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HomeMy WebLinkAbout1988-06-13 88-278 ORDERHate - W6 Y3-fie+'41 11 t Hem No. - e8-278 Item/Subject: Authorizing execution of Subordination Agreement and Amendesent to Indenture of Lease: BIA - Bar Harbor Airways, Inc. Responsible lgepartment .Legal Commentary: fire purpose of this Order is to insure the repayment of a lose to Her Harbor Airways, Incorporated, for certain Improvements to Buildings 461 and 463, Suitor International Airport, by providing for the suknrdinakion of rental payments in the event of default under the loan. 'finis will he accomplished by a subordination Agreement and an Ane -0nent W the existing Lessee with Bar Harbor Airways. .. remowctmeaa Manager's Comments: j� �( W`1Ir��X/� �7 (�.W /I (I\ 1^paw�.4p`�hWdrof`PMMdU:IX M4�o,� Wa. �F.:.gaAU,P.:.Aw.eQe.0 V (� Associated Information:©AJJ Budget APproval:U tt Dae Legal Approval: - crMslicitor 88-2]8 Introduced by Councilor Tilley, June 13. 1988 CITY OF BANGOR (TITLE) MN2T4 An thori2 ng E a1corionI of BuboIrdi,n trop Agreement and 11 -_._ _._. _..........I Amendment to Indenture of Lease: Bangor International Airport _..-.._4a.C...Hazp¢z_A1zKaY6..inCoza4[.ateA ............... .......... _.. _.. By ue City CouanU of Me Oft of Banger. ORDERED, MT the City Manager is hereby authorized and directed, on behalf of the Airport Department and the City of Bangor, to enter into a Subordination Agreement with the Loan Review Committee of the Bangor Economic Incentive Revolving Loan Fund to provide for the subordination and assignment of rentals for Buildings 461 and 463, Bangor International Airport, during the term within which a loan in the principal amount of One Hundred Forty Thousand ($140,000.00) Dollars to Bar Harbor Airways Incorporated, will be outstanding, a copy of said Agreement being an file in the office of the City Clerk; and be it further ;q:l la:lwl THAT the City Manager is hereby authorized and directed, on behalf of the Airport Department and the City of Bangor, to execute Amendment No. 1 to Indenture of Lease between the City of Bangor and Bar Harbor Airways Incorporated for said Buildings 461 and 463, a copy of said Amendment tieing on file in the office of the City Clerk. o,- 88-378 ORDER IN CITY COUNCIL Title, June 13, 1988 Consider next meeting Autboriz3 P:aCnCSOn Of Suboxdivation (✓!C ti` Agreement and Amendment to Indenture of CITY LERK...................................... IN. CITY COUNCIL Lease: Bangor International Airport - Bar Harbor June 27, 1988 Airways Incorporated. Inaqinitely Postponed Introduced and filed by CI LERR ...........V[.....1 C,,/j� �� Cou fn ilma�n 88-D8 SUTKAOINATION AGREEBENT AND ASSIQB/SNT O RENTALS MIS AGRE 'fYf, dated this day of June, 1988, by and between the TONS REVIES1 COMMITTEE of the 2.4NTJR PC@AMIC IMCENl2VE SEVMVIN.: IMM PUTS and the AlSpOn Inzg Rff.NT of the CM OF BANASR: WITNESSETH: WHEREAS, Bar Harbor Airways, Irc0[porated (Debtor) has applied W the Loan Review Commmittee for a loan in the principal amount of cre Hundred forty Thousand Dollars ($140,000.00) for the construction of improvements to Buildings 461 and 463, Bangor International Airport; and WHEREAS, the Airport Department wishes to induce the Committee to make said loan to Bar Harbor Airways, Inc., 1. The Airport eepartment hereby subordinates the payments of rentals to the Department as required and provided for under Article III of a certain Indenture of Lease, dated January --, 1988, between the City of Bangor as Lessor and Bar Harbor Airways Inowporated, as Lessee, a Wpy Of said lease being attached hereto as Emhibit °A", to the prior payment of principal and interest by said Bar Harbor Airways on said loan. 2. In order to effectuate and secure such subordination, the Airport Department conditionally assigns to the Wan Committee all of the Department's right, title arc] interest in and to future rental payments, under said NOW, THERFTOAE, in consideration of said loan, the parties hereto agree as follows: 1. The Airport eepartment hereby subordinates the payments of rentals to the Department as required and provided for under Article III of a certain Indenture of Lease, dated January --, 1988, between the City of Bangor as Lessor and Bar Harbor Airways Inowporated, as Lessee, a Wpy Of said lease being attached hereto as Emhibit °A", to the prior payment of principal and interest by said Bar Harbor Airways on said loan. 2. In order to effectuate and secure such subordination, the Airport Department conditionally assigns to the Wan Committee all of the Department's right, title arc] interest in and to future rental payments, under said Indenture of Lease; said assignment to take effect only on condition aryl Only in the event that Debtor shall be in default on said loan for a period of at least sixty (60) days and said default shall he declared by said Iran Committee. 3. The Department further agrees that in the event said Indenture of Lease is terminated by either the City of Ba dor or the Debtor, voluntarily or involuntarily: sad said premises are subsequently leased to the Debtor or to a third party, the Department hereby subordinates its rights to and assigns rentals payable under said new lease ug n the sane terms and conditions as provided herein until the principal interest of said loan shall be paid in full. 4. This Agreement shall remain in full force and effect until all principal and interest charges under said loan have been paid in full. 5. Nothing herein shall supersede or constitute a waiver by the parties of any other rights they may have as against the Debtor, its successors and assigns, for the payment of principal and interest under said Loran or for the payment of rentals Order said indenture of Lease. IN WCTNE.SS WI1EImDE, the parties hereto have set their hands and seals the day and year first mentioned above. HANGAR ECONOMIC INCENTIVE REVOLVING ICAN FUND By: _ Title: BY: _ Title: MLS IWFMigE OP IMSE, wasted in dopliwte tAi¢ day M Janoets' 1988, Ey and bollen: cm OF Ewxn. a body vofitir am