Master Aircraft 2019 Agreement

TOWN OF WICKENBURG
AIRPORT PROPERTY LEASE AGREEMENT

with

MASTER AIRCRAFT SERVICE, INC.,
an Arizona corporation

Effective Date: August al ,2019

Table of Contents

Seer eA Mf Y BN

S$Be83R RERRESSewrARARFER =a S

3536175

AIRCRAFF OPERATIONS GUIDELINES, siaissiniiiicaie i aaa 5
DAPRO VEMEN TS)... recrerspesousrrsvan onsopectateasenonpovassnensesseeseevonverpenresevasreccometpaeseatvernervssazasroceseed 6
MAINTENANCE i ssccssisscsesnsssxsssnscsonassaascstsiscasscaasniasnerosansasnpnaeiecanauandigsessesunessvvencsasuassbesetaannd 7
ASSIGNMENT, SUBLETTING AND OTHER TRANSFERS. .........2:cscsereesseeernenseserenenenenensnerer 7
EDENTIFICATION SIGNS). ecosercososervorneyreccecssansongere desoetvnsogpypenesaysnconpsvonenetssenepnessnogeentesstsnoooces 8
DEFAULT; TERMINATION BY LESSOR: iissccesiessesssscscssnsniissoastontssecseesesecssentassoosssssantbbesseons 8
ASSUMPTION OF CRITICAL OPERATIONS. {RESERVED.].....

INDEMNIFICATION........
ENVIRONMENTAL PROTECTION...

PROTECTION OF WETLANDS

SPECTA PROVISIONS: scccsnsvseperqessscnssvensenn ccqsepnesananiecaveapivseoterenaortnaiconsheeystio renbosiormnvanaanccecyh 17
INSURANCE ssscsssscariciaravaasusstacean eats ees eta ia CONNER TE v7
SURRENDER OF POSSESSION. ........:s:ercsescssssseenerensessnseenerenaensenrserseagsnnentserorsenensseserseasieess 19
INSPECTION BY: CESSOR sisssepsrcrsrsccerensosausitaanssonasoanscnsenvnrtvsteonassasripssorecahenssaresegeinacassea inves 19
INO TCE Scsisass seaceannssa assesses Seca aceiecaiicea sini nas OMe RaDa MLS a eHab aaa eas encod Esta Neue ae be eINS Mes 19
SE VERA BEET nc cnrcmrcmessarycumerpoartenancanourunoetasananey nenenessnenspennareeensassanrrenuremesnsnastoncissanarpanvens 20
SALES AND PROPERTY: TAKES ec sssissscssssnssconasanqusanapsonsasacnsceasapainsh danas sonssossaneesisonnaienenis 20
APPROVALS, CONSENTS AND NOTICES. «..c...ccccstsscasssscsevsecsecesesescvcevensseosscsensedzscvazeviocsee 20
LIENS AND MORTGAGES..........-..::-:00 - 20
GOVERNING LAW; ATTORNEY’S FEES... 24
RULES AND REGULATIONS.............-. 124
CORPORATE AUTHORIZATION -onserpoanenseosszresconensacenansegnonsnynenoarnesossseusvetencaranvanveswannsencene 25
UTILITY LINES AND SERVICE: CHARGES. cccsvcssisvscesssssssacsnsecesanecinsstevssesaisnaassroebersavaernsees 25
RESERVATIONS TO LES QOS spose scsiaia sy ciscekResteg5 Ussaiah dens sokeosocuasbedobson deans sonsscaecdedetsegpanes 25
FEDERAL AVIATION ADMINISTRATION (FAA) PROVISIONS. .....---:ec-seccseseserersnserereeees 26
FEDERAL, STATE, OR LOCAL PROVISIONS. [RESER VED, } ....0....2:ccccccccsssesceseeseseesenenees 27

31, REQUIRED PROVISIONS 032 5cccc8 0 issicsn ies isc acss jeseababasbocauakban acca abosoaresesabgeassocoacceveaseuses 27
32. ARCHEOLOGICAL OR CULTURAL RESOURCES. ,......scsscsssssercersenenssssnssesesseeenseretnenreesnens 28
33. AIRPORT SECUREEYS - [RESERVED | sas casscasaveseskccesmsatanakseccaias caus pacccahbaabes esata ad ae aaa 28
34, DEFAULT BY LESSOR. sosccssscorsicseissnssitesssntepsssecensassissnensetorgsosasouscannssbedgssaunoesesnseoneecnpooryyoes 28
35. SATE BY RESSOR  sssosnsaciqussastassinesieasgyszassna ighentsdaansnssiennbamenssonssnsbomadsbaseashiehashanse fuikenstoneest 28
36. ESTOPPEL CERTIBICA Tiss sic cissisesciestnisionsticins silecwes deincdeasics vaninesaniaateedetesttBecscattbestasabes 29
37. MISCELLANEOUS. ......00cccccccccesseseneceeeseesessessnececsessessecceacsesesseecseseansesseeceecsnnseeseeegececaneases 29
38. TNCORPORATION OF RBCITAUS . sscccsceovssssnsnenesnsuiantedsatieocasicarotecamnitanenvasenctteisioecstsseecenits 30
39. poe UWS Alen aanrenn rts aL Orr eee TTP oN Tey Se anne Sree TT nes FoF 30
EXHIBIT|A:(DESCRIPTION OF PREMISES) 00s. uceotssnceneersssosegnenviretenctesapeoteeneveeesencnrea A-l
EXHIBIT B (AIRPORT RATES & CHARGES SCHEDULE)..........0....02.cc0cccccseseecteceesessseeeees B-1
EXHIBIT. C(AIRCRAPTOPERA TIONS) ineaicsacensntesessaannensacen cersnnenoncoscusennnaeyadsanarnasnenanoa C1

TAScmy 3536175.6 7/24/2019

AIRPORT PROPERTY LEASE AGREEMENT

This Property Lease Agreement (the “Lease”) is executed to be effective the day
of _, 2019 (the “Effective Date”) between the TOWN OF WICKENBURG, an Arizona
municipal corporation (“Lessor”), and MASTER AIRCRAFT SERVICE, INC., an Arizona
corporation, (“Lessee”). Lessor and Lessee may be referred to jointly as “Parties,” and each
separately may be referred to as a “Party.”

