MONTROSE COUNTY R E G I O N A L AIRPORT

FIXED BASE OPERATOR A G R E E M E N T

MAJESTIC SKIES , L L C

THIS FIXED BASE OPERATOR AGREEMENT (the "Agreement") is entered into as of this day of , 2014, by and among:

The BOARD OF COUNTY COMMISSIONERS, on behalf of Montrose County, Colorado, the operator and entity vested with legal control of the Montrose County Regional Airport, (the "County") and;

MAJESTIC SKIES, L L C , a Colorado Limited Liability Company and having its principal place of business in Fort Lauderdale, Florida (the "Operator").

RECITALS

A. County currently owns and controls an airport known as the MONTROSE COUNTY REGIONAL AIRPORT, located in Montrose County, Colorado (the "Airport"). The Airport is a public Airport used by Air Carriers, Air Taxi Operators and General Aviation activities and the County believes that it would be beneficial to the public and users of the airport and its facilities i f Operator develops and operates a fixed base operation facility on the Airport premises.

B. County has the right and the obligation to regulate commercial and aeronautical activities on the Airport under the laws of the State of Colorado and the United States and under the regulations promulgated by the Federal Aviation Administration.

C As permitted by the applicable laws and regulations, County has adopted that certain document titled "Minimum Standards and Requirements for the Provision of Commercial Aeronautical Services at the Montrose Regional Airport," which are dated July 30, 2003 and were formally adopted by County on August 4, 2003 and revised on December 5, 2005 (the "Minimum Standards"). The Minimum Standards, as may be amended, contain the basic services and standards of conduct for all Fixed Base Operators at the Airport and are incorporated herein and are attached hereto as Exhibit A.

D. Operator has submitted a proposal to provide fixed base operations at the Airport as required by the Minimum Standards, and such proposal has been found by the Montrose Board of County Commissioners to be in conformity with the requirements therein.

E. County desires to permit Operator to use certain premises on the Airport and to grant to Operator certain rights, privileges and uses as necessary to conduct its fixed base operation as set forth in this Agreement.

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F. Operator, for its part, desires to use those certain premises and be granted those rights, privileges and uses as described in this Agreement to carry out its business as a Fixed Base Operation.

NOW THEREFORE, for and in consideration of the foregoing recitals and the mutual promises and covenants contained in this Agreement, County and Operator agree to be bound by the terms of this Agreement as stated below.

A G R E E M E N T

Section 1 T E R M AND E F F E C T I V E DATE

1.01 Term. The initial term (the "Initial Term") of this Agreement shall be twenty (20) years, commencing on the Effective Date and ending on the twentieth anniversary of the Effective Date inclusively, unless terminated sooner as provided herein.

1.02 Option to Extend. Operator shall have two options to extend this Agreement for an additional ten-year period each (each an "Extended Term") upon the expiration of the prior term, provided that this Agreement is in full force and effect and Operator has folly performed all of its terms and conditions. Each Extended Term shall be on the same terms and conditions as the Initial Term unless otherwise indicated herein. The Operator shall exercise its option for an Extended Term by notifying County in writing at least ninety (90) days, but no more than one hundred-eighty (180) days prior to the expiration of the prior term.

1.03 Execution Date and Effective Date. County and Operator shall be bound by this Agreement upon execution of the same. Notwithstanding the foregoing, the "Effective Date" of this Agreement shall be the date on which the County allows the Operator to begin service as a fixed based operator. Within thirty (30) days following execution of this Agreement by both Parties hereto, County and Operator agree to execute a memorandum ("Memorandum") establishing the Effective Date hereunder; which Effective Date shall not exceed one hundred eighty (180) days following the date of the signing of the Memorandum. The Initial Term as well as Operator's obligation to pay the fees and charges imposed hereunder shall commence on the Effective Date.

Section 2 LEASE OF PROPERTY AND USE OF PREMISES

2.01 Lease of Property. County hereby leases to Operator, and Operator hereby leases from County certain real property more particularly described in Exhibit B, attached hereto and incorporated herein by reference, consisting of 508,585 square feet, consisting of two (2) distinct and separate parcels of real property (Parcel 1 and Parcel 2), as set forth in Exhibit B, which is attached hereto and incorporated herein by this reference, for the purpose of developing an FBO terminal building, hangar facilities, including a self-service aviation 100 LL facility, the provision of FBO services, and any

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other commercial aeronautical activities as permitted by the Minimum Standards attached hereto. The property described in Exhibit B shall constitute the leased premises described in this Agreement and is hereinafter referred to as the "Premises." Exhibit B may be amended to either increase or reduce the size or location of any or all portions of the Property, along with a proportionate increase or decrease in the Base Rent, by mutual agreement of County and Operator made in accordance with the provision for amendment specified herein; and provided that the size of the Premises meets the requirements of the Minimum Standards. In addition, Operator shall have the non-exclusive use of the common areas of the Airport (as such areas are defined in this Agreement), including the ramp and the apron as required in the provision of the services.

2.02 Construction of Improvements. As a condition to this Agreement, Operator shall, at its sole expense, construct and develop certain improvements on Parcel 1 for the purpose of carrying out its business of a fixed base operation; such improvements to include but may not be limited to, a general aviation terminal facility of no less than 4,000 square feet, including crew and passenger lounge facilities, public restrooms and administrative offices, and shall also develop at least one hangar facility or facilities totaling a minimum of 25,000 square feet of hangar and shop space, with at least one hangar facility being capable of storing one Gulfstream V or larger aircraft, a 250,000 square foot ramp, a fuel farm and ground vehicle parking. A l l construction shall be in conformance with the Minimum Standards and the Airport design standards in effect, as may be amended from time to time. Operator is responsible for all engineering and design, grading, site preparation, extension of utilities from the Premises boundary, and all other work associated with construction of improvements on the Premises. Operator wil l be responsible for the oversight of all design and construction related activities with engineers and contractors of Operator's choice. Operator may develop the improvements in phases; provided that the Minimum Standards are satisfied, and within thirty-six (36) months of the Effective Date. The ramp pavement must be built according to FAA specifications, and be consistent with the existing and planned apron adjacent to the commercial passenger terminal.