cooperate, duly o')"h d and whati 9 under and by eland of Ne lbw of the state of wine, and being Italian in tre County of PenMeoot, Stat, of wireM In,loafter wreatnmw referred to as Mea') AND Eu wrWm u WM3 xtzvnuuPA'ISO, W, her form[ rrlire¢, Inc., a eooparatim: duly ,jani,en and eaiatiN ,Kw, and Ey virtue of the law of the State of Maim, and having a place of bellows; in the City of Ranges, COmt, of Patl:mot. State M Moire (iptcirafter wetimas stetted to ea Lem".) N I T N ES S EI H: M®B4S, the CitY of Ee,ga[ is to, Ower of an a dlaxt a,monly k:wn as 'FINOF in ha, C3[Y �Ahpart', hd`wlY kamn as ttw Ai[ Pare Base, and lociateaged, b,Wty of ,o Iteteiresafter sides wferr d to as IN 'A ta t state a , of wine Al[poR 00�, Ie we is maacertain ntlY laming laN y and ilLiya at enc fit age and maintewnte of ai[pladw and air-xientM a'rylprent wale¢; and fes Wx3fau9, Dwell dosis¢ to "a" aiiitimal peaoicea at rola Aitcort ths we, pun osmso and Indant,YMEf ' W fM"iw Maeto wish to di¢aolve and tetminam the to of 4aaa tla[ t o,d,xe[ 1, 1905, mae[lng EoiMidi W. 463 and a[VI:rtedult had, to paamit flood, to lease additiatal p[eolsw: SAW. 9112RHOPE, the Ponies do metdellY a3:ee as follOg: cealein lease filled CO oR[ 1, 1905. [ .g l:ildirg No. 463 SsdenM[al r inter land is herh, terminated, ad thefollewLy Cease jajOlo ay:t ARPICU C PRMI0ES did la¢¢x, for and in Consideration of tM Flat' to ole laid and anger shochole III and Ot W Obligation, to M Fe[femd Ey Iessde as heminaftx prwiddr used hereby nett unto 108900 Hp 5011wlp de¢orihtl propertied in Mir prevent natllc lt" i9: Ik ildiyad ca a cod. 3 a 461, loted Pay e[=1 Pae[ ]neema[iCoal AiryaK, Saeon, keine, and ad ugurtdount tMato, said Rh Rile foe[ dwwnhm an Uhibit 'A' ti hie fgnemBM, atb0hal AshcLi II TERM 90 HAVE lhID ro MWD the dai¢ed p,,abas used the Sanas, for a Germ Eylnniy m tM first day of .Ieauay. 1986 and homin,tine M the last day of �, 2002. Exhibit "A" OF ANNIAL. REWAL A. Lesson commeom to pay to the fewer w a rental each and Geary month d,ring the [em of this laWe for the paenixa SeaeM MreuMer an mount of Geary as WllOW: Janary 1, 1988 to Yard: 31, 1980 2,211.00 ea. month April 1, 19M w March 31, 1990 - 3,384. W W. ninth Cyril 1, 1990 to March 31, 1992 - 3,598.00 W. mm[h April 1, 1992 to Parch 31, 19% - 3,812.00 W. sun April 1, 1994 to. Match 31, 1995 - 3,984.00 ea. math Wil 1, 1995 w March 31, 1999 - 5.000.w ea. month Wit 1. 1999 to Oxa,4er 31. M02 - 5,600.00 a,. also, Nl rentals during any eKtm¢im of this Agreement shell ha data®inea in acwNante with Article %Cu of this fgmW W. B. All aWtAs mquirM MrtuMer shall Ee pfd in a9uanm, a: the fico[ OWin,sm day of each mnN during the initial term or any extension [Mreof. Lewes shall pay all rentals, herein requires, ,tbut prior amend twWhW, in laeful runty o£ tae invited States at the ,&area[ of she laseoe as nus Get forth or at such otffir place as lasso, shall designate. AtnfCla is Ula.', CCCLAGOAY AND LPWJID6Nf PPdx56 A. ce Mall hW* W light to use, acupr atl naint'i, Ne dmisu panics¢ as [ollavi: 1. For the Wo ale, rgoi,, maintenance of aer,ici,g of aircraft,a aen[ea epipcenC of parte thereof Wei by IWAW, or its affiliates, said affiliate, to n, my air -oriented wep,y that is otlrt canon o,meship or control tor aessee. 2. Y« the sale of ail nts pacts, such parts to la used in the maintaining, servicing of regain of ai,ccaft and air - imbed eguipxank mal ty eeaaw at its affiliates as leminM£ore described. 3. Nc Me mauel ale of airaaft, axcvcxanted equipment mg forte was W lasses. shall wt use said pretiva An, any other purpaaa with it One prior "press Witmn anent of tte foeo,, uhlel, mneme rtil rot be u W W Ahnly witMreld. B. IAWOl, thxagh its agents, smell we at re umname time the pmetsex¢prle uessablwrlmtiification w the teases, W m of inepeCt thn an raimm otaties of the f,W,,. C. Leaves shall Me, the right to make alienations; ant imposes,Wt¢ GO one graeim,, 11 listed, In erhieit •A^, atta=Md herew And ac mar w w xiw WitWool ten a�W 11'nfsuthe Airport Mprmmanfs shall p subject w ,pact Panarat ,Asha shall rot aAs nd unnaso,aLlr dO not, a, kenpro'ided that wM alterations, the bio, Ms Lepd®,nts ao not, seeken Ne ty or ucal intgclky of the Wildithat me dea,,rk she toric w antvl quality th m maze,, of "u Mehisr prf willies that ung such sort niN is int entirely at the temee-eWiceas amgI attre of will itim, ulthat Lisnpth, sorfine¢ w see shall a of attr«[iso t Minim, NMwlthekaf i,g tiv foregoing, mince shell nit Mme kM [l em oad pW,d IXMr e9dieim¢, exiomtma co Amt of the losses, iga m tM t w W p„miae¢ thefol ore axprasa writes: ansef of ore Less,, sura noise,:t ro aepxf m Ne follwi,q: I. hmmytiatim by the Partial of "Y Section of this Of this Agrmna:C a[gllnable w the pte¢ef f«iliei W other than thou set fetl: 11 Exhibit "4•. R. Consideration W lemor M¢Ner it firs[ will chmse to finesse, own am lean the impnrvmant W lase.. rather than lessee financing am Inning the impawmmt. 9ouW Gsmr damming that it will finance, own aha lease the he alyli[me'teec will pmcmdMo mgmiatm with Less tat Lrymamnt totem [ lasme-e general rowhiMerwom Inca a,f diticus worst. Should Maar doNm ns it will not fin me, woo and lease the imprwmierR, it will not amoably wiMbld it, asenst for foams t[: provide for its dm LngawmuiR.. MY &National requited Making areas eLM W Mom alrealy exiatinn on the denied ptenfses will b, wnstmMm m the Issase at Its am saloons, Nrject rM ssim plan apgiwal. 