WITNESSETH:

WHEREAS, Lessor is the owner and operator of the Wickenburg Municipal Airport
located at 3410 West Wickenburg Way, Wickenburg, Maricopa County, Arizona (the “Airport”);
and

WHEREAS, Lessor has the right to lease, license and grant the use of property and
facilities on the Airport and has full power and authority to enter into this Lease in respect thereof;
and

WHEREAS, Lessor desires to lease to Lessee, and Lessee desires to lease ftom Lessor,
that certain real property at the Airport location shown in Exhibit A attached hereto (the
“Premises”); and

WHEREAS, Lessor desires to lease the Premises to Lessee on the terms and conditions
set forth herein;

NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and
agreements herein contained, the Parties do hereby undertake, promise and agree, each for itself
and its successors and assigns, as follows:

1. LEASE.

Lessor hereby leases the Premises to Lessee, subject to all easements and rights of way that
may encumber the Premises, and further subject to all operational and use restrictions and other
terms and conditions set forth in this Lease.

1.1 Right_to Use Premises. Lessor agrees that so long as Lessee shall timely pay the
Base Rent and other charges required to be paid hereunder, and perform all of its other obligations
under this Lease, Lessee shall peaceably have and enjoy the use of the Premises without hindrance
from Lessor. Lessee specifically acknowledges that Lessee has imspected the Premises prior to
entering into this Lease and agrees to accept the Premises in an “as is, where is" condition without
any warranty or representation from Lessor, either express or implied, of any kind or nature
whatsoever with respect to the Premises, including, but not limited to, any warranty of
merchantability, habitability, or fimess for any particular or specific purpose, and all

3536175

such warranties are hereby disclaimed. Should Lessee desire any inspection report, environmental
assessment, survey, creation of a legal description, drainage report, or any similar study, Lessee
shall be responsible for the same at Lessee's sole expense.

1.2 Substitution of Premises. In addition to Lessor’s other rights set forth in this Lease,
Lessor has the right (but not the obligation) to substitute Comparable Areas for all or any portion
of the Premises, and any additions, alternations or improvements thereon, should Lessor, in its
reasonable discretion, determine that taking of the Premises, any portion thereof or any
improvement thereon, is required for other Airport purposes, and there exists no appropriate
alternative. In the event Lessor makes the determination to exercise its rights to substitute, all title,
right and interest to any portion of the Premises taken shall immediately vest in Lessor.
Furthermore, Lessor may require Lessee to vacate any portion or all of the Premises taken. For
the purposes of this Section 1.2, the term “Comparable Areas” is defined to mean other facilities
at the Airport, or any additions or extensions thereof, similar in size to the Premises, brought to
the same level of improvement as the Premises and having the same or similar usefulness to Lessee
as the portion taken. Lessor shall bear all expenses of bringing the substituted area to the same
level of improvement as the Premises, and of moving Lessee’s improvements, equipment, furniture
and fixtures to the substituted area. If any of Lessee’s improvements, equipment, furniture or
fixtures cannot be relocated, Lessor shall replace, at Lessor’s expense, such non-relocatable
improvements and other property with comparable property in the Premises, and Lessor shall be
deemed the owner of the non-relocated improvements and other property, free and clear of all
claims of any interest or title therein by Lessee, or any other third party whomsoever. It is the
specific intent of this Section 1.2 that Lessee be placed, to the extent possible, in the same position
it would have been, had Lessor not substituted new premises for the Premises; provided, however,
that Lessor shall not be obligated to reimburse Lessee for any damages, including lost profits or
revenues, due to such substitution. Notwithstanding the foregoing, Lessor shall use reasonable
efforts to avoid disruption to Lessee’s rights under this Lease.

1.3 Access. Lessee is granted the right of reasonable access to and from the Premises
via such portions of the Airport as are or may be necessary to allow Lessee to conduct its business
operations permitted herem at and on the Premises. Lessor reserves the right to designate the
location of such access and to change its location from time to time, as Lessor deems reasonably
necessary and appropriate.

1.4 Permitted Uses. Subject to the provisions of this Section 1.4, Lessee may use the
Premises for the painting ofairplanes only, except that Lessor shall allow Lessee to conduct limited
painting of motor vehicles including trucks, motorhomes and other large vehicles not to exceed a
total of four (4) such vehicles per calendar year. In rare cases, Lessor may permit the painting of
personal or classic vehicles in addition to the four vehicles described above subject to the prior
written approval of the Lessor, in its sole and absolute discretion.

1.5 Prohibited Activities. Lessee shall not use or permit its agents, employees,
contractors, invitees, licensees or customers to use the Premises or the Airport for any use that is
in violation of applicable laws, rules, regulations and operating policies of any governmental
authority, including Lessor, or for any other activity or operation that does not have advance,
written approval of Lessor’s Airport Manager. Lessee’s use of the Premises is subject to all

TAScmy 3536175.6 7/24/2019

applicable laws, rules and regulations of any governmental authority. Lessee shall not perform
maintenance or repairs that would include use or exposure of petroleum products (oil, fuel,
hydraulics, etc.) within the hangar. All such activities shall only be permitted outside of the hangar
in a designated area as determmed by mutual agreement of the Lessor and Lessee.

1.6 | Continuous Operation. Upon commencement of operations at and on the Premises,
Lessee shall designate an on-site manager for the term of this Lease who shall be available to
Lessor and Lessee’s stakeholders during normal business hours. Lessee shall provide Lessor 30
days’ written notice of any change in on-site manager.

On-Site Manager: Gustav A. Haussler III
goodokdegus@ msn.com
(928)684-4926

1.7 Lessee Acknowledgement. Lessee acknowledges and agrees that its obligations to
pay Base Rent and all other charges due and owing under the terms hereof shall be absolute and
unconditional, and shall not be affected by any circumstances whatsoever, including, without
limitation: (i) any set-off counterclaim, recoupment, defense or other right which Lessee may have
against Lessor or the United States of America or anyone else for any reason whatsoever; (ii) any
Jiens, encumbrances or rights of others with respect to the Premises; (ii) the invalidity or
unenforceability or lack of due authorization or other infirmity of this Lease or any lack of right,
power or authority of Lessor or Lessee to enter into this Lease; (iv) any insolvency, bankruptcy,
reorganization or similar proceedings by or against Lessee, or any other person; or (v) any other
cause, whether similar or dissimilar to the foregoing, any future or present law notwithstanding, it
being the intention of the Parties hereto that all rent being payable by Lessee hereunder shall
continue to be payable in all events and in the manner and at the times provided herein.

2. TERM.

24 Initial Term. The term of this Lease shall be month-to-month with 60 days prior
written notice of cancellation by either party. In the event neither party terminates this lease as
provided herein, the lease shall expire by its own terms on December 30, 2020 (the “Term”), unless
renewed pursuant to Section 2.2.