a. At least thirty (30) days prior to the commencement of any construction, Operator shall submit detailed plans and specifications for all improvements to County. Operator shall not commence work on the improvements until written approval of the plans and specifications has been given by County or its designated agent. County shall indicate its approval or disapproval of the plans to Operator or its agent within thirty (30) days of their receipt ofthe plans.

b. A l l work on the improvements shall be performed in strict accordance with the approved plans and specifications unless otherwise agreed to in writing by County.

c. Operator shall submit the detailed plans and specifications for all Phase I Improvements to the County within ninety (90) days after the Effective Date, as set forth in the referenced Memorandum to this Agreement. Operator shall commence

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construction of the Phase I Improvements within thirty (30) days following receipt of all necessary approvals required under this Agreement and applicable federal, state, or local laws or regulations. Operator shall make all such necessary applications within a reasonable amount of time following the Effective Date set forth in the Memorandum. Operator shall develop all improvements required to satisfy the Minimum Standards within thirty-six (36) months of the Effective Date established by the Memorandum; provided, any delay in the construction arising through no fault of Operator shall increase the construction time by the length of time of the delay.

d. At the conclusion of construction, Operator shall promptly dispose of all trash, garbage or rubbish or other construction materials located on the Property or any adjoining property.

2.03. General Preconditions. Before commencing any work, Operator shall comply with the following:

a. Permits. Obtain the necessary consents, authorizations, and licenses from federal, state and/or municipal authorities having jurisdiction over the work to be performed. No work shall be commenced until all such necessary consents, authorizations and licenses have first been duly obtained by Operator, its contractor, or other persons performing the work on Operator's behalf.

b. Notices. Operator shall provide written notice to all contractors, subcontractors and/or suppliers of the fact that the improvements are to be performed on public property and as such, contractors, subcontractors and/or suppliers performing work are prohibited by law from obtaining a mechanic's lien against an interest in the Property. Operator shall also provide copies of such notices to County.

c. Completion and Payment Bond or Other Acceptable Guarantee. Prior to commencing construction of the improvements required under this Agreement, Operator shall obtain a performance and payment bond or bonds from a surety company or surety companies (or other guarantee acceptable to County) naming County as obligee, guaranteeing completion of the improvements and facilities to be constructed in accordance with the approved plans and specifications and the provisions of this Agreement, and payment of all contractor's, subcontractors, material men or suppliers for work performed and materials supplied, free and clear of all liens and security agreements. Operator may substitute the performance and payment bond(s) required under this section with another form of guarantee provided that such other guarantee is acceptable to and approved by County. I f the approved plans or specifications are subsequently amplified or modified, the bond or other approved guarantee shall immediately be modified to include such change. The bond or other guarantee shall be in any form and written by any company which County may approve, but such approval shall not be unreasonably withheld. In the absence of such a performance and payment bond and in the event that Operator fails to pay any contractor, subcontractor, material men or supplier for work performed, such shall be grounds for termination of this Agreement. Further, Operator shall indemnify and hold harmless County against all bills

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for labor performed and equipment, fixtures and materials furnished to the Operator in connection with the work and against all bills and claims therefore and against all loss, damages, costs, expenses, suits, claims and demands whatsoever, including reasonable attorneys' fees arising out of the work that is the obligation of the Operator.

2.04 Compliance with Regulations. A l l improvements, alterations and additions, including the plans and specifications for it, shall conform in all respects to the applicable statutes, ordinances, building codes, rales and regulations of the Federal Aviation Administration, State of Colorado, City of Montrose, and Montrose County, as such may be amended from time to time, and such other authority as may have jurisdiction over any improvements, alterations or additions. County's approval of such improvements shall not constitute a representation or warranty as to such conformity, which shall remain the responsibility of Operator.

2.05 Inspections. County, at its expense, may inspect the improvements during the course of and upon completion of construction for the purpose of insuring that the construction substantially conforms to the approved plans and specifications. County may at any time during the course of the work impose such other restrictions, rales and conditions as may be reasonably necessary to insure the proper completion of the facilities or the proper operation of the Airport.

2.06 "As Builts." At the completion of any improvement, Operator shall deliver "as built" drawings, plans, and specifications of the completed work to the Director of Aviation.

2.07 Allowed Use of the Premises. The Premises shall be used solely for the provision of the Services specifically stated and permitted in Section 3 of this Agreement.

2.08 County Requirements. County shall provide access to the Premises as may be required during design and construction, provided that such access does not interfere with the safe, secure and efficient operations of the Airport. County will be responsible for constructing an access road from Highway 50 to the Premises and a connector taxiway to the Premises within thirty-six (36) months of the Effective Date of this Agreement. The County will provide within one hundred twenty (120) days of the Effective Date an interim access road that will connect to the existing access road used for the commercial passenger terminal.

2.09 Option to Extend Parcel 2 Lease Term. At any time prior to the completion of the development of improvements on Parcel 1, as provided in this Section 2, , Operator shall have the option to extend the term of its lease of Parcel 2 as set forth in Section 6.01(d), for the balance of the term of this Agreement pursuant to Section 1.01 and 1.02. It is the sole discretion of the Operator to extend the term of its lease of Parcel 2.

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Section 3 RIGHTS AND OBLIGATIONS OF OPERATOR.

3.01 Minimum Standards. The Operator shall conduct its business in accordance with the Minimum Standards as attached and in effect on the Effective Date of this Agreement. I f the Minimum Standards are amended or revised, Operator shall comply with the amended or revised standards so long as the new or amended Minimum Standards are applied to all similarly situated businesses on the Airport and such new or amended Minimum Standards do not unreasonably increase Operator's costs of compliance. The County may amend the Minimum Standards at any time without the consent of Operator. The services to be provided by Operator are set forth in Sections 3.02 through 3.05 and are collectively referred to herein as the "Services".

3.02 Requirement to Operate From Airport Premises. The Operator shall at all times conduct its business from Airport property properly leased from the County. Under no circumstances will Operator provide any of the services either required or permitted under the Agreement from off Airport property. Operator shall be allowed to conduct incidental accounting and managerial functions from off airport property, but only to the extent that those functions are not an essential part of the day to day operation of the aviation aspects of the business.