6aid parking areal Mall roMn t he ermawithost pricy written a;gwmal W W Airport Pdnalar, Mich approval Mall not be unreasonably witMeld. D. Mosee shall have the right to (a) farce, sevum, grade aha surface the denim Pae[Ims as ang,mg,law; M) install suM Miltiorol mtttlnr lightiog, imlWtrg flood Sighting, as Ease.. deans recemary, ap tat right W M) tdwr 1lgM� oulmide6with too MStl1ng Wn a�fits M Imsel w prims prosidn that PticrGMWO awritm, epmmal of tat Airport Itmaget for fsfle same or screos�is to m ple�that lemse t ysono vatarial fmai the vie, amattractive t 9rwotl ]seal. Mall have th. right. In mm OM MO, with o[s, to sa aha utllin E. tt M map sea adjacent M the leas( premises for Ingram pummu s only. A. lamee shall, at its sale expanse. thomppwt the taw IMIN or IW OXMvion, "M IN hoinmin tat demised premsea ix1W ing all Interior' and area, eµipm2 Of Mi huiliig locatM on tat lmm a s. Euildim firwim,w , passageways, iM or amtmerior pint surfaamsMIT s.dparkinguamIs, ova. gromda IN IsNamping, intgwi older and mpir, aha In tanairams mNEtion, damge by accidental fir, am casualty aha reasonable near aha s �,malof pravrjaj for in aha Manishrfmnn the car aaceptai. [seas shell Pto+ida for Mae lase. lana Mall M raprire3 as a Mdition of this Igram,mt to paint tha ftbariar a Who Wilding, (im. 463 IN Mi) on mon as mem i le swarm, muffs, art m later tomo 6aptmLsr 30, 19as, M sono arm, data away M tvally Nm&J upn by the parties. B. ifie ®ran W [eamat naale war aha teat' um in mrsamph A of this ea ptim tolre igaticof the mss Mall rot la m #utrow.L to relies Issas, of tat mgm,leility for Nmiding mlaim of a ro'sin, aha regular n Wr, which nay Iron toe Wtiffe cessary, nor pawide mMtMMM t (Inland Praire M a meneat dmree ordirerily sufficient to prevent drips,, hrewwri M, failures w1fum<ions or diwmp im: car Mall wary "Motion Or special provision of this Igreaent M Mosma J m "no that leaver would M taguimd W carry wt uwintewns, am tapirs W the Wilding. WrLITTes Lomas Mall pY Me mat a all utilitles furnisiN and mmusel on [M damon sgranum, inuldiN electricity, gm, hart, water and Isar user -3- f ISNPNIM. LIENS R forma agnea to mcaptly efacchalre (either fy payment or the filing of a necessary GW oc othermse) my me mics,, materialm"S or order lims ea Say n, pl,md gal wt the dharma9 praOmm, any raildiOgs, am, arm, out o my pymt Os far Im"',S mrd neialsr, styplies or equipment chic fmy Ione mon f,miahed W oc for Is, L,m". Pcwided. M1emw, the Ieswe at its option Nell arm, the right N mites[ tN validity oc Justice of any such items mfine i y m the mm, m) W Ws[pae palmist thereof until final deterninatim of any surd pra�inge. A. Mership of pxnwnent imams m,t, N the dmimt ptwnims, as listed in 1YAWit -W W this 1preemnt, am which otlmvise mry tons time to tise U, npH M imase fast am affixdl N the prnivcty aN ars an integral psis of the cpcmtiy aystms Of on, struttma, op and to rem ail¢ mosmal pomarty shall amOM&tically lost in the lessor as a dmaiMtatim of the lease ant rental edl�ula. _ B. My Witldul new buildings, oo inemhml p my except as Pmfdai far Mame that may m Einar E, aomtm m im"II U W lasece frown tLrc M til dmi g tie tem of this Imm, ahall remain Na pommy of Wsae, ant, ease temiratim oc mpirmiin ce this Leaeahimr Snail Ie the right to remve the emu EonH s q frriant ni proaesvithriimty (90) days M Said teminatim. Nry each giapcty not m reasons) within ninety (90) days frau the drta of b,mimtim atoll to sem the property of Ge I msoc to Oe disge t of in soh lay as it ray rices fit. In the event Iesme elects to id ant Omer personal proprty, the Wildirys and lana apf,mm, rt themto stall be retuaM N as mar as psmitle their mMltioie a, at the commrerprt of Nis )nam, ordinary wear are tear excepted. ARi'tCfd i% STIRTEnDsol OF mb)mt to Nu prvmislons dnNimd in mticle W11, the Iassaz shall, upon the "Mirmtion of this lease, aumrder Ne wiet ant pmo ole sommslm of the deoised Rmims. ARf = x A. 1M immma herein lanced are located ups Ne Property of Na eon ant m umly kmn as mama International Airmm. 'iYurefom, the Imm, remy ag oNnt to obey ma c mmve, and to omm all personnel emuo y aarmors, all wnicipal ordi,mcer, aid Stara a ym I Fa9me1 law Pertaining W tbI ceermim of said Airport and Imsee'a use aid 'Coupancy Of and mime all he real epmim. In addition, Wseee stall Cray am armors ploytd by the Imine or may, ant Waem all x`aWmass e a, [alae ant regulations ryxyeea ulations of Its Ait Xma t Inovalstnnt Mth Nis farm or am the aforesaid nrlea ant regulations Minh Im uniform and apply to all ommig, i wimm ant men of ran, ti,f m ant hair emlossm. _ B. 910 Emm,, retains Ne continuing right in the leased prsairm to PMVv the emotion or gamth of my WildIM, rt um, rose, or Other M]st mrmding into its aimiacs moms 342.4' Nes, Sea Lanni, ant to cenwe Eros, "ad airtime, or at the Sale option of the Wsmr, as an alternative, M mark aM light as tlat[vctlaa W air oraigatien, any smM1 Wilding, structure, tone, or senior Mjxt m+ u[m, or which in the future marbe please urm 's pprol.emstmy' t��r Wifor rawsh th, right f theof Ingress to, wetness Isssro hill rot use or geie Or u�ffertytle rew oa�e losses Crop wry in ch a Mass, as M fowls electrical interference with rMio mwunicatim between any installation upor the Airpa t Mil aircraft, or M M sees it difficult for fllaa on dh iliMuMe Mhnen MIMI lights IM cions, or as to impair visibility in ted vicinity of th Airport, or as other ise W ,d,rger the loosing, taking off oc mrcuveri g of aimmit. P¢[Mc, lesmc Motifs a right for tM prsaaJe of aircraft ('aimr,ft• IsLg defined as mry ar6rivancn Me qcn, of hereafter inowsol, was or designed for srvigatfon of an flight on ted air) Or whomever MIMI MI operated, In the ai,gaace areae the property Mm, 342.4' WL W an infinite Might together with the right to ruse in all arsine ewer the property wG Mis , vibrations, frees, dust. two iarticlee and all other effects that may be mood by Ue opecatim of aircraft lensing a, of tekirg-off form, or operating at or on ted Airport aM anon nrcc erne, Pnly water. ,vela aM MIMM env richt or ceuM of Lamor cir? to auto MIMI qrc oNec effects that way M vuurm] by the operation of alaraft IaNiM at or taking -off fret or operating at M no the Airport. it is ary ifically understood and a rwd that nothing herein tontaired shell M corcccwd se starting or autMciring the gcm[ing of an exclusion right within she meaning of shim 308 of for Palecal Miatim ect. it is uMetsteco no aped that Iesaor's title W sale premises erg H¢ opeatfm M Magor International Airport is subject W certain rights in Un u,otM states of Merica, artl this gone,M is made subject W any such right,. in ted front Ne united Rate of Ascii or over