2.2 Renewal Term(s). Provided Lessee is not then in default of this Lease and subject
to approval of Lessor, Lessee shall have the option of extending the Term for one (1) additional
period of one (1) year (the "Extension"), which will have the effect of extending the Term to
December 30, 2021. Lessee may exercise the Extension by giving written notice to Lessor of its
desire to do so no later than sixty (60) days prior to the expiration of the Term, as set forth in
Section 2.1 herein. If Lessee has properly notified Lessor of its desire to exercise the Extension
and Lessor approves in writing, then Lessee's Extension of the Term of this Lease shall become
effective and all references herein to the "Term" shall mean the initial term as extended. Additional
renewals may be approved by the Wickenburg Town Council in its sole and absolute discretion.

TAScmy 3536175.6 7/24/2019

3. NONEXCLUSIVE RIGHTS.

Lessee shall have the exclusive right to occupy and use the Premises while in compliance
with the terms and conditions of this Lease. All other rights granted to Lessee under this Lease
are nonexclusive. Lessor may, in its sole discretion and at any time, permit third parties to conduct
any and all business activities at the Airport that Lessor deems appropriate, or conduct such
activities itself} provided that such activities do not require or materially interfere with Lessee’s
use of the Premises.

4. RENT.

4.1 Base Rent. Lessee agrees to pay Lessor rental for the use of the Premises in the
amount of $316.67 per month (the “Base Rent”), which is due and payable on the 15'" day of each
month. The Base Rent shall be payable in advance and without any prior demand therefor and
without any abatement, deductions or set-off§ whatsoever, and tendered in lawful currency of the
United States, either by check or electronic transfer. Lessee shall only pay for the premises as
described above and depicted in Exhibit A as part of the rent to the Lessor. Lessee shall pay any
other fees listed in the Airport Schedule of Fees in Exhibit B of this agreement, as applicable, in
addition to the Base Rent.

4.2 CPI Increases. The annual Base Rent paid by Lessee shall be increased (but never
decreased) on each Renewal Term of this Lease by the percentage equal to the greater of three
percent (3.0%) or the percentage that the Consumer Price Index (CPI) (as defined below) increased
during the immediately preceding twelve (12) month period ending ninety (90) days prior to the
adjustment period; except, however, that in no case shall any single, 12-month rate of increase
exceed five percent (5.0%). For purposes of this Lease, CPI means the United States Department
of Labor, Bureau of Statistics Consumer Price Index for all Urban Consumers (CPI-U), U.S. Town
Average (1982-1984=100). If at any time CPI ceases to exist, Lessor may substitute any official
index published by the Bureau of Labor Statistics or by a successor or similar government agency
as may then exist and which in Lessor’s reasonable business judgment shall be most nearly
equivalent to the CPI.

43 Airport Rates and Charges Schedule. Lessee or its subtenants shall pay the most
current Airport Rates and Charges at the time of receipt of service or use of covered facilities
and/or services unless specifically outlined in this Lease. The current Airport Rates and Charges
Schedule is included as Exhibit B, as applicable. The Airport Rates and Charges Schedule is
subject to change without prior notice or approval of Lessee. Lessee acknowledges and agrees
that Lessor may amend the Airport Rates and Charges Schedule at any time at Lessor’s sole
discretion, which fees may be applicable to Lessee depending on Lessee’s use and operations.

4.4 Payment.
4.4.1 The first payment of Base Rent shall be paid upon the delivery of this Lease,

for the period from the Effective Date until the end of the calendar month in which the Effective
Date occurs, prorated on the basis of the number of such days to the total number of days in said

TAScmy 3536175 6 7/24/2019

month. Thereafter all Base Rent payments shall be paid in monthly installments, im advance, on
the first day of each calendar month (the “Base Rent Due Date”). On each such date, Lessee shall
pay the full Base Rent payment.

4.4.2 No payment to or receipt by Lessor of a lesser amount than that which is
due and payable under the provisions of this Lease at the time of such payment shall be deemed to
be other than a payment on account of the earliest payment due, nor shall any endorsement or
statement on any check or payment prejudice in any way Lessor’s right to recover the balance of
such payment or pursue any other remedy provided in this Lease or by law.

4.4.3. All payments and reports required by this Section 4.4 shall be remitted to
the following address by the due date(s) specified hereinabove:

Town of Wickenburg

155 North Tegner Street, Suite A
Wickenburg, Arizona 85390
Facsimile: (928) 684-5451
Attn: Amy Brown

or such other address specified in writing by Lessor to Lessee.

4.5 Finance Charges and Late Fees. If Lessee fails to pay any installment of Base Rent
or any other charge due and owing to Lessor in full on or before the applicable due date, Lessee
shall be responsible for interest on the unpaid installment at the rate of eighteen percent (18%) per
annum from the due date until payment in full is made. In addition, in the event any installment
of Base Rent is paid more than ten (10) days after the due date, a late penalty of ten percent (10%)
of the amount of such delinquent Base Rent installment shall be due and payable in addition
thereto.

4.6 Taxes. In the event any governmental authority shall impose a tax or imposition
based upon any Base Rent payments or any other sums paid or owing hereunder or the receipt of
such payments by Lessor, then Lessee shall pay such amounts to Lessor at the same time and in
addition to payments hereunder, which amounts may include, but are not limited to, any or all
rental, transaction privilege, sales, excise or other similar tax except income taxes. Lessee’s
obligation to pay such amounts together with any interest thereon and/or penalties therefor, shall
survive the termination of this Lease.

4.7 Survival. Lessee’s obligation to pay all amounts stated herein, together with any
interest thereon and/or penalties therefor, shall survive the termination of this Lease.

5. AIRCRAFT OPERATIONS GUIDELINES.

If and to the extent that Lessee operates aircraft at or on the Airport, Lessee shall be subject
to the provisions of Exhibit C. If any subtenant of Lessee on or at the Premises operates aircraft
at the Airport, such subtenant also shall be subject to the provisions of Exhibit C, which Lessor

TAScmy 3536175 6 7/24/2019

may enforce directly against such subtenant, but Lessee shall have no lability or responsibility
with respect to such matters.

6. IMPROVEMENTS.

6.1 Construction by Lessee. Lessee is responsible for any and all improvements and
construction related to the installations or the hangar.