3.03 Additional Specific Obligations of Operator Related to Fixed Base Operations. In conducting its business and in addition to the terms of the Minimum Standards and as required by the Minimum Standards) the Operator shall provide the following specific Services:

a. Ground Guidance. Operator, using its own personnel and equipment, shall provide high quality ground handling and guidance of transient aircraft, including "Follow Me" service. Operator shall direct aircraft to assure correct use of the varying weight bearing structures of the ramp area and to assure aircraft are not parked wholly or partially upon the Aircraft Operating Area of the Airport.

b. Ramp Service. Operator shall provide based and transient aircraft users ramp service and assistance including parking, storage and tie-down service on or within facilities leased to Operator or on aircraft parking areas designated by County and as set forth in Exhibit B to this Agreement. Operator shall supply, maintain and replace chocks, tie-down cables) chains and fastening devices as needed to supply this Service. Notwithstanding the provisions of paragraph 3.05(a), at the main terminal and other locations on the Airport, Operator shall provide into-plane delivery of aircraft fuel, lubricants and other related aviation products in accordance with 3.03(1). However, it is agreed and understood that this paragraph shall not be interpreted to grant Operator any exclusive right to provide these services.

c. Pilot Facilities. Operator shall supply lounge, restrooms, passenger and pilot facilities, rest area with TV and other appropriate amenities. A l l interior furnishings shall be of high commercial grade and shall be kept in good repair.

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d. Telephone and Flight Planning Facilities. Operator shall provide a public telephone and facilities for flight planning. Operator shall post local information useful to pilots concerning area hazards, approaches and departures and any information County and/or the FAA desires to disseminate to aircraft operators.

e. Unicom. The aeronautical advisory service ground station (commonly referred to as a "UNICOM") using a frequency currently licensed to the County. The County wil l select the Unicom operator, and may change the selection from time to time. Operator may obtain ARINC or other frequencies for its own business use as Operator may deem necessary. Operator's right to the use of County's licensed frequency is at the sole discretion of County and County may revoke such right for any reason upon advance notice to Operator.

f. Heating and De-icing. Operator shall make available airframe de-icing and engine preheat service.

g. Oxygen and other Gases. Operator shall supply gaseous oxygen suitable for human use and nitrogen service.

h. Engine Starting. Operator shall provide supplemental aircraft engine starting assistance including external ground power compatible with aircraft systems.

i . Pilot Supplies. Operator shall sell appropriate pilot supplies consistent with industry standards.

j . Ground Services. Operator shall provide uniformed attendants to direct aircraft to loading and parking areas, to tie down or set wheel chocks, to fuel aircraft, to clean windshields, to remove snow from parked aircraft, and generally to provide professional, friendly and courteous service.

k. Equipment. In addition to the obligations referred to elsewhere in this Agreement, Operator agrees to furnish, at its own expense, ground service equipment suitable for the various types of general aviation aircraft reasonably expected at the Airport, including aircraft lav carts, auxiliary power units, aircraft tugs with tow bars, snow and aircraft ice removal equipment and all other necessary equipment required for complete ground service,

1. Non-Discrimination. Operator shall furnish service on a fair, reasonable and non-discriminatory basis to all users of the Airport, Operator shall use its best efforts to furnish good, prompt and efficient service adequate to meet all reasonable demands for its services at the Airport provided that the provision of such services is commercially reasonable. Operator shall charge fair, reasonable, and non­discriminatory prices. However, Operator may offer discounts or other 'similar types of incentives to volume purchasers provided such discounts are available to all users similarly situated.

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m. Employees. Operator shall provide, at its sole expense, a sufficient number of appropriately trained employees to effectively and efficiently provide the services required or authorized in this Agreement. Operator shall control the conduct, demeanor and appearance of its employees. Operator shall adequately train all its employees for the services they wil l provide. Employees shall possess the technical qualifications and hold such certificates of qualification as may be required by industry standards in carrying out their duties. Operator shall maintain close supervision over its employees to assure a high standard of service to customers of Operator.

n. Line Service Personnel - Training. A l l line service personnel shall meet or exceed the present or future training requirements of 14 CFR Part 139.321(b), as amended and may be further amended from time to time, and other applicable regulations. No line service personnel shall be allowed to refuel aircraft without supervision until that employee has met all training requirements promulgated by any Federal, State or Local agency having jurisdiction. Line service shall include ground guidance of transient aircraft on the General Aviation Parking Ramp.

o. Uniforms. While performing duties on the aircraft ramp, every employee of Operator shall wear Operator's uniform clothing with name identification badges. Uniforms shall be neat and presentable at all times.

p. Operating Hours. Operator shall, at a minimum, be open for business from 6:00 a.m. to 9:00 p.m. seven days a week, 365 days a year. Summer hours may be abridged with the concurrence of the Director of Aviation of the Airport. "On-call" and/or "self serve" fuel service shall be available 24 hours a day.

q. Storm Water and De-icing Fluid Recovery. Operator agrees to comply with and cooperate in any de-icing fluid recovery program as may be instituted upon the Airport in areas under its jurisdiction. Operator shall be bound by any terms, conditions and/or requirements imposed by any competent government agency issuing any permit to Airport for the discharge of wastewater or storm water.

r. Spillage Containment. Operator covenants to procure, and at all times retain on hand, adequate lawful supplies of inert absorbent materials and appropriate EPA approved containers with which to contain any fuel or other hazardous waste or toxic materials spilled upon aircraft ramps, from whatever source. Additionally, Operator covenants to contain any such material(s) which are leaked or are spilled onto the fuel farm or into the adjacent waterways and to dispose of all materials so utilized for cleanup in a lawful and environmentally safe manner. Operator also agrees to report to County any spillage of aviation fuel or other hazardous substance in excess of f i f ty (50) gallons or the minimum amount required to be reported to County as specified in the Airport Spill Prevention Control and Countermeasure Plan, as may be amended from time to time, whichever is the lesser amount, and Operator agrees to fully remediate any such spill or release. A l l costs of containing or clean-up of such spillage shall be the direct responsibility of Operator. Any fines, judgments, or clean-up costs mandated by the United States Environmental Protection

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Agency, its designated representative, or other Government agency having jurisdiction, levied against County, due to the actions of Operator or which occur on the Premises, shall be borne entirely by Operator. In all cases, Operator shall make such spill reports and undertake such remedial measures as are required by applicable law or regulation to E.P.A or other federal or state agency.

