, by foreclosure of its mortgage lien or otherwise, acquire and become the owner of Lessee's rights and interests under this lease, it is expressly agreed that such mortgagee shall be obligated and liable under this lease only during the period of its occupancy of the leased premises, and shall have no further obligation or liability under this lease subsequent to its assignment hereof or otherwise beyond the period of its occupancy of the leased premises. No acquisition, by foreclosure of a mortgage lien 17 CIX/LEASE AGMT/5/28/85 or otherwise of Lessee's rights and interest under this lease by any Mortgagee shall release Lessee of any liability which it may have as a result of any provision of this lease. E. Estoppel Letter. Lessor shall, if required, confirm to Mortgagee that this lease sets forth the entire agreement of the parties thereto, is in full force and effect in accordance with its terms, and has not been amended, modified or assigned, except as herein set forth; state what, if any, offsets or credits against rentals exist and what rentals are due under this lease to the date thereof, and what, if any, defaults by either party or ground for cancellations exist under this lease. F. Foreclosure. if such Mortgagee succeeds to the interest of the Lessee under this lease, it shall be bound to all of the terms, covenants and conditions set forth herein from and after its succession to such interest; provided that it and its successors and assigns shall have no corporate or personal liability for the performance of the obligations of the Lessee hereunder, and its liability and that of its successors and assigns for any and all defaults of the Lessee under the terms of the lease shall be limited to its interest in the leased premises, including all improvements, and in connection with any foreclosure under the Deed of Trust, or transfer in lieu thereof, or if subsequent thereto, Mortgagee is the successor or in the case of the foreclosure of the Deed of Trust, the Trustee under the Deed of Trust shall be authorized and may assign, transfer or sub-lease this lease to any other party without the consent or approval of Lessor. Provided, however, any subsequent assignee shall thereupon be bound by the terms and conditions of this lease. 16. Lessor's Right of Entry. Lessor shall have the right, upon reasonable notice, to enter upon the leased premises at reasonable times for all reasonable purposes, 18 CIX/LEASE AGMT/5/28/85 including the purpose of inspecting the same and of exhibiting same to prospective purchasers or tenants, and commencing sixty (60) days prior to the termination of this lease, for the purpose of exhibiting same to prospective tenants. 17. Release of Landlord's Lien. Lessor expressly releases, waives and relinquishes any and all rights to or to claim a statutory landlord's lien or any other type of lien covering any of Lessee's personal property situated upon the leased premises. 18. Surrender of Leased Premises. At the expiration of the lease term, Lessee shall peaceably surrender the leased premises. 19. Holding Over. Holding over by Lessee, at the expiration of the lease term and with the consent of Lessor shall be construed to be a tenancy from month to month at the rental for the last month of the lease term, and shall otherwise be on the terms and conditions herein specified, insofar as applicable. 20. No Partnership or Agency. Lessor does not, in any way or for any purpose, become a partner of Lessee in the conduct of its business, or otherwise, or a joint venturer with Lessee. Lessee shall not be deemed an agent of Lessor for any purpose. Lessor shall not be in any way responsible (to Lessee or to any other person or entity) for, or in any fashion required or obligated in any way to police or regulate, any of the conduct or acts of Lessee, or of any agent, servant, invitee, licensee, contractor or guest of Lessee. 21. Condemnation. A. If during the lease term the whole of the leased premises or improvements be taken by eminent domain, or if a portion thereof be so taken which causes the remainder to be insufficient and unsuitable for conduct of the business to which the leased premises were (in good 19 CIX/LEASE AGMT/5/28/85 faith and in accordance with the terms of this Lease) being devoted just prior to the initial negotiations with the condemning authority (or the institution of condemnation proceedings, whichever is first), then and in such events, Lessee shall have the right to: (i) terminate this lease, and (ii) collect the reasonable value of its leasehold estate. In the event Lessee elects to terminate this lease, such termination shall be effective on such date as Lessee shall elect, but in no event earlier than the date of such notice, and upon any such termination, neither party hereto shall have any further obligation to the other or rights under this lease and this