6.2 No Alterations. Lessee shall make no exterior improvements or alterations to the
Premises during the Term of this Lease without the prior written permission of Lessor, which shall
not be unreasonably withheld or delayed. Lessee shall provide Lessor with electronic as-built
drawings (or their equivalent) when any improvement or alteration is completed for which such
drawings are reasonably required

6.3 Title_to Alterations and Improvements. Title to all improvements and alterations
made by Lessee on the Premises and that may be moved without damage to the Premises shall vest
in Lessee upon the expiration of this Lease.

6.4 Mechanics’__Liens. Lessee shall keep the Premises and any/all improvements
constructed by Lessee thereon free of any mechanic or materialmen’s liens. In the event that any
such lien is filed, Lessee shall, at its sole cost, cause such lien to be removed from the Premises by
bonding or otherwise within thirty (30) days of notice thereof.

6.5 Permit Required. Lessee shall be responsible for determining whether it is subject
to local building codes or buikding permit requirements, and for compliance with them to the extent
they are applicable. All structural, electrical plumbing or mechanical construction or
reconstruction shall conform to Town of Wickenburg, Arizona (the “Town”) construction and
technical codes. No such work shall be commenced without first submitting required plans and
obtaining required permits from the Town. All such work shall be permitted, inspected and
approved by the Town prior to concealment or use. Lessee shall provide to Lessor a
contemporaneous copy of Lessee’s permit application and the associated plans and specifications.

6.6 Damage or Destruction. Lessee shall maintain insurance on the Premises and all
improvements and personal property located on and within the Premises. In the event that all or
any portion of the Premises is destroyed or rendered unusable, Lessee shall be entitled to replace,
repair, restore, modify or improve the Premises, subject to the provisions of Section 6.5, using
insurance proceeds together with any additional funds from other available sources, or,
alternatively, Lessee shall pay the replacement cost of the Premises to Lessor.

6.7 Fire Department Approval. Lessee shall provide for approval of a fire protection
plan for the premises prior to commencing operations. The Lessee shall maintain the approved
fire protection plan throughout the life of the lease.

TAScmy 3536175.6 7/24/2019

7. MAINTENANCE.

7A Maintenance by Lessee. Lessee shall at its sole cost and expense, keep the
Premises and all improvements therein in a neat and clean condition and in good order, condition
and repair. Lessee shall prepare, maintain and follow a preventative maintenance schedule for all
mechanical, electrical, plumbing, drain, piping and air conditioning systems on the Premises, and,
upon request, provide a copy of such schedule to Lessor and, if required by Lessor, a list of the
dates on which such maintenance was actually done.

7.2 Damage to Lessor Property. Any real or personal property of Lessor damaged or
destroyed by Lessee as a result of Lessee’s use or occupancy of the Premises shall be promptly
repaired or replaced by Lessee to the satisfaction of Lessor. In lieu of such repair or replacement,
where required by Lessor, Lessee shall pay to Lessor an amount sufficient to compensate for the
‘oss sustained by Lessor.

73 Trash Removal. Lessee shall at all times keep the Premises in a neat, clean, safe,
sanitary and orderly condition and shall keep such area free of all trash and debris. Lessee shall
be responsible for all trash removal from the Premises.

7.4 Emergency Repairs. Within fifteen (15) days of the Effective Date, Lessee shall
provide Lessor with a list of names and telephone numbers for 24-hour emergency contact for the
Premises. Lessee shall promptly provide Lessor with updated lists and changes as necessary.

8. ASSIGNMENT, SUBLETTING AND OTHER TRANSFERS.

8.1 Right_to Transfer. Lessee may freely transfer, assign, encumber, pledge or
hypothecate its interest in this Lease or any right or interest hereunder, or sublet the Premises or
any part thereof, without the prior consent of Lessor; provided, however, any assignment other
than an assignment as security in conjunction with or as part of a mortgage or deed of trust or an
assignment by means ofa foreclosure or trustee’s sale thereunder shall require Lessor’s reasonable
prior written consent. In the case of an assignment (other than an assignment as security), the
assignee must expressly assume in writing all of Lessee’s obligations under this Lease, and in the
case of a sublease, the sublease shall expressly provide that it is subject to all of the terms and
conditions of this Lease. Upon an assignment of all of its interest in this Lease, the assignor shall
be released from all liability and obligation under this Lease from and after the effective date of
the assignment.

8.2 Consent Not Required. Lessee may, without Lessor’s consent, cause a Transfer to
an Affiliate (as hereafter defined) if Lessee: (i) notifies Lessor at least thirty (30) days prior to
such transfer; (ii) delivers to Lessor, at the time of Lessee’s notice, current financial statements of
Lessee and the proposed transferee that are reasonably acceptable to Lessor; and (iil) the transferee
assumes and agrees in writing to perform Lessee’s obligations under this Lease. For purposes of
this paragraph, “Affiliate” means any person or entity that, directly or indirectly, controls, is
controlled by or is under common contro] with Lessee. For purposes of this

TAScmy 3536175 6 7/24/2019

definition, “control” shall mean possessing the power to direct or cause the direction of the
management and policies of the entity by the ownership of a majority of the voting securities of
the entity.

8.3 Deemed Transfers. For the purposes of this Lease, a Transfer shall be deemed to
include the following: (i) if Lessee is a corporation, partnership, limited liability company, or other
legal entity, the transfer of any ownership interest in such entity resulting in a change in the present
control of such entity by the person or persons owning a majority of the ownership interest thereof
as of the date of this Lease; provided, however, if Lessee is a corporation whose stock is traded on
a nationally recognized stock exchange, the transfer of Lessee’s stock shall not constitute a
Transfer requiring Lessor’s consent; or (ii) the sale of twenty-five percent (25%) or more in value
of the assets of Lessee.

8.4 Non-Disturbance. Lessor agrees, for the benefit ofall subtenants ofall or any part
of the Premises, that if this Lease or Lessee’s right to possession of the Premises is terminated for
default or otherwise, all subleases of all or any part of the Premises, except any sublease to an
affiliate of Lessee, shall continue in full force and effect notwithstanding the termination as direct
leases between Lessor and the subtenants and all such subtenants upon request shall be in writing
to Lessor.

9. IDENTIFICATION SIGNS.

Lessee may install on the Premises, a sign or signs identifying its business, provided, however,
that the general type, size, and location of such sign(s) shall be approved in writing by Lessor in
advance of installation and be subject to any signage rules, codes and/or regulations of any
governmental authority.