s. Airport Security. Operator shall comply with the rules and practices set forth in the Montrose County Airport Security Plan, as may be amended from time to time. Operator shall monitor and control ingress and egress to the general aviation aircraft operating areas at the gates located adjacent to the Fuel Farm Property. Operator shall be responsible for the locking and securing of all gates adjacent to its building during all hours of fixed base operations, closure or at any time at which the gates are not monitored by FBO personnel. Any fines assessed against Airport or County by the FAA, TSA, or other agency as a result of Operator's failure to comply with the provisions of this paragraph or other intentional or negligent acts or omissions of Operator's employees or agents wil l be paid promptly to Airport by Operator within sixty (60) days of the date of Airport's payment to the FAA, TSA, or other agency.

t. Airport Operational Areas. Operator wil l prohibit its employees, clientele, agents, and invitees, on other than official business, from driving or otherwise trespassing on the Airport Operational Areas (AOA) and will control vehicles on ramp areas under its control. Operator agrees that it wil l abide by Airport's Ground Vehicle Regulations and all training and operational requirements established by the FAA, TSA or other agency.

u. Automobile Parking Areas. Operator shall supervise its permitted automobile parking area to ensure that it remains clean, free of trash and weeds and in good repair and condition. In addition, Operator shall use its best efforts to prevent automobiles from being abandoned in such area by ensuring that it knows the owners of any cars left in the area. Operator shall notify County of any cars it believes are abandoned or parked illegally prior to having them removed.

3.04 Aircraft Repair and Maintenance. Operator shall provide or enter into an agreement or agreements to provide aircraft airframe and engine repair and maintenance services in accordance with the Airport Minimum Standards.

3.05 Authorized Activities. Operator is authorized to perform all the Required Activities permitted in "Section 2, Fixed Base Operator" in the Minimum Standards. Operator may, but shall not be required to provide any of the other services permitted in the Minimum Standards. For example, Operator may provide the following services:

a. Ramp Service. Subject to the requirements of Section 3.03 (b) of this Agreement, Operator may provide other ramp services at the main terminal or other Airport locations including the provision of ramp equipment, aircraft cleaning, maintenance, baggage handling, and other services for air carriers and other persons or firms.

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b. Catering of food and beverages.

c. Transportation and Rental Vehicles. Operator, at its expense, may provide courtesy vehicles to its customers at no charge. Operator may also provide ground transportation services for a fee, and arrange rental vehicles for its customers, provided that it uses ground transportation or other rental agencies which are lease holders or licensees or permittees at the Airport in accordance with applicable Airport and/or County regulations, and in such case, Operator shall be permitted to receive compensation from the ground transportation or rental vehicle agencies. Operator may engage in the business of the renting of vehicles or providing ground transportation to its customers or others provided that Operator first enters into a written lease or other such license with County as is required under applicable Airport and/or County regulations for the operation of such business. Operator shall not act as agent for any business which is engaged in the renting or leasing of automobiles or providing ground transportation services at the Airport unless such business has entered into a written lease or license agreement with Airport in accordance with applicable Airport and/or County regulations.

d. Concierge Service. Operator may provide or arrange any other services off the Airport, which are not governed by the Minimum Standards or other Airport regulations, such as hotel reservations, restaurants, tours, recreational trips and other services for which it may receive a commission or fee.

e. Additional Travel and Aviation Services. Operator may arrange additional travel for customers, such as charter aircraft flights, scheduled airline flights, helicopter tours, flight instruction and other similar services which it does not provide itself, but for which it may receive a commission or fee from either the customer or service provider. Operator shall ensure that the appropriate fees for such services such as landing fees are paid and that companies are licensed or permitted as required under Airport Minimum Standards or other applicable Airport or County regulations.

3.06 General Covenants Related to Services of Operator. Operator agrees and covenants:

a. Taxes and Fees. After the Effective Date, Operator shall meet all expenses and make all payments directly related to its activities on the Premises and the rights and privileges herein granted, including taxes, permit fees, license fees and assessments lawfully levied or assessed upon the Premises or property situated therein and thereon. Taxes, as used herein, shall include all real property taxes, personal property taxes, payroll taxes and business taxes. Operator may, however, at its sole expense and cost, contest any tax, fee or assessment. In addition, Operator shall be responsible for all fees by other governmental agencies related to its building or construction of facilities used by it in providing services.

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b. Restrictions on Liens and Mortgages. Operator shall not cause any lien, encumbrance or assessment to be placed on the Premises or any improvement on such real property, except as expressly agreed to in writing by the County. I f any party shall assert such a lien or encumbrance, Operator shall immediately inform Airport in writing of the lien and state its plan to resolve or remove the lien. Unless otherwise permitted by County, in writing, said liens or encumbrances shall be cured within sixty (60) days after recordation of such lien. This Section shall not operate, however, to prohibit Operator, from obtaining a customary leasehold mortgage or lease financing for improvements to be constructed provided that such lien shall not encumber or grant a security interest in the Montrose Building Authority's or County's fee title to the Airport property and provided further that all terms of said mortgage or lessor's lien are provided to and approved by County, whose approval shall not be unreasonably withheld.

c. Maintenance of Premises. Operator shall maintain the Premises, all buildings, and fixtures installed thereon so that at all times during the Initial Term or an Extended Term of this Agreement and at the expiration thereof, such property is in good condition, excepting reasonable wear and tear. Operator shall make frequent periodic inspections and, as the necessity arises, regardless of cause, perform all necessary maintenance, repair and replacements. County may, at its discretion, establish a reasonable periodic inspection program for the improvements on the Premises and Operator agrees to reasonably cooperate with any such inspection program.

d. Exterior Design and Signs. A l l exterior paint colors on improvements shall be subject to the prior approval of Director of Aviation. Operator agrees that no signs, logos or advertising shall be painted on or erected in any manner on the Airport or the Premises without the prior written approval of the Director of Aviation. Signs identifying the Operator shall conform to the reasonable standards established by County with respect to type, size, design) condition and location, and shall comply with any applicable regulations of the City of Montrose. A l l approvals contemplated herein shall not be unreasonably withheld.

e. Undue Hazard. Operator may not engage in any operation, storage, or service, other than those specifically permitted or required herein, which is hazardous to the property or the health and safety of any person. I f the Operator conducts any service or operation which is deemed hazardous by County or its Insurer, or requires repair and/or requires extra insurance premiums to be paid by the County, then the Operator shall repair any unsafe condition and reimburse County said added premiums within thirty (30) days after receiving written notice from County. County's remedy hereunder shall be in addition to that set forth in Paragraph 6.01 below.

