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HomeMy WebLinkAbout _ 4.2(a)--Approve release of RFP for Non-Aeronautical Development � � �' � � � � � � ' � �' � � ' � ` CITY OF REDDING REPORT TO THE CITY COUNCIL MEETING DATE: December 19, 2023 FROM: Steve Bade, Assistant City ITElVI NO. 4.2(a) Manager ***APPROVED BY*** n � t��� ; s' �r ]'�,`1»I�C�?�§ rS' �P�it�,C�i ��t t� 1��'��,{'2{}?* sbade@cityofredding.org btippin@cityofredding.org SUBJECT: 4.2(a)--Approve release of Request For Proposals for Non-Aeronautical Develo ment at the Reddin Re ional Ai ort Recommendation Authorize Airport Division staff to release a Request for Proposals package for non-aeronautical development at Redding Regional Airport properties that include 6'755 Lockheed Drive (APN 054-640-001) and 6809 Lockheed Drive (APN 056-610-008) and portions of 3730 Flight Avenue (APN� 054-280-005) and 6783 Woodrum Circle (APN 056-010-025). Fiscal Impact The Airports Division will incur minor costs from fees associated with advertising the Request for Proposals (RFP). The Airports Division intends to recover fair market value from long-term leases awarded from this RFP. Depending on the nature of non-aeronautical business activities proposed, additional rates and charges may further diversify airport revenues resultant from the proposed RFP. Alte�native Action City Council may choose not ta approve the RFP for non-aeronautical development and provide additional direction to staff Background/Analysis The City of Redding (City) is the owner, operator, and airport sponsor of the Redding Regional Airport (Airport), which is a non-hub, primary commercial service airport. Pursuant to the Airport Improvement Program, the City's goal is to operate the airport in a manner that is as economically self-sustainable, as is practical. A key component for the economic sustainability are]ong-term leases far land use at airports, these leases can be categorized as either aeronautical or non-aeronautical. A non-aeronautical development is a land-use which does not primarily serve the purposes of aviation and can include rental car facilities, storage, retail, dining, hotels, land-vehicle gas stations, etc., whereas by contrast an aeronautical use includes aircraft Report to Redding City Council December 14,2023 Re: 4.2(a)--Approve release of RFP for Non-Aeronautical Development Page 2 manufacturing, aircraft loading or unloading facilities, hangars, Fixed Base Operators, aircraft maintenance, etc. Rates and charges for aeronautical users are regulated by federal statutes and policies of the Federal Aviation Administration (FAA), on the other hand, the FAA expects that airports will recover fair market value rents and other rates and charges, as appropriate, from non-aeronautical users. This could enable airports to diversify income with a steady stream of rental payments and concessions from non-aeronautical users of airport land. Before land at an airport can be used or developed for non-aeronautical uses, the FAA must approve of the use and also release the land for non-aeronautical use. These processes are both lengthy and subject to the approval of the FAA. Whi1e not in control of this review process, the City may help influence these reviews through strong support of the proposed land use. The Airport retains two parcels, west of Airport Road, which have already been released for non- aeronautical land use by the FAA. These parcels are included in the RFP package and are presented in Exhibit A. Additionally, as proposed in the RFP, the City would be seeking proposals for interest in other areas, along the east frontage of Airport Road - portions of APN�s 054-280-005 and 056-010-025, not currently released for non-aeronautical use or development. The specific portions of these two properties will be further described as staff negotiates the potential lease that wi11 be brought back to Council for consideration at a later date. The subject properties are highlighted in the RFPs Exhibit A. This RFP is consistent with the Airport Strategic Plan to diversify revenue streams for the Airport Enterprise Fund. In 2022, these subject properties were declared exempt surplus- Resolution 2022-002. Envi�^onmental Review This activity is not a project as defined by the California Environmental Quality Act and, no action is needed. Selected proposals from this RFP receiving an award will return to Council at a future date for further consideration and approval. Council Prio�ity/City Nfanage� Goals • Budget and Financial Management — "Achieve balanced and stable 10-year Financial Plans for all funds." • Economic Development — "Facilitate and become a catalyst for economic development in Redding to create jobs, retain current businesses and attract new ones, and encourage investment in the community." Attachments Draft RFP (Non-Aeronautical) Sample Lease Agreement Non-Aeronautical Development RFP - Site Map REQUEST FOR PROPOSALS FOR NON-AERONATICAL DEVELOPMENT ON AIRPORT PROPERTY LOCATED AT THE REDDING REGIONAL AIRPORT REDDING REGIONAL AIRPORT REDDING, CALIFORNIA SCHEDULE NIJMBER: JANUARY 2024 CITY OF REDDING AIRPORTS DIVISION 6751 WOODRUM CIRCLE, SUITE 200 REDDING, CA 96002 1 INTRODUCTION/STATEMENT OF PURPOSE The City of Redding (City's) is the owner, operator, and airport sponsor of the Redding Regional Airport (RDD) and Benton field (085) which are incorporated into the by the City's Airports Division. Among other duties, the Airports Division is responsible for property management at RDD and 085. The Redding Regional Airport (RDD) is a non-hub primary airport with commercial air service and general aviation traffic. Benton Field(085)is a general aviation airport with no commercial passenger air service. The Federal Aviation Administration (FAA) is the primary regulator of airport land use and holds the ultimate authority to approve or disapprove proposed land uses on airport property. Development on airport property in the United States can be generally categorized as either aeronautical or non-aeronautical. The distinction between aeronautical and non-aeronautical is sufficient because of the additional procedural steps required by the airport sponsor and the FAA to both release property for and approve of a non-aeronautical development. A non-aeronautical development is a land-use which does not primarily serve the purposes of aviation and can include rental car facilities, storage,retail,dining,hotels,land-vehicle gas stations, etc., whereas by contrast an aeronautical use includes aircraft manufacturing, aircraft loading or unloading facilities, hangars, Fixed Base Operators, aircraft maintenance, etc. Federally conveyed or federally acquired land must be used for airport purposes until the FAA approves or consents to a change in land use. The Airports Division has identified certain areas of airport property at the Redding Regional Airport (RDD) which are released of certain Federal obligations by the FAA for non-aeronautical development and which the airport sponsor would potentially approve of the development of a non-aeronautical land-use. The Airports Division is also accepting proposals for certain additional areas of airport property which have not been released by the FAA for non-aeronautical development at this time but for which the City could potentially support successful proposals by attempting to achieve a release for non-aeronautical development for those areas from the FAA. The FAA's decision to approve or consent to a non- aeronautical or mixed land use or to release Federal obligations depends on the obligating documents, the current and future aeronautical need for the property, and the requested land use, The areas of airport property at the Redding Regional Airport (RDD) are more clearly delineated in exhibits to this RFP document. The Airports Division is seeking proposals and interest for multiple o��ortunities related to non- aeronautical development on the specified areas of airport property at the Redding Regional Airport (RDD). Successful proposals are proposals that (1) represent the highest-and-best-use of the specified land area, (2)the breadth of additional services provided in the vicinity of the ai�rport and, specifically to airport passengers, (3) provide a reasonable financial return to the Airport Enterprise Fund —which is tasked with being economically self-sufficient as a matter of federal statute — and, (4) that are consistent with long-range planning documents including the City of Redding General Plan (as adopted), the Redding Regional Airport Master Plan, and the Airport Strategic Plan. Long-range planning documents are available for viewing at the Airports Administration office located on the second floor of the Redding Regional Airport passenger terminal or online (as available). The Airports Division expects to receive proposals which 2 demonstrate business competence, level experience, financial capacity, and commitment to long- term projects. Successful proposals responding to this solicitation will be selected by Airports Division leadership and staff. The Airports Division wi11 negotiate with respondents to negotiate an agreement which will ultimately be awarded by and need the approval of City Council. Any award or agreements will always be contingent upon and subject to the approval of both the FAA and the City's site development process. The City of Redding does not control the review timeline of the FAA regarding their review and/or release of non-aeronautical developments at RDD. Proposals should anticipate, and the Airports Division expects, that for land areas not already released for non-aeronautical development a lengthy review period may precipitate any eventual development according to the proposal. SUBMITTAL INSTRUCTIONS Submit one(1)unbound original and four(4)copies of the proposal in a sealed box or envelope clearly marked with the name of the development entity and labeled: "Request for Proposals, Schedule Number: �, Proposals shall be delivered to the City Clerk of the City of Redding at the address and time as noted on the cover sheet. The City reserves the right to reject at its sole discretion proposals received after the stated time and date. Facsimile or electronic submission will not be accepted. REQUIRED PROPOSAL CONTENTS At a minimum,proposals shall include the following information,in the order indicated below: 1. Transmittal Letter - Include a cover transmittal letter signed by a member of the firm having the authority to enter into contracts on behalf of the organization and acknowledge receipt of all addenda by number(if any were issued). If unsure as to the status of addenda, contact Michelle Kempley,Purchasing Officer,to confirm(phone: (530)225-4137; email: z��k�r��t�l����it��fr�ddi���). Addenda are also posted at: www.