10. DEFAULT; TERMINATION BY LESSOR.

10.1 Events of Default. Each of the following shall constitute a material default of this
Lease by Lessee (an “Event of Default”):

10.1.1 The failure of Lessee to pay any installment of Base Rent or any other
amount due from Lessee hereunder, provided that Lessee does not cure such failure within ten (10)
business days after delivery by Lessor of a written notice of such failure.

10.1.2 The failure of Lessee to perform any of its other obligations under this
Lease, provided that Lessee does not cure such failure within thirty (30) calendar days affer
delivery by Lessor of a written notice of such default; provided, however, if a cure of the default
reasonably requires more than thirty (30) calendar days to complete, then the time to cure shall be
extended so long as the cure is being diligently pursued.

10.1.3 The filing of any mechanic’s, materialmen’s or other lien or any kind
against the Premises because of any act or omission of Lessee which lien is not discharged, by
bonding or otherwise, within thirty (30) days of receipt of actual notice thereof by Lessee.

TAS:cmy 35361756 7/24/2019

10.2 Lessor’s Remedies. Upon the occurrence of an Event of Default under this Lease,
Lessor may, without prejudice to any other rights and remedies available to a Lessor at law, in
equity or by statute, but subject to the provisions of Sections 9.2 and 23 herein, exercise one or
more of the following remedies, all of which shall be construed and held to be cumulative and non-
exclusive:

10.2.1 Terminate this Lease and re-enter and take possession of the Premises; or

10.2.2 Without terminating this Lease, re-enter and take possession of the Premises
and terminate Lessee’s right of access or occupancy to the Premises; or

10.2.3 Without such re-entry, recover possession of the Premises in the manner
prescribed by any statute relating to summary process, and any demand for Base Rent, re-entry for
condition broken, and any and all notices to quit, or other formalities of any nature to which Lessee
may be entitled, are hereby specifically waived to the extent permitted by law; or

10.2.4 With or without terminating this Lease, Lessor may re-let the Premises or
any portion thereof.

10.3. NoImplied Termination. Lessor shall not be deemed to have terminated this Lease
unless Lessor shall have notified Lessee in writing that it has so elected to terminate this Lease.
Lessee hereby waives all claims based on Lessor’s reentering and taking possession of the
Premises or removing and storing the property of Lessee and shall save Lessor harmless from all
losses, costs or damages occasioned thereby. No such reentry shall be considered or construed to
be a forcible entry by Lessor.

10.4 Lessor’s _Current_Damages. Lessor is authorized to make such repairs,
refurbishments or improvements tothe Premises as may be necessary for the purpose of attempting
to re-let the Premises, and the costs and expenses incurred in respect of such repairs, redecorating,
refurbishments and improvements shall be paid by Lessee to Lessor within five (5) business days
after receipt of Lessor’s statement. If Lessor exercises any of the remedies stated above, Lessor
shall be entitled to recover from Lessee all damages incurred by Lessor by reason of the Event of
Default, which shall include, without limitation, (i) the equivalent of the amount of the Base Rent
and all other payments which would be payable under this Lease by Lessee for the remainder of
the term if this Lease were still in effect, less (ij) the net proceeds of any re-letting by Lessor after
deducting all of Lessor’s expenses in connection with such re-letting, which shall include, without
limitation, repossession costs, repairs, redecorating, refurbishments or improvements to the
Premises, brokerage commissions, attorneys’ fees, and ‘egal expenses. Lessee shall pay such
current damages to Lessor, in the amount set forth in the preceding sentence (hereinafter called the
“Deficiency”), in monthly installments on the days on which the Base Rent would have been
payable under this Lease if this Lease were still in effect. All amounts collected by Lessor ftom
subtenants shall be credited against Lessor’s damages.

TAS:cmy 3536175.6 7/24/2019

10.5 Lessor’s Final Damages. At any time after an Event of Default, whether or not
Lessor shall have collected any monthly Deficiency as set forth above, Lessor shall be entitled to
recover from Lessee, and Lessee shall pay to Lessor, on demand, as final damages for the
applicable Event of Default, the sum of (a) the then present worth (at a discount at the rate of six
percent (6%) per annum) of (i) the aggregate of the Base Rent and all other amounts to be paid by
Lessee hereunder for the unexpired portion of the term of this Lease (assuming this Lease had not
been terminated), less (ii) the amount of such loss that could have been reasonably avoided, plus
(b) repossession costs, Lessor’s expenses in connection with any attempts is may have made to re-
let the Premises (which shall include, without limitation, repairs, refurbishments or improvements
to the Premises and brokerage commissions), attorneys’ fees, legal expenses, and all other
damages incurred by Lessor as a result of such Event of Default. In determining the amount of
loss that could reasonably be provided, rents to be paid by subtenants pursuant to Section 8.4 and
other reasonably projected rental mcome from leasing the Premises shall be taken into account.

10.6 No Waiver _by Lessor. No waiver by Lessor of any breach or default by Lessee in
the performance of its obligations under this Lease shall be deemed to be a waiver of any
subsequent default by Lessee in the performance of any of such obligations, and no express waiver
shall affect an Event of Default in a manner other than as specified in said waiver. The consent or
approval by Lessor to or of any act by Lessee requiring Lessor's consent or approval shall not be
deemed to waive or render unnecessary Lessor's consent or approval to or of any subsequent
similar acts by Lessee.

10.7 Content of Default Notice. Any default notice tendered to Lessee hereunder shall
be deemed to be sufficient if it is reasonably calculated to put Lessee on notice as to the nature and
extent of such default, and is made in accordance with Section 19 herein.

10.8 Limitation on Exercise_of Termination Remedy by Lessor. Notwithstanding
anything to the contrary in Section 10.2 heremabove, if an Event of Default occurs, Lessor shall
not have the remedy of termmating this Lease or of taking possession of the Premises unless: (i)
the Event of Default consists of a failure to pay the Base Rent or other amounts owed to Lessor;
or (ii) Lessor has no other remedy that is adequate to protect Lessor’s interests. Other remedies
that are available to Lessor include self-help and recovery of damages and nothing in this Section
10 shall limit the exercise of any such other remedy.

10.9  Waiver_of Landlord’s Lien. Lessor hereby waives all statutory or common law
landlord’s lien rights with respect to personal property located on the Premises.