3.07 Special Provisions for Aviation Fuel - Handling and Storage. Operator shall provide for the sale of aircraft fuel, including but not

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limited to, commercial turbojet fuel (Jet A) and aviation gasoline (100LL or AvGas). Operator shall maintain the fuel farm, including but not limited to, the aviation fuel tanks and fuel delivery systems and shall provide sufficient mobile refueling trucks and personnel trained in aircraft fueling and fuel handling safety procedures. Operator expressly warrants to County that:

a. Operator shall comply with the requirements of County's Minimum Standards for Fuel Storage, Handling, and Dispensing, as such may be amended from time to time and which is incorporated into this Agreement by reference, or as required by law or governmental regulations;

b. Operator shall comply with FAA Advisory Circular 150/5230-4, as it may be amended or replaced by succeeding publication or regulation for the same operations;

c. Operator shall comply with the airlines' FAA approved standards or programs for fuel storage and refueling of aircraft for each airline for which it provides fuel;

d. Operator shall regularly inspect the fuel farm facility and report to County any defects or deficiencies discovered;

e. Operator shall conduct all fueling and fuel farm activities in a safe manner consistent with proper operation of the facility, applicable law and industry standards;

f. Operator shall report to County any spillage of aviation fuel or any other hazardous substance in excess of f i f ty (50) gallons or the minimum amount required to be reported to County as specified in the Airport Spill Prevention Control and Countermeasure Plan, as may be amended from time to time, whichever is the lesser amount;

g. A l l costs of containing or clean up of such spillage caused by Operator shall be the direct responsibility of Operator. Any fines, judgments or clean-up costs mandated by the United States Environmental Protection Agency, its designated agency, or any other agency having legal jurisdiction, levied against County, due to the negligence of Operator, shall be borne entirely by Operator. Operator shall indemnify and hold County harmless for any fine or clean up costs that may be required to be paid on account of Operator failing to meet its obligations under this Section;

h. Operator shall be responsible for all maintenance and upkeep of the fuel farm facility and shall, at its sole cost and expense, make any and all modifications, additions and/or alterations necessary to meet the requirements or regulations of any governmental agency having jurisdiction over it. Prior to making any modifications, additions

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and/or alterations, Operator shall present its plan to County for any such changes and obtain its written approval. Title to any and all modifications, additions or alterations shall remain with County;

i . Operator shall bear sole responsibility for meeting all environmental rules, regulations and laws promulgated by the United States Environmental Protection Agency, including, but not limited to, 40 CFR Parts 280 and 281, as amended, or any other laws, rules, or regulations promulgated by any lawful successor to said agency having the responsibility for regulating bulk fuel storage facilities. Operator shall provide, at its sole cost and expense, any insurance or evidence of financial responsibility in sufficient amounts, as may be required by any agency having jurisdiction including the County. Evidence of insurance shall be supplied as stated in Section 7.03 and 7.04 below;

3.08 Compliance with Governmental Directives. Operator expressly warrants that it has the capabilities to perform the services to be provided under this Agreement in a professional manner and in accordance with any applicable laws, licensing requirements, rules, regulations and, recommended practices or procedures, all as may be amended and in effect from time to time, of any governmental entity with jurisdiction over Operator's activities, including but not limited to the following:

a. the Federal Aviation Administration (the "FAA");

b. the U.S. Environmental Protection Agency (the EPA"),

including its designated representative agency;

c. the U.S. Occupational Safety and Health Agency ("OSHA");

d. the Transportation Security Administration ("TSA");

e. agencies of the State of Colorado;

f. Montrose County; and

g. the Airport.

3.09 Compliance with Industry Standards. Operator shall comply with all industry standards which apply to operators that are similarly sized and situated; provided however, County and Operator may agree from time to time that specific provisions may not be required.

3.10 Posting of Licenses. Operator shall post in a prominent place on the Premises any licenses required by any governmental entity with jurisdiction over Operator's activities.

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3.11 Airport Entry Signage. County and Operator shall cooperate to locate signage for Operator at or near the entry to the Airport entry drive. County may, at its own expense, erect signage for the general aviation drive and may require that Operator's signage be incorporated for the purpose of uniformity on the Airport. Operator shall be responsible for its own sign, or its portion of a sign indicating directions to the general aviation area, but shall not erect any signs without the consent of County, which consent shall not be unreasonably withheld or delayed.

3.12 Performance Guarantee. Operator shall provide a performance guarantee to County in a form and amount acceptable to County to guarantee Operator's performance of its annual payment obligations under this Agreement. The yearly performance guarantee on the non-credited payment obligation pursuant to Section 6.01 (f) of this Agreement shall be 10%.

3.13 Compliance With Applicable Laws and Regulations. Operator shall comply with all applicable federal, state and local laws and regulations in Operator's performance under this Agreement.

Section 4 County's Obligations and Reserved Rights of Airport

4.01 Non-Exclusive Right. This Agreement does not grant to Operator the exclusive right to provide any or all of the services described herein at any time during the term of this Agreement. County reserves the right, at its sole discretion, to grant others certain rights and privileges upon the Airport which are identical in part or in whole to those granted to Operator. County shall not grant another operator the right to provide the same or similar services except on the same or substantially the same real terms, indexed and adjusted for changes in inflation and prevailing economic conditions at the time of this Agreement, or on terms more favorable to the County. Furthermore, County shall not grant any right that causes it to violate section 4.08 of this Agreement and County shall not authorize the provision of fixed base operator services from off Airport locations unless otherwise required by law or court order. Nothing in this Agreement shall operate to prevent an aircraft owner from providing any services to their own aircraft, including the right to provide their own fuel, or perform maintenance on their own aircraft, subject to County's and F.A.A.'s regulations and standards governing such activities.