�i� s�fr�ddi� .�r /I��r�hasi� Ei�cls 2. Company Information - Provide name, address, telephone, fax, and e-mail of the development entity and its principals and describe how the development entity is organized, owned, and controlled. Include full names and biographical summaries of company officers and/or principals 3. Development Experience - Describe relevant project experience/role of the development entity in project planning, �nancing, and construction, with particular emphasis aeronautical development on airport properties, Provide elevations, site plans, and photographs for the most relevant three projects completed within the last five years. Specifically describe what role the development entity or its principals have played in aeronautical or non-aeronautical development projects at commercial air service airports— specifically other non-hub primary airports, if applicable — from initial planning to build- out, specifying such roles as either"lead" or"support." 3 4. Development Approach - Describe the development entity's project management and organization approach, including the development team structure for this project, clearly showing lines of responsibility, including a1l subcontractors. 5. References - Provide credit, financial, or banking references, including contact names, phone numbers, and e-mail addresses. Reference information obtained for the purposes of this RFP wi]1 be kept confidential. 6. Project Description - Provide a description of the development plans for the project site including the following: a. Site Plans showing the location and orientation of structures, pads, aprons, taxiways, or any other improvements. b. Business Plans demonstrating added value of the proposed development to the Redding Regional Airport and including projected cash flow over lease ter�n. EVALUATION CRITERIA Submissions which are submitted complete and on-time wi11 be evaluated by City staff. The Airports Division may opt to schedule interviews to further determine whether and which entities most closely match the objectives of this solicitation. Submissions will be evaluated based on the following criteria: • Development entity experience in planning, designing, building, andlor operating non- aeronautical airport development at airports of similar size and traffic (non-hub primary). • The quali�cations and experience of key personnel and Inembers of the development team included in the proposal, including any identified and named partners or subcontractors. • The financial strength of the development and its likely capacity to achieve the proposed activity for non-aeronautical development on airport property. • Development entity experience operating commercial enterprises on airport properties or other related public lands which are subject to signi�cant federal regulation. • The scope of services provided to the area surrounding the airport as well as the scope of services provided to passengers and other users (pilots, general aviation, employees of other airport businesses, etc.). • Project consistency with federal, state, and local long-range planning related to land-use at the Redding Regional Airport including the City of Redding General P1an, the RDD Airport Master Plan, and the Airport Strategic Plan, • Additional consideration for businesses which are strategically co-located with other existing or planned aeronautical or non-aeronautical development at the Redding Regional Airport, or for synergy with other proposals received during this solicitation. The City reserves the right to reject any or a11 proposals, in part or in their entirety. For otherwise successful proposals which are not selected for a specified site, the Airports Division may choose to offer alternative sites made available through this solicitation during negotiations. The Airports 4 Division may request permission after the close date of the solicitation during review connect entities whose proposals closely synergize or which may form a beneficia] partnership with each. other for further negotiations. In addition, the City wi11 award any resulting contract in a manner consistent with the City Purchasing Ordinance. SELECTION PROCESS TIMEFRAME Release of RFP to Developers January 8, 2024 Questions due by 5:00 p.m. January 22, 2024 Addendum issued(if necessary) January 29, 2024 Response due to City by 3:00 p.m. February 12, 2024 Analysis of Proposals February 19—23, 2024 Interviews (if necessary) March 4— 8, 2024 Negotiation of Development Agreement March 11 —March 22, 2024 Recommendation to City Council and Approval April 16, 2024 of Contract/Development Agreement Commencement of Development Agreement May l, 2024 CONTACTS Technical c�uestions: William Wallace, Management Analyst City of Redding Airports Division 6751 Woodrum Circle, Suite 200 Redding, CA 96002 (530) 224-4401; �vw�ll���(���t��f�°�ddi��.� Procedural uestions: , Purchasing Officer 777 Cypress Avenue Redding, CA 96001 ; Questions must be submitted in writing to both contacts shown above. All questions,other than procedural ones, must be received no later than 5:00 p.m., PST, Monday, January 22, 2024. At the City's sole discretion, clarifications deemed material to this project will be shared with all known interested parties by way of formal written addendum which will also be posted to the Purchasing Division website at: v�nvwa���yc�fre;ddir���l����l��si���ids . ATTACHMENTS Exhibit 1 —Site Maps Exhibit 2—Sample Lease Agreement 5 EXHIBIT A—SITE MAPS �t ,� , �.����� ,.„ . � �. -� :'�r�Yter���t�!�rrr3lt aa 9 ��„£ �islterrs�t�!�asr1,.�:�2 r �..�; ,r.z � ,,,s.. �Lu+-i<ha��i�.�er� � � s� � � � � �,. � ��� � � �� � � � � � �� ������� w +. �. � z „ � , z'�` h # : .� �w � , tt 1�:854t t{! .1, � � � s„�t €ir9tk�' ^ �W �7f �.,_�w. ,,!.� � � p �.. y � .. , , , �t ` �:,� 't� � `" " t� o1*�e�p "'''�+:�,���,*�: 3 r",=', ,w ,� r�g`��t '„ `�' t{,�d ., � � "`. ii��r{ 1 G` ..� t� w�t . ' �. ` �� t �.=1i�� {� ,.... ,,,,., ., ,�t.:4���i � � { �� '., '' .� s� ���" � �� � f{ �y , > , � °�t,�'� � {.. s � � ��; .,,.. .�,:`.,`�.`� , , �. � y . ., ��". �� ; �� �� is� �:. .wx;'k. —� .,,m....... , � '9 �. 'S S ?,`t�b+s �s<i t J;. f s � �t � � t � � �.4�.. �...�, 4 y l�^ ,�'N ���a,�' ,,.`. :;.� .� r vNrt� "G�"o���i �la'`��s8hw� �tri�i'}�o-.A M'':a� m`'ky'�.�Yk �3� �m� � S , ,• wytw'»� dN�ix „a '�.� '�3 �v , } t s..,,..ti''✓ r;�,n«� 3r?� �ts �a,�� :�. �r � t �"��� C1uda� �t�� l,� zv{ ;a" � d i ° { � � . Y Y�.�� +; , i !�� :; 7� '� �;� �yt �r�`y� � t �'l ft��� �y �f�J� �f� �N�, ryY� ��• a i � u �Y. � {��i �� ��) �t�,;;, � {.d�(,• ..uk o � ia, £'r,` 4�'.. , � n< , , < <��, .,..t,. y� �„�.w;4� r 1 � � , i�` , tff t1� ;;;. � i r �,,, 3:. ¢ �'4 �9b..'" s);� t�:t �a} ).k� ..:, �t .� . �... SJ,SY .. ,.. �—�emwm� The sites delineated in red are both already released for non-aeronautical land uses by the FAA and would have the support of the airport sponsor for non-aeronautical development. Alternative Land Area 1 delineated in green is not yet released for non-aeronautical development, however, the airport sponsor generally supports the placement of non-aeronauticalland-uses in this area subject to the master plan. Alternative Land Area 2 delineated in purple is not currently released for non-aeronauticalland-uses by the FAA and the airport sponsor is accepting responses indicating the level of interest in non-aeronautical development within this area, however, the level of support for non-aeronautical development is undetermined at this time pending the completion of the Airport Master Plan. GROUND LEASE AGREEMENT This Agreement is entered into as of date, (the "Effective Date") by and between the City of Redding, a municipal corporation (the "Agreement'), (the "City"), and lessee entity, a organization type, (the "Lessee"}. RECITALS A. City operates and maintains the Redding Regional Airport (the "Airport") and is owner of certain real property in the County of Shasta, State of California, described on Exhibit A (the "Property"). B. Lessee desires to lease from City approxilnately area square feet of ground space to use and develop description of development. AGREEIVIENT 1. PREMISES. Lessee desires to lease from City and City desires to lease to Lessee on the ter�ns and conditions contained in this Agreement, area square feet ground area, located adjacent to their existing base operations, legally depicted on Exhibit B, attached hereto and incorporated herein by reference, (the "Premises"). 