agemy formal sMuid exacim ary IMM rights in or W the leased premises M Mason of a do£avlt or breazh of other Obligation of IN, City W said Unita! states, of Marine, don W no fault of the lessee, than Me lacuna agree that the Mitre States o£ Acerin my Mane the Misfits W income W IN Lassa, MreuMet. AHIICLA xxx The Uawr renynittc the mai of ted lessee M Provide Maarnable signs in conjunction with the IM, worn, y and 1111Mmnce of the lea d premises by the leseee aM W that ed agrees with the written trywst for alterations abmitted W the Lasers W ted LaMar imorl Omte wo, Sign aWjMt on their Miry fn mrplimte with the requirements M my be iagmad or for the regulation, gn o,simM, Or M city Of tenors, and eaWjxG M was, gCr alaatmi the AAv'ry-seMMI for ted ARPIOB X111 A. lettere in the me am occupancy of fed leased Premises shall not Or the gaouMs a cox, ram, What, coal W national origin or airy otlwr mama, prohibiter ly dew, discriminate Or permit discrimination against any Pram or group of mtaore In My mama[. B. aze for itself, its personal representatives. succeram" in fnMreot ash assigns, as a part of CM considerations hereof, rices MteDy, manart and worse as a w+ercnt ruining with the land that (1) no q[sm m -5- Stull W. eu1W d foot otnecaiaa we5entm to 111 in the cwatmctim of ¢c o[ "Me[ aunt, land aM the ula[tore auY t aneMW. min the eevem Of nasi of6M othe arA as Mi uma' c[imastim mosso,", Me lasill Mee M, right, sitar foe, I'mo[MOM, to r,to tams mtetfy' Mm thi vi Mm,W W,thi1301 this aft,[ a®Lpt 304 ]M lessee, autism to the tem, am provisfma of this feaae. on, Wywe2 of the rent. am Wm[vim, e,p4g am perfwmllq all the tend, and ptva"sire oof it's feaw ed lie psst to Ie Wunnq, kept arel {¢en�aes pe[fomed. ¢hall dual , WY tw 9 'an12Y Moe, held, w-tnryY and en] the datieet ]¢diet q. ua ee¢eot ocInstate y Mtmeipa haMof Witnnut nimm [ae or MY Ins W lawfully claiming uqe[ the lessor. ft,¢ the le+[ daaanis t at the muencgme te nk of thrm and Me exfereimlatest[eof, at mMs te gro] title to the den1603 Preniaar except for the night' t'ghtaatpflIll falibm states, of .Mantles, e¢ done fully deacrftM in Article XI, a Muslim With all'wilmime Sural, seats am sedated I'm Mane a s am aMluiativu, including Out not limitetl tp Uu lural am s4te autdivi¢tu leas and the Stott Site fmatYn low. meCICfE xv b¢a, does sot insure Ge daniwd p[®i¢ee 'Dabs, logs by lite am the eat,mml epe[aye¢ uaual in ai 1 inw[aw, In the event of deetM,tim theManf, eaOf buias ldings m Ne hY taws' m to demimd teetotal, ok to any P+rt u walky, teams, shall have the rigltuput do, the Mslaill I, tl�lud ey £its oc Mhlr "Mi, the imptauemnta for M,uparcy. t, ns,, m reWfW Ml [f 4¢es, elects sot re ,ehuild ud sell Men Man the ,pair itself. am tnght. Minim prle[ he ,aid fire W Mase[. am On, , tem'tna£e kryta u lease amshall otil, Cee Wtuin theaforeventa£tr edkties letlei, am laswe aeu demltan all sttvctuma M fm, Wall level and All dah[is £ms said ddoalitim £tut the Madsen crm,ism. -6- N0 mWEUCCY WIN2 4W14VLE no lasses dung the entice Mom of this AgreareM Whall maintain, at exNma, inmrstra of the folkwi:g type ritl: ampanim mmo[fa d to m twines in the Rate a Maine for the protection Of the City of mmo[. Nn mall Its, mast a m'SW i gains[ allam charm, losses, ,pInym by Emma m' donnas¢ arising outof iniu[fea to persons 'It" Or to p[mp2y iN[Mr ccs , Of fpm. acts, arms am, :egts " risor ing fvn, of Ne Ie -8' is the Officers, splo}tta ant a3aCs ant arising Erse Iassce a un o£ [M paeaLvn. Aircraft Public LioDility Insurance 510,000,000 p[ person 10,000,000 pe[ accident Aircraft P[cpatty Lampe Insurance 10,000,000 par Gwent dap[eM1ensiare Whlic liability parsons 300,000 for person 1,000,000 p[ accident imsor shall not fe requirm a prwioe Insurance twerage m the lemehold L¢rnarents or any Procetty ownel M the Ieaaee or third pssi'ea as may be. lccattl Athin the le d pseaisn. lessee aMll suss to he fumiabai o the City of s,nm, wide: a in W foes of mrti£iomm, of insu[aim of the existence aM continuance in form of Ne iSwa:s required bamnsair. �T mol ant tect, defe:A and hold lessor, ape its inhabitants, offtttaa, aq:l Banta mapiamly hanniess fan am against arty am all I'militiee, losses, suits, claims, i00pmSts, fines or dewMs ar ling by elm of injury or mam of any mrs[n or climate m arty aro tty, imlWig all [wasnble roots for imzstmatitn am defema there Iinalaninj Wt rot limits' to attorreya few, caurt coms, ant npoR'[tnam fees), of my nalstre Mutmaver arising Out of or imilsnt to this pressen ant/o[ Hw ux Oxmparcy, a the lmael pasimm of the acts or Misslma of les fficm, agents, wp oyes, soon ta, audm:traoW[o, licensees or invitees, cola,, mm, feiery, dmN, o[ a ye is Imad of Ms : glimm, of Me lasass. M mr eMll give m mama [eaamabla Mia It my wch claim, or actions. a lanae shall am nae marml reasmbly soap[eele at lsamr in carry4p wt its oWfgatiore hamaAet. IM prwiaia¢ of this Articla Shall s:vvim tm «ptatim cr wetly tmntmtion a this AgreemM. ROUSE CLAIM The inose maclf scally a9na% to seta Or maim in any form for damsaw or re1Mo[.sa:ants to tha lessor or to the unit ai states Cwarment for any reason or cause reaalti:g £ren, noise cerarata Econ altpurt uaea. AmPtu XIX DmA= it is cmenanten ant anew that: (1) If the Lessee stall [ellent, ae fail to pay the rent d[ Ghe[ mo g pyable hereunder am such defailt shell continuo fop a mriw of thirty (30) days am, mitten Mite aetM by imaar: or (z) It Lown shalt nplect or fait to perform or dsrve any of the MM[ covenants, temm, p[cvisime, or mdltima m its Part to be perform i. or ommv d. and such elect or failure stall coMinn for a periM of thirty (30) days Offer Within notice thereof. by Inmost, or if such -7- Crown, i,a'iaims or Conditions cannot the paefon d 0[ dbrmvm within said thirty (30) day prloi, if taawa fails to diligently prosecute W curiN of such rglect nt failure: o[ (3) If tM obtain hereby Created shell W taken on, executim, on by otlnn ponces, of lair or (4) If W iessee shall Is Isolated bankatgt m insolvent attoNLq on law: o[ (5) if any W$iIiw mt, atoll nd safe M W laupmy