4.02 Common Areas. County has the sole and absolute discretion to perform any maintenance or repairs and to construct any additions or improvements to the common or public areas of the Airport as it sees fit and to perform such maintenance or repairs and construct such additions or improvements at the times and places it deems necessary or desirable. County shall have the right to direct Operator's activities as necessary in order to perform such maintenance or repairs and to construct such additions or improvements. County shall use its best efforts to mitigate any adverse impact to Operator's business i f such actions can be accomplished without materially and significantly

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impacting the cost or schedule of the maintenance or repairs or construction. However, nothing in this section shall give the Operator any right to recover lost revenues, rents or profits caused by or on account of County's maintenance or repairs and additions or improvements to the Airport.

4.03 Aerial Approaches. County reserves the right to take any action it considers necessary to protect the aerial approaches of the Airport against obstruction, together with the right to prevent Operator from erecting, or permitting to be erected, any building or other structure on or adjacent to the Airport which, in the opinion of County, would limit the usefulness of the Airport or constitute a hazard to aircraft.

4.04 Quiet Enjoyment. County agrees that so long as Operator complies with the terms of this Agreement, Operator shall peaceably have and enjoy the use of the Property and all the rights and privileges set forth in this Agreement.

4.05 Snow Removal. County shall provide snow removal for the Airport common areas, aprons, ramp area, and public parking areas in the manner and priority as specified in the current County snow removal plan or as directed by the Director of Aviation or his designee. County shall use its best efforts to provide snow removal in a timely manner, however, it shall not be responsible to Operator or to any other party for loss of business or flights due to snow accumulation or its failure to remove snow from any area, for whatever reason, including decisions as to the priority for snow removal from different areas.

County shall not be responsible for moving aircraft or vehicles to accomplish snow removal. Operator shall use its best efforts to cooperate in moving aircraft or vehicles to accommodate County's snow removal efforts. Operator shall be responsible to remove snow from walkways, around buildings located on the Premises and Operator's automobile parking areas, around aircraft and vehicles on the Premises and other places not otherwise readily serviced by County's snow removal equipment.

4.06. Sublease. I f Operator shall have any space available for sublease, it shall give preference to tenants who are engaged in the business of aeronautics, airport operations or whose businesses are necessarily connected to the Airport and its use.

4.07 County Enforcement of Applicable Rules and Regulations. County agrees to enforce at all times all applicable Airport Rules and Regulations, the Airport Minimum Standards, FAA Rules, and Federal and State laws regarding operation of the Airport.

4.08 F.A.A. and Airport Instruments. The F.A.A. and the County reserve the right to place on and around the premises described in this Agreement such instruments and equipment as are desirable or necessary to facilitate Airport operations, provided such instrumentation or equipment does not unreasonably interfere with the intended use of the premises as contemplated under this Agreement.

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Section 5 START UP OPERATIONS

5.1. The County wil l lease Airport property and facilities to Majestic to permit Majestic to conduct FBO operations during the time the Majestic facility is under development.

5.2. The County has several hangars that it could offer to Majestic, including County Hangars 1, 3 A, 3B and 7. These hangars will be made available at fair market value. The fair market value of Hangar 1 is $3.90 per square foot per year. The fair market value of Hangars 3A and 3B is $3.90 per square foot per year. The exclusive use ramp surrounding the hangars is available at $.62 (.62 cents) per square foot per year. The term of the initial lease shall be three years from the Effective Date or until such earlier time as Phase I is completed and Majestic starts FBO operations on the leased premises.

5.3. The County wil l allow the installation of a temporary fuel farm and/or operation from Majestic's permanent fuel farm prior to the completion of other improvements on the leased premises in support of Majestic's start­up operations. Majestic wil l be responsible for demonstrating that its plans for fueling operations do not compromise the safe and efficient operation of the Airport.

5.4. The County wil l grant a temporary waiver or variance from the Airport Minimum Standards as may be required for Majestic's start-up operations.

5.5. Majestic shall be responsible for paying rent on temporary facilities and fuel flowage fees, as defined in Section 6.01(a) below, during start-up operations, which rent shall commence upon commencement of fueling operations. Majestic further shall be responsible for paying rent on the leased premises (at 18.31 cents per square foot) during the start-up period, however, Majestic wil l not be required to pay rent on the leased premises until such time as 30 days after Majestic receives all building permits necessary to start construction of the improvements, and all approvals required under section 2.02.a and 2.03.a of this agreement. Majestic shall not be responsible for the Minimum Annual Guarantee, the hangar concession fee, or the minimum annual fuel flowage fee payment, as defined in Section 6.01(b) below, during start-up operations. These obligations shall apply on the first day of operation of Phase I build out of FBO facilities on the leased premises in accordance with Section 6.01.b.

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Section 6 F E E S AND C H A R G E S

6.01 Fees and Charges. In consideration of the rights and privileges granted by this Agreement, and subject to any waivers or variances provided in this agreement, Operator agrees to pay the following fees to Airport during the Initial Term and any Extended Terms. Operator agrees and understands that the fees identified in this section6.01 and other consideration elsewhere in the Agreement are not severable, and must be provided as a whole for the rights and privileges granted, and that no particular payment is identified as a concession for any particular right or privilege.

a. Fuel Flowage Fees. Operator shall pay a Fuel Flowage Fee of $.12 per gallon for all aviation fuels dispensed by Operator including fuels used by Operator in its own operations. Beginning on December 1, 2017 the Fuel Flowage Fee wil l be $0.13 per gallon, and at the end of each four year interval thereafter, the Fuel Flowage Fee wil l increase at the rate of $.01 per gallon for each successive four year period.

b. Minimum Annual Fuel Flowage Payment Guarantee. Operator wil l pay the greater of either the Fuel Flowage Fee described in6.01 (a), or a minimum Fuel Flowage Payment of no less than $250,000 each calendar year beginning on the date Operator commences full occupancy of the Phase I build out, and pro-rated for any partial year.

c. Hangar Concession Fee. Operator shall pay an annual Hangar Concession Fee of $1.00 per square foot for existing and proposed aircraft hangar storage area. This Fee shall be paid commencing on the Effective Date of this Agreement and shall continue annually through the term of this Agreement, d. Base Rent. Base Rent for the entire Parcel 1 Leased Premises described in Exhibit B shall be $.1831 (18.31 cents) per square foot per year. The initial annual rent, based on 350,000 square feet, is $64,085. This rent shall commence on the Effective Date, subject to terms of Section 5.5 and shall be paid in monthly installments in advance during the Initial Term and Extended Terms.

