Grace Lease

AMENDMENT NO. |
TO THE LEASE
BETWEEN
THE TOWN OF WICKENBURG
AND
LENORE GRACE

This Amendment is entered into by and between the Town of Wickenburg, Arizona, a
municipal corporation (the “Landlord”), whose address for purposes of notice is 155 North
Tegner Street, Suite A, Wickenburg, Arizona 85390 and Lenore Grace (the “Tenant”), whose
address for purposes of notice 1s c/o J07.59 £ Sntt~A [Load

UAchin ou a4 AZ £53990 (collectively, “the Parties”).
MC ;

RECITALS:

A. Landlord and John Grace entered into a Lease on July 30, 2004, for a twenty (20)
year term commencing January 19, 2004, with a commencement date retroactive
to January 19, 2004, as provided therein. The Lease pertains to the lease of one
(1) parcel of land located at the Wickenburg Municipal Airport for the
construction and use of aircraft hangars (the “Premises”). The terms of the Lease
are incorporated herein by reference.

B. Following the death of John Grace, and without any extension or renewal of the
Lease, his surviving spouse, Lenore Grace, has remained in possession of the
Premises pursuant to the terms of the Lease. No written assignment, assumption,
or probate transfer of the Lease occurred prior to this Amendment.

C. Landlord is extending an option to renew the Lease for one additional twenty (20)
year term, backdated to the expiration of the Lease. The renewal term shall expire
on January 19, 2044, with no further option to renew.

D. Paragraph 5.1 of the Lease provides that rent may be adjusted periodically to
reflect changes in market conditions; however, no rent adjustment occurred
during the initial twenty (20) year term of the Lease.

E. In recognition of the significant passage of time and the need to align with current
market rates, the Parties agree to adjust the rent for the renewal term to a fair
market rental rate and establish clearer rent adjustment language.

F. Additionally, Paragraph 6.5 of the lease is amended to reflect current standard
revisionary language upon termination of the Lease.

G. Finally, Section 11 - Assignment and Subletting of the Lease is amended to
clarify the standards and process applicable to assignments and subleases,
including the use of a standard form of assignment and the circumstances under
which Landlord approval shall not be unreasonably withheld.

H. Accordingly, Landlord and Tenant desire to amend the Lease to extend the term
of the Lease, establish the adjusted rental rate for the renewal period, and clarify
the terms of assignment.

AGREEMENT:

NOW, THEREFORE, in consideration of the foregoing, the following mutual covenants
and conditions, and other good and valuable consideration, the receipt and sufficiency of which
are acknowledged by the Parties, the Landlord and Tenant agree as follows:

l, The Parties agree to replace Paragraph 3.2 of the Lease with a new Paragraph 3.2
to read as follows:

3.2. Tenant previously held an option under the Lease to renew for an
additional twenty (20) year term. That option is hereby modified and
deemed exercised by mutual agreement pursuant to this Amendment. The
Lease term is therefore extended for one (1) twenty-year term and shall
run from January 19, 2024 through January 19, 2044, unless sooner
terminated as provided herein. Tenant shall have no further option to
renew.

a The Parties agree to replace Paragraph 5.1 of the Lease with a new Paragraph 5.1
to read as follows:

5.1. | The Tenant shall pay, without notice and free from all claims, the monthly
rent in the amount of $200.00 for the ground that is leased from the Town
of Wickenburg as described in Exhibit "A". This amount may be adjusted
periodically but not more often than once every two years to reflect
changes in the market. This monthly rental rate was derived by applying a
per square foot rental fee of $.05 (five) cents/square foot/per month to the
Tenant’s hangar size of 4,000 square feet.

3. The Parties agree to replace Paragraph 6.5 of the Lease with a new Paragraph 6.5
to read as follows:

6.5. | Allimprovements and modifications made by Tenant which become
fixtures to the Premises, including hangars, shall become the property of
Landlord, at no cost to Landlord, upon the expiration or termination of this
Lease, free of any security, interest, or claims of any kind from or through
Tenant, or in the alternative, Lessor may require Lessee to remove the
hangars, at Lessee’s expense. If removal is required, Tenant shall
thereafter supply Landlord with copies of any environmental tests or
reports generated in connection with such removal together with the
certification from a licensed engineer demonstrating that the Premises are
free of contamination from any and all hazardous materials on the

property or which may have escaped from equipment on the property. If at
any time during the term of this Lease, Tenant or assignees voluntarily
remove the hangar building, the Lease will automatically terminate.