2. TERM. A. Lease Commencement: the term will begin after the City Building Division issues an occupancy certificate to Lessee for Lessee's new hanger ("Occupancy Date"). The term of this Agreement shall be for the period of thirty(30)years, commencing on the Occupancy Date and expiring on at 11:59 p,m. in the calendar year thirty (30) years after the Occupancy Date (the "Initial Term"). This section is to be amended to include the term dates when occupancy certificate is issued by City Building Division. B. So long as Lessee is not in default under this Agreement, Lessee shall have two (2) �ve (5) year options to extend the term of this Agreement. If Lessee exercises such option(s),all of the terms of this Lease Agreement shall remain in fu11 force and effect, with the exception of this clause covering Lessee's option to renew. The option(s) shall be exercised by written notice addressed to City no less than ninety(90)calendar days prior to the expiration of the then current Lease term. C. Lessee shall exercise the option to extend the Term by written notice to the City no less than ninety(90) calendar days prior to the expiration of the Initial Term. Failure to exercise the option may, in the City's sole discretion, be considered a forfeiture of the right to exercise the option. 3. USE. A. The Premises is leased to Lessee for the sole purpase of desc�iption of development. Lessee shall not use or permit the Premises to be used for any other purposes without the prior written consent of the Airports Manager. B. Lessee sha11 not engage in the sale of alcoholic beverages at the Premises or Airport without the prior written consent of the Airports Manager. 4. RENTAL PAYMENTS. A. The monthly rent to be paid by Lessee to the City under this Agreement during the Term of this Agreement (the "Rent"), sha11 be the following: 1. For the period beginning January 1, 2022, through the end of the Initial Terin, the Rent to be paid by Lessee for the Premises shall be the Tnitial Rent $0.042 per square foot per month (approximately area square feet). Upon the commencement of each additional twelve (12) month period through lease term end date, Lessee shall pay to the City as the monthly Lease Fee, the sum of the then current monthly Rental fee increased by three percent(3%). 2. Lessee shall have two five-year options to extend the term of this Lease. Such options shall extend the initial 30-year term of this Lease for two additional five-year periods, to .fiNst extension date, and second extension date, respectively. During any extension, and upon the commencement of each additional twelve (12) month period and during said extension, Lessee shall pay to the City as the monthly Lease Fee, the sum of the then current monthly Rental fee increased by three percent (3%). If Lessee exercises such option(s), all of the terms of this Lease Agreelnent shall remain in fu11 force and effect, with the exception of this clause covering Lessee' s option to renew. The option(s) shall be exercised by written notice addressed by Lessee to Lessor no less than ninety (90) days prior to the expiration of the then current Lease term. B. Lessee shall pay to the City a11 rent for the Premises and a11 other payments, if any, required by this Agreement, without deduction, set off, prior notice or demand on or before the �rst ( lst) day of the month. Payments not paid when due are subject to late fees and penalty charges as shown in the City's then current Schedule of Fees and Charges. Rent for any partial month shall be prorated based on a thirty(30)day month. 5. UTILITIES. Lessee shall make arrangements for the provision and payment prior to delinquency of any and all utility charges fiirnished to the Premises, including without limitation, electricity, gas, water, sewer (if the facilities are connected to the sewer in the future), telephone services, garbage and rubbish removal and other public utilities. The City shall have no responsibility to pay for utilities furnished to the Premises,and Lessee shall hold the City free and harmless from a11 charges for the furnishing of utilities to the Premises. 6. TAXES. A. Lessee is advised that,pursuant to Revenue and Taxation Code §107.6, a possessory interest subject to taxation may be created by the grant of this lease and that Lessee may be subject to the payment of property taxes levied upon the interest. B. Lessee shall promptly pay before delinquency any taxes and/or special assessments assessed against the Premises and any improvements and/or Lessee's personal property, and any possessory interest tax levied by reason of its use and/or occupancy of the Premises. On demand from the City, Lessee shall furnish the City with satisfactory evidence of these payments. 7. CONSTRUCTION BY LESSEE. A. Duty to Construct. Lessee sha11, at Lessee's sole cost and expense, construct or cause to be constructed on the Premises, detailed desc�iption of development and const�uction includingLessee responsibilitiesfor costs and engineeNing,in the manner and according to the terms and conditions specified in this Article and sha11 be subject to any necessary permits as required by Redding Municipal Code thereby meeting the requirements of the City Zoning Ordinance, California Buildings Standards Code and the California Fire Code. The duty to construct for the develop�nent and any other improvements includes the duty for site preparation, including the removal, if necessary,of any buildings or other structures located on the Premises,the installation or relocation of any utilities and the obtaining of any and a11 necessary permits, including building and planning permits. B. Requirement of City's Written Approval. l. Nothing contained in this Article 8 is intended to address the requirements or timing of the City of Redding Development Services Department. The City's approval pursuant to this Section is not intended to be, nor sha11 it be deemed to be, approval for purposes of receiving a building or use permit. 2. No structure or other improvement of any kind shall be constructed on the Premises unless and until the plans, specifications, and proposed location of that structure or improvement have been approved in writing by the Airports Manager. The submission of plans for the Airports Manager's approval is for review of preliminary site layout plans and building elevations and is not intended to be nor shall it be deemed a submission for purposes of receiving a building or use permit. Furthermore,no structure or other improvements sha11 be constructed on the Premises that do not comply with plans, specifications, and locations approved in writing by City. C. Preparation and Submission of Plans. Lessee sha11, at Lessee's own cost and expense, engage a licensed architect or engineer to prepare plans and specifications for the developinent and other improvements and shall submit to the Airports Manager for approval: l. Within one hundred eighty (180) days after the effective date of this Lease, two copies of: a. Drawings and materials in the form of preliminary plans and elevations sufficient to convey the architectural design of the developinent and other improvements to the Airports Manager, and b. A statement of estimated construction costs for the development and other improvements prepared by the engaged architect or engineer. 2. The plans and specifications may be submitted to the City Planning and Building Divisions concurrent with the Airports Manager's review. 3. Within ninety (90) calendar days after approval by Airports Manager of the items specified in Subsection (1} of this Subdivision C, and the obtaining by Lessee of any building permit, variance, use permit, or rezoning or administrative permit required for the development and other improvements, Lessee shall provide the Airports Manager two (2) copies of: a. Detailed working drawings, plans, and specifications for �he development and other improvement; and b. A revised statement of estimated construction costs for the developrnent and other improvements prepared by the engaged architect or engineer. D. City's Approval or Rejection of Plans. Within fifteen (15) days after receipt by Airports Manager of any of the documents submitted to City for approval pursuant to Section 8C of this Lease, the Airports Manager sha11 either approve those documents by endarsing City's approval on each sueh document and returning one set of the documents to Lessee, or the Airports Manager shall give written notice to Lessee of any objections City may have to those documents. Within thirry(30)days after service on Lessee of the written notice of City's objections, Lessee shall deliver corrective amendments to the documents to the Airports Manager and City sha11,within ten(10) days after receiving the corrective amendments, serve written notice on Lessee of City's approval or rejection of the documents as so amended. City's failure to comply with the times stated herein shall not constitute approval of Lessee's plans. E. Changes in Plans. After approval by the Airports Manager of the documents described in Section 8.C.3 of this Lease, any material change in the plans or specifications for the Hangar and other improvements shall be approved by the City. City sha11 give written notice to Lessee of any objections City may have to any proposed changes within twenty (20) days after a written statement of the proposed changes has been given to City by Lessee. Minor changes in work or materials need not be approved by City but a copy of the altered plans and specifications reflecting those changes shall be given to City. For the purposes of this Section, "minor change" means one that does not materially change the exterior appearance, internal plan, location on the Premises or result in a change in the cost of construction of more than Ten Thousand Dollars ($10,000.00). All other changes are material. F. A11 Work Under Direction and Supervision of Licensed Contractor. All work required in the construction of the develop�nent and other improvements, including site preparation work, landscaping work, and utility installation work, as well as actual construction work on the development and other improvements, shall be performed under the direction and supervision of a competent contractor(s) licensed and in good standing under the laws of the State of California. Such contractor(s) may be an employee of Lessee and sha11 have a current class B General Contractor's license issued by the State of California. 