Loading...
HomeMy WebLinkAboutReso 92-480 - Approve lease & permit for Commercial Activities at Benton Airpark entered into and between COR & Mercy Hosp of Redding Inc Effective 04/01/91 RESOLUTION NO. q,2 'T90 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING APPROVING THE LEASE AND PERMIT FOR COMMERCIAL ACTIVITIES AT BENTON AIRPARR ENTERED INTO BETWEEN THE CITY OF REDDING AND MERCY HOSPITAL OF REDDING, INC., DBA MERCY MEDICAL CENTER, EFFECTIVE APRIL 1, 1991, AND AUTHORIZING THE MAYOR TO SIGN ON BEHALF OF THE CITY. IT IS HERBY RESOLVED by the City Council of the City of Redding as follows: 1. That the City Council of the City of Redding hereby approves the Lease and Permit for Commercial Activities at Benton Airpark entered into between the City of Redding and Mercy Hospital of Redding, Inc. , dba Mercy Medical Center, effective April 1, 1991, true copies of which are attached hereto and incorporated herein by reference. 2. That the Mayor of the City of Redding is hereby authorized and directed to sign said Lease and Permit on behalf of the City of Redding, and the City Clerk is hereby authorized and directed to attest the signature of the Mayor and to impress the official seal of the City of Redding thereto. I HEREBY CERTIFY that the foregoing Resolution was introduced and read at a regular meeting of the City Council of the City of Redding on the lst day of December, 1992, and was duly adopted at said meeting by the following vote: AYES: COUNCIL MEMBERS: Arness, Kehoe & Moss NOES: COUNCIL MEMBERS: None ABSENT: COUNCIL MEMBERS: Dahl ABSTAIN: COUNCIL MEMBERS: Anderson MOSS, Mayor City of Redding AQST: /� FORM PROVED: N CONNIE STROHMAYER, Cit er A. HAYS, City Attorney e L E A S E i THIS LEASE, effective April 1, 1991, is made and entered into by and between the CITY OF REDDING, a Municipal Corporation and General Law City, hereinafter referred to as "LESSOR," and MERCY HOSPITAL OF REDDING, INC. , doing business as MERCY MEDICAL CENTER, a California Corporation, hereinafter referred to as "LESSEE." W I T N E S S E T H: WHEREAS, LESSOR owns and maintains Benton Airpark (herein- after called "Airport" ) , an Aircraft Facility located in the City of Redding, County of Shasta, State of California; and WHEREAS, LESSEE has been leasing certain hangar facilities at said Airport as described in Exhibits A and B attached hereto and incorporated herein by reference, which Lease expired March 31, 1991; and WHEREAS, LESSEE desires to re-lease said hangars, as well as lease adjoining aircraft parking facilities, and has applied to the City Council of LESSOR for a Permit to operate an aircraft hangar operation for commercial air ambulance activities at said Airport; and WHEREAS, LESSEE has indicated a willingness and ability to properly keep, maintain, and improve said hangar area and aircraft parking facilities in accordance with the standards established by LESSOR; and WHEREAS, LRSSRR desires to obtain and avail itself of the privileges, rights, uses, and interests therein and herein; and WHEREAS, LESSOR deems it advantageous to the City and to the operation of said Airport to grant, demise, and lease unto r.RSSRR said hangar and aircraft parking facilities described herein (hereinafter called "Premises" ) , together with said privileges, rights, uses, and interests therein, as hereinafter set forth; i NOW, THEREFORE, IT IS AGREED by and between the parties hereto as follows: 1. TERM. For and in consideration of the terms, covenants, conditions, and agreements herein set forth to be kept and performed by LESSEE, LESSOR does hereby grant, demise, and lease unto LESSEE, subject to all the terms, covenants, conditions, and agreements hereinafter set forth, those certain Premises known as Hangars E-2 and E-3 in the Benton Airpark (described in Exhibit "A" and depicted in Exhibit "B" attached hereto) for a period of five ( 5) years commencing April 1, 1991, and terminating March 31, 1996. At the end of said term, LESSEE shall have the right of first refusal as to any lease of such Premises negotiated by LESSOR with any other party, and the right of first refusal as to any sale of said Premises in the event LESSOR elects to sell same. These rights of first refusal given to LESSEE shall not be construed as a waiver of LESSORIs right to remove LESSER for breach of any of the terms, covenants, conditions, and agreements contained in this Lease by LESSEE, nor of LESSOR' s right to remove LESSEE from the Premises at the end of the five-year term of this Lease in the event LESSOR determines to leave the Premises vacant, operate the Premises itself, or devote the Premises to a different type of municipal or governmental purpose. 2. RENTAL. LESSEE shall pay to LESSOR hangar building rental for Hangars E-2 and E-3 and aircraft parking apron rental in accordance with the following provisions: A. For the E-2 Hangar which contains approximately 2,250 square feet; the E-3 Hangar which contains approximately 2,700 square feet; and the adjacent aircraft parking apron which contains approximately 7,056 square feet, the yearly fee 2 PERMIT FOR COMMERCIAL ACTIVITIES AT BENTON AIRPARR MERCY HOSPITAL OF REDDING, INC. DBA MERCY MEDICAL CENTER Effective April 1, 1991 WHEREAS, the CITY OF REDDING, a Municipal Corporation and General Law City, hereinafter referred to as "CITY," owns and maintains Benton Airpark, hereinafter referred to as "Airport," situate in the City of Redding, Shasta County, California; and WHEREAS, MERCY HOSPITAL OF REDDING, INC. , DOING BUSINESS AS MERCY MEDICAL CENTER, a California Corporation, has entered into a Lease with CITY effective April 1, 1991, hereinafter referred to as "Lease," covering certain hangar and aircraft parking facilities at said Airport, hereinafter referred to as "Premises" ; and WHEREAS, said Premises are more particularly described in Exhibit "A" and shown on Exhibit "B" attached hereto and incorpo- rated herein by reference; and WHEREAS, in conjunction with said Lease, MERCY HOSPITAL OF BEDDING, INC. , DOING BUSINESS AS MERCY MEDICAL CENTER, A California Corporation, hereinafter referred to as "OPERATOR," wishes to conduct aircraft hangar and facilities operations for commercial air ambulance activities at said Airport, as hereinafter described, under approval from the CITY; and WHEREAS, OPERATOR has applied for a Permit to carry on said activities; and WHEREAS, City Council has determined that the proposed commercial air ambulance activities are compatible with said Airport, and that the best interests of the public and the CITY will be served by approval of this Permit; t NOW, THEREFORE, CITY hereby grants to OPERATOR a Permit, license, and privilege to conduct and carry on from the Premises at said Airport the hereinafter-described revenue-producing commercial activities for a period of