10.10 Cancellation. This Lease may be cancelled pursuant to the provisions of Arizona
Revised Statutes § 38-511.

11. ASSUMPTION OF CRITICAL OPERATIONS. [RESERVED.]

TAScmy 3536175 6 7/24/2019
10

12. INDEMNIFICATION.

To the fullest extent permitted by law, Lessee hereby agrees to defend, indemnify and hold
harmless Lessor and its members, elected or appointed officials, agents, contractors,
subcontractors, boards, commissions and employees (hereinafter referred to collectively as the
“Lessor” for purposes of this Section 12) for, from and against any and ail claims, causes of action,
liability, suits, litigation (including reasonable attomey’s fees and other costs of investigation and
litigation), actions, losses, damages or claims of any nature whatsoever which arise out of or in
connection with (i) any accident, injury or damages occurring within the Premises, or (ii) any
negligent act or omission of Lessee or its agents, employees, contractors, or subcontractors
(hereinafter referred to collectively as “Lessee” for purposes of this Section 12) in connection with
Lessee’s operations hereunder and which result directly or indirectly m the injury to or death of
any persons or the damage to or loss of any property, or (iii) the failure of Lessee to comply with
any provisions of this Lease, including any claims related to the provisions of Section 13 of this
Lease and Lessee’s use of, and operations on, the Premises. This indemnification shall exchide
responsibility for any consequential damages and for claims arising by reason of the negligent or
wrongful act of Lessor or its employees, contractors or agents.

13. ENVIRONMENTAL PROTECTION.

13.1 Definitions. Unless the context shall clearly require otherwise, the terms defined
in this section shall, for all purposes of this Lease and of any amendments, have the meanings
herein specified, with the following definitions to be equally applicable to both the single and
plural forms of any of the following:

13.1.1 Environmental Laws. The term "Environmental Laws" shall mean any one
or all of the following, as the same are amended from time to time: the Comprehensive
Environmental Response, Compensation, and Liability Act, 42 USC § 9601 et seq.; the Resource
Conservation and Recovery Act, 42 USC § 6901, et seq.; the Toxic Substances Control Act, 15
USC § 2601 et seq.; the Safe Drinking Water Act, 42 USC § 300h et seq.; the Clean Water Act,
33 USC § 1251 et seq.; the Clean Air Act, 42 USC §7401 et seq.; the Arizona Hazardous Waste
Management Act, A.R.S. § 49-921 et seq., the Arizona Environmental Quality Act, Title 49 of the
Arizona Revised Statutes, as amended; and all regulations thereunder and any other laws,
regulations and ordinances (whether enacted by the local, state or federal government) now in
effect or hereafter enacted that deal with the regulation or protection ofthe environment, including
the ambient air, ground water, surface water, and land use, chiding substrata land, or that govern
the use of hazardous or radioactive materials, hazardous or radioactive waste or emissions and
hazardous substances and petroleum products.

13.1.2 Hazardous Material. The term “Hazardous Material" shall mean any toxic
or hazardous or radioactive material, substance emission or waste, or any pollutant or contaminant
as defined or regulated pursuant to any Environmental law and petroleum products.

TAScmy 3536175,6 7/24/2019
11

For purposes of this definition, petroleum inchides petroleum-based substances comprised of a
complex blend of hydrocarbons derived from crude oil through processes of separation,
conversion, upgrading and finishing (e.g., distillate fue! oils, petroleum solvents and used oils).

13.2 Release_by Lessor. Lessee is not responsible or jiable for any environmental
damage of any kind or for the effects of Hazardous Material on the environment or on any person
or property, if any, which have been caused by the use of or releases from, the Premises prior to
Lessee's occupancy of any part of the Premises. Lessee is not liable for any chims or damages
arismg from environmental damage resulting or to result from contamination of any kind existing
on the site or surrounding sites prior to Lessee’s occupancy of the Premises.

13.3. Lessee Compliance.

13.3.1 Lessee shall at the Lessee's own expense, comply with all present and
hereafter enacted Environmental Laws, and any amendments thereto, affecting Lessee’s operation
on and property interest in the Premises during the period of Lessee’s occupancy of the Premises
under this Lease.

13.3.2 Lessee shall not cause or permit any Hazardous Material to be brought upon,
kept or used in or about the Airport by Lessee, its agents, employees, contractors or invitees in
violation or threatened or suspected violation of any Environmental Law. The Parties recognize
and agree that Lessee may bring on the Premises and use Hazardous Materials that are ordinarily
and customarily used in aircraft servicing and maintenance, provided that such use shall fully
comply with all applicable Environmental Laws.

13.3.3 If Lessee desires to install upon the Premises, any underground storage
tanks ("USTs"), Lessee shall submit the plans for such USTs to Lessor for prior approval and shall
comply with all applicable Environmental Laws related thereto, including Title 40, Code of
Federal Regulations, Part 280, as adopted by the State of Arizona ("Part 280"), and Lessee shall
be the owner of such USTs for statutory purposes. Installation of USTs shall comply with the
"code of practice" set forth in Part 280. Lessee is sokly responsible for the design, construction,
installation, operation, monitoring, mspection, repair and maintenance of any and all USTs,
including any connected piping and/or dispensing apparatus. Lessee shall provide to Lessor a copy
of the Arizona Department of Environmental Quality Notification of Underground Storage Tank
Registration that Lessee submits to the state. All USTs shall meet or exceed the tank performance
standard for USTs installed after December 22, 1998, including corrosion protection, leak
detection and spilVoverflow protection. Any UST that stores fammabke and combustible liquids
shall meet the provisions of NFPA 30, Flammable and Combustible Liquids Code. Records
demonstrating compliance with release detection requirements, including product inventories,
calibration and maintenance, sampling, tightness testing and any other records, fees and taxes
required by the state or federal governments shall be the responsibility of Lessee. Upon the
expiration of this Lease, Lessee shall remove all USTs in compliance with all UST closure
requirements under all applicable Environmental Laws in effect at that time unless otherwise
allowed by Lessor.

TAScmy 3536175.6 7/24/2019

13.4 Indemnification, To the fullest extent permitted by law, Lessee shall indemnify,
defend (with counsel reasonably acceptable to Lessor), protect and hold harmless Lessor and its
employees and agents for, from and agamst any and all liability, loss, damage, expense, penalties
and legal and investigation fees or costs, arising ftom or related to any claim or action for injury,
liability, or damage to persons or property and any and all claims or actions brought by any person,
entity or governmental body, alleging or arising in connection with contamination of the
environment or violation of any Environmental Law or other statute, ordinance, rule, regulation,
judgment or order of any government or judicial entity which are incurred or assessed as a result
of any of Lessee's activities or operations on or discharged on or from the Premises during the
Term of this Lease. This obligation includes, but is not limited to, all costs and expenses related
to cleaning up the property, land, soil and underground or surface water as required under the law.
Lessee's obligations and liabilities under this Section 13.4 shall survive the termination of this
Lease. The indemnification of Lessor by Lessee as described above includes, without limitation,
costs incurred in connection with any investigation of site conditions or any cleanup, remedial,
removal or restoration work required by any federal, state or local governmental agency or political
subdivision because of Hazardous Material located on the property or present in the soil or ground
water on or under the Airport. If Lessor's right to enforce Lessee's promise to indemnify is not an
adequate remedy at law for Lessee's failure to abide by the provision of this Section 13.4, Lessor
shall have the right to mnjunctive relief in the event of any violation or threatened violation by
Lessee.