1. Lessee shall record that Certificate of Completion promptly within the time specified by law for the recording of that notice; and 2. Lessee shall settle and discharge all liens of record claimed by persons who supplied either labor or materials for the construction of the development and other improvements. G. Compliance With Law and Standards. The development and other improvements shall be constructed, all work on the Premises shall be performed, and all buildings or other improvements on the Premises shall be erected in accordance with a11 valid laws, ordinances,regulations, and orders of all federal, state, county, or local governmental agencies or entities having jurisdiction over the Premises;provided,however,that any structure or other improvement erected on the Premises, including the developinent, shall be deemed to have been constructed in full compliance with all such valid laws, ordinances, regulations, and orders when a valid final Certificate of Occupancy entitling Lessee and sublessees, is so authorized, of Lessee to occupy and use the structure or other improvement has been duly issued by proper governmental agencies ar entities. Al1 work performed pursuant to this Lease, or authorized by this Lease, shall be done in a good workmanlike manner and only with new materials of good quality and high standard. H. Time for Completion. Lessee shall begin substantial construction of the development, pursuant to acquisition of a valid building permit, within twelve (12) months of the effective date of this Lease. Lessee shall cause construction of the development and other improvements to thereafter be diligently pursued without unnecessary interruption,and shall cause the development and other improvements to be completed and ready for occupancy not later than one hundred eighty (180) days after commencement of its construction. Lessee shall be excused for any delays in construction or commencement of construction caused by the act of the act of any public enemy, acts of God, the elements, war, war defense conditions, litigation, strikes, walkouts, or other causes beyond Lessee's control. L,essee shall, however, use reasonable diligence to avoid any such delay and to resume construction as promptly as possible after the delay. I. Mechanics' Liens. 1. At all times during the term of this Lease, Lessee sha11 keep the Premises and all improvements now or hereafter located on the Premises free and clear of all liens and claims of liens for labor, services, materials, supplies, or equipment performed on or furnished to the Premises. 2. Should Lessee fail to pay and discharge or cause the Premises to be released from any such lien or claim of lien within twenty (20) days after service on Lessee of written request from City to do so, City may pay, adjust, compromise, and discharge any such lien or claim of lien on any terms and in any manner that City may deem appropriate unless Lessee is in good faith contesting, opposing or objecting to such lien or claim of lien in compliance with subsection(3)below. In the event Lessee so fails to pay and discharge or cause the Premises to be released from any such lien or claim of lien, Lessee shall, on or before the first day of the next calendar month following any such payment by City, reimburse City for the fiill amount paid by City in paying, adjusting, compromising, and discharging that lien or claim of 1ien, including any reasonable attorneys' fees or other costs expended by City, and late fees and penalty charges, as appropriate, as shown in City's then current Schedule of Fees,together with interest at the then-maximum legal rate from the date of payment by City to the date of repayment by Lessee. 3. Lessee shall have the right to contest, oppose or object in good faith to the amount or the validity of any liens and claims of liens for labor, services, materials, supplies, or equipment performed on or furnished to the Premises, provided that written notice of the contest, opposition or objection must be given to City at least five(5) days prior to Lessee making or filing the contest, opposition or objection. Lessee sha11 be responsible for and shall pay all costs and expenses in any contest or legal proceeding instituted by Lessee. In no event shal] City be subjected to any ]iability for costs or expenses connected to any contest, and Lessee agrees to indemnify and hold City harmless from any such costs and expenses. Furthermore, no such contest, opposition, or objection shall be continued or maintained unless Lessee has provided to City such further written assurances as City may require within ten (10) days of City's written request. J. Zoning and Use Permits. Should Lessee deem it necessary or appropriate to obtain any building permit, use permit, variance, rezoning or administrative permit for the Premises in order to construct or operate the development or any other improvements, City agrees to execute any documents,petitions, applications, and authorizations that may be necessary or appropriate;provided,however,that any such permits,variances, or rezoning shall be obtained at the sole cost and expense of Lessee and Lessee agrees to protect and save City and the property of City, including the Premises, free and harmless from any such cost and expense. K. Ownership of Improvements. 1. Title to all improvements, including the Ilangar, to be constructed on the Premises by Lessee shall be owned by Lessee until expiration of thirty (30) years from the commencement date of this Lease or earlier termination of this Lease. A11 improvements, including the Hangar, on the Premises at the expiration of the term or earlier termination of this Lease shall, without compensation to Lessee, then automatically and without any act of Lessee or any third party become City's property. Lessee shall surrender the improvements to City at the expiration of the term or earlier termination of this Lease, free and clear of all liens and encumbrances, other than those, if any, permitted under this Lease or otherwise created or consented to by City. Without taking any action to alter the function or habitability of the improvements or to reduce the economic value of the same, Lessee agrees to execute, acknowledge, and deliver to City any instrument requested by City as necessary in City's opinion to perfect City's right, title, and interest to the improvements and the Premises. 2. Lessee shall have the right to remove such personal property, machinery, and equipment as may be removed without threat to the structural integrity of any building or improvement. If damage results from the removal of any such items, Lessee shall repair such damage at its sole expense. 8. INDEMNIFICATION. Lessee shall indemnify and defend the City, its officers, officials, employees, agents and volunteers, against and hold them harmless from any and all claims, losses, damages, civil penalties, and liability for damages, including reasonable attorneys' fees and other costs of defense incurred by the City,whether for damage to or loss of property or injury to or death of person(s), including properties of the City and injury to or death of the City's officers, officials, employees, agents and volunteers, arising out of or resulting from. Lessee's possession or use of the Premises or activities hereunder or from the actions of Lessee's officers, employees, agents and invitees,unless such damage, loss,injury or death is caused by the sole negligence or willful misconduct of the City. Lessee's obligations under this Section shall survive termination or expiration of this Agreement. 9. INSURANCE. A. Unless modified in writing by City's Risk Manager, Lessee sha11 maintain, during the duration of this Agreement, the following insurance from an insurance company authorized to do business in the State of California. The cost of such insurance shall be born by Lessee. Subject to policy terms, conditions, limitations and exclusions, coverage shall be at least as broad as: l. Insurance Services Office form number CG-00 O1, Commercial General Liability Insurance, in an amount not less than $2,000,000 per occurrence and $4,000,000 general aggregate for bodily injury and property damage liability, personal injury and advertising injury liability, medical payments and, as applicable, products-completed operations coverage, explosion, fueling, defueling and refueling operations. 2. Aircraft Liability, in respect of all aircraft owned, leased, hired, borrowed or operated, including passengers and non-passengers, and including contractual liability coverage in an amount not less than $1,000,000 per each occurrence for bodily injury and property damage,with a sublimit per passenger of no less than $100,000. 3. Insurance Services Office form number CA-0001 (Ed. 1/87), Comprehensive Automobile Liability Insurance,which provides for totallimits of not less than $1,000,000 combined single limits per accident applicable to all owned, non- owned and hired vehicles. 