a the [erase fm' W benefit of crailtare: ar (5) If a reheive[, guardian, rnservamr, o[ tmstee in bankruptcy o[ Craft sisilor Office[ shall be apO,oint i W tab Charge of all or my substantial pat of the lesson's leoprty by a court of cmapeNnt Jur dinfim; or (7) if a retitlon dull he filed for a ranrpanizatian of W 4sme We[ pro+isima of tm smk[uptcy Mt now or Mreafte, mactM, or (8) If W lessee ball file a Ietltion for such reorganization m for arson;®nts under wary provision of W Bmkruptcy Mt nov ar Mzeafher enacted, then, in ay a the said cess, (rotwi[hataMip any Liman of any foam[ breach Of cwebant o[ waiwc of tla Wrefit Mecf Or ceremt in a fm,®r instants) tM ieacee try M ansidattd in default hereunder, am two, Lessor lawfully my, ime cutely Co at any tvce tMneafter, and without Canard M roti,, most into and upon the WW prMiWS o[ any lawn Wreof, in the rota of tM whole W Mi:s"M the sere as of tM Wssor's boom, estate, aha ,gel W iaaace and floss, claimfrg ti romh o[ under it ad rwrve its Chair effects (forcNly, if necessary) without paeJidice to any re w iesihion afght otheM,, Is used for uttus of mR m pre ding breach a oc,mmC, N upr entry as aforesaid, this Leese shall tormnate, aM the lessee Constants and aams W py and shall be Untie far the days originally fixed lanai, for tie. Lelment tr reof. anaunts peal W On, mvm'al iretallwents of Charges reserved as they would, m5ar W barna of this towns, �tv a aveoif min Ware had M than, tmslrated or if the Lessor hd not entered or re-entered as afoneeld.standing two for yoiMI Leseeel s liability shall Cot excaM W differ if my, between tM rental mrod, xxW have hen due for such woos W tlers hewn an such [¢mintier, aha the wt being received ty Lasso[ as rent frm, muupnfs of sa W pre ices. In boom, to r igate lessees damage M[ewde[, ferear praise to mm, every reasonable effort W m,M mo,egwentterantaa rental equal W tM Revailina local note far W demised messes. a 9u Gssee shall pay m fM Lannon, a reeemable ettorny's f® in W wmt W Lasmr eeploya m attorney to allows wry rents dire her nmAer aha I Judgrent in Coronation with collection of mid rent, Or to protect its, iteot If fie Lessor W too event Lessee is edJWp t a hmMrupt, or legal process is Iwial apo, the in st a tM Ie n this Le in d Bim^ violeb any ofaW broad, nvdi[i on tMrprt o[ ts rein m teire3, prwid d Wt La fails toapramptly Correct WLvioletim, of my term, conditiw It co mmta ce after receipt of notice Wt it is in vml,kim thermf. I mmr will bay W reasonable attorney's fon if Larose umploya an attorney in tie event the resso,vicl,tas any of the term, canditims or coverents on the part of W Ieseor herein ¢mteined, Brovid 1 ,sial feasor fails to pamptly Correct da violation a my tem, comitim or wvmuo after receipt a reties Wt it is in violation thereof. -8- MiICIE %Ci Im wanes shill rct at ary time maign, fall, s may W transfer this my interest tM1emin, or sublea» ar marlin or rent the presides, on my Port thereof, uitM1dR th" prior xittm wnwnt of the lessor, e,mpt that a ]3 hive the right to moan Nu deco to my ro[q[atirn M mth MLLmy have becom hanged, mmt olidad, or otheMm marinated. or any com m rporation or holding pvyhearing hearing the controlling laments in Ne Im me, or Any Conservation Mich may m m aurmmlefy of Cha temee, or for m rus of fuurcind M hereinafter prwimd. In On emal; shall in, Ware rated herein to rolirved frm Any obligations wider this loam by virtue of Such amigmenn or wrlettirg. ARTICLE FINNEI1G AFFIMa [gI5¢0 eadera6 EC LASSO[ is cognisant of Ne'reed of lemma as finaxe Ne construction If Wildiryo, structure, had wprwments on the dmimd pamima, am safer, Specifically mmea m Posit the leesse m ortgage, &sawn or flambe, its imsehoW ismaat in the dmdsat i mdsm for the Pim, of Bmb iN construction hadq no pmament loan f1mmi r the said hni i gs, assignment a transfer Mall rot meead th give notice of Ne wismim? of mch m3Mrer ufth the need and a'Nress a one i aM a eery of the rvatg p, amip rant o[ Oman of foreclosure, and in Ue event the arefeae snail Eexte the pure[ of the L loaua. mid mmisam,ynea or t. ke lmeemim and atoll memo the iceal reefed m[ewand shallm Ae[ all W au cordl[ium m held by Imea foci thich au a ILI'm feeeeeaim, d in each e+mt, m. mall Only he liable nMm the term aM o If time in uhicb mid "'Nage. dramas n rut tleaeafte'. mu Shill maid acrtgmw, MY mOul s We' Ne bass; o[ ttvditiau becam mored in mid mnNgm, as -a iaCe terue of such aortosm, asmismant o[ � s, Mall 9nre or Mgegee, someone or t[m mm, mmmr domme i (3) thaton the msm ons tamee, maga an l dt pan=t mnsoon nsmmm�¢tall hive Me right to and hidden of tlm lam maid a estar ate upon tee amremam 1s Marm ea, assWrom or ot ttarufe[em d nortgmme, aedipae or trasmfmrme Mitis,¢ bereof during tin Prio9 Immerse ons morn mmrate, am entitiest mai be liable far M an Within antics to y mrmga w, assistant or r [fttm notice if lame assaults aider any of the ram, ad mW muntgWas, assigns, on trarefeaa y (3ge care afam receipt of mid retire to c,,m Mt Were a default by it take, anee Care, SucInsights,ee, Insigntransferee commit teating of meh default wittin Chitty '.mi, "ranal be ane each default within a reaxnarfe LAWOr also Names that a matinee. am hat rain definite of Le capable of 11 aeei9me or maemta said if fes,,[ [eminates mv,mie default, than a nor leas, 1111 be I MaNwce, ambilm, ma transform, as matte. upon faime in this ram, Leeson aim "entries or Inso nia that he charye, Stlotnt, to u nation, of anormim[ of the mid lout the prwr winter, remain a .s h mrNmes, MIICfE Mi[ EfIENEINT DWIN A. COM Clan Siestare amewI If du[Lg the term of this spam oc Any exkere(m [�mmf ked d.mrmal Npmalma, tm >mp[wesenm tmmma or arty q[Cim of eiNmr sustained ono ken by Any ¢vmlypmnal wfrq[iCY, or by any wapnaatim haviy the power of minelt do,,in. reason stl Iesste'lore to wryest th, wafts in such Pwcealim w make Npar,u aveNa on lwspt nA fess, a w flat[ i&%ective interests In tea Ean1e d Psondws. if for any reason the malt is willing or ur rle to make seyrate aeardl, lesso, mil lesace aarw that the One "son