five ( 5) years, commencing April 1, 1991, and terminating March 31, 1996; with rights of first refusal as set forth in the Lease. This Permit is subject to the following terms and conditions: 1. COMMERCIAL ACTIVITIES. A. OPERATOR' s commercial activities shall consist of conducting the following commercial activities, and no others: ( 1) The ground area and improvements thereon shall be used by OPERATOR for the storage of aircraft owned or leased by OPERATOR, and the repair and maintenance thereof. Maintenance performed on any other aircraft in Hangar E-2 or Hangar E-3 will be grounds for automatic cancellation of this Permit. ( 2) OPERATOR expressly does not have the right to sell gasoline or oil as part of its activities. ( 3) OPERATOR shall have the right of access to and the use of facilities at the Airport designed for common use, such as landing areas, aprons other than on Premises, taxiways, landing lights, beacons, signals, and other common use facilities available at said Airport for the convenience, accommodation and operation, landing and. take-off of aircraft. The rights herein extended to OPERATOR shall include the right to land, take off, load, and unload persons and personal property from aircraft. The provisions of the foregoing paragraph shall not be construed to authorize OPERATOR to conduct a separate business or businesses at said Airport, but shall relate only to OPERATOR' s aviation operation, activities, uses, and purposes in connection therewith, or incidental to, or related thereto, as specified in 1.A. above. B. Any other commercial activity that OPERATOR may wish to carry on at said Airport, in connection with the foregoing 2 i or independently, shall first require the written permission of CITY. i 2. USE OF AIRPORT. In addition to those uses in common with others as described in 1.A. ( 3) above, CITY licenses OPERATOR to use all other facilities, improvements, equipment, and services which are or may hereafter be provided at the Airport, except those under lease, permit, or assignment to another. These uses shall include and be limited to those reasonably necessary for the proper operation by OPERATOR of its services as outlined in paragraph I.A. of this Permit; and CITY will grant to OPERATOR, without charge, all rights reasonably necessary for such uses. 3. AIRPORT FACILITIES. Nothing herein contained shall be construed as entitling OPERATOR to the exclusive use of any services, facilities, or property rights at said Airport, except those facilities described in Exhibit "A" and shown on Exhibit "B" attached hereto. 4. SERVICE TO THE PUBLIC. OPERATOR shall make its services available to the public without unjust discrimination, and shall refrain from imposing or levying excessive, discriminatory, or otherwise unreasonable charges or fees for any use of its services; provided, however, that OPERATOR shall have the privilege of refusing service to any ' person or persons for just cause, without discrimination by virtue of race, color, creed, or sex. 5. SECURITY RESPONSIBILITIES. OPERATOR agrees to accept its security responsibilities with regard to access by authorized and unauthorized persons using the Premises at all times that the building is left open. 3 w w 6. WASTE; QUIET CONDUCT. OPERATOR shall not commit or suffer to be committed any waste upon the Premises, nor any nuisance or other act or thing which may disturb the quiet enjoyment of any other occupant or use of CITY' s adjoining Premises. 7. MECHANICS' LIENS. OPERATOR shall keep the Premises and the property on which the Premises are situated free from any liens arising out of any work performed, material furnished, or obligations incurred by OPERATOR. . 8. RULES AND REGULATIONS. OPERATOR covenants and agrees to comply with all statutes, laws, ordinances, regulations, orders, judgments, decrees, directions, and requirements of all federal, state, county, and city authorities now or hereafter applicable to the herein Premises and facilities, or to any adjoining public ways. 9. RESTRICTION OF OPERATIONS. If CITY' s operation of the Airport or OPERATOR' s operations at the Airport are substantially restricted by any competent governmental or judicial action, either party hereto will have the right, upon notice, to an equitable reduction in the services and facilities to be afforded hereunder, or the annual fee due hereunder, from the time of such notice until such restriction has been remedied and normal operations restored. 10. MAINTENANCE AND OPERATION OF AIRPORT. CITY will properly maintain and operate the Airport for the safe, convenient, and proper use thereof by OPERATOR, and in accordance with all applicable governmental rules and regulations. 11. CITY ADMINISTRATION. 4 i Whenever OPERATOR is required to secure the approval or consent from CITY herein, CITY shall mean the Director of Airports of CITY. However, at the option of the Director of Airports or the OPERATOR, and according to proper procedure, any such questions may be referred to the City Council of CITY, whose decision thereon shall be final. 12. TAXES. OPERATOR agrees to pay promptly when due any and all taxes assessed against its personal property and any possessory interest tax levied by reason of its occupancy of the Premises. 13. UTILITIES. OPERATOR shall be responsible for the prompt payment of any utility service charges applicable to the area leased to it by the provisions of the Lease, or by this Permit, and the failure to pay these charges promptly shall expressly constitute a material breach of this Permit. 14. HOLD HARMLESS. OPERATOR shall indemnify and hold CITY, its officers, officials, employees, agents, and volunteers, harmless from and against any and all liability, loss, expense, attorney' s fees, or claims arising out of any injury or damage to any person or property occurring in, on, or about the Premises, but only in proportion to and to the extent such liability, loss, expense, attorney' s fees, or claims for injury or damages is caused by or results from the negligent or intentional acts or omissions of OPERATOR or its officers, agents, employees, and invitees. The indemnification provided by this paragraph shall be in excess to any insurance or self-insurance of agents or business invitees of OPERATOR. 15. INSURANCE. OPERATOR shall procure and maintain for the duration of this 5 I Permit insurance or self-insurance against claims for injuries to persons or damages to property which may arise from or in connection with OPERATOR' s operation and use of the Premises. The cost of such insurance or self-insurance shall be borne by OPERATOR. Minimum Scope of Insurance Coverage shall be at least as broad as: 1. Aircraft/helicopter liability (as applicable) and airport premises liability. - 2. Insurance Services Office form No. CA 0001 (Ed. 1/87) covering automobile liability for all owned, non-owned, and hired vehicles. 