4. The Parties agree to replace Paragraph 11 of the Lease with a new Paragraph | |
to read as follows:

11. ASSIGNMENT AND SUBLETTING. Subject to Section 11.2 and to
Tenant's right to sublease or sell, Tenant shall not assign or sublease any
interest in this Lease, nor permit any other person to occupy the Premises,
without the prior written consent of Landlord, which consent shall not be
unreasonably withheld, conditioned, or delayed.

Landlord’s review shall be limited to reasonable considerations relating to
the proposed transferee’s financial capability and ability to comply with
the Lease. Landlord may require the proposed transferee to submit
information reasonably necessary for such review. Landlord shall approve
a proposed assignment where the proposed transferee demonstrates the
financial and operational capacity to perform Tenant's obligations under
the Lease.

Any assignment shall be documented on an assignment agreement in
substantial conformance with Exhibit A, and upon Landlord’s receipt of a
complete assignment package, Landlord shall process the request in a
commercially reasonable timeframe.

5. Effect of Amendment. In all other respects, the Lease is affirmed and ratified and,

except as expressly modified herein, all terms and conditions of the Lease shall remain in full
force and effect.

6, Non-Default. By executing this Amendment, Tenant affirmatively asserts that (1)
Landlord is not currently in default, nor has it been in default at any time prior to this
Amendment, under any of the terms or conditions of the Lease, and (ii) Tenant waives any and
all claims, known or unknown, arising out of or relating to the Lease and existing on or before
the effective date of this Amendment.

7. Conflict of Interest. This Amendment and the Lease may be cancelled by the Town
of Wickenburg pursuant to A.R.S. § 38-511.

IN WITNESS WHEREOEF, the Parties have executed this Amendment to the Lease as of
the date last written below.

Landlord: Tenant:

TOWN OF WICKENBURG, ARIZONA, LENORE GRACE
a municipal corporation

By ee By L E/NAT SR Cnack
BG Bratcher, Mayor Its
Date - Date 2 | [2 | AL,
Wickenburg Town Hall 9052 | vad be [\oad
155 North Tegner, Suite A LiJLCREM Grn, AL 95390

Wickenburg, Arizona 85390

ATTEST:

Amy Brown, MMC, Town Clerk

APPROVED AS TO FORM:

Trish Stuhan. Town Attorney
Pierce Coleman PLLC

EXHIBIT A

ASSIGNMENT OF LEASE
That certain Lease entered into by and between the Town of Wickenburg, an Arizona
municipal corporation (the “Lessor”) and € WIRE CRACE _, (“Lessee” or
“Assignor”) is hereby assigned to/jn.< (“Assignee”) as follows:

1. Assignment. Assignor hereby assigns the Lease to Assignee;

2. Assumption. Assignee hereby assumes all rights, duties, obligations, and liabilities under
the Lease arising from and after the effective date of this Assignment;

3. Release. Assignor shall be released from liability for obligations arising under the Lease
from and after the effective date of this Assignment, provided, however, that Assignor shall
remain fully liable for any unpaid rent, insurance obligations, indemnification duties, or
other liabilities arising prior to the date of this Assignment;

4. Consent. Lessor hereby consents to the Assignment subject to such conditions.
IN WITNESS THEREOF, the parties hereby execute this Assignment.

ASSIGNOR
By: Lenn. onere

i,

Name and Title: Ok ENC [X Ee Gr AC sa

NS

Name and Title: ba vee ( Wary En 4

Date: A/12 [26

LESSOR CONSENT TO ASSIGNMENT

By: __ : _
Town Manager

Date:

By:

Town Clerk —
Approved as to form:

By:
Town Attorney