Base Rent for the entire Parcel 2 Leased Premises described in Exhibit B shall be $.05 (5) cents per square foot per year. The initial annual rent for Parcel 2, based on 158,585 square feet, is $7,929. This rent shall commence on the Effective Date, subject to terms of Section 5.5, and shall be paid in monthly installments in advance. The term of the lease for Parcel 2 shall be the thirty-six (36) month development phase of Parcel 1 set forth in Section 2 of this Agreement. Operator has the option to extend the term of the lease of

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Parcel 2 in accordance with Section 2.09. Should Operator extend the lease of Parcel 2, the Base Rent shall be the same as that for Parcel 1; $.1831 (18.31 cents) per square foot. Should Operator not extend the term of the Parcel 2 lease pursuant to the terms set forth in Section 2.09 of this Agreement, Operator's lease of Parcel 2 shall terminate, and said Parcel wi l l be subject to lease to others by County under terms and conditions it considers in the best interest of County.

e. Minimum Annual Guarantee. Operator wil l pay a Minimum Annual Guarantee of $350,000 for each calendar year (pro-rated for partial years), commencing on the date Operator has completed development of Phase I , has ful l occupancy of Phase I and is conducting FBO operations thereon. I f the sum of the Fuel Flowage Fee (including the $250,000 minimum fuel flowage payment), Hangar Concession Fees and Base Rent is less than $350,000 per year (pro-rated for partial years), Operator shall pay County the difference no later than March 1 of the following year.

f. Credit. Operator wil l receive a credit during the Initial Term against all fees owing described in this Section 6.01 for the actual cost to develop any ramp and fuel farm infrastructure to be developed in furtherance of Majestic FBO operations on the airport. The actual cost of development shall be determined by the mutual agreement of County and Operator and shall be based on documentation provided by Operator of the costs of development and on demonstration by Operator that the improvements were developed to the required specifications. The maximum amount of the credit to Operator under this Agreement is $5,000,000. The annual amount of the credit is equal to the total credit divided by the number of years (including partial years) remaining during the Initial Term from the date Operator commences fixed base operations on the Premises. The amount of the credit as agreed upon by County and Operator shall be described in an addendum to this Agreement, and the Operator shall be entitled to start taking the credits provided herein immediately upon documentation of the expenses incurred for the purposes stated.

6.02 Tie Down Fees. Operator may collect and retain tie down fees, the amount of which fees shall comply with schedules that shall be promulgated by Operator for the Premises and submitted to and approved by Director of Aviation and the Montrose County Board of County Commissioners. Operator shall collect tie down fees from persons or businesses to which Operator provides any tie down services on Airport property other than that property which is described in Exhibit B (leased Premises), and shall pay to County f i f ty percent (50%) of all such fees collected. The fees collected and paid to County pursuant to this Section 6.02 shall not count towards the annual $350,000. in payments described in Section 6.01 above.

6.03 Payments. Operator shall make payments at the times and in the manner stated below.

a. Time for payment. The Fees specified in Section 6.01 and 6.02 shall be paid to Airport in monthly installments on or before fifteen (15) days following the end of each calendar month for the preceding month throughout the Term of this

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Agreement and any extensions, together with a report of Operator's fuel flowage during the preceding month. Each monthly installment shall include 1/12 of the minimum annual Fuel Flowage Payment and may include 1/12 of the annual credit described in Section 6.01.f.

b. Agreement to Adjust. Operator understands and agrees that the fees specified in Section 6.0l.d. above shall be adjusted pursuant to Section 6.06 below, and that each such adjustment shall result in a change in the calculation of the monthly payments of fees. Fuel flowage fees shall be adjusted as provided herein.

6.04 Delinquency Charge. A delinquency charge of one and one half percent (1 1/2%) per month of the amount due shall be added to any payments or fees required pursuant to this Agreement which are tendered more than ten (10) days after such payments are due.

6.05 Place of Payment. A l l payments due County from Operator shall be delivered to such place designated in writing by County from time to time.

6.06 Adjustment of Rents and Fees. The Base Rent specified in Section 6.0 l.d. above, shall be adjusted every four years on the anniversary of the Effective Date of this Agreement according to the following formula:

The rent wil l be adjusted effective the fifteenth day of the month in which falls the fourth anniversary of the Effective Date of this Agreement, and thereafter on the fourth anniversary of the first adjustment. The adjustments will be calculated by determining the consumer price index for all urban consumers (or its closest successor index in the County's judgment) ("CPI-U") for the most current available month prior to the month in which this Agreement's term commences and the CPI-U for the same month of each year thereafter for the entire term of this Agreement. In the event that CPI-U in any fourth anniversary year is greater that the initial index as of the effective date or any subsequent date for adjustment, the annual rental for the following year shall be adjusted accordingly. In the event the CPI-U is no longer published, rent shall be adjusted in accordance with a comparable index as determined by the U.S. Department of Labor. Should the adjustment not yet be available at the time rent is due, Operator shall pay the same amount as they did the preceding year and shall pay the amount of the adjustment within thirty days of receiving written notice of its amount.

It is agreed and understood, however, that notwithstanding the CPI-U, the rent for the Premises shall not be less than $.1831 per year during the Initial Term, nor less than the amount of the rent at the time of the commencement of the first and second Extended Term.