3 . Workers' Compensation insurance as required by the State of California, and employer' s liability insurance (for operators with employees) . 4. Property insurance against all risks of loss to any tenant improvements or betterments. Minimum Limits of Insurance/Self-Insurance Programs OPERATOR shall maintain limits no less than: 1. Aircraft/helicopter liability (as applicable) in respect of all aircraft/helicopters owned, leased, or operated by OPERATOR: $5,000,000 per occurrence; and Airport premises liability in respect of all ground operations of OPERATOR, including premises-operations, products, and completed operations: $3,000,000 per occurrence. 2. Automobile liability: $1,000,000 per accident for bodily injury and property damage. 3 . Employer' s Liability: $1,000,000 per accident for bodily injury or disease. 4. Property Insurance: Full replacement cost with no coinsurance penalty provision. 6 i Deductibles and Self-Insurance Retentions Any deductibles or self-insured retentions must be declared to and approved by CITY. If OPERATOR is self-insured, OPERATOR shall provide CITY with evidence of financial capacity to respond to claims for injuries to persons or damages to property, with limits of coverage no less than those required if losses are insured. Such evidence shall include the most recent financial statement of OPERATOR and the pool in which it participates ( if applicable) , and projected losses, reserves, and capital in excess of projected losses, as of the end of the last calendar or fiscal year, substantially in the form of the statement heretofore provided to CITY dated July 31, 1991, entitled "Financial Statements as of June 30, 1991 and 1990, together with Accountants' Review Report." Other Insurance/Self-Insurance Provisions In the case of insurance policies, but not self-insurance ! programs, the general liability, aircraft liability, and automobile liability policies are to be endorsed to contain the following provisions: 1. CITY, its officers, officials, employees, agents, and volunteers, are to be covered as insureds as respects: liability arising out of operations of OPERATOR and out of Premises permitted by OPERATOR from CITY and the operation of motor vehicles on the Premises. The coverage shall contain no special limitations of the scope of protection afforded to CITY, its officers, officials, employees, agents, and volunteers. 2 . Coverage shall state that OPERATOR' s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer' s liability. 3 . Each insurance policy required by this Permit shall be endorsed to state that coverage shall not be suspended, voided, cancelled, or adversely materially changed in coverage or in limits except after thirty ( 30) days' prior written notice has been given to CITY. 4. OPERATOR' s insurance/self-insurance shall as to the operations of OPERATOR be primary as respects CITY, its officers, officials, employees, agents, and volunteers, but only as to the liability arising out of the negligence of OPERATOR, its officers, agents, employees, and invitees. Any insurance or self- insurance maintained by CITY, its officers, officials, employees, agents, and volunteers, shall be excess of 7 OPERATOR' s insurance/self-insurance and shall not contribute with it. 5. OPERATOR shall also provide CITY thirty ( 30) days' prior written notice in the event that its self- insurance programs are suspended, voided, cancelled, or. adversely materially changed in coverage or in limits. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best' s rating of no less than A:VII, or other insurers acceptable to CITY. 'I Verification of Insurance Coverage OPERATOR shall furnish CITY with original endorsements effecting coverages required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf . All endorsements are to be received and approved by the Risk Manager of CITY prior to the commencement date of this Permit. 16. SIGNS. The size and location of signs advertising the activities of OPERATOR shall be subject to the prior written approval and control of CITY. 17. TRADE FIXTURES. Any trade fixtures, equipment, and other property brought, installed, or placed by OPERATOR in or about the Premises shall be and remain the property of OPERATOR except as otherwise provided herein. OPERATOR shall have the right at any time during the term hereof to remove any or all of its property, i subject to OPERATOR' s obligation to repair all damage, if any, resulting from such removal. Such trade fixtures, equipment, and other property of OPERATOR shall be removed by OPERATOR from the Premises by the expiration or earlier termination of this Permit. 8 18. RIGHT TO ENTER AND MARE REPAIRS. CITY and its authorized officers, officials, employees, agents, volunteers, contractors, subcontractors, and other representatives shall have the right to enter on and into OPERATOR' s Premises and facilities (as set forth in attached Exhibits "A" and "B" ) for the following purposes: (a) To inspect said Premises and facilities at reasonable intervals during regular business hours (or at any time in case of emergency) to determine whether OPERATOR has complied with and is complying with the terms and conditions of this Permit with respect to such Premises and facilities; (b) In the exercise of CITY police power; ( c) To inspect the herein Premises and facilities, and perform any and all things with reference thereto which CITY is obligated or authorized to do as set forth herein. No such entry by or on behalf of CITY within or upon said Premises and facilities shall cause or constitute a termination of this Permit, or be deemed to constitute an interference with the possession thereof by OPERATOR. 19. ASSIGNMENT OR SUBLETTING. OPERATOR shall not assign this Permit or any interest therein, and shall not sublet the Premises or any part thereof, or any right or privilege appurtenant thereto, nor suffer any other person (agents and employees of CITY excepted) to occupy or use the Premises or any portion thereof without the written consent of CITY first had and obtained. A consent by CITY to one assignment, subletting, occupancy, or use by another party shall not be deemed to be a consent to any subsequent assignment, subletting, occupancy, or use by another person or entity. Any such assignment, subletting, occupancy, or use by another person or entity without such consent by CITY shall be void and shall, at the option of CITY, terminate this Permit. This Permit shall not, nor shall any interest therein, be assigned as to the 9 I y � • i - I interest of OPERATOR, by operation of law, without the written consent of CITY. CITY agrees that it will not arbitrarily or capriciously withhold its consent required hereunder. 