lease shall be of no further force or effect; provided, however, that the parties' respective rights and obligations of any kind under this lease accrued at or prior to such termination or which relate to periods of time prior thereto, whether or not then matured, shall fully survive any such termination and shall be and remain in all things enforceable hereunder. B. If during the lease term there is a taking by eminent domain of a part of the leased premises which does not cause a termination of this lease, then the rental shall be abated and reduced so that such rental as so abated or reduced is the same fraction of such rental which would otherwise have been payable (in the absence of there ever having been at any time any abatement or reduction of rental under this paragraph) as the number of square feet remaining in the leased premises after such taking is of the total number of square feet originally in the leased premises upon commencement of the lease term. Such abatement of rental shall be effective upon the date the taking of possession by the condemning authority occurs, with the rental for the month in which same occurs being prorated as of such date. C. Upon any taking as aforesaid under the foregoing provisions, Lessee shall be entitled to the entire award made for or with respect to any improvements erected 2Q CIX/LEASE AGD1~/5/2&/85 by Lessee on the leased premises which are taken, damaged or otherwise diminished by such taking and for the reasonable value of its leasehold estate. Lessor shall be entitled to the entire remaining award made for or with respect to the leased premises or this lease. Neither party shall have any right in or to any award to which the other party is so entitled by reason of any such condemnation and/or taking by eminent domain, whether total or partial. Lessee shall in no event be under any duty to repair or restore any improvements affected by such taking. 22. Lessor's Warranty. Lessor warrants that Lessor has good title to the leased premises, and has the right to make and grant this lease, that no taxes respecting the leased premises are owing and that Lessee shall, upon payment of all rental provided to be paid by Lessee, and Lessee fully observing and performing the covenants and agreements herein provided to be observed and performed by Lessee, for the term of this lease (unless said lease be sooner terminated under and in accordance with any of the provisions herein elsewhere contained providing for such termination) quietly and peaceably possess and enjoy the leased premises, free from claim, interference or hindrance by Lessor, or those holding or claiming under Lessor, or those holding or claiming under a right or title superior to Lessor's; provided, however, that this warranty is subject to, and does not warrant against the effects of, present or future building ordinances or other governmental laws, rules, regulations, orders or actions, or the exercise of any power of condemnation or eminent domain. 23. Examination of Title and Premises. The Lessee shall have the right, at Lessee's cost, to obtain a current survey of the leased premises and to obtain a current title report relating to the leased premises. In the event such survey or title report indicates that the description of the leased premises herein contained is inaccurate, Lessor and 21 CIX/LEASE AG1NT/5/28/85 Lessee agree to execute an amendment to this lease correcting the legal description of the leased premises to such description as may be required by a reputable title company issuing such title reports. At any time during the term of this lease, Lessee shall also have the right, at its cost, to obtain an Owner's Title insurance Policy covering its leasehold interest under this lease. 24. Waiver of Subrogation. Each party hereto waives any and every claim which arises or may arise in its favor and against the other party hereto during the term of this lease for any and all loss of or damage to any of its property located within or upon, or constituting a part of, the leased premises or improvements, which loss or damage is covered by valid and collectible fire and extended coverage insurance policies to the extent that such loss or damage is recoverable by the waiving party under said insurance policies. Said mutual waivers shall be in addition to, and not in limitation or derogation of, any other waiver or release contained in this lease with respect to any loss of or damage to property of the parties hereto, Inasmuch as the above mutual waivers will preclude the assignment of any aforesaid claim by way of subrogation (or otherwise) to an insurance company, Lessee hereby agrees immediately to give to each insurance company which has issued to it policies of insurance coverage, written notice of the terms of said mutual waivers,, and to have said insurance policies properly endorsed, if necessary, to prevent the invalidation of said insurance coverages by reason of said waivers. This paragraph shall be null and void if it would have the effect of invalidating any insurance coverage. 25. Notices. All notices, demands, requests, or other instruments which are required or permitted to be given under this lease shall be deemed given and received on the first of the following to occur: (i) the day actually received by the party to receive same; (ii) the first day 22 CIX/LEASE AGMT/5/28/85 which is neither a Sunday nor a legal holiday following the day on which actually delivered, by mail or otherwise, to the below specified address of the party to receive the same; or (iii) the third day which is neither a Saturday, Sunday, nor a legal holiday following the day on which same is mailed certified or registered mail, postage prepaid, addressed to the below specified address of the party to receive same. If the Lessee is the party to receive such notice, demand, request or instrument, then the addressee and address for Lessee shall be: Joel A. Smith Post Office Box 2117 Kerrville, Texas 78028 If Lessor is the party to receive such notice, demand, request or instrument, then the addressee and address for Lessor shall be: City of Kerrville City Hall Attn: City Manager 800 Junction Highway Kerrville, Texas 78028 County Judge Kerr County Courthouse Kerrville, Texas 78028 Either party may change such addressee or address by notice to the other party as provided hereunder. 26. Interpretation. The singular shall be interpreted as the plural, and vice versa, if such treatment is necessary to a proper construction of this lease, and if the feminine, masculine or neuter gender should for such purpose be one of the other genders it shall be so treated. Paragraph or section headings are for convenience only and shall be disregarded in interpretation. The laws of Texas shall govern the interpretation and validity of, and other matters pertaining to, this lease. 27. Partial Invalidity. If any term, covenant, or condition of this lease or the application thereof to any person or circumstance shall, to any extent, be invalid, illegal or unenforceable, the remainder of this lease, or ~3 the application of such term, covenant or condition to persons or circumstances other than to those which it is held invalid, illegal or unenforceable, shall not be affected thereby and shall continue in full force and effect. 28. Entire Agreement. This lease sets forth all the covenants, promises, agreements, conditions or understandings, either oral or written, between Lessor and Lessee concerning the subject matter and the leased premises and there are no covenants, promises, agreements, conditions, understandings or representations, oral or written, between them other than as are herein set forth. Except as herein otherwise provided, no subsequent alteration, amendment, change or addition to this lease shall be binding on Lessor and Lessee unless reduced to writing and signed by both parties. 29 29. ASSURANCES (1) Discrimination a. Lessee shall furnish services on a fair, equal, and not unjustly discriminatory basis to all users thereof; and b. Lessee shall charge fair, reason- able, and not unjustly discriminatory prices for each unit or service; provided that reasonable and nondiscriminatory dis- counts, rebates, or other similar types of price reductions to volu:ae purchasers may be made. c, Lessee in exercising any of the rights or privileges herein granted to it shall not on the grounds of race, color, or national origin, discriminate or permit discri~aination against any person or group of persons in any manner r~rohi'oited by 49 CFR Part 21 of the regulaticns of the Secretary of Transportation. The Lessor is Lranted hereby the right to take such action, anything to the contrary herein notwithstanding, as the United States nay direct to enforce this nondiscri;nination covenant. (2) National Jmergency In the event the United Stater Uovernsient requires the use of said premises in the event ci.' a national emergency, or for any defense program, or defense purposes on the part of the government, the party in possession agrees to deliver up possession within ninety (90) clays after notice where practical. After use by the United States Government has terminated, if in fact the government has taken over the .~ir~ort, the said party is entitled to re-enter t};e premises covered by this agreement and reswne its operation, and such loss of time shall be added to the term of the nE;ree:uent, so that tiie full term may be enjoyed without being penalized un account of the occupancy of the United States Covernmr.nt. Lessee does not, however, waive any right to coi.~pensation i'or any taking under power of eminent danain. (3) Self-Service A}o right or privilege has been granted which 25 vrould operate to prevent any person, firm or corporation operating aircraft on the Airport from performing any services on its own aircraft with its ovm regular employees (including but not limited to maintenance and repair) that it may choose to perform. (4) 1`Io Exclusive Franchise Plothing herein shall be construed to grant or authorize the granting of an exclusive franchise or right, except the lawful right of a Lessee to exclusive possession of leased premises. (5) Development Lessor reserves the right, in a reasonable and non-discriminatory n;anner, to further develop or i~oprove the landinz, area of the Airport as it sees fit, regardless of the desires or vievrs of any party and without interference or hindrance. (v) laintenance of Airport Lessor shall keep the Airport in an operable condition and shall have the right to direct and control all activities of any party in this regard. (7) Maintenance of Facilities All hangars, buildings, properties or land on the Airport, shall be maintained in a clean, attractive, weed free, well painted, junk free condition. If' an operator or Lessee has an area where it normally keeps damaged aircraft, aircraft parts, construction fi;aures, and jigs, barrels, containers, or other unattractive items, Lessee shall enclose such an area with a screen that will ride such area from public vi e.~.v. (8) Structural Hazards Lessor reserves the right to take any action it considers necessary to protect the aerial approaches of the Airport against obstruction, together vrith the right to prevent the erection of any building or other structure on or adjacent to the Airport which would limit the usefulness o£ 26 the Airport or constitute a hazard to aircraft. (°) Subordination to Federal Agreement This agreement shall be subordinate to the provisions of any existing or future agreement between Lessor and the United States, relative to the operation or maintenance of the Airport, the execution of which has been or may be required as a condition precedent tc the expenditure of federal funds for the development of ti"le Airport. Lessee, however, does not waive any right to co.apensation resulting from a taking under power of eminent domain. (1U) Laws and Pegulations Incorporated into this agreement, by reference and as though set Forth herein verbatim, are tae policies, Standards, and regulations adopted or to be adopted by the Kerrville,/Kerr County Joint Airport Board, or by any other governmental agency legally responsible for the Airport. Such policies, standards and regulations shall '~c lae;ful, reasonable and non-discriminatory. Further, all parties hereto agree to comply with any and all lams and regulations, including; those of the Federal Aviation Ad;ninistration, and will not permit the preiaises covered by this agrce;uenti to be used for any unlawful or improper purpose. (11) lnsurance Fach Lessee shall at all times have in effect liability insurance for all of Lessee's operatiuns in the amounts of per person, per accident-bodily injury, and per accicient- property damage, Such insurance policies shall further name the City of Kerrville, the County of i{err• and the Board, as additional insureds. Certificates of such insurance shall be furnished by Lessee'to the 1{errville/Y.erx• Cow~t:y Joint Airport Board, and a Certificate presently then in effect shall be on file at all times. '7 (12) Use Charges The standards and regulations enacted by the Joint Airport Board, or other governmental agency responsible for the operation of the Airport, now or in the future, may provide for use charges to be paid by those using, occupying, or conducting operations at the Airport. Such charges may be based upon square footage, receipts or other reasonable basis, to be established by such standards and regulations. Lessee areas to pay such charges as same are due and owing under any such standards or regulations nova or }rereafter in effect. Any such use charges sha11 be lav/ful, reasonable and non-discriminatory. (13) Consent by Board This agreement shall contain an appropriate space for approval by the Kerrville/Kerr County Joint Airport Board, Y.err County and the City of Kerrville. Phis agreement sha11 never be effective without the consent of all three. (14) Default of Lessee Lessor may on account o£ the breach of any provision hereof, including the policies, standards, and regulations incorporated herein by reference, terminate this agreement and eject tine party in violation. (15) Indemnity Lessee agrees to save and 'Hold harmless the City of ierrville, County of Kerr, the Kerrville/i;err County Joint Airport Board, and their agents, servants, and e~aployecs of and freer any and all liabilities, expenses, causes of action, da;awes, and attorney's fe s resulting or to result fro;;r any of Lessee's businesses, ope~,•tions, occupancy, or use of the airfield, or resulting from ar.y act or omission of Lessee's ager.T.s, servants, or employees. And this indemnity agreement shall apply and protect such City, County and Lord, and their agents, servants, and eurployee:, even thou„h it be contended, or even established, that said L"i.ty, County, or Board, or their agents, servants, or erployees were 28 negligent, or that their conduct, or omission, in any Bray caused, or contributed to, any such liability, expense, da;ria~;e, cause of action, or attorney's fees. (16) Purpose and Premises The purpose of the lease and the operations to be conducted by Lessee or sub-lessee, and t(re identity of the premises to be occupied, are set forth in this lease. Igo other operation, operations, business, or occul;ancy may be had or done without the additional written consent of the T3aard. (17) Assignment and Sublease This agreement may not be assigned, in whole or in part, nor may tiie premises described herein be subleased, in whole or in part, without the prior written consent of the Board. ;iuch consent shall not be unreasonably withheld. (1£3) Liens and Insolvency In the event Lessee becomes insolvent, or the subject of any kind or chapter of banit, anc: assil;ns, as a part of the consideration hereof, does hereby covenant r;n~: a~,ree "as a covenant running tirith the land" that irr the event facilities are constructed, nriintain- ed, or otherwise operated on the said pro- perty described in this lease For a purpose for which a DOT pro~;rara or activity is ex- tended or for another purpose involving the provision of similar services or benefits, the Lessee shall maintain and operate such 29 facilities and services in co;pliance with all other requirements imposed pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the ilepart- ment o£ Transportation, and as said Regula- tions may be amended. 2. The Lessee for himself, his heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree "as a covenant running with the land" that (1) no person on the grounds of race, color, or national origin shall be excluded fro;n participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improveicents on, over, or under such land and the furnishi.nr of services thereon, no person on the grounds of ra::e, color, or national origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to di~cri:::ination, (3) that the Lessee shall use the prc:nises in compliance with all other requirements 'imposed by or pursuant, to 49 CFIt i'art 21, Tondiscrimination in Federally e~SS i:a i;d Yrograras of the Depart:nant of 'Transportation and as said Regulations may be acicnded. 30 CIX/LEASE AGMT 2/5/28/85 30. Electrical and Water Easements. Lessor hereby agrees to grant to Lessee an easement for the purpose of constructing, repairing and maintaining utility services along the road to be constructed by Lessee. 31. Exceptions to Standard Lease Provisions. The following shall modify the Standard Lease Provisions set forth above: A. Lessee may rent hangars, hangar space, and tie-downs to owners or operators of aircraft and may delegate portions of the services and operations herein required by concession, sub-lease or other agreement, as it may determine, all without the consent of Lessor; provided that Lessee shall remain liable and responsible hereunder. Such sub-leases, concessions and agreements shall, however, be limited to short-term periods, and not comprise a substantial portion of the leased premises. This lease and/or the leased premises may be transferred as permitted under the mortgage provisions hereof. B. The fuel flowage fee on fuel shall not exceed $0.04 per gallon, or 2-1/2~ of the retail price of fuel (whichever is greater), for the first fifteen years of the lease term. For the remainder of the lease term, the fuel flowage fee on fuel shall not exceed the greater of the following amounts: $0.04 per gallon, 2-1/2g of the retail price; or the average of fuel flowage fees of the following named airports: 1. New Braunfels 2. San Marcos 3. Uvalde 4. Seguin 5. Brownwood In the event that any fuel flowage fee at one of the airports named above becomes zero, or is not assessed, then that airport shall not be considered in computing the average. 31 L1d~LGH2~C. AVP1'1' L/ 7/ LOS OJ C. The use charge presently assessed on car rentals is 5~ of the gross. Such percentage shall not be exceeded during the first fifteen (15) years of this lease term. D. During the term of this lease, Lessor shall not assess any use or other charges (other than fuel flowage as hereinabove provided) which exceed the average of the five airports named in Subparagraph B above; using for computation purposes only those named airports which assess the contemplated use or charge. E. Lessor, during the term of this lease, shall not grant permits or leases, nor permit operations or services on or within the Louis Schreiner Airport, on terms and conditions more advantageous than those provided to Lessee herein. F. Lessee shall not be liable for the acts or conduct of Lessor, its agents, invitees, guests, or employees. 