4. Statutory Workers' Compensation required by the Labor Code of the State of California and Employers' Liability Insuranee in an amount not less than $1,000,000 per occurrence. Both the Workers' Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents and vol�unteers. 5. Property Insurance against all risks of loss to any tenant improvements, betterments, and contents at full replacement value. The property insurance policy sha11 contain a waiver of subrogation in favor of City, its officers, officials, agents, employees and volunteers. B. Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. C. Other Insurance Provisions. The generalliability policies are to contain or be endorsed to contain the following provisions: 1. The City, its officers, officials, employees, agents and volunteers are to be covered as additional insured as respects liability arising out of work or operations performed by or on behalf of Lessee; premises leased or used by Lessee; or automobiles owned, leased, hired or borrowed by the Lessee. The coverage shall contain no special limitations of the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. 2. City, its elected officials, officers, employees, and agents are to be covered as additional insured as respects liability arising out of work or operations performed by or on behalf of Consultant; premises owned, leased or used by Consultant; or automobiles owned, leased,hired or borrowed by Consultant. 3. Lessee's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents or volunteers but only as respects claims arising from the sole negligence of the Lessee. Any insurance or self- insurance maintained by the City, its officers, officials, employees, agents or volunteers shall be excess of the Lessee's insurance and shall not contribute with it. 4. 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. D. Cancellation Clause. Each insurance policy required by this section shall be endorsed to state that coverage shall not be canceled except after thirty(30) days' prior written notice has been given to the City. E. Certificate Holder. The Certi�cate I-Iolder sha11 be the City of Redding, 777 Cypress Avenue, Redding CA 96001. F. Sublessees. Sublessees shall be required to procure and maintain insurance applicable to their service and/or operation and meet the insurance requirements set forth in this Section. City sha11 determine the type(s) of insurance to be provided by Sublessee. G. Acce�tabilit,y of Insurers. Insurance is to be placed with insurers admitted to conduct business in the State of California with a current A.M. Best's rating of no less than A- :VII. H. Verification of Covera�e. Lessee sha11 furnish the City with certificates of insurance and original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. I. Covera�e. A11 coverage types and limits required are subject to approval,modification and additional requirements by the City, as the need arises. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Lessee thirty (30) days' advance written notice of such change. J. The requirements as to the types and limits of insurance coverage to be maintained by Lessee as required by Section 9 of this Agreement, and any approval of said insurance by City, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by Lessee pursuant to this Agreement, including, without limitation,provisions concerning indemnification. K. At every five (5) year anniversary during the initial term of this Agreement or any option term, the City Attorney or Risk Manager may modify the insurance requirements set forth herein and, upon written notice from the City Attorney or Risk Manager of the change in insurance requirements, Lessee shall satisfy said insurance requirement within thirty(30) calendar days. 10. MAINTENANCE AND REPAIRS. A. Lessee shall, at Lessee's sole cost and expense and at a11 times during the term, maintain the Premises in a safe and attractive condition and in the same condition as received at the beginning of the term, ordinary wear and tear excepted. Lessee shall do, or cause to be done without delay, a11 those things which, in the opinion of the Airports Manager, are necessary or desirable in the interests of safety or to maintain the Premises in good repair and appearance. All damage caused to the Premises and/or Airport by Lessee, its officers, employees, agents and invitees, sha11 be repaired at Lessee's sole expense. B. Lessee shall, at Lessee's sole cost and expense and at all times during the term, be responsible for the following: 1. Sweeping and maintaining the aircraft and vehicle parking aprons in a clean condition; 2. Conduct vegetation and weed management. 11. ALTERATIONS AND ADDITIONS. A. Lessee shall not make or cause to be made any alterations or improvements to the Premises without first securing the written consent of the Airports Manager. The Airports Manager, in his sole discretion, may impose restrictions upon any proposed alterations or improvements. All such alterations or improvements shall comply with Airport Policy and all applicable building, zoning and fire codes. B. Any trade fixtures, equipment, and other property brought, installed, or placed by Lessee in or about the Premises shall be and remain the property of Lessee 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. C. Upon the termination of this Agreement, at the sole option of the City: (1) The alterations or improvements shall become the property of the City and shall remain on the Premises; or (2) Lessee shall remove a11 alterations ar improvements and return the Premises to the City in substantially the same condition as the Premises existed at the commencement of this Agreement. 12. ASSIGNMENT. Lessee shall not voluntarily assign, encumber, or sublet its interest in this Agreement or in the Premises, or allow any other person or entity (except its authorized representatives)to occupy or use any or all part(s) of the Premises,without first obtaining the City's prior written eonsent which shall not be unreasonably withheld. Any assignment or encumbrance without the City's consent shall be voidable and, at the sole election of the City, shall constitute a default of this Agreement. No consent to any assignment or encumbrance shall constitute a further waiver of the provisions of this section. 13. INVOLUNTARY ASSIGNMENT. A. No interest of Lessee in this Agreement shall be assignable by operation of 1aw. Each of the following acts shall be considered an involuntary assignment: 1. If Lessee is or becomes bankrupt (whether voluntary or involuntary) or insolvent, makes an assignment for the benefit of creditors, or institutes a proceeding under the Bankruptcy Act in which Lessee is the bankrupt; or, if Lessee is a partnership or consists of more than one person or entity, if any partner of the partnership, or other person or entity, is or becomes bankrupt (whether voluntary or involuntary) or insolvent, or makes an assignment for the benefit of creditors; 2. If a writ of attachment or execution is levied on this Agreement; 3. If, in any proceeding or action to which Lessee is a party, a receiver is appointed with authority to take possession of the Premises; or 4. The abandonment or discontinuance of any operation at the Airport by Lessee, or the failure to conduct any service, operation or activity permitted by this Agreement. If this condition exists for a period of fifteen (15} days without the prior written consent of the City, it will constitute an abandonment of the land, facility or location, and this Agreement sha11 become null and void. B. An involuntary assignment shall constitute a default by Lessee,and the City shall have the right to elect to terminate this Agreement. In no event shall this Agreement be deemed or treated as an asset of Lessee. 14. NO EXCLUSIVE USE. Nothing contained in this Agreement shall be construed as entitling Lessee to the exclusive use of any services, facilities, or property rights of any nature at the Airport, except the use of the Premises for the purpose and approved use set forth in this Agreement. 15. WASTE; QUIET CONDUCT. Lessee shall not commit or suffer to be committed any waste upon the Premises, or any nuisance or other act or thing which may disturb the quiet enjoyinent of any other occupant of or user of the Airport or the City's adjoining property. 16. STORAGE. Lessee shall not store anything outside of the Premises without the prior written approval of the Airports Manager. 1'7. RIGHT TO INSPECT. A. The City and its authorized afficers, agents, employees, volunteers, contractors, subcontractors and other representatives sha11 have the right to inspect the Premises for any purpose, including, but not limited to, the following: l. To inspect the Premises at reasonable intervals during regular business hours with twenty-four (24) hours prior notice to determine whether Lessee has complied with or is complying with the promises, terms, covenants and conditions of this Agreement; 2. To make repairs, additions, or alterations as may be necessary or convenient for the conduct, safety, improvement, or preservation of the Airport; 3. For emergency purposes; and 4. In the exercise of the City's police power. B. No inspection by or on behalf of the City of the Premises shall cause or constitute a termination of this Agreement, or be deemed to constitute an interference with Lessee's possession or use thereof. 18. RULES AND REGULATIONS; COMPLIANCE WITH LAWS. Lessee shall,at Lessee's sole cost and expense,comply with a11 of the requirements of a11 city, county, state and federal authorities now in force, or which may hereafter be in force,pertaining to Lessee's possession and use of the Premises, and sha11 faithfully observe in the use of the Premises all city and county ordinances and state and federal statutes and regulations, now in force or which may hereafter be in force. Lessee's possession and use of the Premises shall conform to all Airport rules and regulations and local building and fire codes. 