shall b, aqultably am rtianM tension fauna, as herefnaftee set forth. to 'fled Nei[ reafective interests in tM hs5sw premises. B. Tallon of mnimi Prmfaes; Rr"I"tim of loam. (l) If tie Nwle of the Gm3aM prating shall Of taken or cw+iamrei by any crn4ununt authority fm' any public or p is µWit um or forams, 1 if swh a substantial part tMamf is faken u shall re¢ult in the µrtim of the nosiatl pOamises retaining Miy w lmpm' c¢2We as an auun rally useful unit in the un suet of lesam's buAinasa in Ne 8014 opinion of tM Wsee, than this lease stall fa mimte as of the data upon Miro such to,wity shall tone Pntsessim of to Osmate Ptmt ism. Such tmmi,,ti0n Pall. M2ver, u ritiout praiusice to the rights of learn and lessor to sanctums Iran Ue emtlsnror mfa,,r ion aha'mage onto s ty turn astlmnat or Or taking. - (2) If Only a Part of Ne tl¢nu'1 lu mises shall he so taken or rnW V W, aha the paR nut so taken can u sesta[ d or tttt+erted for the ml "e being ossa of N®rn e Eisef Piaes inmWiately prior to such tm�ing aha as an acorns, ..ally umNl unit in the opinion of Wssm, this hues Nall r'cain in full foe and effect and tM trnthly rental therxfur µYe Wepbywl¢asw w famous shall tel herefusal as i aresulProportion ta such taking beam tathe ct raiuctim in rwtal shall bene¢ effat w as of the first dry of the uleMar tvtN follawiy tine ronN in Mich soba mdsruWm W oMitg oxen. p iEed. Mxver. 1f in awh cam rias awarL to lessce On mwnt of such taking "If not te sufficient w arable lessee w teWiM or'¢sore ths t ¢mist prises eufflefently for its pta¢sea. lasses hall have the option tinate thisw ¢ Leve anj shall notify leaass rithin a ieemmble time. o termCcoast ns st lawOffs not stns w w unsieauew , lecee shall, [tin a [so¢M mmm tame wt of the imµoveoente to to, natant made eavni.azly 5ensiole ty me mad paid to resets. C. Allrcatlm a SWI¢ #aN. In tM event that lessor ad leasee ate tatahle w hrain wparana epi s with respect to th,it Interests in Ne �Oaiete ptmim, than, Ne siugla unison shall be fairly and equitably aPpotntrea beta,,' reaaor and Iris''. with reapwt to a soma mtatim cavorea by Sectlau B(3) rows, (a) Sasso shall [swiss a' aurnmt equal w the total iNtb[tdvess wrstanning unler any leans recons by wrtga3es ¢[curring rear'''s leafhold inmreat in the demised Pmtims: (b) lessor scall [act m4ive ,amort equal to thw potion of ths award Mich is AtribuuWe w toe takim of or inrury to tM for ¢wale sailor In tM land sSy (eXCIU'g (c) the Inlaxe of the aww attributable w tM taking of any b it irys or other LipiolmxMs shall no, IW to lesacr for lasses, as follaac (i) lessor shell rerefve an mmunt equal w the Product of tM lactim of tM suatd ibuteble to tine taking of any buildings or other 5graetmnt8 mult1P1iM by a wctain Eons lm, tM roast+[¢ of Mica shall W tM mount of yews, and fractions tMrwf. Mich have erylret in the less, wan or, my extensions tftateof as of tea data a tum wmmvtatitna, am the ama.irewt of ublch shall be fifty (50): and (if) leans' ¢hall e,,ila tM balance of tha iortion of the award attributable to the taking of any buJ9inga Or Other urytwuau[a. FSM [,qct of a cvd5taa[len wwerei by S,,tim B(2) above. (al Lessee Nall farads, on tha extent available fou, my such award an salami usual w tla ant of n¢wfatim, repair and teplacuant regairel M Section p 5(2) shows, and (b) tM to a of fns maid, if mty, shall ha qvd to VSSOC- Awraisal. In tin evant of , dispute of alspreeasnt Mt,,e, m[asac and Game as w Nathan, in tin new or a Partial taking, tn, f rtite mw®uM tan W restru d ar o'mette0 for usermllY useful unit a centanpLta eau' Section 3(2) a cav, t as of the tissue shall wnttw, ,w in cls event of di,Pru or disagreements bet,e,n w Letasr aId iessee as to the fair and equitable appsrtiw,ent of a atingle swami as wntmrslau] order Sa tion a eta,,, than M, mjority opinion of three -. -10- re shall xntml. twom and feriae atoll ear spats, me appraisxi w eppra"ef, mall pmep^S^ aplpernt a third appraiear: if they fall w .. _. - I.., 1 does after notion of their "it's a period of ten tiul days star ands mum. w . ... e.... Ones to appraise, ed a int N W the Arty giving the notice Null was aha ;xAgm to Poway as sole alp,aiser to make the pPralsal Mteuawr. lessor ad James mall each pay the few of W W,mn apWintN Ey It as samaieer ,mossier, and Iris, and ]amts shall seen fay ora -half (42) of its fes of the third malaise, aPWinam swums W the prwisiwa of this paragraph anal gwNlf (1/2) a the gemsel mgemea of surfs appcaimel. 6. anms m amfwes. assigneeNry ao,tgagee, ignee or t Terea�o rias to ..... ey toss Cease stall to a µape, WRY w any Pace¢ NiN uncemiy ,taking of all es, any Watwn M Postdate; t, wairea PtvwltR e fearaw ns Boma oma aauwmin ge, emigre, transfers, wall be mtitim to intowene or paRicivate in any mch p[crec-0ing wrier an it, net twalf Or m whalf of Jemm. All odw, rights o my, moh latg ea, assignee or transfarce imlWiM its tights, title and interests in and on, wMsnnwtim awards stall desire wd1uwwlY five she rigMsot leasee Ierewder aid ran ammonia Gtwn letter and such mwttgagam eaignse or twwferee. F. Pitot to Mtest fears. In tw evew either lowerm lasses Mall ds,io. w motes¢ to auu i of the ward offered Ey a mxaltmnind authority Mile Na Crisis, [arty is willing w xRpt the ram, the umilli,g panty may make Much wnwrt, Including my litigation omreey or desirable for good Writes, pro+iM that it mall hold to Willing wry c"Pletely ar,now frac an, lms awned onamay, vulWing my roductiwa in tla final anamalnations (lM) per missy on my Anne tat,memsim walled lhave rat, oftan ban paid to she Mlliq party M as earlier dam. R'br m undertaking wch the party mwkiay the was Mall fumiM to the odor an indemity s Wiry ard in an mmot soUal wntiesmttlawns Offend] plw awpa reasonable es Lute fm Come, stresses end lar of interest, MSch had Null to mgitio N an she menewful pfmsutien of wch conbwt and the w,11ip party bly protected frau my Jose occasioned titaness. IDs lessee shall Mae the agtirn W mond this few for a further tent a tan (10) years mnmencing an consist 15, W02 and adding m October