20. BANKRUPTCY AND INSOLVENCY. . If OPERATOR shall be adjudged bankrupt, either by voluntary or involuntary proceedings, or if OPERATOR shall be the subject of any proceeding to stay the enforcement of obligations against it in the form of reorganization or otherwise under and pursuant to any existing or future laws of the Congress of the United States, or if OPERATOR shall discontinue business or fail in business, or abandon or vacate said Premises, or make an assign- ment for the benefit of creditors, or if said Premises should come into possession and control of any trustee in bankruptcy, or if any receiver should be appointed in any action or proceeding with power to take charge, possession, control, or care of said Premises, CITY shall have the option to forthwith terminate this Permit and reenter the Premises and take possession thereof. In no event shall this Permit be deemed an asset of OPERATOR after adjudication in bankruptcy. 21. REVOCATION OF LEASE, PERMIT, LICENSE, OR AGREEMENT. CITY shall have the right to terminate any lease, permit, license, or agreement ( including that of OPERATOR herein) covering a commercial or noncommercial operation, and to revoke a lease, permit, license, or agreement on any land or facility at the Airport (including that of OPERATOR herein) for any cause or reason provided by these standards, by the lease, permit, license, or agreement itself, or by law, or upon the happening of one or more of the following: a. Filing a petition of voluntary or involuntary bank ruptcy by the lessee, permittee, licensee, or operator. b. The making by the lessee, permittee, licensee, or operator of any general assignment for the benefit of creditors. 10 r c. The abandonment or discontinuance of any operation at the Airport by a commercial operator; or the failure to conduct any service, operation, or activity which the lessee, permittee, licensee, or operator has agreed to provide under the terms of his contract with the City of Redding. If this condition exists for a period of ten ( 10) days without prior written consent of the City of Redding, it will constitute an abandonment of the land or facilities and the lease, permit, license, and/or agreement shall become null and void. d. The failure of a lessee, permittee, licensee, or operator to pay promptly when due all rents, charges, fees, or other payments owed to the City of Redding in accordance with his contract with the City. i e. The failure of the lessee, permittee, licensee, or operator to remedy any default, breach, or violation of the Airport Rules and Regulations by him or his employees within thirty ( 30) days after notice from the City of Redding. f . Violation of any of these standards and rules and regulations, or failure to maintain current licenses required for the operations permitted under his or her lease, permit, license, and/or agreement with the City of Redding. i d g. Intentionally supplying the City of Redding with false or misleading information or misrepresenting any material fact on the application or documents, or in statements to or before the City, or intentionally failing to make full disclosure on a financial statement, or other required documents. h. The failure of the licensee, permittee, licensee, or operator to perform any provision or covenant within his contract with the City of Redding. I 22. TRRMINATICN. A. This Permit is subject to cancellation by either party upon giving one hundred eighty ( 180) days' written notice in advance of such cancellation date to the other party. B. Breach by OPERATOR of any of the terms, conditions, and agreements contained herein, if not corrected by OPERATOR within a reasonable time after notice by CITY to do so, shall be a basis for cancellation of this Permit. 11 i I 23. NOTICE. Any notices or demands that may be given by either party hereunder, including notice of default and notice of termination, shall be deemed to have been fully and properly given when made in writing, enclosed in a sealed envelope, and deposited in the United States Post Office, certified mail, postage prepaid, addressed as follows: To CITY c/o Director of Airports, 760 Parkview Avenue, Redding, California 96001-3396; and to OPERATOR at Post Office Box 6009, Redding, California 96099-6009. 24. CEQA. It has been determined that this matter is categorically exempt from the provisions of the California Environmental Quality Act. 25. ENTIRE AGRF 'i'. This Permit sets forth the entire agreement between the parties hereto. Modifications or additions to this Permit shall be considered valid only when mutually agreed upon by the parties in writing. 26. SUCCESSORS AND ASSIGNS. All covenants, stipulations, and agreements in this Permit shall extend to and bind the legal representatives, successors, and assigns of the respective parties hereto. IN WITNESS WHEREOF, the parties hereto have executed this Permit on the day and year set forth below, in the presence of their respective officers duly authorized in that behalf. i CITY OF REDDING DATED: , 1992 By: CHARLIE MOSS, Mayor 12 Continuation of signatures on Permit between the CITY OF REDDING 1 and MERCY HOSPITAL OF REDDING, INC. , DBA MERCY MEDICAL CENTER, effective April 1, 1991 : MERCY HOSPITAL OF REDDING, INC. , DBA MERCY MEDICAL CENTER DATED: �b 9 Z' , 1992 By: GEORGE A. GOVIER, President and Chief Executive Officer 1 ATTEST: CONNIE STROHMAYER, City Clerk FORM APPROVED: f RANDALL A. HAYS, City Attorney 13 i EXHIBIT "A" MERCY MEDICAL CENTER LEASE AT BENTON AIRPARK (CORPORATE HANGARS AND APRON) Commencing at the most northerly centerline monument of Airpark Drive, as shown on that certain map recorded in Book 25 of Parcel Maps, at page 21 Shasta County Records; thence S. 28004127" W. , 466. 22 feet to the southwest corner of the "Corporate Hangar, " i the true point of beginning; thence running the folloV:-ing r, ll2 feet; thence bearings and distances, N. 06°47 S4 ;.. r S. 83012106" W. , 112 feet; thence S. 06047154" E. , 112 feet; 'i thence N. 83012106" E. , 112 feet to the point of beginning, I containing 12,544 square feet. j - SKETCH ATTACHED ,i • EXHIBIT • . C gVE t7ATA Rt 25(.37' •� L-; 18.71' N• �� . Mog. '��• ' �• X25 -- STA.6•t,�.82 �.st• •�� AVI AT!ON �6 C4rPor7ATG22, PIAN GAf� � . 4171. • u1 GN P O"f ICE Ni z On T R A N S ( N T P A, a • s -1- A >( i IN A Y /144 EX14IB-IT will be Thirteen Thousand Nine Hundred Sixty-eight Dollars ( $13 ,968 . 00) . This is based upon One Thousand Eighty-two Dollars ( $1,082.00) per month for the hangars, and Fourteen Cents ( $0 . 14) per square foot per year for the aircraft parking apron. Said annual rent shall be payable in twelve ( 12) monthly installments of One Thousand One Hundred Sixty- four Dollars ( $1, 164.00) each, payable to LESSOR in advance on the first day of each and every month during the term of this Lease, commencing April 1, 1991; and in no event later than the 10th day of each and every month. B. Any rentals, fees, and charges not delivered to LESSOR by the 10th day of the month may be subject to a service charge of one and one-half percent ( 1 1/2%) per month, and cumulatively one and one-half percent ( 1 1/2%) each month thereafter, not to exceed State law limit. Service charges may be changed by City Council Resolution. C. On September 30, 1993, the rental payment shall be evaluated and adjusted by the average of the United States Bureau of Labor Statistics National Consumer Price Index for the All Urban Consumers U.S. City Average for the first 2 1/2-year term of this Lease; and a new rental payment shall be determined and become effective for the remaining 2 1/2-year term of this Lease. Provided, however, that in no event shall the minimum rental be less than the minimum provided for in paragraph 2.A. above. D. Without prejudice to any other remedy which otherwise might be used for non-payment of rent, fees, and charges, or other breach of this Lease, if LESSOR is required or elects to pay any sum or sums, or incurs any obligations or expense by reason of a failure, neglect, or refusal of LESSEE to perform any one or more of the terms, covenants, conditions, or agreements of this Lease, or as a result of any act or omission of LESSEE contrary to said terms, covenants, conditions, or agreements, the sum or sums so paid or the expense so incurred by LESSOR, including all interest, 3 f t costs, damages, and penalties, may be added, after thirty ( 30) days' written notice by LESSOR to LESSER, to any installment of rent thereafter due hereunder, and each and every part of the same shall be and become additional rent recoverable by LESSOR in the same manner and with like remedies as though it were originally a part of the rent as set forth hereinabove. 3. USE OF PREMISES. A. The ground area and improvements thereon shall be used by LESSEE for the storage of aircraft owned or leased by LESSEE, and the repair and maintenance thereof . Maintenance performed on any other aircraft in Hangar E-2 or Hangar E-3 will be grounds for automatic cancellation of this Lease. B. LESSEE expressly does not have the right to sell gasoline or oil as part of its activities. C. LESSEE shall have the right of access to and the use of facilities at the Airport designed for common use, such as landing areas, aprons other than on Premises, taxiways, landing lights, beacons, signals, and other common use facilities available at said Airport for the convenience, accommodation, operation, landing, and take-off of aircraft. The rights herein extended to LRSSRE shall include the right to land, take off, load, and unload persons and personal property from aircraft. 4. MAINTENANCE AND REPAIRS. LESSER shall, at its sole cost and expense, keep and maintain said internal hangar area, improvements, appurtenances, and every part thereof in good and sanitary order, condition, and repair, hereby waiving all right to make repairs at the expense of LESSOR as provided in Section 1942 of the Civil Code of the State of California, and all right provided for by Section 1941 of said Civil Code. Such maintenance shall expressly include a regular and consistent program of repainting and prompt repair of 4 any damaged portions of the internal building area. LESSOR will maintain the external hangar building portion. I 5. ALTERATIONS AND ADDITIONS. LESSEE shall not make any alterations to or erect any additional structures or improvements on the leased ground area without prior written consent of LESSOR. Any alterations or additions approved by LESSOR shall be constructed at the sole expense of LESSEE. ! 6. SIGNS. LESSER shall be privileged to erect such signs and advertising media as may be required, and place the same upon the property, subject to first securing the written approval of LESSOR' s Director of Airports who shall determine whether such advertising media is aesthetically harmonious with said improvements and facilities at the Airport. The Director of Airports shall also determine if the proposed signs meet the City of Redding sign ordinance. 7. TRADE FIXTURES. Any. trade fixtures, equipment, or other property brought, installed, or placed by LESSEE in or about the leased Premises shall be and remain the property of LESSER, except as otherwise provided herein. LESSEE shall have the right at any time during the term hereof to remove any or all of its property, subject to LESSEE' s obligation to repair all damage, if any, resulting from such removal. Such trade fixtures, equipment, and other property of LESSEE shall be removed by LESSEE from the leased Premises upon the expiration or earlier termination of this Lease. B. UNLAWFUL USE. No building, structure, or improvement of any kind shall be erected, placed upon, operated, or maintained on the leased area, nor shall any business or operation be conducted or carried on 5 R I therein or thereon in violation of any ordinance, law, statute, bylaw, order, or rule of any governmental agency having jurisdiction thereover. 9. WASTE; QUIET CONDUCT. LESSER shall not commit nor suffer to be committed any waste upon said area or improvements, nor any nuisance or other act or thing which may disturb the quiet enjoyment of the use of said Airport or surrounding property. 10. RULES AND REGULATIONS. LESSER agrees to observe and obey all rules and regulations promulgated and enforced by LESSOR and any other appropriate authority having jurisdiction over said Airport during the term of this Lease. LESSOR covenants that the rules and regulations so promulgated will apply to and be enforced uniformly by LESSOR as to all lessees of the Airport as their interests and activities are related thereto. 11. DISCRIMINATION. LESSER, in the operation and use of Benton Airpark, or of any of its facilities thereon, will not, on the grounds of race, color, sex, or national origin, discriminate nor permit discrimination against any person or group of persons in any manner prohibited by the State of California or the United States of America. 12. HOLD EARML SS. LESSEE shall indemnify and hold LESSOR, its officers, officials, employees, agents, and volunteers, harmless from and against any and all liability, loss, expense, attorney' s fees, or claims arising out of any injury or damage to any person or property occurring in, on, or about the Premises, but only in proportion to and to the extent such liability, loss, expense, attorney' s fees, or claims for injury or damages is caused by or 6 i results from the negligent or intentional acts or omissions of LESSEE or its officers, agents, employees, and invitees. The indemnification provided by this paragraph shall be in excess to any insurance or self-insurance of agents or business invitees of LESSEE. 13. INSURANCE. LESSEE shall procure and maintain for the duration of this Lease insurance or self-insurance against claims for injuries to persons or damages to property which may arise from or in connection with LESSEE' s operation and use of the leased Premises. The cost of such insurance or self-insurance shall be borne by LESSEE. Minimum Scope of Insurance Coverage shall be at least as broad as: 1. Aircraft/helicopter liability (as applicable) and airport premises liability. 2. Insurance Services office form No. CA 0001 (Ed. 1/87) covering automobile liability for all owned, non-owned, and hired vehicles. 3 . Workers' Compensation insurance as required by the State of California, and employer' s liability insurance (for lessees with employees) . 4. Property insurance against all risks of loss to any tenant improvements or betterments. Minimum Limits of Insurance/Self-Insurance Programs LESSEE shall maintain limits no less than: 1. Aircraft/helicopter liability (as applicable) in respect of all aircraft/helicopters owned, leased, or operated by LESSEE: $5,000,000 per occurrence; and Airport premises liability in respect of all ground operations of LESSEE, including premises-operations, products, and completed operations: $3,000,000 per occurrence. 7 r , 2. Automobile liability: $1,000, 000 per accident for bodily injury and property damage. 3 . Employer' s Liability: $1,000,000 per accident for bodily injury or disease. 4 . Property Insurance: Full replacement cost with no coinsurance penalty provision. Deductibles and Self-Insurance Retentions Any deductibles or self-insured retentions must be declared to and approved by LESSOR. If LESSEE is self-insured, LESSBE shall provide LESSOR with evidence of financial capacity to respond to claims for injuries to persons or damages to property, with limits of coverage no less than those required if losses are insured. Such evidence shall include the most recent financial statement of LESSEE and the pool in which it participates ( if applicable) , and projected losses, reserves, and capital in excess of projected losses, as of the end of the last calendar or fiscal year, substantially in the form of the statement heretofore provided to LESSOR dated July 31, 1991, entitled "Financial Statements as of June 30, 1991 and 1990, together with Accountants' Review Report." other Insurance/Self-Insurance Provisions i In the case of insurance policies, but not self-insurance programs, the general liability, aircraft liability, and automobile liability policies are to be endorsed to contain the following provisions: 1. LESSOR, its officers, officials, employees, agents, and volunteers, are to be covered as insureds as respects: liability arising out of operations of LESSEE and out of Premises leased by UESSSRR from LESSOR and the operation of motor vehicles on the Premises. The coverage shall contain no special limitations of the scope of protection afforded to LESSOR, its officers, officials, employees, agents, and volunteers. 2. Coverage shall state that LESSEE's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer' s liability. 3 . Each insurance policy required by this Lease shall be endorsed to state that coverage shall not be suspended, voided, cancelled, or adversely materially changed in coverage or in limits except after thirty ( 30) days' 8 e , C prior written notice has been given to LESSOR. 4. LESSER' s insurance/self-insurance shall as to the operations of LESSEE be primary as respects LESSOR, its officers, officials, employees, agents, and volunteers, but only as to the liability arising out of the negligence of LESSEE, its officers, agents, employees, and invitees. Any insurance or self-insurance maintained by LESSOR, its officers, officials, employees, agents, and volunteers, shall be excess of LESSEE' s insurance/self-insurance and shall not contribute with it. I 5. LESSEE shall also provide LESSOR thirty ( 30) days' prior written notice in the event that its self- insurance programs are suspended, voided, cancelled, or adversely materially changed in coverage or in limits. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best' s rating of no less than A:VII , or other insurers acceptable to LESSOR. I Verification of Insurance Coverage LESSEE shall furnish LESSOR with original endorsements effecting coverages required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf . All endorsements are to be received and approved by the Risk Manager of LESSOR prior to the commencement date of this Lease. 14. TAXES. LESSEE agrees to pay promptly all taxes and assessments which shall be assessed upon any real or personal property, including possessory interest taxes, owned by I•RSSSFR or in which LESSEE has a leasehold interest to the extent of LESSEE' s interest therein, as such interest may appear at the time when said taxes or assessments become due or payable under any levy or assessment by any legally authorized governmental agency. 15. UTILITIES. LESSEE shall be responsible for the prompt payment of any 9 i utility service charges applicable to the area leased to it by the provisions of this Lease, and the failure to pay these charges promptly shall expressly constitute a material breach of this Lease. 16. INSPECTION AND NOTICE. Insofar as the same may be necessary for the protection of LESSOR' s rights, LESSOR or its agents shall, at any and all times, have the right to go upon and inspect the ground area and improvements hereby leased, and any and every structure or improvement erected or constructed, or in the course of being erected or constructed, repaired, added to, rebuilt, or restored thereon, and also to serve or to post and to keep posted thereon, or on any part thereof, any notices provided in Section 1183 .1 or any other section of the Code of Civil Procedure of the State of California, or any other notice or notices that may be at any time required or permitted by law. 17. ASSIGNMENT OR SUBLETTING. LESSEE shall not assign this Lease or any interest therein, and shall not sublet the Premises or any part thereof or any right or privilege appurtenant thereto, nor suffer any other person (the agents and employees of LESSEE excepted) or entity to occupy or use said Premises or any part thereof, without the written consent of LESSOR first had and obtained. A consent by LESSOR to one assignment, subletting, occupancy, or use by another party shall not be deemed to be a consent to any subsequent assignment, subletting, occupancy, or use by another person or entity. Any such assignment, subletting, occupancy, or use by another person or entity without such written consent shall be void and shall, at the option of LESSOR, terminate this Lease. LESSOR shall not unreasonably withhold its consent to a sublease or assignment by r.RRSRR. This Lease or any interest therein shall not be assigned as to the interest of LESSEE by operation of law without the written 10 I consent of LESSOR; PROVIDED, however, that if LESSEE' s financial arrangements require that this Lease be made assignable to LESSEE' s lender, and the lender is a recognized lending institution, said consent to assign, including the lender' s right to reassign, shall not be necessary. 18. SERVICES TO THE PUBLIC. LESSER shall make its services available to the public without unjust discrimination, and shall refrain from imposing or levying excessively discriminatory or otherwise unreasonable charges or fees for any use of its facilities or services; PROVIDED, however, that LESSEE shall have the privilege to refuse service to any person or persons for just cause, but not to discriminate by virtue of race, color, sex, or creed. 19. REVOCATION OF LEASE, PERMIT, LICENSE, OR AMUMU NT. LESSOR shall have the right to terminate any lease, permit, license, or agreement (including that of LESSEE herein) covering a commercial or noncommercial operation, and to revoke a lease, permit, license, or agreement on any land or facility at the Airport ( including that of LESSER herein) for any cause or reason provided by these standards, by the lease, permit, license, or agreement itself, or by law, or upon the happening of one or more of the following: a. Filing a petition of voluntary or involuntary bank- ruptcy by the lessee, permittee, licensee, or operator. b. The making by the lessee, permittee, licensee, or operator of any general assignment for the benefit of creditors. C. The abandonment or discontinuance of any operation at the Airport by a commercial operator; or the failure to conduct any service, operation, or activity which the lessee, permittee, licensee, or operator has agreed to provide under the terms of his contract with the City of Redding. If this condition exists for a period of ten (10) days without prior written consent of the City of Redding, it will constitute an abandonment of the land or facilities and the lease, permit, license, 11 i and/or agreement shall become null and void. d. The failure of a lessee, permittee, licensee, or operator to pay promptly when due all rents, charges, fees, or other payments owed to the City of Redding in accordance with his contract with the City. e. The failure of the lessee, permittee, licensee, or operator to remedy any default, breach, or violation of the Airport Rules and Regulations by him or his employees within thirty ( 30) days after notice from the City of Redding. f. Violation of any of these standards and rules and regulations, or failure to maintain current licenses required for the operations permitted under his or her lease, permit, license, and/or agreement with the City of Redding. g. Intentionally supplying the City of Redding with false or misleading information or misrepresenting any material fact on the application or documents, or in statements to or before the City, or intentionally failing to make full disclosure on a financial statement, or other required documents. h. The failure of the licensee, permittee, licensee, or operator to perform any provision or covenant within his contract with the City of Redding. 20. AmENDmENT. LESSOR may, by City Council Resolution, amend this Lease to include minimum operating standards applicable without discrimi- nation to all aviation fixed-base operators conducting commercial aviation business at either Benton Airpark or the Redding Municipal Airport. 21. BREACH. Upon written notice from LESSOR to T,R1_qSRR that T.RSSRR is committing a material breach of any term, covenant, condition, or agreement of this Lease, LESSEE shall forthwith cure such breach. In the event LESSEE has not cured such breach within thirty ( 30) days following the mailing of such written notice to LESSEE by 12 '1 LESSOR, LESSOR shall have the right to enter and take over the i demised Premises and exclude LESSER therefrom. This right shall be in addition to any and all other rights possessed by LESSOR under the laws of the State of California relating to landlord and tenant. 22. WAIVER. No delay or failure by any party to exercise any right, power, or remedy with regard to any breach or default by such party under this Lease, or to insist upon strict performance of any of the provisions hereof, shall impair any right, power, or remedy of such party, and shall not be construed to be a waiver of any breach or default of the same or any other provision of this Lease. The waiver by LESSOR of any breach or default of any term, covenant, condition, or agreement herein contained shall not be deemed to be a waiver of such term, covenant, condition, agreement, or any subsequent breach of the same, or any other term, covenant, condition, or agreement herein contained. 23. DEFAULT. If LESSEE shall be in arrears in the payment of rent for thirty (30) days or more, or if the transfer or assignment, voluntarily or involuntarily, of this Lease or any interest therein is attempted, except as herein provided, or if LESSER violates or neglects or fails to keep, observe, and perform any of the terms, covenants, promises, or conditions herein contained which are on its part to be kept, observed, and performed, LESSOR may, at its election, give LESSER written notice of such default. If such default shall continue for sixty ( 60) days, and LESSER has failed to commence good faith efforts to cure such default within said period, LESSOR shall have the right at any time thereafter and while such neglect or default continues to enter into or upon said Premises, or any part thereof, and repossess the same, including all buildings and improvements thereon, and expel LESSER and those claiming under LESSER, and remove their 13 • • 1 effects, forcibly if necessary, without prejudice to any remedies which might otherwise be invoked by LESSOR. i 24. EMINENT DOMAIN. In the event the entire Premises shall be appropriated or taken under the power of eminent domain by any public or quasi- public authority, this Lease shall terminate and expire as of the date of such taking, and LESSEE shall thereupon be released from any liability thereafter accruing hereunder. In the event a portion of the Premises is taken under the power of eminent domain by any public or quasi-public authority, such that the improvements thereon cannot, in LESSEE' s opinion, be used for its intended purposes, LESSEE shall have the right to terminate this Lease as of the date I.RSSRR is required to vacate a portion of the Premises, upon the giving of notice in writing of such election within thirty ( 30) days after said Premises have been so appropriated or taken. In the event of such termination, both LESSOR and LESSER shall thereupon be released from any i liability thereafter accruing hereunder. LESSOR agrees, immediately after learning of any appropriation or taking, to give LESSEE notice thereof in writing. If the Premises are taken, or if LESSER elects to terminate upon a partial taking, LESSOR agrees to offer to lease to LESSEE similar space on similar terms for a term equal to the remaining term hereunder, if any such land is available for lease at the Benton Airpark. If this Lease is terminated in either manner hereinabove provided, LESSOR shall be entitled to the entire award or compen- sation for the land in such proceedings, but the rent and other charges for the last month of LESSER' s occupancy shall be prorated and LESSOR agrees to refund to LESSER any unused portion of said rent or other charges paid in advance. LESSER' s right to receive compensation or damages for its improvements, fixtures, personal property, and for the moving or relocation expenses shall not be affected in any manner hereby, and LESSEE reserves 14 J i the right to bring an action for such compensation or damages, including loss of business, leasehold interest, and other reasonable damages. 25. BANKRUPTCY OR INSOLVENCY. . If LESSEE shall be adjudged bankrupt, either by voluntary or involuntary proceedings, or should be the subject of any proceedings to stay the enforcement of obligations against it in the form of reorganization or otherwise under and pursuant to any existing or future laws of the Congress of the United States, or if LESSEE shall discontinue business or fail in business, or abandon or vacate said real property, or make an assignment for the benefit of creditors, or if said real property should come into possession and control of any trustee in bankruptcy, or if any receiver should be appointed in any action or proceeding with power to take charge, possession, control, or care of said i property, LESSOR shall have the option to forthwith terminate this Lease, and reenter the property and take possession thereof. In no event shall this Lease be deemed an asset of LESSEE after adjudication in bankruptcy. 26. CANCELLATION. This Lease may be cancelled by either party at any time during the term of this Lease upon one hundred eighty ( 180) days' advance written notice of such cancellation to the other party. 27. SURRENDER. At the termination of this Lease, by lapse of time or other- wise, LESSEE shall surrender possession of the Premises to LESSOR; deliver all keys to the Premises and all locks therein to LESSOR; make known to LESSOR the combination of all combination locks in or on the Premises; and return the Premises and all equipment and fixtures of LESSOR therein to LESSOR in broom-clean condition and in as good a condition as when LESSEE originally took possession, ordinary wear and tear excepted, failing which 15 LESSOR may restore the Premises and such equipment and fixtures to such condition and LESSEE shall pay the cost thereof to LESSOR on demand. 28. ADMINISTRATION BY LESSOR. Whenever LESSEE is required to secure the approval or consent of LESSOR under this Lease, "LESSOR" shall mean the Director of Airports of the City of Redding. However, at the option of the Director of Airports of LESSOR, or the LESSER, any such questions may be referred to the City Council of the City of Redding, whose decision thereon shall be final. 29. ENTIRE AGREEMENT. This Lease sets forth the entire agreement between the parties hereto. Modifications or additions to this Lease shall be considered valid only when mutually agreed upon by the parties in writing. 30. INVALID PROVISIONS. In the event any term, covenant, condition, or provision herein contained is held invalid by any Court of competent jurisdiction, the invalidity of the same shall in no way affect any other term, covenant, condition, or provision herein contained, provided that the validity of any such term, covenant, condition, or provision does not materially prejudice either LESSOR or LESSEE in their respective rights and obligations contained in the valid terms, covenants, conditions, and provisions of this Lease. 31. NOTICE. Any notices or demands that may be given by either party ul and notice of termination hereunder, including notice of default , shall be deemed to have been fully and properly given when made in writing, enclosed in a sealed envelope, and deposited in the United States Post Office with postage prepaid, certified mail, 16 J addressed as follows: To LESSOR c/o Director of Airports, City Hall, 760 Parkview Avenue, Redding, California 96001-3396; and to LESSEE at Post Office Box 6009, Redding, California 96099-6009. 32. ATTORNEY'S FEES. In case suit or action is instituted to enforce any of the provisions of this Lease, the prevailing party therein shall be entitled to attorney' s fees and other sums as may be adjudged reasonable and necessary at trial and on appeal. 33. BINDING ON SUCCESSORS. The provisions and conditions of this Lease shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. 34. TIME OF ESSENCE. Time is of the essence of this Lease and of each and every provision thereof . 35. CEQA. It has been determined that this matter is categorically exempt from the provisions of the California Environmental Quality Act. IN WITNESS WHEREOF, the City of Redding and Mercy Hospital of Redding, Inc. , doing business as Mercy Medical Center, have executed this Lease on this and the following page in the presence of their respective officers duly authorized in that behalf on the day and year set forth below. CITY OF REDDING Date: , 1992 By: CHARLIE MOSS, Mayor I 17 Continuation of signatures on Lease between the CITY OF REDDING and MERCY HOSPITAL OF REDDING, INC. , DBA MERCY MEDICAL CENTER, effective April 1, 1991: MERCY HOSPITAL OF REDDING, INC. , DBA MERCY MEDICAL CENTER Date: /?2-- 1992 By: ZAL GEORGE A. GOVIER, President and Chief Executive Officer ATTEST: CONNIE STROHMAYER, City Clerk FORM APPROVED: RANDALL A. HAYS, City Attorney 18 ,i EXHIBIT "A" MERCY MEDICAL CENTER LEASE AT DENTON AIRPARK (CORPORATE IIANGARS AND APRON) Commencing at the most northerly centerline monument of Airpark Drive, as shoran on that certain map recorded in Book 25 of Parcel Maps, at page 21 Shasta County Records; thence S. 28004127" W. , 466. 22 feet to the southwest corner of the "Corporate Hangar, " the true point of beginning; thence running the folloc•ring ° � 112 feet; thence bea�rinasand distances, N. 06 47 S4 .1- , S. 83 12 ' 06" W. , 112 feet; thence S. 06047154" E. , 112 feet; thence N. 83°12106" E. , 112 feet to the point of beginning, containing 12,544 square feet. .i SKETCH ATTACHED I I • EXfUB, IT c u V6 aaTQ L.-�l f5.71' W• 1b � 0/101•!• • ted• �`�. (2s•-fir__ STA.5 62 {�ILj_-5,I C7e AVIATION rPo 171�Ti: G 1171 �lAN G�f� GH P O;FFICe Fire 44a = W- Z r74k D. P A 7 A >c t w A Y LCA.IZ- f, I'L We EX141131T