13.5 Remediation. Without limiting the foregoing, if the presence of any Hazardous
Material during the Term of this Lease caused or permitted by Lessee results in any Release on
the Airport in violation or potential violation of any Environmental Law, Lessee shall promptly
take action to remediate the affected property at its sole expense as is necessary to return the
Airport to the condition existing prior to the introduction of any such Hazardous Material to the
Airport; provided that Lessor's approval of such actions shall first be obtained, except in
emergency, which approval shall not be unreasonably withheld so long as such actions would not
potentially have any material adverse long-term effect on the Airport and Lessee is not under
administrative or court order related to such remediation action. Notwithstanding Lessor's
approval pursuant to this Section 13.5, Lessor is not responsible for directing or managing any
remediation action. For purposes of this Section 13.5, the term "Release" means any releasing,
spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching,
disposing, or dumping.

13.6 Governmental Submittals. Lessee shall, at Lessee's own expense, make all
submissions to, provide all information to, and comply with all requirements of the appropriate
governmental authority (the "Government") under the Environmental Laws. Should the
Government determine that a site characterization, site assessment and/or cleanup plan should be
prepared and/or that a cleanup should be undertaken because of any spills or discharges of
Hazardous Materials by reasons of Lessee's operations or actions at the Airport which occur during
the term of this Lease, then Lessee shall at the Lessee's own expense, prepare and submit the
required plans and financial assurances, and carry out the approved plans.

TAScmy 3536175 6 7/24/2019

13.7 Information Sharing.

13.7.1 Lessee shall immediately notify Lessor of any of the following: (i) Lessee's
receipt of any notification from any governmental entity either charging or informing Lessee that
it will be charged with a significant (as defined below) violation of Environmental Laws, and (ii)
any significant change in Lessee's operation on the Premises that is reasonably likely to adversely
change Lessee's or Lessor's obligations or liabilities under the Environmental Laws. In addition,
Lessee agrees to provide Lessor with copies of documents reflecting the physical condition of the
Premises, including but not limited to, environmental testing of soils and groundwater, and
information reasonably requested by Lessor to determine the applicability of the Environmental
Laws to the Premises, or to respond to any governmental investigation or claim of liability by third
parties which is related to environmental contamination of the Premises or Lessee's operation
thereon. A "significant violation of Environmental Law" shall be any violation that requires more
than thirty (30) calendar days to resolve.

13.7.2 Lessee shall install on any UST that it installs pursuant to Section 13.3.3,a
method or a combination of methods for Release detection that can detect a Release from any
portion of the UST and the connected underground piping. Lessee shall immediately notify the
Aiport Department of Operations upon discovering a Release or Suspected Release of any amount
of material that is stored inside the UST. For purposes of this Section, a "Suspected Release" is
any discovery of released Hazardous Material at the UST site or surrounding area, erratic behavior
of Hazardous Material dispensing equipment, the sudden loss of a Hazardous Material, an
unexplained presence of water in the UST, or when monitoring indicates that a Release has
occurred. In the case of inventory control, Lessee shall notify the airport operations department
when the second consecutive month of inventory reconciliation data indicates that there is a
discrepancy in the figures recorded.

13.8 Sublease. Lessee shall insert provisions substantially identical to the provisions of
this Section 13 in any sublease agreement or contract by which it grants a right or privilege to any
person, firm or corporation under this Lease.

13.9 Actions of Lessee. The activities or actions of Lessee under this Section 13 shall
include the activities or actions of Lessee’s officers, directors, employees, agents, contractors,
invitees and successors.

13.10 Clean Water Act; NPDES Permits and SWPPPs. Without in any way limiting the
foregoing, Lessee shall comply with all Environmental Laws regarding discharges to water and
land, including, without limitation, obtaining and complying with an individual National Pollutant
Discharge Elimination System ("NPDES") permit, or requesting coverage under and complying
with any applicable multi-sector permit obtained by Lessor. If applicable, Lessee shall also prepare
and comply with a site-specific Storm Water Pollution Prevention Plan ("SWPPP") or any
revisions to an SWPPP, with respect to Lessee's operations or activities on the Premises. At
Lessee’s discretion, Lessee may choose to be added to Lessor’s Storm Water Permit and, if such
addition is desired, agrees to be subject to the provisions of Exhibit E attached hereto.

TAScmy 35361756 7/24/2019

13.11 Environmental Assessments.

13.11.1 If durmg the term of this Lease, any of Lessee’s USTs are suspected of
or known to be leaking, Lessee shall perform, or cause to be performed, a site characterization of
the Premises using all appropriate sections of the LUST Site Characterization Manual dated
January 15, 1999, or the most current edition, including tables | through 6, as applicable (a "Site
Characterization").

13.11.2 Within thirty (30) calendar days immediately preceding the expiration of
this Lease or within thirty (30) calendar days of any earlier termination of the Lease, Lessee shall:

a. Deliver to Lessor: (i) a Phase I environmental site assessment that
conforms to the standards set forth m 42 USC § 9601(35)(B), as amended, and any regulations
thereunder; and (ij) an environmental compliance audit assessing the status of regulatory
compliance ofthe Premises and all operations and activities thereon; both prepared by a qualified
engineer licensed by the State of Arizona; and

b. In the event Lessee installs upon the Premises any USTs, perform or
cause to be performed a Site Characterization of the Premises in the event there is evidence that
there has been or may be a leak or Release of the UST contents; and

c. If either the assessment described in Section 13.11.2a (i) above or
the Site Characterization described in Section 13.11.2a (ii) above identifies any "recognized
environmental condition" or any other condition indicating a known or potential liability,
including, but not limited to, a known or potential violttion of any Environmental Law or a past,
present, or material threat ofa future release ofa hazardous substance ora petroleum product into
the environment, Lessor reserves the right, at Lessor's sole discretion, to require Lessee to conduct,
at Lessee’s sole expense and with ascope of work subject to Lessor's approval, further reasonable
investigations and reasonable remediation.