la, 2012. Too rodim or, uceM peveide l for ttnis alticle mall to exercised, i5 at all, m dailies and C O s,,,,m: less tim ninety (90) data bfw the natural brminatim of the initLl balm wools md"ined for, the Iasus wall notify tb fewer in esitilg of its, elwtim on, lease tse denfaed powi,w for the mid additional two, Me"m y" the pasties twwo Mall pcwM to statists hetxen flrmwlvm for flu WtNme of fixing a rental for Use said additional Wmsawm Patios- if, ups be wpiration of sixty (60) days final and after mO date a aacb notice. forties, wrwo wall how shed w ,area in wtitim as to the feral to be fold ty the lassos to to or doting mch additional wbwtcn period, t each of tb parties bona mall talent an arbitrMo[ on, detevnire to, amorn of natal, and if one ter, arbitrators cannot agttt, tan the tw arbitrators mall select a third wbitbtar ab is, firairyw M tie teo of tM flow arbitrators thus m1Msd Null W final and binding of m soon Motlew ]stew. ARuCIE XXV If during the team of this lease, or Wary w,mmim thereat, the United States a Nrefiw, an any Percy thereof, mehysims feasor W sell said freeness, res if the Weaa', in its sole discretion, is willing mel Will W sell Said preniss, then famaa droll lave the first right to pvretam mid isyn im, open the following Sema anti coditiaie: 1. fesaai shall not be in defwlt of any armisim when, thio fere. 3, laser shall give to 1¢6530 Written Cooley of Ne IXne¢ ant mMtions of its offer to sell Sets] prem¢ w. Within thirty (30) says after roosipt of Wear'S offer to sell new travelers, foams, mvrt give Britten entice t She fe¢mr of its striptease of sw ofmr: provided, krvever, in the even have, answers, to pt saw offer, hit ice, M gree as to the p[mdms, the M tion prim all he the valve o£ fail provisos a5 rdeternirei by three siSymmr„ m a majority of this, one M Mm: shall be deaigtatet M the leewr. we of When shall In dmignaowl by tin faros, a:d ax of Mw shall be tMaen by the two m dtofgnMro. 1M decision of a majority of send aigoai,ara shall te final and hinting ups On, parties. Within thirty (30) days thereafter, and on remipt of a certified clock for the purchase prim. Leser shall averse aU deliver a dead conveying to the fames, a gal ant nark table title. 3. If the Wane Mall Cot movies mw offer, err emu fail to mgalets said Michas, Within the, that ant in a manger here1M5Wre pmwM, all rights to Wrohm, saw pm^iav herewtlar shall terminate subset further actio., time lasing of the emmm. ARfICIE %kVp SAISS NVMMS TAX ]rimae may, terminate this alternator vitiuut further liability Eon rental charges shrill the State of Write, or the City of Prop[, during the rn of this Agreement, meet or artery) a sate¢ ter an leased aircraft ant aircraft equlpreM eel parts. In rich an event, lessee may if it w denims to vete the lease ups¢ written native to famear Or, wro than thirty 00) mys Cohen to or sixty (601 day, sutemelt to the effective data of said legislation as "ectad. It 4eam elect, to terminate, all tliligatim, tare, shall be met to the date of nomination. ARISCIIS mix Samos w the fern of the fess[ to aMplain of any action or tee - w the part of the Vsee roten how long the ease nay continua. Mrays, nallto be a waiver lar the le mof any of Ina rights herev,der.rtirs, it 1, cvetantm al al il that m at any t of y of tin prwieiae hereof by Lessor, shall be xnstu teas a waiver of any of the other provisions herammr, ant that a Waiver at any time of meg of the leovishom hareof shall nst be confirut at any suksryuant tine of fats mass prwl¢tms. 11w appraaal of Wsor to or of any action by the leaves requiring the lessor's cement or approval shall her be deeat] to waive or render umwwsaas ry the fassr's eastern or ananmal to or of any suGSWueM siNlar act by the Ieseee.. NIVICES Causes to the lessor prwiQtl far in this alas Mall he sufficient if Sent by registered or certifiri Wail, return receipt agmatai, R tai, prep, W: City of Saslow, City Sell, 73 Xaalw Street, Sargent. Vafre. -12- 09901: ate natives to Ieeawr are to be sent by eryiaGce3 oc cectifiM sail, cecelpt quested, p,mage plegia, eMwsw] [o: Bac nacloc Messy, Znre mepreatM, Banco, Intemetlwal Airport, or to auto otluc eeopeetive ammsseo as the parties my haigmta to each ocher in wits g feax cine w tune. ArsaCIB MIX 11NABIBTTt OF BARxCmsB prmvfslaa if my Gas or pa•lsimo of this Ieaw oc Ne application thereof to any penin cc Cie)maGmms to any extant. G invalid oc manfoaaable, Na tensiNec of this loam oc tla application of such cones and provisions M pecsaw It c colUtsums tics, Nen those to Mich it is held invalid oe urenfocceable Mall not as affectM W[eby am such tete am pm✓ision of u se leashall he and ate be mfmcwple to Ne Nrt lleattain peemit M hyla'. ARTICUE irnapEicrsCA3 'lbs headings appeeci,p in this fwae ane imeMM ft, convenience ad refeGm only, ate not, to cs cuafdace9 in pnatming this Isaac. WNbg mnGinM herein abed G dear! I, mmtruml by the fancies heaeto, ror Cj my third patty, as nneaeim tM mntionanip of peimilal ate gent ee of wccw,anip or of ioint v,nsure'betwn has parties M,am, it Gire uoda,at,m am agreed that re1Ner the: emam of wopowtlm of ,M me an slier p o isim contained ewin or any acts of ON parries Groto M all devoid to tmG any relatiorebip Gnweea tho ps,ti.e Mrew titan tMn Uo r,latioship If 1,mloN am [want. ARTICLE %KK ¢YASICNC WI Mia Gave shall C, gouenom exclusively by the pcvisions hemf ate by the la" of the Ram M Maim, as the amy nary fiat clam to tum avian. =1= w BStCUTMI OF AGREOMENS A. The 45mc Gaby repregmG sad wrcants that it has Gkm all "cecal lam adU ucal ate lryal scop as rewiaeal uMa all state, local am m of am WGmvnr ftc tG portals of aunMcishthe n thisPg,mmm, ad that the execution of NyG is ,eent M Ne CityeXaCuMangec cautious Nis Ap[eaamt a van d am binding donamnt on tho iacG of the City of Bary)' and in fully mfocemWe in ell of its Gtm ail conditions by the Imex, B. Lowell hemiy represents ate :arm,:ts Nat it has, taken all � f� and pcmMucal ate local stags as requfael ands, all scam, local and 6m rolas nM laws am re M tnias, am all nso,ocy mtpamts action M am 'tn a NmM is ABreefa 1 binding randw lal donwntccanM too laamas 1s fully enforceable in all of its Gam ate wditiore by tG City of Bvgtt. A CI8 =11 MGpMNgM d+ VASE c ate le ee agree that this L"Se shun not ba cxaNable. so, Lactic mat, � request sy weans, it shill cannon and dauver w ovaca m of wase in awgNabla M[s ate in cmplieme with tis prwasio,a of Title 33, Section Ml a tG MlIC Pavia! EGcucee Arvnmfg9. -1} wt'ME96 1¢6lIHR, the mmies hereto b", lot Neve MMa all mals Na mr IN year first written .love. wrm�a: cm � aexvs` its xum aev xeoeoer -14- exn � / i q lee -14- VSSdN 6%NB6 R@IXNE16M5 ro xPtCAR #461 nve fW1Mig :n ,,a is will be otri� mt at the sole mtpnse nt Itar Xarh Airways, Inc. on 8mgsr 4461, mrnP, xntecret:ael Aieytt, in xwcdance vin the term Of no IMentuce of Iemer Entad 1988. DE=WTICN mm L nx E ttxks 887,000 Jan. 1. 