32. Option. A. Included in and as part of this lease contract, Lessor hereby grants to Lessee a five (5) year option to lease Tract 9, Louis Schreiner Field Section One, upon the same terms, rental (as adjusted) and provisions as herein stated. Such exercise shall be exercised by Lessee giving Lessor written notice thereof within five (5) years of the beginning date of this lease. Except, however, this option may not be exercised if the lease has terminated, or Lessee is in default of any provision hereof. B. This option, if not exercised by Lessee, terminates five (5) years from date hereof, and thereafter Lessor is free to alienate the said tract in any manner it desires. C. To keep this option in effect until exercised, Lessee shall, beginning on the beginning date hereof, 1985, and continuing thereafter on the first day of 32 CIX/LEASE AGMT 2/5/28/85 each calendar month until this option expires, or Lessee exercises same, or Lessee desires to allow the option to terminate, (whichever occurs first), pay to Lessor the amount of $ /p, ~ / per month (adjusted by the CPI). 33. Notice of Standards. The Airport Standards set forth the minimum requirements for services offered by Lessee. Such standard minimum requirements pertain to hours of operation, building space, personnel and the like. Lessee should take special notice of the current minimum standards for the mandatory services required herein. 34. Lessor Covenant/Default. Lessor shall not directly or indirectly do, commit or permit to be done or committed, any act, occurrence or condition which impairs or prevents operations on the leased premises and the conduct and use of the leased premises for the purposes herein specified, including without limitation the services and operations required hereunder. Lessee shall not be in default hereunder if any occurrence constituting a default is caused or results from the acts of Lessor. If the Lessor shall be in default hereunder, Lessee may terminate this lease or pursue whatever right or remedy as may be available at law or in equity. 35. Public Areas. Lessor shall maintain the runways, taxiways, roads and other public areas owned by Lessor and not leased to others, in a condition which is the same or better than existing on the date of the original lease (reasonable wear and tear excepted). 36. Stockholders. Lessee covenants and represents that this lease is executed by all persons who own an interest, or who have agreed to own an interest, in S&S Aviation, Inc. 37. Contractual Coverage Endorsement. As part of the liability policy required above, Lessee shall procure a contractual endorsement thereto covering Lessee's indemnity obligations. CIX/LEASE AGMT 2/5/10/85 EXECUTED this ~ day of 1985. LESSOR LESSEE S & S AVIATION, INC. By: Joel A. Smith President ATTEST: Teresa Jane Smith Secretary STOCKHOLDER APPROVAL James Orin Shurtleff APPROVED AS TO FORM: Thomas S. Terrell, City Attorney Barbra Emile Shurtleff Joel A. Smith Teresa Jane Smith THE STATE OF TEXAS THE COUNTY OF KERB BEFORE ME, the undersigned authority, on this day personally appeared A. J. BROUGH, who is the Mayor of the City of Kerrville, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed same for the purposes and consideration therein expressed, in the capacity therein stated, and pursuant to a resolution of the City Council of the City of Kerrville, Texas. GIVEN UNDER MY HAND AND SEAL OF OFFICE this ~~ day of 1985. THE STATE OF TEXAS THE COUNTY OF KERB No~`ta' ry Public c~~ e.OR`-I'!E EZ+P!D „_~~,~ State of Texas P!OTF.' f`J?_"S, C`1,T= OF T~~C4S MY COivii ii:i;:iu~J EirI~JES 1~Z&fifl BEFORE ME, the undersigned authority, on this day personally appeared GORDON S. MORRISS, who is the County Judge of Kerr County, Texas, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed same for the purposes and consideration therein expressed, in the capacity therein stated, and pursuant to a resolution of the Commissioners Court of Kerr County, Texas. 34 KERRVILLE-KERB COUNTY JOINT AIRPORT OAR/Dye By: ~ 16~~/ ha' man CIX/LEASE AGMT 2/5/10/85 GIVEN UNDER MY HAND AND SEAL OF OFFICE this 10th day of ~a 1985. Notary Public State of Texas THE STATE OF TEXAS THE COUNTY OF KERR BEFORE ME, the undersigned authority, on this day personally appeared E. M. ANDERSON, who is Chairman of the Kerrville-Kerr County Joint Airport Board, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed same for the purposes and consideration therein expressed, in the capacity therein stated, and with authority granted to him by such Board. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 1985. Notary Public State of Texas TAE STATE OF TEXAS THE COUNTY OF KERR BEFORE ME, the undersigned authority, on this day personally appeared JOEL A. SMITH, President and Stockholder of S 6 S Aviation, Inc., known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed same for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 1985. `- Notary Public State of Texas THE STATE OF TEXAS THE COUNTY OF KERR BEFORE ME, the undersigned authority, an this day personally appeared JAMES GRIN SHURTLEFF, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 1985. Notary Public State of Texas 35 CIX/LEASE AGMT ~, 5%1~/ &., THE STATE OF TEXAS THE COUNTY OF KERB BEFORE ME, the undersigned authority, on this day personally appeared BARBRA EMILE SHURTLEFF, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that she executed same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of . 1985. Notary Public State of Texas THE STATE OF TEXAS THE COUNTY OF KERR BEFORE ME, the undersigned authority on this day personally appeared TERESA JANE SMITH, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that she executed same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 1985. Notary Public State of Texas ~~ ~~~ ~ U Exibits Exibit A - Easement >;o t 10 I,o t 9 Plat Building Description Architect Rendering Construction Drawings ~,~ ~, U., , a r- ~-r FIELD NOTES DESCRIPTION FOR A 100 FT. WIDE EASEMENT OUT OF TRACT N0. 10 TN THE KERRVILLE-KERB COUNTY AIRPORT, IN THE CITY OF KERRVILLE, KERR.COUNTY, TEXAS Being a certain 100 ft. wide strip, tract or parcel of land out of 0. V. Robinson Survey No. 44, Abstract No. 282, in the City of Kerrville, Kerr County, Texas; part of Tract No. 10 as shown on the Leasing Map for the Kerrville-Kerr County Airport; and being more particularly described by metes and bounds ae follows: BEGINNING at a 1/2" iron stake for a reentrant corner of said Tract No. 10 and east corner of an aircraft parking apron, the north corner of [he herein described easement; which point bears approximately 600 ft. S.15° 38'E. from the south corner of Tract No. 3 currently leased to K X Aviation; THENCE, 5.73° 56'W. 100.00 ft. along the southerly northwest line of Tract No. 10 to a 1/2" iron stake at its southerly west corner, the north corner of Tract No. 11 and the west corner of the herein described easement; THENCE, along the common line between Tracts No. 10 and No. 11, 5.15° 38'E. 108.32 ft. to a 1/2" iron stake set in the north line of an eighty (80) ft. wide reserve strip for the south corner of the herein described easement, the south corner of Tract No. 10 and the east corner of Tract No. 11; THENCE, with the said north line of 80 ft. wide reserve strip and south line of Tract No. 10: N. 73° 56'E., 60.71 ft. to a 1/2" iron stake set for an angle; and N. 88° 00'E., 40.43 ft. to an 1/2" iron stake set for the east corner of the herein described easement; THENCE, upon, over and across Tract No. 10, parallel with and 100 ft. from its southerly southwest line ,,N.15° 38'W. 118.15 ft. to the PLACE OF BEGINNING, encumbering 0.253 acre (11,025 sq. ft.) of land, more or less, within these metes and bounds. I hereby certify that these field notes are an accurate description of the property contained therein as determined by a survey made on the ground under my direction and supervision, except no survey was made to reestablish Patent•Survey lines or corners; and that all property corners are as stated. Dated t/h~i~ 2r3r~d day ~of~January, 1985 Lee C. Voelkel h~' ~~7 -'•: Registered Public Surveyor No. 3909 ~~ (~ ...:................. County Surveyor for Kerr County t LEE C.VOELKEL ~...; ... ~a-o : _ ~ 3~GJ ~ _ . EXHIBIT "A" ~3d~d acs ~jf~2js (Lj ~(. . PHONE 612-257-3313 • 212 CLAY STREET, KER RV~LLE, TEXAS 78028 f„+ FIELD NOTES DESCRIPTION FOR A KERR COUNTY AIRPORT FOR LEASE KERRVILLE, KERR COUNTY, TEXAS 1.32 ACRE TRACT OUT OF THE KERRVILLE- TO S. & S. AVIATION, IN THE CITY OF Being all of a certain 1.32 acre, more or less, tract or parcel of land out of 0. V. Robinson Survey No. 44, Abstract No. 282, in the City of Kerrville, Kerr County, Texas; parts of Tracts designated as No. 9 and No. 10 on the Leasing Map for the Kerrville-Kerr County Airport; and being more particularly described by me tea and bounds as follows: BEGINNING at a 1/2" iron stake set for the northerly west corner of the herein described tract in the southwest line of Tract No. 9, 450 ft. 5.15° 38'E. from the south corner of Tract No. 3 currently leased to K X Aviation; THENCE, upon, over and across Tract No. 9, 50 ft. from and parallel with the common line between Tracts No. 9 and No. 10, N.74° 22'E. 200.00 ft. to a 1/2" iron stake set for the north corner of the herein described tract in the northeast line of Tract No. 9 and [he southwest line of a 100 ft. wide reserve strip; THENCE, along the southwest line of said 100 ft. wide reserve strip and northeast lines of said Tracts Nos. 9 and 10, 5.15° 38'E., at 50.00 ft. passing the east corner of said Tract No. 9, the north corner of said Tract No. 10, then continuing for a total distance of 231.46 ft. to a 1/2" iron stake set at an angle point; and 5.02°00'E. 82.83 ft. to a 1/2" iron stake set for the east corner of the herein described tract at the intersection of the southwest line of said 100 ft. wide reserve strip with the northwest line of an 80 ft. wide reserve strip; THENCE, 5.88° 00'W. 185.70 ft. along the southeast line of Tract No. 10 and northwest line of said 80 ft. wide reserve strip to a 1/2" iron stake set for the south corner of the herein described tract; THENCE, N.15° 38'W., 118.15 ft. upon, over and across Tract No. 10 to a 1/2" iron stake se[ for a reentrant corner of Tract No. 10 at the east corner of an aircraft parking apron, then continuing for a distance of 100.00 ft. along the northerly west line of Tract No. 10 to a point for its northerly west corner, [he south corner of Tract No. 9, and then 50.00 ft. along the southwest line of Tract No. 9, a total distance of 268.15 ft. this call, to the PLACE OF BEGINNING. I hereby certify that these field notes are an accurate description of the property contained therein as determined by a survey made on the ground under my direction and supervision, except no survey was made to reestablish Patent Survey lines or corners; and that all property corners are as stated. Dated this 22nd day of January, 1985 lam. c. Ua.~.U.t~_~ Lee C. Voelkel Registered Public Surveyor No. 3909 County Surveyor, for Kerr County LOT 10 LEE C. VOELhEL ...y...~.y....... _ VJV~ _ . ~3d~d [~'r~l(~Cr (H $;M~~17pC~Cs • PHONE 512-257-3313 • 212 CLAY STREET, KER RVIILE, TEXAS 73023 FIELD NOTES DESCRIPTION FOR A 1.15 ACRE TRACT OUT OF THE KERRVILLE- KERR COUNTY AIRPORT, IN THE CITY OF KERRVILLE, KERB COUNTY, TEXAS Being all of a certain 1.15 acre, more or less, tract or parcel of land out of 0. V. Robinson Survey No. 44, Abstract No. 282, in the City of Kerrville, Kerr County, Texas; part of Tract No. 9 as designated on the Leasing Map for the Kerrville-Kerr County Airport; and being more particularly described by metes and bounds as follows: BEGINNING at a 1/2" iron stake in the south line of a two hundred (200) ft. wide reserve strip for the north corner of the herein described tract and said Tract No. 9; which point bears 200 ft. 5.15° 38'E. from the south corner of Tract No. 3 currently leased to K X Aviation; THENCE, with the said south line of 200 ft. wide strip and northwest line of said Tract No. 9, N. 74° 22'E., 200.00 ft. to a 1/2" iron stake aei at the intersection of the south line of 200 ft. wide strip with the west line of an eighty (80) ft. wide reserve strip for the north corner of the herein described tract and said Tract No. 9; THENCE, with the said west line of 80 ft. wide strip and northeast line of Tract No. 9, S.15° 38'E., 250.00 ft. to a 1/2" iron stake set for the east corner of the herein described tract; THENCE, upon, over and across Tract No. 9, fifty (50) ft. from and parallel to the common line between Tracts Nos. 9 and 10, 5.74° 22'W., 200.00 ft. to a 1/2" iron stake set in the west line of Tract No. 9 for the south corner of the herein described tract; THENCE, with the southwest line of said Tract No. 9, N.15° 38'W. 250.00 ft. to the PLACE OF BEGINNING. I hereby certify that these field notes are an accurate description of the property contained therein as determined by a survey made on the ground under my direction and supervision, except no survey was made to reestablish Patent Survey lines or corners; and that all property corners are as stated. Dated this 23rd day of January, 1985 ~~.Vj Lee C. Voelkel Registered Public Surveyor No. 3909 County Surveyor for Kerr County ZOT 9 O~Cp.~~~OJ.j~ TF~ys~` ...:.................:.....1 LEE C. Vi;.iJ.:::!_ 2. Otd~a cs (,~(t~l~G~ (~i ~Nl~`7G+~ll~ • PHONE 512-257-3313 • 212 CLAY STREET, KERRVILLE, TEXAS 76028 ~N~ _ _ c~ ~~ .. E~~; 1 ~ _._.-- 1 ^_ .~,. , _ _ ~~~~ v i ~~ yyy ~u ~ ~ ~ 4' ~ a 4~. ~t~KNY 't : ,.~ L~ n 1 4 •~ tti s ~~~ ~ ~ ~ 1 a ~ St h1 ~? ~ ~ ~ j ,' ~~vi ~' ~ w R Mvwoe oeyacawe. gtpP ' ._..._j Rye 4 ~ i~a 1~ !~_ _. ___._.______'____. ._.__.__ ~ S ~M .H' i ~gi+~xr ~~"' 1 ,, ~' '` i ~ C tidy, Sr 4n ~ I 4 ~'. I v, ;+~~4' `,, ~,; , R) ~ '~~~~~ ~ ~~~~ ._ ~ ~~~~ ., :~• ~~ ~~ ,~ , ~~~ ~_ ~„ 7 ~~ ; ` ~ ,~, . ~~~ f ~r .ae :ak ~~ ~ n #T a- 8 . b 'p j \ Aruts a.re r;ll...ti.;. l.ihJ fe: i.. 4 kSGrt ~: "~a~n'r ~.:- I~J !'t J. r:. i~lhlt:. .• ,r•,:~ul~.r-:;ar-, r.'n_'+ orti: - c:iankct in=ulati,}n {'.rid 4':1 F'S SUFPC~r-'t t"rur Fr.ic~: +~~r^ '~r-:e t+4J11dli,g ir;rludinS ertCtir,rl, fr^ei9ht. anC tax = ' ~,(~,t,-{-A1 n c e r e ~d , O ' F'i~~',nr•d ~P... h1i esf~ I,i 1 C._ Pri+: I rjFn+ tiT :a 4. 1 e.a C AuthOrlZ~d bullda for J Description of Building ORDER N0. 16121 APPROVAL OF LEASE AGREEP'IENT BETWEEN THE CITY OF KERRVILLE, A PIUNICIPAL CORPORATION, AND THE COUNTY OF KERR, TEXAS, HEREINAFTER COLLECTIVELY CALLED "LESSOR" AND S & S AVIATION, INC.. A TEXAS CORPORATION 6-10-1985 Vol. Q, Page 85