13.12 Protective Devices and Plans. If Lessee is required by the Town to estimate the
possible constituents of sanitary sewer discharges in order that the Town may define certain
discharge limitations for the Premises, Lessee shall complete and retum an Industrial Wastewater
Discharge Questionnaire (the “Questionnaire”) to the Town and promptly provide Lessor with
updates to the Questionnaire as they arise. Also, if the Town so requires, Lessee shall install and
maintain appropriate protective devices to prevent accidental discharge of any Hazardous
Materials into domestic or industrial drains on the Premises, and for any other material for which
a slug load discharge could pollute the Airport’s storm water discharge or disrupt operations at the
sewage treatment plant serving the Premises. Lessee shall at all times post a notice in a prominent
place on the Premises advising employees what actions to take and whom to call in the event of
said discharge, and shall ensure that all employees of Lessee are trained with regard to the spill
protection plan hereinafter referenced. Lessee also shall provide Lessor with immediate notice of
any spill.

13.13. Right to Enter Premises. Lessor’s rights under this Lease specifically include the
right of Lessor, the United States Government, the Environmental Protection Agency (the EPA),

TAScmy 3536175.6 7/24/2019
15

the Arizona Department of Environmental Quality (ADEQ) and the Arizona Department of
Occupational Safety and Health (ADOSH) to enter the Premises upon reasonable notice to Lessee
for purposes of: (i) mspecting Lessee’s compliance with environmental, occupational safety and
health laws and regulations, whether or not such party is responsibke for enforcing such laws; (ii)
conductng environmental investigation or remediation, including, without limitation, performing
tests and surveys, drillings, test-pittng, borings, compiling data and/or records, and other activities
related to environmental investigation; and (iii) carrymg out remedial or removal actions as
required or necessary under applicable laws, including, without limitation, installing monitoring
wells, pumping wells and/or treatment facilities. Lessor shall give Lessee twenty-four (24) hours
prior notice of its intention to enter the Premises unless it determines the entry is required for
safety, environmental, operations, or security purposes. Lessee shall have no claim against the
United States, EPA, ADEQ, the Arizona ADOSH or Lessor, or any officer, agent, employee, or
contractor thereof on account of any such entries.

13.14 Cleanup Requirements. Lessee agrees that Lessor assumes no liability to Lessee
should Hazardous Materials cleanup or related requirements, whether imposed by law, regulatory
agencies, the U.S. Government interfere with Lessee's use of the Premises. Lessee shall have no
claim against Lessor or the United States or any officer, agent, employee or contractor thereof on
account of any such interference whether due to entry, performance of remedial or removal
investigations, or exercise of any right under this Lease or otherwise. Lessee agrees to comply
with the provisions of any health or safety plan in effect or any hazardous substance remediation
or response agreement with environmental regulatory authorities during the course of any of the
above described response or remedial actions. Any inspection, survey, investigation, or other
response or remedial action shall, to the extent practicable, be coordinated with representatives
designated by Lessee. Lessee shall have no claim on account of such entries agamst the United
States or any officer, agent, employee, contractor, or subcontractor thereof.

13.15 Spill Protection Plan. In the event Lessee undertakes any type of manufacturing,
maintenance or other activities on the Premises mvolving the use or generation of any Hazardous
Materials regulated by Hazardous Materials Laws, Lessee shall have an approved plan for
responding to Hazardous Materials, fuel, and other chemical spills prior to commencement of
operations on the Premises. Such plan shall comply with all applicable requirements and shall be
updated from time to time as may be required to comply with changes in site conditions or
applicable requirements, and shall be approved by all agencies having regulatory jurisdiction over
such plan. Such plan shall be independent of Lessor’s spill prevention and response plans, if any.
Lessee shall not rely on use of Lessor or Lessor personnel or equipment in execution of its plan.
Lessee shall file a copy of the approved plan and approved amendments thereto with Lessor’s
Airport Manager within thirty (30) calendar days of receipt of a CofO ftom the Town.
Notwithstanding the foregoing, should Lessor provide any personnel or equipment, whether for
initial fire response and/or spill contamment, on the request of Lessee, or because Lessee was not,
in the opinion of Lessor, conducting firefighting, contamment or timely cleanup actions, Lessee
agrees to reimburse Lessor for its actual costs in accordance with all applicable laws and

regulations.

13.16 Wells. Lessee shall not install any new drinking water or other wells in any
location on the Premises without the prior written approval of Lessor.

TAS:cmy 3536175.6 7/242019

16

13.17 Construction Activities and Surface Disturbances.

13.17.1 During Lessee’s construction of improvements on the Premises, if any,
Lessee agrees that in the event any hazardous substances, pollutants, contaminants, petroleum or
petroleum derivatives are found, Lessee shall promptly notify Lessor of such discovery and shall
immediately cease said construction pending investigation and remedial action, if necessary, by
Lessor or the appropriate regulatory agency.

13.17.2 After construction of Lessee’s Improvements on the Premises, Lessee shall
not conduct any subsurface excavation, digging, drilling or other disturbance ofthe surface without
the prior written approval of Lessor, which shall not be unreasonably withheld.

14. PROTECTION OF WETLANDS.

Lessee shall minimize the destruction, loss, or degradation of wetlands located on the Premises.
Lessor believes there are no wetlands existing on the Premises as of the Effective Date. However,
before locating new construction in wetlands, if any exist, Lessee shall contact Lessor and the
United States Army Corps of Engineers and obtain a permit or waivers under Section 404 of the
Clean Water Act. For purposes of this Section 14, the term, “new construction,” includes
structures, facilities, draining, dredging, channeling, filling, diking, impounding, and related
activities.

15. SPECIAL PROVISIONS.

15.1 Lessee shall comply with all applicable Federal, State, and local occupational safety
and health regulations.

15.2 Lessee shall be responsible for determining whether it is subject to State and local

sanitation, licensing, building code or building permit requirements and whether or not it requires
a permit to do business and for compliance with them to the extent they are applicabk.

16. INSURANCE.

16.1 Coverage Required. Lessee shall procure and maintain, or cause to be procured
and maintained, the following types and amounts of insurance with respect to the Premises:

16.1.1 Comprehensive general liability insurance with respect to the Property and

the operations of Lessee and others participating in the Permitted Use with limits of liability for
bodily injury, property damage, and personal injury of not less than One Million Dollars

TAScmy 3536175.6 7/24/2019