19. HAZARDOUS MATERIALS. A. Hazardous substances or materials include, but are not limited to: 1. Substances which are flammable, explosive, corrosive, radioactive, toxic; 2. Any material or substances defined as hazardous substances, hazardous materials, toxic substances, or hazardous wastes in the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. Sections 9601, et seq.), the Resource Conservation and Recovery Act (42 U.S.C. Sections 6901, et seq.), the �Iazardous Waste Control Act (California Health & Safety Code Sections 25100, et seq.) the Hazardous Substance Account Act (California Heath & Safety Code Sections 25300, et seq.), California Health and Safety Code Section 25280,et seq.,Hazardous Materials Release Response Plans and Inventory or the California Porter-Cologne Water Quality Control Act, (Water Code Sections 13000, et seq.), and all amendments to these laws and regulations adopted or publications promulgated pursuant to these laws; 3. Those asbestos-containing materials defined and described in Environmental Protection Agency Report No. 56/5-85-024(June 1985)whether or not friable, or any related or successor report, or other applicable government regulations de�ned or describing such materials; 4. Pesticides as defined by Section 136(u) of FIFRA (7 U.S.C. Section 136) as may be present in soil or groundwater; 5. "Hazardous wastes" as defined in Section 25ll 7 of the California Health and Safety Code,or as a chemical that is known to the State of California"to cause cancer or reproductive toxicity" under the Safe Drinking Waster and Toxic Enforcement Action of 1986, California �-Iealth and Safety Code Sections 25249.5, et seq.; and 6. Hazardous materials, substances or waste, or toxic materials, substances or waste as those terms or similar terms are defined by any other federal, state or local law or regulation or orders. B. Lessee agrees to indemnify, protect, hold harmless, and defend City, its elected officials, officers, employees, agents and volunteers from and against any and a11 liability, including without limitation, (1) all foreseeable and unforeseeable consequential damages, directly or indirectly arising from the use generation, storage, or disposal of hazardous materials by Lessee, and (2) the cost of any required or necessary repair, cleanup or detoxification and the preparation of any closure or other required plans,to the full extent that such liability is attributable,directly or indirectly, to the presence of use, generation, storage, release, threatened release, or disposal of hazardous materials by Lessee, its officers, employees, agents and/or invitees on the Premises or Airport after the beginning of the term of this Agreement. C. Lessee releases City from any and a11 claims Lessee may have against City of whatever kind or nature resulting from or in any way connected with the environmental condition of the Premises, including any and all claims Lessee may have against City under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended ("CERCLA"), or any other federal, state, or local 1aw, whether statutory or common law, ordinance, or regulation pertaining to the release of hazardous materials into the environmental from or at the Premises. Lessee expressly waives the benefits of Civil Code Section 1542,which provides as follows: "A general release does not extend to claims which the creditor does not know or expect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." D. Lessee's obligations under this Section sha11 survive termination or expiration of this Agreement. 20. SECURITY. Lessee shall completely secure the Premises to prevent unauthorized access to the secure side of the Airport at all times. Lessee shall defend, indemnify, hold harmless and pay any fines imposed upon the City by the Federal Aviation Administration (FAA), Department of Homeland Security (DHS), or Transportation Security Administration (TSA) for violations of security caused by actions of Lessee or its agents, employees, or invitees. Lessee shall pay such fine within thirty (30) days of written notice from the City of the obligation to pay the fine. Failure to comply with the provisions of this Section is grounds for termination of this Agreement by the City. 21. FEDERAL REQUIREMENTS. To comply with Federal Aviation Administration requirements, Lessee and its officers, administrators,representatives, successors and assigns, as part of the consideration hereof, do hereby covenant and agree: GENERAL CIVIL RIGHTS PROVISIONS In all its activities within the scope of its airport program,the Contractor agrees to comply with pertinent statutes,Executive Orders, and such rules as identified in Title VI List of Pertinent Nondiscrimination Acts and Authorities to ensure that no person shall, on the grounds of race, color,national origin (including limited English proficiency), creed, sex(including sexual orientation and gender identity), age, or disability be excluded from participating in any activity cond�ucted with or benefiting from Federal assistance. This provision is in addition to that required by Title VI of the Civil Rights Act of 1964. If the Contractor transfers its obligation to another, the transferee is obligated in the same manner as the Contractor. The above provision obligates the Contractor for the period during which the property is owned, used or possessed by the Contractor and the airport remains obligated to the Federal Aviation Administration. Title VI List of Pertinent Nondiscrimination Acts and Authorities During the performance of this contract,the Contractor,for itself,its assignees, and successors in interest(hereinafter referred to as the"Contractor") agrees to comply with the following non- discrimination statutes and authorities; including but not limited to: • Title VI of the Civil Rights Act of 1964(42 USC § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color,national origin); • 49 CFR part 21 (Non-discrimination in Federally-Assisted programs of the Department of Transportation—Effectuation of Title VI of the Civil Rights Act of 1964); • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 USC § 4601}(prohibits unfair treatment of persons displaced or whose property has been acquirecl because of Federal ar Federal-aid programs and projects); � Section 504 of the Rehabilitation Act of 1973 (29 USC § 794 et seq.),as alnended(prohibits discrimination on the basis of disability); and 49 CFR part 27 (Nondiscrimination on the Basis of Disability in Prograins or Activities Receiving Federal Financial Assistance); • The Age Discrimination Act of 1975, as amended(42 USC § 6101 et seq.)(prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982 (A9 USC § A7123), as amended(prohibits discrimination based on race, creed, color,national origin, or sex); • The Civil Rights Restoration Act of 1987(PL 100-259) (broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, the Age Discrimination Act of 19'75 and Section 504 of the Rehabilitation Act of 19'73,by expanding the definition of the terms"programs or activities"to include al1 of the programs or activities of the Federal-aid recipients, sub- recipients and contractors,whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act of 1990 (42 U�SC § 12101, et se�(prohibit discrimination on the basis of disability in the operation of public entities,public and private transportation systems,places of public accommodation, and certain testing entities) as implemented by U.S. Department of Transportation regulations at 49 CFR parts 37 and 38; • The Federal Aviation Administration's Nondiscrimination statute (49 USC § 47123) (prohibits discrimination on the basis of race, color,national origin, and sex); • Executive Order 12898,Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations(ensures nondiscrimination against minority populations by discouraging programs,policies,and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations); • Executive Order 13166,Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance,national origin discrimination includes discrimination because of limited English proficiency(LEP). To ensure compliance with Title VI,you must take reasonable steps to ensure that LEP persons have meaningful access to your programs [70 Fed. Reg. 74087 (2005)]; • Title IX of the Education Amendments of 1972, as amended,which prohibits you from discriminating because of sex in education programs or activities(20 USC § 1681, et sec�. Compliance with Nondiscrimination Requirements: During the performance of this contract,the Contractor, for itself,its assignees, and successors in interest(hereinafter referred to as the"Contractor"), agrees as follows: 1, Compliance with Regulations: The Contractor(hereinafter includes consultants)will comply with the Title VI List of Pertinent Nondiscrimination Acts and Authorities, as they may be amended from time to time,which are herein incorporated by reference and made a part of this contract. 2. Nondiscriminafion: The Contractor,with regard to the work performed by it during the contract,will not discriminate on the grounds of race, color, national origin(including limited English proficiency), creed, sex(including sexual orientation and gender identity), age, or disability in the selection and retention of subcontractors,including procurements of materials and leases of equipment. The Contractor will not participate directly or indirectly in the discrimination prohibited by the Nondiscrimination Acts and Authorities, including employment practices when the contract covers any activity,project, or program set forth in Appendix B of 49 CFR part 21. 3. Solicitations for Subcontracts,including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract,including procurements of materials, or leases of equipment,each potential subcontractor or supplier will be notified by the Contractor of the contractor's obligations under this contract and the Nondiscrimination Acts and Authorities on the grounds of race, color, or national origin. 4. Information and Reports: The Contractor will provide ali information and reports required by the Acts,the Regulations, and directives issued pursuant thereto and wi11 permit access to its books,records, accounts, other sources of information, and its facilities as may be determined by the Sponsor or the Federal Aviation Administration to be pertinent to ascertain compliance with such Nondiscrimination Acts and Authorities and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information,the Contractor will so certify to the Sponsor or the Federal Aviation Adininistration,as appropriate, and will set forth what efforts it has made to obtain the information. 5, Sanctions for Noncompliance: In the event of a Contractor's noncompliance with the non- discrimination provisions of this contract,the Sponsor will impose such contract sanctions as it or the Federal Aviation Administration may determine to be appropriate,including,but not limited to: a. Withholding payments to the Contractor under the contract until the Contractor coinplies; and/or b. Cancelling,terminating, or suspending a contract,in whole or in part. 6. Incorporation of Provisions: The Contractor will include the provisions of paragraphs one through six in every subcontract,including procurements of materials and leases of equipment,unless exempt by the Acts,the Regulations, and directives issued pursuant thereto. The Contractor wi11 take action with respect to any subcontract or procurement as the Sponsor or the Federal Aviation Administration may direct as a means of enforcing such provisions including sanctions far noncompliance. Provicled,that if the Contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction,the Contractor may request the Sponsor to enter into any litigation to protect the interests of the Sponsor. In addition,the Contractor may request the United States to enter into the litigation to protect the interests of the United States. CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE AIRPORT IMPROVEMENT PROGRAM A. The Lessee for himself/herself, his/her heirs,personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree as a covenant running with the land that: L In the event facilities are constructed, maintained, or otherwise operated on the property described in this lease for a purpose for which a Federal Aviation Administration activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the lessee will maintain and operate such facilities and services in compliance with all requirements imposed by the Nondiscrimination Acts and Regulations listed in the Title VI List of Pertinent Nondiscrimination Acts and Authorities (as may be amended) such that no person on the grounds of race, color, or national origin, wi11 be excl�uded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities. B. With respect to licenses, leases,permits, etc., in the event of breach of any of the above Nondiscrimination covenants, City of Redding wi11 have the right to terminate the Zease and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the lease had never been made or issued. With respect to a deed, in the event of breach of any of the above Nondiscrimination covenants, the City of Redding will have the right to enter or re-enter the lands and facilities thereon, and the above-described lands and facilities will there upon revert to and vest in and become the absolute pro erty of the City o Reddin and its assigns. 22. DAlVIAGE; DESTRUCTION. A. If the Premises are so damaged or destroyed by fire, flood, earthquake, the elements, casualty, war,riot,public disorder, or any other cause not the fault of Lessee, its officers, employees, agents or invitees so as to render the entire Premises unusable for Lessee's operations, the Lessee shall have the option to either repair the Premises or terminate this Agreement. In the event that the Lessee elects to terminate this Agreeinent, rent for the month in which the Premises are damaged sha11 be prorated and the unearned portion refunded to Lessee within three (3) days of the Lessee's election to terminate this Agreement. Notwithstanding, Lessee shall bear the cost of removing all material, structures and improvements from the Premises and City may recover as a set-off to rent to be returned to Lessee pursuant to this subdivision or by any other means afforded to it in 1aw or equity the cost of removing the same if Lessee does not do so within thirty(30) calendar days of City having deposited notice to Lessee of its obligation as set forth herein." B. If the Premises are partially damaged or rendered partially unusable by fire, flood, earthquake, the elements, casualty, war,riot,public disorder, or any other cause not the fault of City, its officers or employees, City shall give the Lessee written notice of such damage, and if the Lessee does not commence repairs within thirty (30) calendar days from the date of the notice, City may elect to terminate this Agreement by giving written notice to the Lessee of City's election to terminate this Agreement. If City elects not to terminate this Agreement, this Agreement sha11. continue in full force and effect except that the damage to the Premises shall be repaired by and at the expense of the Lessee and until such repair is substantially completed so that full use and occupancy of the Premises by Lessee is possible, the rent shall be apportioned according to the portion of the Premises which remains useable. If such repairs are not completed within one hundred eighty(180) calendar days from the date of the City's notice of the damage, City may terminate this Agreement by giving Lessee written notice within ten(10) calendar days of the expiration of the one hundred eighty(180) calendar day period of the City's election. to terminate this Agreement. 23. DEFAULT. A. The occurrence of any of the following shall constitute a material breach or default of this Agreement by Lessee: 1. Failure to pay any payment due under this Agreement when due, if the failure to pay continues for five (5) days after notice of the failure has been given to Lessee; 2. Failure to perform any other provision of this Agreement if the failure to perform is not cured within thirty(30) days after notice of the failure has been given to Lessee. Tf the breach or default cannot be reasonably cured within thirty (30) days, Lessee shall not be in breach or default of this Agreement if Lessee commences to cure the breach or default within the thirty (30) day period and diligently and in good faith continues to cure the default. 3. Failure to maintain current licenses, if any, required for the permitted operation. 4. Intentionally supplying the City with false or misleading information or misrepresenting any material fact on documents or in statements to or before the City and its employees, or the intentional failure to make full disclosure on a financial statement or other required documents. B. Notices given under this section shall be made in writing, and shall specify the alleged breach or default, and shall demand that Lessee perform the provisions of this Agreement or pay the payment that is in arrears, as the case may be, within the applicable time period, or this Agreement is terminated. No such notice shall be deemed a forfeiture or a termination of this Agreement unless the City so elects in the notice. C. The City, at any time after Lessee commits a breach or default of this Agreement, can cure the breach or default at Lessee's cost. If the City, at any time, by reason of Lessee's breach or default, pays any sum or does any act that requires the payment of any sum, the sum paid by the City shall be due immediately from Lessee to the City at the time the sum is paid, and if paid at a later date sha11 be subject to late fees and penalty charges as shown in the City's then current Schedule of Fees and Charges. The sum,together with the late fees or penalty charges, shall be an additional payment owed to the City pursuant to this Agreement. 24. CITY'S REMEDIES FOR DEFAULT. A. Termination of Lease. Upon the occurrence of a default that is not timely cured by Lessee, the City may immediately terminate this Agreement and recover possession of the Premises. Once the City has terminated this Agreement, Lessee shall immediately surrender the Premises to the City. On termination of this Agreement, the City may recover from Lessee all of the foIlowing: 1. The worth at the time of the award of any unpaid rent that had been earned at the time of the termination, to be computed by allowing interest at the maxirr�um amount of interest permitted by 1aw; 2. Any difference in the rent owed going forward less the rent from a new tenant as multiplied by the number of months remaining on the term; 3. Any other amount necessary to reasonable compensate the City for all the detriment proximately caused by Lessee's failure to perform obligations under this Agreement, including brokerage commissions and advertising expenses, expenses of remodeling the Premises for a new Lessee (whether for the same or a different use), and any special concessions made to obtain a new Lessee; and 4. Any other reasonable amounts, in addition to or in lieu of those listed above, that may be permitted by applicable law. B. Continuation of Lease in Effect: Upon the occurrence of a default that is not timely cured by Lessee, the City shall have the remedy described in Civil Code section 1951.4, which provides that, when a Lessee has the right to sublet or assign (subject only to reasonable limitations), the City may continue the lease in effect after the Lessee's breach and abandonment and recover rent as it becomes due. Accordingly, if the City does not elect to terminate this Agreement on account of any default by Lessee, the City may enforce all of the City's rights and remedies under this Agreement, including the right to recover a11 rent as it becomes due. 25. SURRENDER OF PREMISES. On the expiration, cancellation or termination of this Agreement, Lessee shall surrender possession of the Premise to City, deliver all keys to any locks on the Premises and make known to City the combination of any combination locks on the Premises. Lessee sha]1 reimburse City for any damage done to the Premises caused by Lessee's use of the Premises or Lessee's actions or omissions other than normal wear and tear. Lessee shall remove all its personal property on or before the date of expiration, cancellation or termination of the Agreement. 26. ADMINISTRATION BY CITY. Whenever Lessee is required to secure the approval or consent of the City pursuant to this Agreement, the City shall mean the Airports Manager. When the Mayor is signatory to this Agreement,the Airports Manager shall have authority to execute any amendment to this Agreement which does not decrease the amount of compensation allowable to City, or otherwise substantially change the nature or scope of the agreement provided herein. 27. VOLUNTEER ASSISTANCE. Under no circumstances will Lessee use City employees whom are on duty to perform work at the Premises. Under no circumstances will Lessee use City employees whom are off duty to perform work at the Premises if the nature of the work is substantially similar to the employee's regular work duties for the City. 28. SIGNS. The size and location of signs, banners, flags, etc., located off of the Airport advertising the activities of Lessee shall be subject to the City's sign ordinance (Redding Municipal Code Chapter 18.42.) The size and location of signs, banners, flags, etc., located on the Premises or at the Airport shall be subject to the prior written approval and control of the Airports Manager. 29. NOTICES. A11 notices, requests, demands and other communications hereunder shall be deemed given only if in writing signed by an authorized representative of the sender and personally delivered to the City or Lessee, or in lieu of such personal service, sent by United States mail, registered or certified, return receipt requested, or delivered by facsimile, with a hard copy mailed first class, postage prepaid; or when sent by a courier or an express service guaranteeing overnight delivery to the receiving party, addressed to the respective parties as follows; TO THE CITY: TO LESSEE: City of Redding Lessee Entity Attn.: Airports Manager Attn: Contac�Nafne, Title 6751 Woodrum Circle, #200 Address Line 1 Redding, CA 96002 City, State ZIP Either party Inay change its address for the purposes of this section by giving written notice of such change to the other party in the manner provided in this section. 30. BINDING ON HEIRS AND SUCCESSORS. This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto, but nothing in this Section shall be construed as a consent by City to any assignment of this Agreement or any interest in the Agreement by Lessee eXcept as provided in Section 13 of this Agreement. 31. ATTORNEY'S FEES. In any dispute between the City and Lessee,whether or not resulting in litigation,the prevailir�g party shall be entitled to recover from the other party all reasonable costs, incl�uding without limitation, reasonable attorney's fees. "Prevailing party" shall include without limitation, a party who dismisses an action for specific performance or for damages in exchange for sums allegedly due, performance for covenants allegedly breached ar consideration substantially equal to the relief sought in the action, or which receives from the other party, in connection with any dispute, performance substantially equivalent to any of these. 32. HEADINGS AND REFERENCE AND WAIVER. The titles and headings in this Agreement are inserted for convenience only and shall not constitute a part hereof. A waiver of any party of any provision or a breach of this Agreement must be provided in writing, and shall not be construed as a waiver of any other provision or any succeeding breach of the same or any other provisions herein. 33. NO PARTY DEEMED DRAFTER. In the event of a dispute between any of the parties hereto over the meaning of this Agreement, no party shall be deemed to have been the drafter hereof, and the principle of law set forth in Civil Code §1654 that contracts are construed against the drafter shall not apply. 34. CALIFORNIA LAW. This Agreement shall be deemed to have been entered into in Redding, California. A11 questions regarding the validity, interpretation or performance of any of its terms or of any rights or obligations of the parties to this Agreement shall be governed by California law,and any action brought by either party to enforce any of the terms of this Agreement shall be filed in the Shasta County Superior Court. 35. TIME OF ESSENCE. Time is of the essence of this Agreement and of each and every provision therein. 36. ENTIRE AGREEMENT. This Agreement, which includes all exhibits attached hereto and incorporated by reference herein, contains all the representations and the entire understanding and agreement between the parties pertaining to the use of the Premises or any other matters connected therewith. All correspondence, memoranda, or oral or written agreements pertaining to the Premises or the parties hereto, which originated before the date of this Agreement are nu11, void and no longer in force and with no effect, and are replaced in total with this Agreement unless otherwise expressly stated in this Agreement. 37. MODIFICATION OF LEASE. This Agreement sha11 not be altered, amended, or modified except by a writing signed by City and Lessee. 38. SEVERABILITY. If any portion of this Agreement or the application thereof to any person or circumstance shall be invalid or unenforceable to any extent, the remainder of this Agreement shall not be affected thereby and shall be enforced to the greatest extent permitted by law. 39. AUTHORITY. Each of the undersigned signatories hereby represents and warrants that they are authorized to execute this Facilities and Ground Lease on behalf of the respective parties to this Agreement, that they have full right, power and lawful authority to undertake all obligations as provided in this Agreement; and that the execution, performance and delivery of this Agreement by said signatories has been fully authorized by all requisite actions on the part of the respective parties to this Agreement. 40. DATE OF AGREEMENT. The date of this Agreement sha11 be the date it is signed by the City. IN WITNESS THEREOF, City and Lessee have executed this Agreement on the days and year set forth below. CITl'OF REDDING Dated: , 2023 By: MICHAEL DACQUISTO,Mayor Attest: Approved as to Form: BARRY E. DeWALT City Attorney PAMELA MIZE, City Clerk By: LESSEE ENTITY Dated: , 2023 By: Lessee Signatory,Signato�y Title Attachments—Exhibit A,P�operty Desc�iption Exhibit B,Legal Description EXHIBIT A—SITE MAPS ,�. , , �'�, ' � ��� ������ . r ������������s��,, az� r,�� � ' ��:,� �,,,,,, � ��� � �>, �,=.«,4 .r.�_� � �ea�terrr•ate�.;�r,.t�*se�1 � v ��rc�e�a�e�m , � j i� , ;y s s ; ,*g '�' �I z � ���� � & fiti, � „ , , a � m, qfia"" � `iP J "�$s rt 3 r ft � },, � � �. , .N, ', , , � '...� ,;.�,�. '" .�� � � °'``r :a, � � 4 � ��� � V t,��. � .w, ,�� iH ,; 4 S , � e� F� `� �„ >, ;�"t � � S „ 5; .. � ;t,�.;h..n ci,, t�,� '�, � � �:,`;, � � w„` 4 «o-u+`#i�.,�k��'t, l � "'� .��7 ... �., l '.$v'F � �� : ��� , �f���. i�; , ��., t�+�?t a� s�� ';f . P, ,tt s��.��:�,,.x.f, �rr�� ��.. � tw, �� ��„„ �, ......,,, ;u. : ...� iq WPa�, . '. n $ .... , , �,,.. , s .�� „ , ,, ,�: -, . ;.,, � � ' t �, r ����; „ f � �-,> ,�:�_,� r ,�.� �n . � �.������w� ��t �� �� ,, - �� � ��� �} '� ,; �.� �� ���w� , r � ��r � , � � r�{ � �. , ..��.e ��, ��a.uaa:��,�'.�w.+ua��u�k`n�Fw?sa,�.3�`d&'�ut.m�� �.uU;'��r r��h'i;ur���k , ���;�'? u.�, � ..".' ��fr�", , „<1 i,�,,,u,. I�„ , � �� t� � . � �...� ?� � s ��, a a „� � � �; � � a?'� , ,�� . 't a, ,�� ,,,, , � : gw5�g i�ji: '�; � °, Y �1, i,' p. ) �� � �''yu l;� N ��l , 5 ' �„ii 7 { �i �,t'�11✓ r�s �l ,y,i� — ; t� '�.iiMra t J �� r� 6i f � j��c^� , 3 }t��f}4 }} ;. � = 6; Jr ��.,� OD�ii'` a $�'s �i� ` �;t tF4i The sites delineated in red are both already released for non-aeronautical land uses by the FAA and would have the support of the airport sponsor for non-aeronautical development. Alternative Land Area 1 delineated in green is not yet released for non-aeronautical development, however, the airport sponsor generally supports the placement of non-aeronautical land-uses in this area subject to the master plan. Alternative Land Area 2 delineated in purple is not currently released for non-aeronauticalland-uses by the FAA and the airport sponsor is accepting responses indicating the level of interest in non-aeronautical development within this area, however, the level of support for non-aeronautical development is undeternuned at this time pending the completion of the Airport Master Plan.