1980 - reexe, r it and replan hnc rail, mtl mcrete slat 1/ Install Emr "mute,' M.000 Jan. 1. 1988 - install t a p ,t Eras 3/ Install :nwlateE E ttpal ceiling 70.450 Jan. lr 1980 4/ I11tell 118 ental MLids lights l].]W JM. 1. 1988 5/ Lvtall Pmirc fft N infrs luater, 30.WD Jan 1, 1988 6/ Paint hangar flc c 1D.W0 wapL 30. 1988 t/ Install gmteM akmO I r Gnrs - repair leaW in twf 36,OOD Sept. M. 1988 8/ 9aildi,i ne idl sten a Milting 11100D Apt. 30, 1980- 9/ Bdld 150 car iarking 1M 30rOW Sept. 30, 1988 10/ Paint e , 0961 aN 8463 40,000 Wt. W, 1988 88-3>8 AMENIXAFN'1' W0. 1 M IMENTORE OF LEASE THIS AM14ImMEIiT, executed in duplicate, this_ day of June, 1988, by and between: the CITY OF S gSOf, a body both politic and corporate, duly organized and existing under and by virtue of the Laws of the State of Maine and being located in the County of Penobscot and State of Maine (herein- after sometimes referred W as "Lessor"); AVO BAR SARBOR AIRWAYS IICORP(1QATE0, a belly corporate, duly organized and existing under and by virtue of the Lax of the State of Maine, and having a place of business at Bangor International Airport in said Bangor, County of Penobscot, State of Maine (herein- after sometimes referred to as "Lessee") WITNESSETH: WSEREtS, the City of Bangor and Bar Harbor Airways Incorporated executed an Indenture of Lease, dated January --, 1986, providing for the lease to said Bar Harbor Airways Incorporated of Certain premises known as Buildings 461 and 463, and land appuCtenant thereto at Bangor international Airport, Bangor, Maine; and W[F3HFAS, the parties hereto wish to amend said Indenture of Lease, ", TIRSfooRE, the parties mutually agree as follows: (1) THAT Article III be amended by designating Paragraph "B" as Paragraph "C" and by adding a new Paragraph a as follows: B. As additional rental Lessee revenants to reimburse Lessor for all lune paid by fAssor for Lessee's benefit pursuant M a SUWrdination Agreement and Assignment of Rentals, dated January --, 1988, a true copy of which is attached as EXHIBIT C, Said reimbursement to he paid to Learer on the first day of the month following the date of payment by Lessor. (2) TEAT except for the foregoing, said Indenture of tease, dated January —, 1988 between the City of Bangor and Bar. Harbor Airways Incorporated shall remain in full force and effect in all other respects between the undersigned. IN WITNPSS Wi ERODF, the parties hereto have set their hails and Seale the day end year first written above. By Witness A Title City manager BY — witness Title SUBORDINATION AGREEMENT AM ASSIGNMENT OF RENTALS - TRIS AGREEMENT, dated this day of June, 1988, by and between the LOAN REVIEW OYMIITTBB of the BANGOR 0.UNYAIC IN=VVE REJOLVINC IRAN FUND and the AIRPORT DEPARTMENT of the CITY OF BANWR: WITNESSETH: WHBRFAs' Bar Harbor Airways, Incorporated (Debtor) has applied to the Lan Review cumnittee for a loan in the principal artount Of Coe Hundred, tarty Thousand Dollars ($140,000.00) for the construction of improvanents to Buildings 461 and 463, Bangor International Airport; and WHEREAS, the Airport Department wishes to induce the Committee to make said loan to Bar Harbor Airways, Inc., ", TBBBBBoat, in consideration of said loan, the parties hereto agree as follows: 1. The Airport Department hereby subordinates the payments of rentals t0 the Department as required and provided for under Article III of a certain Indenture of Lease, dated , 1988, between the City of Bangor as Lessor and Bar Harbor Airways, Incorporated, as Lessee, a Wpy of said lease being attached hereto as Exhibit W, to the prior payment of principal and interest by said Daz Harbor Airways on said loan. 2. In order to effectuate and secure such subordination, the Airport Bepatbaent conditionally -assigns to the Lan Committee all of the Department's right, title and interest in and to future rental payments, under said EXHIBIT C Indenture of Lease, said assignment to take effect Only on condition and only in the event that Debtor shall be in default w said loan for a period of at least sixty (60) days and said default shall be declared by said Loan Committee. ' 3. The Impartment further agrees that in the event said Indenture of Lease is terminated by either the City of Bangor or the Debtor, voluntarily or Involuntarily, and said premises are subsequently leased to the Debtor -or to a third party, the Department hereby subordinates its rights to and assigns rentals payable under said new lease upon the same terms and conditions as provided herein until the principal interest of said loan shall he paid in full. 4. This Agreement shall remain in full force aM effect until all principal and interest charges under said lean have been paid In full. 5. Nothing herein sball-supetsele or constitute a waiver by the parties of any other rights they nay have as against the Debtor; its successors toed assigns, for the payment of principal and interest under said loan or for the payment of rentals miler said Indenture of Lease. IN wp1 S wfmgs(IF, the parties hereto have set their hands and seals the day and year first mentioned above. BANQ)R IXSINOMIC ICER[ VB REVOLVING LOAN flRID By: AIFM.RT DEPAKIMENT By: _ Title: