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HomeMy WebLinkAbout13734 RESOLUTION NO. 13734 A RESOLUTION APPROVING A HANGAR LEASE BETWEEN PUEBLO, A MUNICIPAL CORPORATION AND LOCKHEED MARTIN CORPORATION, A MARYLAND CORPORATION, RELATING TO LAND AND A BUILDING LOCATED AT THE PUEBLO MEMORIAL AIRPORT AND AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO EXECUTE SAME BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. The hangar lease dated July 24, 2017 between the City of Pueblo, a municipal corporation and Lockheed Martin Corporation, a Maryland corporation (“Company”) a copy of which is attached hereto and incorporated herein by this reference, having been approved as to form by the City Attorney is hereby approved. SECTION 2. The President of the City Council is authorized to execute and deliver the hangar lease in the name of the City and the City Clerk is directed to affix the seal of the City thereto and attest same. SECTION 3. The officers and staff of the City are directed and authorized to perform any and all acts consistent with the intent of this Resolution and the attached hangar lease which are necessary or appropriate to implement the transactions described therein. SECTION 4. This Resolution shall become effective immediately upon final passage. INTRODUCED: July 24, 2017 BY: Ed Brown City Clerk’s Office Item # M-9 Background Paper for Proposed Resolution COUNCIL MEETING DATE: July 24, 2017 TO: President Stephen G. Nawrocki and Members of City Council VIA: Gina Dutcher, City Clerk FROM: Sam Azad, City Manager SUBJECT: A RESOLUTION APPROVING A HANGAR LEASE BETWEEN PUEBLO, A MUNICIPAL CORPORATION AND LOCKHEED MARTIN CORPORATION, A MARYLAND CORPORATION, RELATING TO LAND AND A BUILDING LOCATED AT THE PUEBLO MEMORIAL AIRPORT AND AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO EXECUTE SAME SUMMARY: Attached is a Resolution approving and authorizing the President of City Council to sign a hangar lease between the City and Lockheed Martin Corporation, a Maryland corporation (“Company”). PREVIOUS COUNCIL ACTION: Not applicable. BACKGROUND: The City and the Company have negotiated a hangar lease containing the following terms and conditions: 1. The lease is for approximately 22,500 square feet of an airplane hangar located at the Pueblo Memorial Airport. 2. The term of the lease is for two years, with the Company having the option to renew the lease for an additional two terms of one year each. The monthly base rent for the hangar is $5,000 increasing to $5,500 per month for the first renewal term and $6,000 per month for the second renewal term. In addition, the Company agrees to pay landing fees and further agrees to reimburse the City for snow removal. 3. The hangar lease is made on a “triple net” basis with the Company paying all applicable taxes, insurance and utilities. In addition, the Company agrees to pay the City of Pueblo’s combined service fee. 4. The City agrees to install a concrete floor in the hangar building in accordance with specifications agreed to by the parties. FINANCIAL IMPLICATIONS: As set forth above. BOARD/COMMISSION RECOMMENDATION: Not applicable to this Resolution. STAKEHOLDER PROCESS: Not applicable to this Resolution. ALTERNATIVES: If this Resolution is not approved the City will not receive income from the Company for the lease of the airport hangar building. RECOMMENDATION: Approve the Resolution. Attachments: Proposed Resolution Proposed hangar lease LEASE COMMENCEMENT AGREEMENT This Lease Commencement Agreement is made as of this day of September,2017,and is hereby attached and made a part of the Lease dated July 24,2017("Lease")by and between City of Pueblo("Landlord")and Lockheed Martin Corporation("Tenant")for approximately 22,500 rentable square feet of space located at 31201 Bryan Circle,Pueblo,CO(as more particularly described in the Lease,the"Premises"). Landlord and Tenant acknowledge that the address for the Premises is 32501 Walt Bassett Avenue, Pueblo,CO 81001.As of July 24,2017,all references in the Lease to the Premises shall be deemed to mean 32501 Walt Bassett Avenue, Pueblo,CO 81001. This Commencement Date of the Lease shall be July 25,2017. The Rent due under the Lease shall commence on July 25,2017. The Expiration Date of the Lease shall be July 24,2019. Landlord and Tenant agree to be bound by all the terms,covenants and conditions and agreements set forth in the Lease,as supplemented by this Lease Commencement Agreement. The premises address and dates set forth above in this Lease Commencement Agreement shall replace and supersede any conflicting addresses and dates set forth in the Lease. Landlord: Tenant: City of Pueblo Lockheed Martin Corporation By: LMC Properties,Inc.,Attorney in Fact under Irrevocable Power of Attorney effective April 4,2016 By: /tglldIL By: a-4 Sam Azad V /, Title:City Manager Title: /t(c� 4' X 1:1-4-62- f ..,.,i2.,i Date: 1-i- 11 Date: . fr/l1/1 LEASE THIS LEASE entered into as of this 24th day of July, 2017 by and between City of Pueblo, a Colorado municipality (the "Lessor") and Lockheed Martin Corporation, a Maryland Corporation (the "Lessee"), with WITNESSETH: WHEREAS,the Lessor is the owner of an airplane hangar at the Pueblo Memorial Airport, Pueblo, CO, ("Airport") consisting of a building containing approximately 22,500 square feet located at 31201 Bryan Circle,Pueblo, CO (the "Building") and the adjacent Ramp (the "Land") (collectively the Land and Building are referred to herein as the "Leased Premises"), as shown on Exhibit A attached hereto, and WHEREAS, Lessee is desirous of leasing the Leased Premises upon the terms and conditions hereinafter set forth; NOW,THEREFORE, in consideration of the mutual promises, covenants and conditions contained herein, Lessor and Lessee hereby agree as follows: Article 1. Leased Premises. 1.01 Lessor hereby leases to Lessee and Lessee hereby leases from Lessor, subject to the covenants, provisions and conditions herein, the Leased Premises. Lessor hereby grants Lessee a non- exclusive easement to access the runways and taxiways from the Ramp and Leased Premises. Lessee is not hereby granted access to and use of the fuel tanks located at the Airport("Fuel Tanks"), without a separate agreement for their use. 1.02 This Lease and Lessee's use of the Leased Premises are subject to the easements, right- of-way, covenants, conditions, restrictions, reservations and limitations appearing of record, and applicable zoning and land use laws, ordinances, codes, and regulations governing and regulating the Leased Premises and its use. 1.03 Prior to the Commencement Date, Lessor, at its cost and expense, shall install a concrete floor in the Building in accordance with the specifications set forth on Exhibit B attached hereto ("Concrete Floor"). Lessor shall scrape and remove any oil spots and/or stains on the floor prior to the installation of the Concrete Floor. Article 2. Term. 2.01 The Term of this Lease shall be two (2) years commencing upon completion of the Concrete Floor installation and delivery of the Leased Premises to Lessee for use for business operations ("Commencement Date") and ending two (2) years after the Commencement Date ("Term"). Promptly following the Commencement Date, Lessor and Lessee shall execute a commencement date certificate certifying the Commencement Date and expiration date. If Lessor has not delivered the Leased Premises to Lessee with the Concrete Floor installation completed within ninety (90)days following full execution of this Lease, Lessee may cancel the Lease, without penalty, by providing written notice thereof to Lessor. 1 2.02 If not in default beyond any applicable notice and cure period hereunder at the time of Lessee's notice as described below, Lessee shall have the option to renew this Lease for an additional two (2)terms of one (1) year each (each a"Renewal Term") upon the same provisions, covenants and conditions as are set forth herein, except that the monthly Rent payable during each Renewal Term shall be as set forth in Section 3.01 below, and Lessee shall have no further option to renew this Lease beyond the expiration of the second Renewal Term. Each option to renew may be exercised by Lessee by delivering to Lessor written notice of Lessee's exercise of the option at least ninety (90) days prior to the last day of the then current Term of this Lease, as it may be extended. If Lessee fails for any reason to give timely notice of its exercise of the option to renew, the option rights granted hereby shall automatically terminate. 2.03 Landing Fees are$1.00 per 1,000 pounds. Lessee is required to file a landing fee report to Pueblo Memorial Airport Administration, 31201 Bryan Circle,Pueblo, CO 81001. Lessee shall file such landing reports within fifteen (15) days following the end of each month. Lessee shall pay any Landing Fees which may be due along with the next monthly installment of Rent which becomes due following submission of the applicable landing fee report. 2.04 All employees who access the property within the fence are required by the Transportation Security Administration to have access badges. The cost is $35.00 per person for a two- year access badge and can be obtained by contacting Memorial Airport Administration, 31201 Bryan Circle, Pueblo, CO 81001. Lessee's representatives and guests may enter the hangar from Walt Bassett Street without a badge as long as they do not venture onto the airport tarmacs, taxiways, etc. 2.05 Lessor shall perform any necessary snow removal for access to the hangar from the airport landing area and Lessee shall pay for such snow removal services in the amount of$250.00 per incident payable to Pueblo Memorial Airport Administration, 31201 Bryan Circle, Pueblo, CO 81001, payable within thirty (30) days following receipt of invoice from Lessor. 2.06 Lessee, at any time during the Term or any Renewal Terms or other extensions, shall have the right to terminate the Lease by providing 90 days' written notice thereof to Lessor. In the event Lessee terminates the Lease early pursuant to this Section 2.06, Lessee shall, on or before the early termination date, pay a termination fee("Termination Fee") to Lessor in the amount of the sum of all Base Rent that would have become due from the early termination date until the originally scheduled expiration date of the Lease(or Renewal Term, as applicable). Other than: (i) Lessee's restoration and surrender obligations under Sections 6.02 and 7.01, (ii) Lessee's indemnification obligations under Section 10.01 which accrue prior to the early termination date, (iii)Lessee's obligations under Article 23 which accrue prior to the early termination date, (iv) Section 24.13, and(v) any other items which expressly survive the expiration or termination of the Lease, Lessee shall have no further obligations or responsibilities under the Lease and accruing after the early termination date, and Lessor releases Lessee from any and all liability under the Lease accruing after the date of early termination; provided that Lessee shall remain liable for any defaults or other liabilities accruing prior to the early termination date. Article 3. Rent. 2 3.01 Lessee shall pay to Lessor monthly rent("Base Rent") of$5,000.00 in advance, without notice or demand, beginning with the Commencement Date and on the 1st day of each month thereafter during the entire term. Base Rent for the first Renewal Term is $5,500.00 per month with the same terms and conditions of the initial Lease. Base Rent for the second Renewal Term is $6,000.00 per month with the same terms and conditions of the initial Lease. Base Rent for any partial months shall be pro-rated based on the number of days in such month. 3.02 All monthly rent and other payments required to be made by Lessee hereunder which shall remain unpaid fifteen (15) days after their due dates shall bear interest at the rate of ten percent (10%) per annum until paid. All rent and other payments shall be made at or mailed by United States mail to the following address: City of Pueblo, Finance Dept., 1 City Hall Place., Pueblo, CO 81003 or such other address as Lessor may from time to time designate to Lessee in writing. The existence of default interest on unpaid rent shall not alter, nor shall it be construed or interpreted to alter, or confer a grace period after, the due date of the rent as set forth in Section 3.01 above. 3.03 Lessee's obligation to pay rent and other payments to Lessor hereunder is absolute and unconditional and rent or additional rent shall not be offset, abated, reduced or withheld for any cause whatsoever, except as specifically set forth in the Lease. 3.04 It is the intent of the parties hereto that this Lease be a "net" lease with Lessor incurring no obligation, monetary or otherwise, for any expense of any nature associated with the use and operation of the Leased Premises and any component part thereof by the Lessee. Notwithstanding the foregoing, Lessor shall be responsible for the costs of installing the Concrete Floor as set forth in Section 1.03 above, as well as the costs of curing any latent defects in the Leased Premises. Article 4. Use of Leased Premises. 4.01 The Leased Premises shall continue to be used and occupied by Lessee exclusively for commercial purposes associated with or incident to Lessee's established business activities and for such other activities of Lessee as are reasonably incident thereto. 4.02 Lessee shall use the Leased Premises in a careful, safe and proper manner in compliance with all laws and regulations applicable to the Leased Premises and Lessee's use thereof. Lessee shall not cause, maintain or permit any nuisance or waste in, on, or about the Leased Premises. 4.03 Lessee shall not abandon nor cease to conduct business on the Leased Premises for any period longer than 180 consecutive days without the payment of Rent. Article 5. Condition of Premises. 5.01 EXCEPT AS SPECIFICALLY SET FORTH IN THIS LEASE, IT IS UNDERSTOOD AND AGREED THAT LESSOR IS NOT MAKING AND HAS NOT AT ANY TIME MADE ANY WARRANTY OR REPRESENTATION OF ANY KIND OR CHARACTER, EXPRESS OR IMPLIED, WITH RESPECT TO THE LEASED PREMISES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OR REPRESENTATION AS TO HABITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE(OTHER THAN THE COVENANT OF QUIET 3 POSSESSION SET FORTH IN ARTICLE 16), ZONING, PHYSICAL OR ENVIRONMENTAL CONDITIONS, UTILITIES, GOVERNMENTAL APPROVALS, COMPLIANCES OF THE LEASED PREMISES WITH GOVERNMENTAL LAWS,THE TRUTH, ACCURACY OR COMPLETENESS OF ANY DOCUMENT OR OTHER INFORMATION PROVIDED TO LESSEE BY ANY OTHER PERSON, OR ANY OTHER MATTER OR THING REGARDING THE LEASED PREMISES. 5.02 The taking of possession of the Leased Premises, including but not limited to all building component and systems, by Lessee after the Commencement Date shall be conclusive evidence that the Lessee accepts the Leased Premises in its then present condition "As Is, Where Is, With All Faults", subject to the discovery of latent defects and to Lessor's installation of the concrete floor pursuant to Section 1.03 above, and that the Leased Premises are in good and satisfactory condition at the time of the commencement of this Lease. Article 6. Alterations and Improvements. 6.01 Lessee shall not make any additions, alterations or improvements in or to the Lease Premises("Alterations") without Lessor's prior written consent, which consent shall not be unreasonably withheld,conditioned, or delayed. Lessee shall not permit or allow any lien to be filed or recorded against the Leased Premises or Lessor's interest therein, and Lessee shall fully cooperate with Lessor in obtaining the protection afforded Lessor under Section 38-22-105(2), C.R.S., as amended to date. All Alterations made in or to the Leased Premises by Lessee shall immediately become part of the Leased Premises and be surrendered with the Leased Premises at the termination of this Lease. Upon the expiration of the Lease, the Lessee shall not be required to remove any of the initial Fit-out work or any improvements existing at the time of delivery of the Premises to Lessee, regardless of who performed or paid for such work. Notwithstanding the foregoing, any generators and/or chill-packs installed by Lessee shall be considered personal property, and Lessee shall have the option, at Lessee's sole election, to remove such generator(s)and/or chill-pack(s) or leave said installations on the Premises upon Lease expiration. 6.02 All equipment, fixtures and improvements of a detachable or temporary nature installed or placed upon the Leased Premises by Lessee, including trade fixtures, shall remain the property of Lessee, subject to Lessee's right, at its option, to remove same not later than ten (10) days after termination of this Lease. Lessee, at its expense, shall promptly repair any damage resulting from such removal. The failure of lessee to remove its equipment, fixtures and detachable improvements within ten (10)days after receipt of written notice from Lessor following the expiration or termination of this Lease, shall at the option of Lessor, be deemed an abandonment of such property and Lessor may dispose of such property as the Lessor, in its sole discretion, may determine. Article 7. Repairs and Maintenance. 7.01 Lessor shall not be obligated to repair, replace, maintain or alter the Leased Premises or any component part thereof, provided that Lessor shall be responsible for repairing any latent defects in the Leased Premises, including, without limitation, the Concrete Floor. In addition, Lessor shall be responsible for all maintenance and repair to the taxiways, runways, and Fuel Tanks. Lessee, at its expense, shall keep and maintain the Leased Premises, including, without limitation, the Building, structural components including but not limited to foundation, floors, roofs and walls, fixtures, and 4 electrical, heating, mechanical, plumbing and air conditioning systems, in good condition and repair and in a good, clean and safe condition at all times and return the same to Lessor in as good condition and state of repair as the same were in as of Commencement Date, except for ordinary wear and tear and damage from casualty. The duty of the Lessee to repair and maintain includes the duty to replace where repair or maintenance will not restore the component or system to good working condition, provided that Lessee shall not be responsible for any repairs or replacements which would be considered capital repairs or replacements according to generally accepted accounting practices. 7.02 If Lessee becomes obligated to make repairs which are or may be covered by any manufacturer's or General Contractor's warranty issued to or for the benefit of Lessor, Lessor will assign and transfer to Lessee its interest in any such warranty for the purpose of making such repairs and/or replacement. If any such warranty may not be legally assigned, Lessor, at the request and expense of Lessee, will in good faith enforce such warranty on behalf of Lessee. 7.03 If Lessee becomes obligated to make repairs caused by an occurrence covered by the insurance described in Article 11.01,the net proceeds of such insurance shall be made available to Lessee to offset the cost of such repairs. Article 8. Right of Entry. Subject to Lessee's security requirements, including, without limitation,providing no less than 48 hours' notice and Lessee's right to require escorts for any persons entering the Leased Premises, Lessor, or Lessor's officers, employees, agents and representatives, as the case may be, may enter the Leased Premises during normal business hours upon no less than 48 hours' written or verbal notice to Lessee, except notice shall not be required in case of emergency, such as fire. Lessor acknowledges and agrees that no non-U.S. citizen shall at any time gain access to the Premises without the express prior permission of Lessee. Lessor further agrees that it will make all of its contractors aware of this prohibition and ensure that all contractors, including, without limitation,janitorial contractors, shall only use U.S. citizens in the Premises. Article 9. Assignment or Sublease. Lessee shall not voluntarily or by operation of law assign all or any part of the Lease or Lessee's interest herein without the express written consent of Lessor, which consent will not be unreasonably withheld,conditioned, or delayed. Lessor may withhold its consent if the proposed assignee's financial standing and responsibility at the time of the proposed assignment is not sufficient in the Lessor's sole discretion to give assurance of performance and compliance with all terms and conditions of this Lease. Upon such an assignment and consent,Lessee shall be released from all obligations arising or occurring under this Lease after the effective date of such assignment and consent, provided that such assignee shall execute, acknowledge and deliver to Lessor and assumption agreement in form and substances satisfactory to Lessor, whereby assignee agrees to observe and keep all the terms, provisions,covenants and conditions to be observed, performed and kept by Lessee hereunder. Any assignment or attempted assignment of the Lease or any interest herein by Lessee without Lessor's express written consent shall be null and void. In the event that Lessee makes a request in writing to Lessor for consent to any such sublease or assignment and Lessor does not respond to Lessee in writing within thirty (30) days of Lessee's request, Lessor shall be deemed to have consented to Lessee's request for such sublease or 5 assignment. Lessee hereby represents and warrants that hereby entering into this Lease, it is acting on its own behalf and not as an agent for any other person or entity, including any undisclosed principal. For purposes of this Article, sublease or an attempt to sublease by Lessee shall be considered an "assignment". Notwithstanding the foregoing, Lessee shall not be required to obtain consent for an assignment or sublease (i) to a subsidiary, affiliate, successor in interest to Lessee by merger, operation of law, or acquisition; or(ii) to the business unit of Lessee then in occupancy of the Leased Premises; or(iii) to any third party business that is contractually obligated to perform contract-related work with Lessee ("Related Parties"), provided there is no material change in use of the Leased Premises. In addition, Lessee may share occupancy of the Leased Premises with Lessee's contractors, customers, partners, or business teammates, which for purposes hereof shall not be considered an assignment or subletting Article 10. Insurance and Indemnification. 10.01 Lessee shall indemnify and hold Lessor harmless from and defend Lessor against any and all claims or liability, including cost of defense and reasonable attorney fees, for any injury or damage to Lessee or its officers, agents or employees, or to Lessee's property, or to any third person, or to property of any third person: (a) occurring in, on or about the Leased Premises or any part thereof by or from any cause whatsoever except injury or damage caused by the negligence or willful misconduct of Lessor, its officers or employees; or(b) arising out of or resulting from the Leased Premises, or any condition thereon, or from Lessee's use and occupancy of the Leased Premises, or any equipment therein or appurtenances thereto, or any activity conducted thereon, except injury or damage caused by the negligence or willful misconduct of Lessor, its officers or employees. Notwithstanding the foregoing, this Section 10.01 shall not apply to any environmental issues or indemnifications, which items are addressed in Article 23. 10.02 Lessee shall secure and maintain in full force and effect, at its expense, during the Term and any Renewal Term, if applicable, of this Lease, commercial general liability insurance including personal injury, property damage and contractual coverage in the minimum amount of$2,000,000.00 combined single limits listing Lessor as an additional named insured. 10.03 Lessee shall secure and maintain during the Term of this Lease Colorado Worker's Compensation insurance or other similar coverage in the statutorily mandated amounts. 10.04 A certificate of insurance thereof, issued by an association or company authorized to issue such policy or policies under the law of the State of Colorado containing a provision prohibiting cancellation or material modification of the insurance except after thirty (30) days' notice to Lessor, shall be delivered to the Lessor within thirty (30)days after date of this Lease and thereafter the Lessee will furnish to Lessor evidence of the continuance of the insurance coverage required herein within a reasonable time after the same has been issued. 10.05 Lessor shall indemnify Lessee and save it harmless from and against any and all claims, damages, fines,judgments, penalties, costs, expenses, liability and expenses arising out of or in connection with (i) matters arising in Pueblo Memorial Airport outside of the Leased Premises, unless such claim or loss arises from Lessee's, or its agents,contractors or employees' negligence or willful misconduct,or(ii) occasioned wholly or in part by any negligent act or omission or willful misconduct of 6 Lessor, its contractors, agents or employees. Notwithstanding the foregoing, this Section 10.05 shall not apply to any environmental issues or indemnifications, which items are addressed in Article 23. 11.06 In no event shall Lessor or Lessee be liable to the other for any special, punitive or consequential damages arising from matters related to this Lease. Article 11. Fire and Extended Coverage Insurance. 11.01 Lessee shall, at its expense, during the Term and any Renewal Term of this Lease, secure and maintain in full force and effect"All—Risk" property insurance(including, without limitations, fire, extended coverage and all risk perils including mechanical breakdown)upon the Leased Premises. Such insurance shall be in an amount not less than the full replacement value of the Building and improvements (without deduction for physical depreciation), and issued by an insurance company or association authorized to issue such policies under the laws of the State of Colorado, and shall not be subject to cancellation, reduction or modification upon less than thirty (30) days' written notice to Lessor. Such insurance, by its terms or by endorsement, shall waive any right of subrogation of the insurer against Lessor and the City of Pueblo, and their respective officers, agents and employees, for any loss or damage resulting from covered perils. Lessee will furnish to Lessor a Certificate of Insurance evidencing such required insurance and its continuance during the Term and any Renewal Term of this Lease. 11.02 Lessee shall, at its expense, secure and maintain fire and extended coverage insurance on all fixtures, equipment and improvements installed by Lessee on the Leased Premises. Such insurance, by its terms or by endorsement, shall waive any right of subrogation of the insurer against Lessor and the City of Pueblo,and their respective officers, agents and employees, for any loss or damage resulting from covered perils. 11.03 A certificate of insurance thereof, issued by an association or company authorized to issue such policy or policies under the law of the State of Colorado containing a provision prohibiting cancellation or material modification of the insurance except after thirty (30) days' notice to Lessor, shall be delivered to the Lessor within thirty (30) days after date of this Lease and thereafter the Lessee will furnish to Lessor evidence of the continuance of the insurance coverage required herein within a reasonable time after the same has been issued. Article 12. Taxes and Assessments. 12.01 Lessee shall pay to Lessor the Possessory Interest Tax (for buildings on tax exempt property and payable to the County of Pueblo). The Possessory Interest Tax is currently approximately $6,000.00 per year, provided that the exact amount changes annually based on the mil levy. Said payments of Possessory Interest Tax shall be prorated for periods falling within the Term and Renewal Term of this Lease. All amounts due from Lessee as specified in this Section shall be deemed, for all purposes, additional rent. 12.02 Lessee shall pay, before delinquency, any and all property taxes levied or charged against any of the personal property belonging to it and situated on the Leased Premises or used in connection with the operation and maintenance of the Building on the Leased Premises. 7 12.03 Lessee shall have the right to contest or review, by legal proceedings at its own expense,and if necessary in the name of the Lessor,or in such other manner as it may deem suitable,any tax,assessment, levy or charge herein agreed to be paid by Lessee under this Article 12. Lessee may defer payment of any such contested item if in connection with the proceeding instituted by Lessee there shall have been obtained a stay of the collection of the item so contested. In the event of such contest, Lessee shall give Lessor written notice prior to the commencement of any such contest which shall be at least ten (10)days prior to the delinquency of the item in contest and, on request of the Lessor,Lessee shall give to Lessor a good and sufficient surety bond indemnifying Lessor and the Leased Premises against any such tax,assessment, levy or other charge and from any cost, liability or damage arising out of such contest. In the event any notices of proposed increases in taxes, assessments, levies or charges which are the obligation of the Lessee are received by Lessor, it shall promptly, but in no event later than 45 days after receipt thereof, forward the same to Lessee in order that Lessee may proceed with payment or contest procedures within the periods provided for such purposes. 12.04 Upon request by Lessor,Lessee shall furnish Lessor within thirty(30)days after any amount is payable by Lessee under this Article 12,official receipts of the appropriate taxing authority or lien holder or other proof satisfactory to Lessor evidencing such payments as are required under this Article 12. Article 13. Utilities. Lessee shall pay, before delinquent, City of Pueblo's combined service fee (which is currently $42.50 per acre per month) and all charges for sewer, water, gas, electricity, telephone and all other utility services furnished to or used in or supplied to the Leased Premises. For purposes of this Article 13, the Leased Premises shall be deemed to consist of one (1.00) acre. Lessor shall not be obligated to furnish, provide, or pay for any utilities, facilities or services of any kind. Lessor shall provide Lessee with reasonable prior notice of any planned delay, interruption, suspension, curtailment or stoppage of any utility, service, system, or access to the Leased Premises or Building. In the event there is an interruption of building services that renders the Leased Premises unable to be used for ordinary business operations and lasts for three (3) consecutive business days or more, then Lessee's obligation to pay Base Rent and additional rent shall abate with respect to the affected portion of the Leased Premises, or to a greater extent if in the reasonable judgment of Lessee such affected portion of the Leased Premises results in a material impact to Lessee's ability to conduct business within a substantially larger area within the Leased Premises, from the inception of such interruption until the Leased Premises is again tenantable. Article 14. Damage to or Destruction of Premises. 14.01 If, during the Term or Renewal Term of this Lease, the Leased Premises shall be damaged to such an extent that the repair of such damage and the restoration of the Leased Premises can be accomplished, with reasonable diligence,within one hundred twenty (120) days after such damage,Lessee shall promptly repair such damage and cause the Leased Premises to be restored to their condition prior to the event causing the damage. If, during the Term or Renewal Term of this Lease, the Leased Premises shall be destroyed or damaged, or partially destroyed or damaged, to such an extent that the repair of such destruction or damage and the restoration of the Leased Premises cannot be accomplished, with reasonable diligence, within one hundred twenty (120) days after destruction or damage, then Lessee shall promptly 8 notify Lessor in writing of such fact within forty-five(45)days after the date of such destruction or damage, and Lessee shall thereafter have the right,during a period of thirty(30) days following such notification,to terminate this Lease by written notice to the Lessor, declaring this Lease to be terminated provided, however, that, as a condition precedent to such termination, all proceeds of insurance required to be maintained by Lessee under Article 12.01, an amount equal to the insurance proceeds which would have been available but for such failure shall be paid by Lessee to Lessor. Unless such notice of immediate termination shall be given within such 30-day period, this Lease shall continue in full force and effect and Lessee shall promptly repair such destruction or damage and cause the Leased Premises to be restored to its condition prior to the event causing the destruction or damage. In the event the Leased Premises are destroyed or damaged, or partially destroyed or damaged, the monthly rent payable by Lessee shall be abated proportionately according to the floor area of the Leased Premises which is useable by Lessee, provided that if there is damage to the Leased Premises which results in Tenant being unable to use the Leased Premises for ordinary business operations,even if such damage is not to the entire Leased Premises, monthly Rent shall be completely abated. Such abatement shall continue for the period commencing with such damage or destruction and ending when Lessee completes repair work or reconstruction, provided Lessee diligently commences and expeditiously completes the repair work or reconstruction. In the event the taxiway(s)and/or runway(s) are damaged or destroyed or rendered inaccessible to the extent that Lessee is not able to perform ordinary business operations at the Leased Premises, the monthly rent payable by Lessee shall be abated for the period commencing with such damage or destruction and ending when the taxiway(s) and/or runway(s) are repaired and accessible to Lessee such that Lessee can resume ordinary business operations. 14.02 Lessee shall make the repairs, restoration or rebuilding as expeditiously as reasonably possible in accordance with plans and specification submitted to and approved in writing (such approval not to be unreasonably withheld, conditioned, or delayed) by Lessor and in compliance with all applicable laws,regulations and codes. Article 15. Eminent Domain. If the whole or substantial part of the Leased Premises shall be taken or condemned by any competent authority for any public or quasi-public use or purpose under any statute or by the right of eminent domain,or purchased under threat of such taking, then this Lease shall terminate on the date when the condemning authority takes possession of the Leased Premises or the substantial part thereof so taken. There shall be no apportionment of the award for taking or condemnation, the entire award going to the Lessor, provided Lessee shall have the right to recover any award which may be made for damages to or condemnation of Lessee's movable trade fixtures, equipment, furniture and furnishings or payments for relocation, if any. In the event the taxiway(s) and/or runway(s) are taken or condemned or rendered inaccessible by other takings or condemnations to the extent that Lessee is not able to perform ordinary business operations at the Leased Premises, the monthly rent payable by Lessee shall be abated for the period commencing with such taking or condemnation and ending when the taxiway(s) and/or runway(s) are usable and accessible to Lessee such that Lessee can resume ordinary business operations Article 16. Quiet Possession. 9 Lessee shall, and may peacefully have, hold and enjoy the Leased Premises, subject to the other terms hereof,provided that Lessee is not in default beyond any applicable notice and cure period under the Lease. Article 17. Default. 17.01 In the event of default at any time by Lessee in the payment of the monthly rent or additional rent herein provided for or in the performance of any other of its covenants herein contained, Lessor shall have the right, after (i) in the event of a monetary default, ten (10) days' notice in writing to Lessee and Lessee's failure within said ten (10) day period to cure said default, or(ii) in the event of a non-monetary default, thirty (30) days' notice in writing to Lessee and Lessee's failure within said thirty (30) day period to cure such default, provided that, if the nature of the default is such that it cannot reasonably be cured within thirty (30) days, it shall not be an event of default so long as Lessee commences to cure within the thirty (30) day period and diligently pursues such cure to completion, to undertake and diligently pursue action to cure said default, to either: (a) terminate this Lease and re-enter and take possession of the Leased Premises, and/or (b) pursue any remedy whatsoever provided by law, and/or (c) re-enter and take possession of the Leased Premises and use its best efforts to re-let the same for the then full remaining portion of the unexpired Term or Renewal Term of this Lease or for any longer or shorter period, and to collect and receive payment of rent therefore, but no such re-entry or re- letting shall be construed as a termination of this Lease or as a release of Lessee from Lessee's obligation to perform any other covenant herein contained. It expressly being understood and agreed that in the event of any such re-entry or re-retting buy Lessor such re-entry shall not operate to terminate this Lease or alter the obligation of Lessee to perform its covenants and to pay monthly rent or additional rent pursuant to the terms hereof unless Lessor expressly so elects pursuant to paragraph 17.01(a) above. Lessor shall in no way be responsible or liable for any failure to re-let the Leases Premises, or any part thereof, or for any failure to collect any rent due upon such re-letting. No notice from Lessor hereunder or under a forcible entry and detainer statute or similar law constitutes an election by Lessor to terminate this Lease unless such notice specifically so states. Lessor reserves the right following any such re-entry and/or re-letting to exercise its right to terminate this Lease; and/or (d) cure the default on Lessee's behalf and at Lessee's expense, in which event, all costs, expenses and reasonable attorney's fees actually incurred by Lessor in curing the default together with interest thereon at the rate of ten (10) percent per annum shall constitute additional rent payable to Lessor by Lessee within thirty (30)days of written demand. 17.02 If Lessor does not elect to terminate this Lease but takes possession as provided for in Article 17.01(c), Lessee shall pay to Lessor the monthly rent and other charges at the times and in the manner as herein provided which would be payable if such repossession had not occurred, less the net proceeds, if any, of any re-letting of the Leased Premises after deducting all Lessor's reasonable expenses including, without limitation, all repossessions costs, brokerage commissions, legal expenses, attorneys' fees, repair costs, and expenses of preparation of such re-letting. 17.03 In the event the parties hereto become involved in a dispute arising out of this Lease, or the performance or breach thereof, the Court shall award costs, expenses, and reasonable attorney fees to the prevailing party. 10 17.04 Intentionally Deleted. 17.05 Lessor shall be in default of this Lease if any of the following events occur: (i)the failure of Lessor to make payment of any sums required to be paid by Lessor under this Lease when and as the same shall become due and payable; (ii) the failure of Lessor to comply with any of the covenants, agreements, terms or conditions contained in this Lease other than those referred to in the foregoing (i) provided such default continues for a period of thirty (30) calendar days after written notice thereof from Lessee is received by Lessor, and provided further that Lessor time to cure such default shall be extended for such additional time as shall be reasonably required for the purpose if Lessor shall proceed with due diligence during such thirty(30)day period to cure such default and is unable by reason of the nature of the work involved to cure the same within the said thirty (30) days and/or (iii) the breach or untruthfulness of any representation or warranty by Lessor herein. All rental due hereunder shall abate during any default which continues beyond the applicable notice and cure period. Lessee shall have the right to avail itself of all rights and remedies at law or in equity, including, but not limited to, injunctive relief or specific performance,termination of this Lease, and an action for damages. Article 18. Waiver and Time of Essence. No waiver of any breach or breaches of any provision,covenant or condition of this Lease shall be construed to be a waiver of any preceding or succeeding breach of such provision, covenant or condition, or of any other provision, covenant or condition. Acceptance of monthly rent or partial monthly rent by Lessor shall not constitute a waiver of any then existing or subsequent breach or default. Time is of the essence for each and every provision, covenant and condition herein contained and on the part of Lessor and Lessee to be done and performed. Article 19. Assignment by Lessor. Lessor shall have the right to transfer and assign, in whole or in part, all its right and obligations hereunder and in the Leased Premises, and in such event and upon Lessor's transferee assuming Lessor's obligations hereunder no further liability or obligation shall thereafter accrue against Lessor hereunder after the date of such transfer or assignment. Lessor shall give Lessee written notice of its intent to make an assignment or transfer of this Lease and a copy of the Express (written) assumption agreement between Lessor and assignee or transferor. Article 20. Subordination to Mortgage. Upon receipt of a fully executed subordination, non-disturbance, and attornment agreement ("SNDA") on a commercially reasonable form, Lessee agrees that this Lease shall be subordinate to any mortgage or deeds of trust of Lessor which may hereafter encumber the Leased Premises and to all renewals, modification, consolidations, replacements and extensions thereof. This clause shall be for the benefit of any mortgagee and/or Grantee or Beneficiary of a Deed of Trust. In order to affect such subordination, however, Lessee shall, at Lessor's request, enter into good faith negotiations to execute promptly any commercially reasonable SNDA that Lessor may request. Notwithstanding the fact that this Lease may be subordinate as provided above, Lessee will as a result of the enforcement of the default or foreclosure 11 provisions of such mortgage or deed of trust, including conveyance by deed in lieu of foreclosure,pursuant to the terms of an SNDA as described above, become the Lessee of the person or party succeeding to the interest of Lessor without change in the terms or other provisions of this lease and Lessee agrees to attorn to such party subject to the terms of the SNDA; provided, however, that such mortgagee or successor in interest shall not (i) be bound by any amendment or modification to the Lease made without the written consent of such mortgagee or such successor in interest, such consent not to be unreasonably withheld, conditioned,or delayed,provided that if such mortgagee or successor in interest fails to respond to a written request for consent within ten (10) days, such consent shall be deemed granted; (ii) be liable for any previous act or omission by Lessor under this Lease, other than continuing conditions of physical default which are the responsibility of the landlord under the Lease; or (iii) be subject to any offset which shall theretofore have accrued to Lessee against Lessor. Lessee further agrees, upon demand, to enter into good faith negotiations to execute such commercially reasonable non-disturbance and attornment agreements as any such mortgagee or successor shall request. Article 21. Estoppel Certificate. At Lessor's request, Lessee will execute either an estoppel certificate addressed to Lessor's mortgagee or any prospective successor of Lessor, or a third-party agreement among Lessor, Lessee and said mortgagee or successor,certifying to such facts(if true) regarding the status and terms of this Lease as may be requested. Article 22. Notices. All notices,demands or communications of any kind which may be required or desired to be served, given or made by Lessee upon or to Lessor, under the terms of or in connection with this Lease, shall be sufficiently served, given, or made if such notice, demand or communication is sent by registered or certified United States mail, postage prepaid, return receipt requested, or sent by nationally recognized overnight courier, addressed to: City of Pueblo ATTN: John Vigil I City Hall Place Pueblo, Colorado 81003 (or to such other person or address as may be hereafter from time to time be designated for this purpose by Lessor to Lessee in writing). All notices, demands or communications of any kind which may be required or desired to be served, given or made by Lessor upon or to Lessee, under the terms of or in connection with this Lease, shall sufficiently served, given, or made if such notice, demand or communication is sent by registered or certified United States Mail,postage prepaid,return receipt requested,or sent by nationally recognized overnight courier, addressed to: Lockheed Martin Corporation 1111 Lockheed Martin Way Mail Stop BB-15S/157-3J6 Sunnyvale, CA 94088 Attn: Facilities Manager 12 With a copy of all invoices and legal notices to: LMC Properties, Inc. 100 South Charles Street Suite 1400 Baltimore, MD 21201 Attn: Lease Administration (or to such other person or address as may hereafter from time to time be designated for this purpose by Lessee to Lessor in writing). All notices shall be effective upon receipt or refusal thereof. Article 23. Environmental Provisions. 23.01 For the purpose of this Lease, "Hazardous Materials" means any hazardous or toxic substance, material or waste which is or become regulated by any local government authority, the State of Colorado or the United States government and shall include, but not be limited to(1) substances defined as "hazardous waste","restricted hazardous waste","hazardous substance"or"hazardous material"under any applicable federal, state or local law or regulation ("Environmental Regulations"), (2) asbestos-containing materials, (3) PCBs. (4) petroleum or petroleum based products, and (5) lead. Notwithstanding the foregoing, reasonably quantities of common office and/or cleaning materials shall not be considered Hazardous Materials for purposes of this Lease, provided that Lessee handles any such materials in accordance with all Environmental Regulations. 23.02 Lessee will comply with Environmental Regulations that are applicable to the Lessee and its use of the Leased Premises. No activity shall be undertaken by the Lessee, its employees, agents, licensees, invitees,contractors or subcontractors,on all or any portion of the Leased Premises which would cause: (i) the presence, use, generation, release, discharge, storage or disposal of any Hazardous Material in, on, under, about, or from the Leased Premises or any part thereof in violation of any Environmental Regulations; (ii) any portion of the Leased Premises to become a hazardous waste treatment, storage or disposal facility without receiving proper governmental authorization, and in compliance with all Environmental Regulations; or(iii)the discharge of pollutants or effluents into any water source or system, or the discharge into the air of any emissions without receiving proper governmental authorization, and in compliance with all Environmental Regulations, including, without limitation,the Federal Water Pollution Control Act, U.S.C. Section 1221 et seq. and the Clean Air Act,42 U.S.C. Section7401 et seq. 23.03 Lessee agrees to defend, indemnify and forever hold harmless the Leased Premises,City of Pueblo and Lessor, and their respective agents, successors, and assigns, as their interest may appear, from all claims, losses, damages, penalties , expenses and costs, including, but not limited to, reasonable attorneys' fees, remedial, and cleanup costs, incurred by reason of the use, storage, generation, release, discharge, maintenance, disposal, or removal of Hazardous Materials in, on, under, about or from the Leased Premises, or any part thereof, by Lessee, its employees, agents, licensees, authorized guests, contractors and subcontractors. 13 23.04 The provisions of this Article 23 shall expressly survive the expiration of the Term or other termination of this Lease. Article 24. Miscellaneous Provisions. 24.01 Colorado Law. This Lease shall be governed by the laws of the State of Colorado and shall be construed in accordance therewith without reference to such State's choice of law and/or conflict of law principles. 24.02 Writing for Waiver or Modification. No provision of this Lease may be waived or modified except by an agreement in writing signed by the parties hereto. A waiver of any term or provision shall not be construed as a waiver of any other term or provision. 24.03 Binding Effect. This Lease sets forth the entire and complete understanding and agreement of the parties hereto. Lessee acknowledges and agrees that it has not relied upon any statements, representations, agreements or warranties of Lessor except such as are expressed herein. This Lease shall be binding on the parties,their successors and approved assigns. 24.04 Construction. Throughout this Lease,the singular shall include the plural; the plural shall include the singular; and the masculine and neuter shall include the feminine, wherever the context so requires. 24.05 Text to Control. The headings of sections are included solely for convenience of reference. If any conflict between any heading and the text of this Lease exists, the text shall control. 24.06 Severability. If any provision of this Lease is declared by any court of competent jurisdiction to be invalid for any reason, such invalidity shall not affect the remaining provisions. On the contrary, such remaining provisions shall be fully severable, and this Lease shall be construed and enforced as if such invalid provisions had never been inserted in the Lease. 24.07 Venue and Jury Trial. Lessor and Lessee agree that the venue for all actions or causes of action relating to this Lease or the Leased Premises shall be Pueblo County, Colorado. All such actions shall be filed in the District Court, County of Pueblo, State of Colorado, and Lessor and Lessee submit to the jurisdiction of that Court. To the extent allowed by law, each party waives its right to a jury trial. 24.08 Warranties. Lessee represents and warrants that the persons signing this Lease on behalf of Lessee and Lessee have the requisite power and authority to enter into, execute and deliver the Lease and that this Lease is a valid and legally binding obligation of Lessee enforceable against Lessee in accordance with its terms. Lessor represents and warrants that the persons signing this Lease on behalf of Lessor and Lessor have the requisite power and authority to enter into, execute and deliver the Lease and that this Lease is a valid and legally binding obligation of Lessor enforceable against Lessor in accordance with its terms. 24.09 Time of Essence. Time shall be of the essence as to the performance of all terms, conditions and obligations under this Lease. 14 24.10 Third Parties. The provisions of this Lease are and will be for the benefit of Lessor and Lessee only and not for the benefit of any third party, and accordingly, no third party shall have any right or remedy hereunder or the right to enforce any provision of this Lease. The term "third party" as used herein shall not include an assignee of the Lessor pursuant to Article 19 hereof, a person or entity that has succeeded to the interest of Lessor as set forth in Article 20 hereof, nor an assignee of Lessee, approved and consented to by Lessor in accordance with Article 9 hereof. 24.11 Brokerage Commission. Lessor and Lessee each represent to the other that they have not entered into any agreement or incurred any obligation in connection with the Lease transaction which might result in the obligation to pay a brokerage commission to any brother. Each party shall indemnify and hold the other party harmless from and against any claim or demand by any broker or other person for bringing about this Lease who claim to have dealt with such indemnifying party, including all expenses incurred in defending any such claim or demand (including reasonable attorney's fees). 24.12 Intentionally Deleted. 24.13 Hold Over. If Lessee shall hold over after the expiration of the term or any renewal term of this Lease, without a signed renewal or new Lease,then Lessee shall be deemed a Lessee from month to month on all of the terms and conditions set forth in this Lease, except that the monthly Base Rent due under Article 3 hereof shall increase to one hundred fifty percent(150%) of the Base Rent payable during the month immediately preceding such holdover period, due and payable in accordance with the provisions of Article 3. Nothing in this Section shall be construed as permission of the Lessor to hold over beyond the expiration of the Term or any Renewal Term of this Lease. Article 25. F.A.A. Lease Requirements: 25.01 Lessor reserves the right, without any obligation on its part to do so, to develop, modify, change, improve or abandon the Airport or any part thereof, as it may determine in its sole discretion, at any time, regardless of the desires or views of Lessee, and without interference or hindrance from Lessee or liability to Lessee. Lessor shall use commercially reasonable efforts to avoid materially adversely affecting Lessee's ability to access the Leased Premises and the taxiways and runways to which Lessee requires access in order to perform ordinary business operations at the Leased Premises. In the event the taxiway(s)and/or runway(s)are rendered inaccessible as a result of any development,modification,change, or improvement by Lessor as described above to the extent that Lessee is not able to perform ordinary business operations at the Leased Premises, the monthly rent payable by Lessee shall be abated for the period commencing with the beginning of such inaccessibility and ending when the taxiway(s) and/or runway(s) are usable and accessible to Lessee such that Lessee can resume ordinary business operations. In the event the taxiway(s)and/or runway(s)are rendered inaccessible for a period of greater than sixty(60) days,Lessee shall have the right to terminate this Lease without penalty by providing written notice thereof to Lessor. 25.02 Lessor reserves the right, without any obligation on its part to do so, to maintain and keep in repair the landing area of the Airport and all publicly owned facilities of the Airport, together with the right to direct and control all activities of Lessee in this regard. 15 25.03 This Lease shall be subordinate to the provisions and requirements of any existing or future agreement between Lessor and the United States, relative to the use, development, operation, or maintenance of the Airport. 25.04 Lessee shall comply with the notification and review requirements covered in Part 77 of the Federal Aviation Regulations with respect to the construction of any structure or building on the Leased Premises, or in the event of any planned modification or alteration of any present or future building or structure on the Leased Premises. Notwithstanding the foregoing, Lessor shall be responsible for any notifications and review requirements under Part 77 of the Federal Aviation Regulations as they may relate to or arise from the installation of the Concrete Floor. 25.05 It is understood and agreed that nothing contained in this Lease shall be construed to grant or authorize the granting of an exclusive right within the meaning of Section 308 of the Federal Aviation Act. 25.06 Lessor reserves for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the Leased Premises and Ramp, together with the right to cause in said airspace such noise as may be inherent in the operation of aircraft now known or hereafter used for navigation or flight in said airspace, and for use of said airspace for landing on, taking off from, or operations on or over the Airport. 25.07 Lessee by accepting this Lease expressly agrees for itself, its successors and assigns that it will not erect nor permit the erection of any structure, building or object nor permit the growth of any tree on the Leased Premises to a height not to exceed thirty-five (35) feet above ground level. In the event the aforesaid covenant is breached, Lessor reserves the right to enter upon the Leased Premises and to remove the offending structure or object or cut the offending tree, all of which shall be at the expense of the Lessee. Lessor represents and warrants that the height of the Building does not exceed thirty-five (35) feet above ground level as of the date of the Lease. 25.08 Lessee shall not make use of the Leased Premises, Ramp or Fuel Tanks in any manner which might interfere with the landing or taking off of aircraft at the Airport, or otherwise constitute a hazard to aviation. In the event the aforesaid covenant is breached, Lessor reserves the right to enter upon the Leased Premises, Ramp and Fuel Tanks and cause the abatement of such interference at the expense of the Lessee. 25.09 If during the term of this Lease, all or part of the Leased Premises, Ramp or Fuel Tanks should be taken or threatened to be taken for any public or quasi-public use under any governmental law or by right of eminent domain, or sold to the condemning authority under threat of condemnation, this Lease shall terminate and the proceeds, if any, from such taking or sale shall be allocated between Lessor and Lessee in accordance with applicable condemnation law. 25.10 Lessor reserves the right to grant and to take easements or rights of way in, under, over or across the Leased Premises and Ramp, in which event, Lessee shall only be entitled to compensation for damages to improvements of the Lessee destroyed or damaged thereby, but not to damages for loss of use of the Leased Premises or Ramp. In the event Lessee is not able to use the Leased Premises for ordinary business operations for more than three (3) days as a result of any easement(s) or right(s) of way granted 16 by Lessor as described above, then, to the extent that Lessee is not able to perform ordinary business operations at the Leased Premises, the monthly rent payable by Lessee shall be abated for the period commencing with the beginning of such inability to operate and ending when Lessee can resume ordinary business operations. In the event Lessee is rendered unable to perform ordinary business operations for a period of greater than sixty (60) days, Lessee shall have the right to terminate this Lease without penalty by providing written notice thereof to Lessor. 25.11 Lessee agrees to annually complete and submit a Department of Transportation - Federal Aviation Administration Airport Activity Survey (FAA Form 1800-31) that documents Lessee's air taxi- commercial passenger enplanements for each calendar year. 25.12 Lessee agrees to annually report on certificated air carrier aircraft that it services. The report shall detail the aircraft registration number,manufacturer, make and model,and aircraft owner. This information will be used by the Airport to determine the Airport's eligibility for federal airport improvement program grants and will be shared with the Federal Aviation Administration. [Signature Page Follows] 17 IN WITNESS WHEREOF, Lessor and Lessee, by their duly authorized representatives, have executed this Lease on the day and year first above written. CITY OF PUEBLO LOCKHEED MARTIN CORPORATION By: LMC Properties, Inc., Attorney in Fact under Irrevocable Power of Attorney effective April4201�6� By ANIMill.litk / By L ��'�y' Name: eve Nawrocki Name: Che,-.4r a4 e Title: President-City Council Title: itla-t te-4-41 i / y Attest: _ ��*-� Witness: Name: Gin utcher, City Clerk Name: Zi re,, DA 07 18 EXHIBIT A Description of the Leased Premises (to be attached) 19 a.,..7... _.3 C. C3.1'-.3 o ....1....i1":,.7] 3 73 0 3 • tr , .1',"I , 31 E.'3ii a a -3 •.1; ;11•IfIIJ, , a a IX A ' 7, rr Gl{ 41 21 PL {L a'-ai a-rt I I '. .r i,• t. . , il , EA 1 1 . I , . .. . l'] II 1 I I I li 1 II I El i ' 't I II IS I I. 1 11 I i 1 r..:1...1 a--,...-,..--14.-,-....7.-3 , . r ' Ai 1 1 , " . . - . ;1•Iaa;; ' tr, a ; ;Z.•;.•I ,,; . , . • at, , `:::I _ I ;a'all .• , v..; . , ,t,, ',•,'.i , • ,'6 0 ,5,-,:,,r0 A.IRCIRAFT 14041{4TEiCE4CE FACILiT'.' a IMAISLO 1111111110A1M.Alltf011T EXHIBIT B Concrete Floor Specifications (to be attached) 20 : '"— FREMONT PAVING and REDI-MIX, INC. 839 MacKenzie Avenue Telephone: P. O. Box 841 (Bus.) 719 - 275-3264 Canon City, Colorado 81215 (Fax) 719 - 275-8897 Mix Identification No.: 4712 Design Strength: 4000 Cementitious Content: 6,0 Typical Usage: General Interior Mix Proportions: ASTM Design Weights Materials: Type or Size Standard per Cubic Yard Cement 1-2 C-150 451 lb. Fly Ash Class C C-618 113 lb. Coarse Aggregate 67 C-33 1700 lb. Int.Aggregate #8 C-33 lb. Fine Aggregate Sand C-33 1420 lb. AEA C-260 oz. WRA A C-494 oz. MRWR A C-494 45.1 oz. HRWR F C-494 oz. Water City C-94 255 lb. Special Material Fibermesh lb. The above weights are based upon aggregates in a saturated,surface dry(SSD)condition.Batch plant corrections must be made for moisture in aggregates.Mix proportions may be adjusted in accordance with ACI 301-99,section 4.2.3.6 Water Requirements: Total Cementitious Materials W/C Ratio(gal./sack) 5.10 W/C Ratio(By Weight) 0.45 Water Content(gal./cu.yd) 30.6 Physical Properties of Mixture: Slump 3 to 5 in. Air Content 1 tot 3 % Unit Weight 145.2 pcf Yield 27.13 cu.ft. Compressive Strength (psi): 7 Day 28 Day 3975 5270 `FJohn oung remoN Paving & Redi-Mix 1.111111111111111111111`— Office( • •)275-3264 Fax (719) 275-8897 Mobile(719)429-1442 johnyounq(a.arycorp.com ASPHALT • CONCRETE • SAND & GRAVEL Equal Opportunity Employer CEMENT P.O. Box 529 Air MILL Lyons, CO 80540 ,. CC-mC-}� Plant (303) 823 2100 TEST Sales (303) 475-3988 REPORT Cement Identified as: Plant: CEMEX Lyons Cement TYPE II CEMENT Date: 6/12/2017 Location: Lyons,CO Production Dates: Beginning: May 1, 2017 Ending: May 31, 2017 ASTM C150 1 STANDARD CHEMICAL REQUIREMENTS TEST AASHTO M85 TYPE TYPE ASTM C1157 TYPE (ASTM C114) RESULTS SPEC. I II SPEC. GU Silicon Dioxide(Si02),% 20.1 ---- ---- ---- Aluminum Oxide(A1203).% 4.6 Maximum ---- 6 0 ---- Ferric Oxide(Fe203).% 3.4 Maximum ---- 6 0 ---- Calcium Oxide(CaO),% 63.1 ---- ---- ---- Magnesium Oxide(Mg0),% 1.1 Maximum 6.0 6.0 ---- Sulfur Trioxide(SO3),%" 3.4 Maximum 3 0" 3.0" ---- Loss on Ignition(LOI),% 2.2 Maximum 3.5 3.5 ---- Insoluble Residue.°/n 0.27 Maximum 1.5 1.5 ---- A kalies(Na2O equivalent).% 0.85 ---- ---- ---- Tncalcium Silicate(C,S).% ' 53 ---- --- Dicalcium Silicate(C5) °ro ' 16 ---- ---- ---- Tncalcium Alurninate(C,A) %' 6 Maximum ---- 8 ---- Tetracalcium Aluminoferrite(C4AF),%' 10 --- ---- ---- (03S*4.75C5A) 83 - - ---- ---- (C4AF+ 2C3A)or (C4AF *C;F).% 23 -- ---- ---- CO,,% 1.4 ---- ---- ---- Limestone.% 4.3 Maximum 5.0 5.0 ---- CaCO3 in Limestone.% 73 Minimum 70 70 ---- (ASTM C1702)Heat of Hydration @ 3 day(cal/g)' 79 --- ---- ---- PHYSICAL REQUIREMENTS (ASTM C 204) Blaine Fineness,cm'/gm 3850 Minimum 2600 2600 ---- (ASTM C 430) -325 Mesh.51, 98.1 ---- ---- ---- (ASTM C 191) Time of Setting(Vicat) Initial Set,minutes 110 Min •Max 45-375 45-375 Mm -Max 45-420 Final Set.minutes 199 ---- ---- ---- (ASTM C 451) False Set °5 78 minimum 50 50 Minimum 50 (ASTM C 185) Air Content % 7 Maxmum 12 12 ---- (ASTM C 151) Autoclave Expansion.% -0.03 Maximum 0 80 0 80 Maximum 0.80 (ASTM C 187) Normal Consistency.'A 26.0 --- ---- ---- (ASTM C 1038)Expansion in Water,% 0.007 Maxmum 0.020 0.020 Maximum 0.020 (ASTM C 109) Compressive Strength,psi(MPa) p.52i MPa 1 Day 2620 18.1 ---- ---- ---- 3 Day 4230 29.2 Minimum 1740(12.0) 1450(10.0) Minimum 1890(13) 7 Day 5010 34.5 Minimum 2760(19.0) 2470(17.0) Minimum 2900(20) '• Note D,n Table fol AS IM C t 50 t6 allows for addd,onar sultate provided erpans,on as rneasured by AS FM C 1038 does not exceed 0 020°5 -Acr;.isted for Lrnestone A,t,//onoc norn C ;50-16 A t 6 • les;Cf ,dra;:cr 0 prov.Oei fo,nnormatron only CEMEX hereby certifies that this cement meets or '�' � exceeds the chemical and physical Specifications of By: - ASTM C150-16 for Type I Portland Cement Timothy W Rawlsky ASTM C150- 16 for Type II Portland Cement Quality Control Manager ASTM C1157-11 for Type GU Hydraulic Cement CEMEX-Lyons Cement Plant AASHTO M85-16 for Type I Portland Cement AASHTO M85-16 for Type II Portland Cement CEMENT Ar fir P.O. Box 529 Lyo , CO88027(23,100 MILL CCmC Plantns(303) TEST Sales (303) 758-1334 REPORT Cement Identified as: Plant: CEMEX Lyons Cement TYPE II CEMENT Date: 6/12/2017 Location: Lyons, CO Production Dates: Beginning: May 1, 2017 Ending: May 31, 2017 Additional Data Limestone Inorganic Processing Addition Data TYPe ... Amount 4.3 None Added Silicon Dioxide(Si02), % 8.0 Aluminum Oxide IA1203),% 1.8 Ferric Oxide(Fe203),`A, 0.6 Calcium Oxide(CaO),% 49.2 Sulfur Trioxide(S03).% 0.2 Base Cement Phase Composition C3S(%) 56 C2S(%) 17 C3A(%) 7 C4AF(%) 11 CEMEX hereby certifies that the above described data represents the materials used in the cement manufactured during the production period indicated By Timothy W.Rawlsky Quality Control Manager CEMEX-Lyons Cement Plant „ y; 8ORAL sum acmt . REPORT OF FLY ASH ANALYSIS Project Name: Craig Sample ID#: 170327002 Tested By: QC Sample Date: March 2017 Report Date: 16-May-17 CHEMICAL TESTS RESULTS ASTM C 618 AASHTO M 295 CLASS F/C CLASS F/C Silicon Dioxide(Si02), % 56.52 Aluminum Oxide(A1203), % 22.75 Iron Oxide (Fe203), % 4.56 Sum of Si02, A1203, Fe203, % 83.83 70.0/50.0 min. 70.0/50.0 min. Calcium Oxide (Ca0), % 8.53 Magnesium Oxide(MgO), % 2.64 Sulfur Trioxide(SO3), % 0.40 5.0 max. 5.0 max. Sodium Oxide (Na20), % 0.69 Potassium Oxide(K20), % 1.16 Available Alkalies (as Na20), % 0.73 PHYSICAL TESTS RESULTS ASTM C 618 AASHTO M 295 CLASS F/C CLASS F/C Moisture Content, % 0.05 3.0 max 3.0 max. Loss on Ignition, % 0.35 6.0 max. 5.0 max. Amount Retained on No. 325 Sieve, % 15.83 34 max. 34 max. Specific Gravity 2.31 Autoclave Soundness, % 0.00 0.8 max. 0.8 max. Strength Activity Index with Portland Cement at 7 days, %of Control 87.3 75 min.' 75 min.' Strength Activity Index with Portland Cement at 28 days, % of Control 102 1 75 min.' 75 min ' Water Required, %of Control 94.2 105 max. 105 max. Loose Bulk Density, lbs/ft3 70,1 Meets ASTM C 618 and AASHTO M 295,Class F *Meeting the 7 day or 28 day strength activity index will indicate specification compliance. ///4(!:',16, ,en Melissa Garcia Quality Assurance/Laboratory Manager :6M1 .;gip atC U ','_7C., S -.:^.:TC v,:;,S '2`0)3$9.:M9 CESARE,INC. SUMMARY OF LABORATORY TEST RESULTS Pueblo East Pit-Pueblo, CO Washed Concrete Sand - Fine Aggregate Lab ID 165220 and F175007 ,. Gradation (ASTM C136) Passing 'ASTM'C38`; : AASHTO M6 =-: CDOT Table Sieve Size (%) •Table 1 • Table 1 703=2 (%) •. .(%) . (%) ...: 3/8"(9.5 mm) 100 100 100 100 #4(4.75 mm) 99 95-100 95-100 95-100 #8(2.36 mm) 84 80-100 80-100 80-100 #16(1.18 mm) 60 50-85 50-85 50-85 #30(600 um) 39 25-60 25-60 25-60 #50(300 um) _ 14 5-30 10-30 _ 10-30 #100 (150 um) 3 0-10 2-10 2-10 #200(75 um) 1.3 0-3 - -- ASTM C33 AASHTO M6 CDOT Sec.6.2 Sec.5.3 Sec.703.01 Finess Modulus 3.0 2.3-3.1 2.3-3.1 2.5-3.5 Minus#200 Wash(ASTM C117) Passing • ASTM C33 AASHTO M6 CDOT Section Sieve Size (%) Table 1 : Table 2,Class A 703.01 . :.(MI6) _ - (%) • : (%) #200(75 µm) 1.0 5 3.0 5 2.0 5 3.0 Specific Gravity and Absorption(ASTM C128J Bulk Specific Gravity(Oven Dry) 2.62 Bulk Specific Gravity(SSD) 2.63 Apparent Specific Gravity 2.66 Absorption(%) 0.6 Ughtweeht Particles(ASTM C123) ASTM C33,Table 2,Coal and . • ASTM C33 Table Lightweight. Ugnite, • AASHTO 146 `: 2,Coal and :: AASHTO.M6:•: Pieces at 2.0 Concrete Table 2,Class A Lignite,All Other Table•2,Class B, Specific Gravity Surface (%) Appearance :: (°jo) Concrete (%).:' Important (%) (%) 0.1 50.5 50.25 .5 1.0 51.0 17.012 Fremont Paving and Redi Mix Pueblo East Pit Washed Concrete Sand Aggregate Testing Letter 04.28.17 2 CESARE,INC. SUMMARY OF LABORATORY TEST RESULTS Pueblo East Pit-Pueblo, CO Washed Concrete Sand - Fine Aggregate Lab ID 165220 and F175007 Cla�Lump and Friable Partides(ASTM C142) Grading of. Masi of Test:` =Mass of:Telt .. •.,.' Clay Lumps Passing Afte Sieve Size Original , -Fraction Fraction j: Test , and.Friable` Sample Before Test After 'est.: 'Partides :. (%) • ::(g):.: :,• g). , . ' ..-`-'`''• (Vo) • #4(4.75 mm)to #16(1.18 mm) 40 25.2 25.1 0.4 0.4 ASTM C33 Table 2 5 3.0 AASHTO M6 Table 2,Class A 5 3.0 Magnesium Sulfate Soundness(ASTM CBS) Grading of Mass of Test •.. Ma'ss of.Test Original° Fraction 'Fraction._. Passing Aftier; Weighted Sieve Size Test. Loss Sample ..`Before Test.,' AfterTest• (W8)1' (qio) (%) (g) (• a) _ •. 3/8 Inch(9.5 mm) 14.0 0.1. to#4(4.75 mm) 1 - -- #4(4.75 mm)to #8(2.36 mm) 15 100.2 86.2 14.0 2.1 #8(2.36 mm)to #16(1.18 mm) 25 100.3 92.4 7.9 1.9 #16(1.18 mm)to #30(600 pm) 21 100.8 91.8 8.9 1.9 #30(600 Nm)to #50(300 pm) 24 100.6 95.7 4.9 1.2 Minus#50(300 Pm) 14 -- -- -- -- Total Weighted Loss(1Yo) 7 ASTM C33 Section 8.1 5 15 AASHTO M6 Section 8.1 5 15 Organic Impurities(ASTM C40) Color Plate . ASTM C33:Sectlon•7..2.1 . AASHTO M6 Section 7.2.1 1 5 Plate 3(Standard) 5 Plate 3(Standard) Sand Equivalen (ASTM D2419) Sand Equivalent Result 91 CDOT Section 703.01 80 Potential Alkali Reactivity,Mortar-Bar Method(ASTM C1567) Average Expansion at 16 Days •ASTM C1567 Test. Result Interpreta• tion 0.05 Expansion < 0.10%: Innocuous Expansion > 0.20%: Reactive , tPotentlally deteterlous expansion 17.012 Fremont Paving and Redl Mix Pueblo East Pit Washed Concrete Sand Aggregate Testing Letter 04.28.17 3 CESARE,INC. SUMMARY OF LABORATORY TEST RESULTS State Pit ASTM Size #57/67 -Coarse Aggregate Lab ID F175006 GradationlASTM C136) P assing. •. ASTM:C33 ` AAASHT•O°M43 CDOT Sieve Size % Table 3 Table 1 - Table 703-2 (0/6)' (%6) (%) 1.5"(37.5 mm) 100 100 100 100 1"(25 mm) 100 100 100 100 3/4"(19 mm) 96 90-100 _ 90-100 90-100 1/2"(12.5 mm) 44 25-60 25-60 25-60 3/8"(9.5 mm) 22 20-55 20-55 20-55 #4 (4.75 mm) 4 0-10 0-10 0-10 #8 (2,36 mm) 3 0-5 0-5 0-5 Minus#200 Wash(ASTM C117) - : ASTM C33 . AASHTO M80 •CDOT Section Passing . Table 4,. Sieve Size Table 2,Class A. 703.02 (9/b) . Class 4S (%). h) (%) #200 95µm) 0.8 5 1.5 S 1.5 AASHTO M80 Spedfic Gravity and Absorptio LASTM C127) Bulk Specific Gravity(Oven Dry) 2.592 Bulk Specific Gravity(SSD) 2.623 Apparent Specific Gravity 2.673 Absorption(%) 1.2 Lightweight Particles(ASTM C1.23) Lightweight Lightweight ASTM C33 AASHTO M80 ASTM C33 :AASHTO M80 Pieces at 2:4 Pieces at 2.0 Table 4,Class: Table 2,CIBss Table 4,Class Tattle 2,Class 4S at 2.4 ^. Aat.2.4 Specific Specific 4m Coal and :A,Coal:and Gravity..' GreWty specific a: .Specific :. Ugnite. Lignite = (%)* .(%) . Gravity Gravity. .(0ja) ._ .. (°�) 1.2 0.0 5 5.0 5 3.0 S 0.5 5 0.5 *ASTM C123 test results provided by WesTest,LLC. Clay Lumps and Friable Partides(ASTM C142) Grading of• Mass of Test Mass of TesE_ Clay Lumps Original Fraction Fraction -SsT � and Friable Sieve Size Sample Before Test Atter TestParticles (%) (0) • • (0) (%) (Wo) LS"(37.5 mm 0 0 0 0 0.0 to 3/4"(19 mm) 3/4"(19 mm)to 74 2,199.0 2,191.9 0.3 0.2 3/8"(9.5 mm) 3/8"(9.5 mm)to 18 1,199.1 1,195.5 0.3 0.1 #4(4.75 mm) Total Weighted Loss 0.3 ASTM C33 Table 4,Class 4S 5 3.0 AASHTO M80 Table 2,Class A 5 2.0 17.012 Fremont Paving&Redi Mix State Pit ASTM #57-67 Coarse Aggregate Testing Letter 04.28.17 2 CESARE,INC. SUMMARY OF LABORATORY TEST RESULTS State Pit ASTM Size #57/67-Coarse Aggregate Lab ID F175006 Magnesium Sulfate SoundnessJASTM C88) Grading of Mass of Test Mass:of Test ;,ping Original Fraction Fraction ass n Weighted Loss Sieve Size After Test Sample Before Test. After Test ' • (-%) (go) (oh) (g) (CO 1.5"(37.5 mm) to 3/4"(19 mm) — -- — — -- 3/4"(19 mm) to 3/8"(9.5 mm) 74 1,001.0 956.0 4.5 3.3 3/8"(9.5 mm) to#4(4.75 mm) 18 300.0 273.6 8.8 1.6 Minus#4(4.75 mm) -- -- — -- -- Total Weighted Loss(%) 4.9 ASTM C33 Table 4,Class 4S 5 18 AASHTO M80 Table 2,Cass A 5 18 Unit Weight(Density)and Voids(ASTM C29)by Rodding Unit Weight(pcf) 101.8 Unit Weight(pcy) 2749 Voids(%) 36.9 • Los Angeles Abrasion and Impact(ASTM C131), ASTM'C33 Table 4, Abrasion and Iti 10 AA Class 45 and strTo CD"Section 703.02 " • Material Grading •�L M80 Table 2,Class A and Aurora (° ) , . (%) , .. g 29 S 50 5 45 Potential Alkali Reactivity,Mortar-Bar Method(ASTM C1567) Average Expansion at 16 Days ASTM C1260 Test Result Interpretation Expansion <0.10%: Innocuous 0.02 Expansion > 0.20%: Reactive Expansion 0.10%to 0.20%: Incondusive2 1 Potentially deleterious expansion 2 Indudes both innocuous and deleterious aggregates 17.012 Fremont Paving&Redi Mix State Pit ASTM #5747 Coarse Aggregate Testing Letter 04.28.17 3 EUCONX15 Euclid E � ;. Admixtures MID-RANGE WATER REDUCING ADMIXTURE DESCRIPTION EUCON X15 is a mid-range water-reducing and plasticizing admixture for concrete.EUCON X15 shows improved finishing characteristics when compared to other commonly used Type A (typically 5 to 6%water reduction) or - Type F(typically 12 to 15%water reduction) admixtures.This mid-range approach to water reducing admixtures allows for a wide range of usable dosage rates for a broad application spectrum. EUCON X15 as produced, should be used as received and does not contain calcium chloride. PRIMARY APPLICATIONS • Flatwork concrete • Architectural concrete • General purpose ready mixed concrete • Concrete containing fly ash and other pozzolans FEATURES/BENEFITS Plastic Concrete • Produces concrete with lower water:cement ratio allowing for increased strength • Increased concrete strength lowers the potential for cracks • Lower water:cement ratio allows for lower cement content, saving the producer money • Increases concrete workibility allowing for easier concrete placement • Produces concrete that is easier to finish which lowers labor costs m TECHNICAL INFORMATION 0 Perfomance Data Z X The following test results were achieved using typical ASTM C 494 mix design requirements, 517 Ib/yd' v, (307 kg/m') cement content and similar (± 0.5)%air content. These results were obtained under laboratory conditions with materials and mix designs meeting the specifications of ASTM C 494. Changes in materials and mix designs can affect the dosage response of EUCON X15. Eucon X.15 Compressive Stomp Osu(psi) Eucon X•15 Set Time Results ihrminl 1311 7112 ■Fsh.w.0 0 4 ot:rn 11 w.c.t E:4f 11,41774,406wc+; ■1•a:w 6113 6 13O 6.41 W 1241 1.20 W 5010 4113 7166 O .0 O 6,41 Oy 4::3 11 Yt'a' ;"1) 1303 336 raO,Ii'' OT7. O 3: 111] .ai,112cV kk., , ,,„, O-77 .'s„. O 6 "' "�.` sac 30t1 /Day 33 G1 The Euclid Chemical Company OILD 19218 Redwood Rd. •Cleveland,OH 44110 An Company �® Phone: [216]531-9222 •Toll-free: [800] 321-7628 • Fax: [2161 531-9596 .. www.euclidchemical.com PACKAGING EUCON X15 is packaged in bulk, 275 gal (1041 L)totes, 55 gal (208 L) drums, and 5 gal (18.9 L) pails. SHELF LIFE 1 year in original, unopened container. SPECIFICATIONS/COMPLIANCES EUCON X15 meets or exceeds the requirements of: • ASTM C 494,Type A and Type F • AASHTO M 194 DIRECTIONS FOR USE EUCON X15 is typically used at dosages of 4 to 15 oz per 100 lbs(260 to 1000 mL per 100 kg) of cementitious material.Dosage recommendations depend on the characteristics of the materials being used in the mix design. Higher dosages are acceptable with prior testing and confirmation of the desired performance with specific materials being used. EUCON X15 should be added to the initial batch water when possible. It should not come in contact with dry cement or other admixtures until they are mixed with the concrete batch. Field testing is strongly recommended to optimize dose range and performance expectations with local materials. EUCON X15 is compatible with Euclid Chemical admixtures. PRECAUTIONS/LIMITATIONS • Care should be taken to maintain EUCON X15 above freezing; however,freezing and subsequent thawing will not harm the material if thoroughly agitated. Never agitate with air or an air lance. • Add to mix independent of other admixtures. • In all cases,consult the Material Safety Data Sheet before use. Rev. 10.10 WARRANTY.the Euclid Chemical Company('Euclid')solely and expressly warrants that Its products shall be free from defects m materials and worLrnanship far ore(I)year from the date of purchase.Unless authorized in writing by an officer of Euclidno other representations or statements made by Euclid or its representatives,IQ wntiag or orally,snail alter this warranty.EUCLID MAKES NO WARRANIIES.IMPLIED OR OTHERWISE. AS TO TI HE ME dCI IANTAEILUTY OR El tNESS FOR ORDINARY OR PARTICULAR PURPOSES OF ITS PRODUCTS AND EXCLUDES THE SAME.If any Euclid product fads to conform vnth this warranty.Euclid will replace the product at no cat to Buyer,Replacement of any product shall be the sole and exclusive remedy ava lable and buyer shat have no clam for incidental or consrguental damages.Arty warranty clam mast be made within one(r year'rem the date of the claimed breach Euclid does not authorize anyone on ns behalf to make arty written cr oral statements ch in any way alter Eucl d s instalaton.infotmattcn or.instructions in its product Coiat„re or on th pacxag ng labels Any n5tatllton of Eucl d products which fats to conl_m w Et s..'„h es.tllahon Enforrnaton of ristruct ors snail Lor.:It s warranty Prcd.xt dersonseat ors if anyaro done for illustrative rind do riot tie"s:tate 3 warranty an wairanty ale'auon of any i,.nd.Buyer shall be ccl./ e nv''rsrblo or darer ,erg tee stat.i,cy at Eudl d s prnry;,as fcr tie Buyer s intended pu.poses. 4 i LOCKHEED MARTIN April 11, 2019 VIA FEDERAL EXPRESS City of Pueblo Attn: John Vigil 1 City Hall Place Pueblo, CO 81003 Re: Lease dated July 24, 2017 as supplemented by that certain Lease Commencement Agreement dated September 2017 (collectively the "Lease") by and between City of Pueblo ("Lessor") and Lockheed Martin Corporation ("Lessee) with regard to a hanger containing approximately 22,500 square feet located at 32501 Walt Bassett Avenue, Pueblo, CO Dear Mr. Vigil: Pursuant Section 2.02 of the above-referenced Lease,Lockheed Martin Corporation hereby provides the required prior written notice of our exercise of first of two (2)options to renew the term of the Lease for a period of one (1) year. Accordingly, the period covered by this renewal term is from July 25,2019 through July 24, 2020 and the monthly rental applicable to such period is $5,500.00. Should you have any questions or require any additional information, please contact me at (410) 468-1038. Sincerely, Lockheed Martin Corporation, By LMC Properties, Inc., Attorney in Fact Under Irrevocable Power of Attorney effective April 4, 2016 B y: Charles B. Hardie Manager, Real Estate cc: Mr. Jim Craycraft/Mr. Frank Kreis - LM-Space Ms. Petra-Ann Liverpool - LMCPI Ms. Andrew Faraone/Ms. Tina Chase - JLL LEASE COMMENCEMENT AGREEMENT This Lease Commencement Agreement is made as of this day of September,2017,and is hereby attached and made a part of the Lease dated July 24,2017("Lease")by and between City of Pueblo("Landlord")and Lockheed Martin Corporation("Tenant")for approximately 22,500 rentable square feet of space located at 31201 Bryan Circle,Pueblo,CO(as more particularly described in the Lease,the"Premises"). Landlord and Tenant acknowledge that the address for the Premises is 32501 Walt Bassett Avenue, Pueblo,CO 81001.As of July 24,2017,all references in the Lease to the Premises shall be deemed to mean 32501 Walt Bassett Avenue, Pueblo,CO 81001. This Commencement Date of the Lease shall be July 25,2017. The Rent due under the Lease shall commence on July 25,2017. The Expiration Date of the Lease shall be July 24,2019. Landlord and Tenant agree to be bound by all the terms,covenants and conditions and agreements set forth in the Lease,as supplemented by this Lease Commencement Agreement. The premises address and dates set forth above in this Lease Commencement Agreement shall replace and supersede any conflicting addresses and dates set forth in the Lease. Landlord: Tenant: City of Pueblo Lockheed Martin Corporation By: LMC Properties,Inc.,Attorney in Fact under Irrevocable Power of Attorney effective April 4,2016 By: /od By: Sam Azad V Title:City Manager Title: &a. ee Date: - fl Date: fbrl ,