6.07 Records. Operator shall provide and maintain accurate records of fuel dispensed, tie down collection fees, and other services provided by Operator and landing fees collected (if applicable) derived under this Agreement for a period of three (3) years from the date the record is made. County, or its duly authorized representatives, such as a firm of public accountants, at the County's expense, upon reasonable notice to Operator,

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shall have the right at all reasonable times during business hours to inspect and audit the books, records and receipts of Operator, and to verify Operator's fuel sales and any other fees collected pursuant to this Agreement or agreed amendment thereof. Operator shall authorize its suppliers to turn over records of sales made to Operator for purposes of such audits. Financial information obtained by County or its auditors as the result of any audit or inspections shall be treated as proprietary and confidential and will not be provided to the public except as required by law. I f audit by the County reflects a discrepancy of more than seven percent (7%) in the reported fuel dispensed or more than seven percent (7%) in any other fees collected, unless the discrepancy resulted through no fault of Operator, the cost of the audit shall be borne by Operator. In such event, Operator shall be responsible for the total cost of the audit and the payment to Airport of any unpaid fees or charges. In all cases, Operator shall promptly remit any payments determined to be due to the County as shown by such audit. In the event of an audit by the Airport results in any discrepancy, Operator shall have the right, but not the obligation to conduct its own audit to confirm or dispute the results of the County's audit. I f after such audit the parties cannot agree on the discrepancy amount, i f any, the parties dispute shall be resolved in the same manner as provided in this Agreement for the resolution of disputes.

6.08 Rent for the First and Second Extended Term. I f Operator exercises its right to continue this Agreement into the First Extended Term, the rent shall be calculated in the same manner provided for rent in the initial term. I f Operator exercises its right to continue this Agreement in the Second Extended Term, the Base Rent for the Premises shall be determined as follows prior to the initiation of each of the first and second Extended Term. In no event shall the Base Rent be less than the Base Rent for the preceding year. The County will select and notify Operator of the identity of an independent qualified real estate appraiser who shall be a member of a nationally or state recognized appraisal organization, who shall be certified by the State of Colorado to conduct appraisals, who shall have at least ten (10) years of commercial real estate appraisal experience; and who has performed at least one appraisal of airport property. I f the Operator does not accept the County selected appraiser, the Operator may request the parties meet and attempt for a period of thirty (30) days to agree on an appraiser with the qualifications described in this paragraph to determine the then fair market rental value of the Premises. The appraiser shall determine the then fair market rental value of the Premises as set out below.

The appraiser, within ninety (90) days following his or her selection, shall conduct an appraisal to establish the current fair market rental value of the Premises taking into consideration the terms of this Agreement as i f said Premises were vacant, without the improvements placed thereupon by Operator, and were available for lease under the same terms and conditions as this Agreement. The cost of the appraisal shall be borne by the County. A copy of the appraisal shall be delivered to Operator and to County. The fair market rental value set out in the appraisal shall establish the fair market rental value of the Premises.

I f the Operator disputes the determination of the fair market value rental as determined by appraisal, the Operator may obtain at its expense, an appraisal on the same terms and conditions as set forth above, but at the expense of the Operator. Operator shall notify

20 605501-2

County of the identity of the appraiser. I f the County does not accept the Operator selected appraiser, the County may request the parties meet and attempt for a period of thirty (30) days to agree on an appraiser with the qualifications described in this Section. I f the appraised fair market rental value as determined by the second appraisal is within five (5) percent of the first appraisal, the fair market rental value wil l be that as determined in the first appraisal. I f the appraised fair market rental value in the second appraisal is more than five (5) percent different from the first appraisal, then the first appraiser and second appraiser shall jointly select a third appraiser who shall determine the fair market rental value on the same terms and conditions as set forth above at the joint expense of Operator and County. The fair market rental value shall be the average of the two appraised fair market rental values which are closest. Until the fair market rental value is determined, Operator shall pay the Base Rent from the prior year, as adjusted by the change in the CPI-U as set forth herein. Upon determination of the fair market rental value, Operator and County shall reconcile the Base Rent due from the beginning of the term, and any overpayment or underpayment shall be paid within thirty (30) days of such determination. Once the Base Rent is determined for the second Extended Term, it shall be subject to adjustment by the change in the CPI-U as set forth herein.

SECTION 7 C A N C E L L A T I O N AND TERMINATION

7.01 Events of Default. Each of the following, so long as they are material, shall constitute an "Event of Default" by Operator.

a. Operator shall fail to make due and punctual payment of any rents, fees or charges payable hereunder and such default shall continue for a period of thirty (30) days after receipt of written notice from Airport of such non-payment.

b. Operator fails to keep, perform or observe any term, covenant or condition of this Agreement to be kept, performed or observed by Operator, and County gives Operator written notice of such failure and Operator:

(i) Fails to cure the failure within thirty (30) days of the effective date of such notice; or

(ii) Does not within thirty (30) days present a plan for the cure of the failure which is accepted by County and thereafter fails to diligently pursue the curing or removal of such default within the prescribed time period.

c. The filing of any petition, proceeding or action by, for, or against the Operator under any insolvency, bankruptcy or reorganization. I f the Operator should file a petition for reorganization under the Federal Bankruptcy Act, Airport may accept further assurances for payment of rent and other obligations hereunder rather than declaring an Event of Default. In the event of Operator's bankruptcy, the payment obligations under the lease provision of this Agreement shall constitute "rent reserved" under Section 502(b)(6) of the Bankruptcy Code.

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d. Operator is prohibited by lawful authority from using the Airport for a period exceeding sixty (60) days because of an unsafe operating condition existing at the Airport or in the surrounding airspace and the prohibition resulted from acts or the failure to act of Operator.

e. Operator abandons the conduct of the fixed base operations business required under this Agreement at the Airport for a period in excess of ten (10) consecutive days.

7.02 Termination by Airport: Except as otherwise provided in Section 7.01(b) and (e) and Section 7.04, upon the occurrence of any Event of Default, and failure of Operator to cure, after thirty (30) days County may terminate this Agreement by posting notice of such termination in a conspicuous place on the Premises or by mailing notice of termination to Operator by first class mail, postage prepaid to Operator's last known address. Either party may pursue any and all legal and equitable remedies available regarding a termination by default:

7.03 Right of Successor Services. Subject to section 10.04, should Operator fail to conduct the services required under this Agreement for a period of two (2) consecutive days then, County shall have the immediate right to limited use of Operator's facilities to assure the continuation of the fixed base operation services contemplated under this Agreement.

7.04 Surrender of Premises: At the expiration or termination of this Agreement, Operator shall vacate the Premises in as good condition and repair as at the completion of construction allowing for normal wear and tear, and shall surrender possession of the premises no later than thirty (30) days after the termination of this Agreement. The Airport shall have the same rights to enforce this covenant by ejectment and for damages or otherwise as for the breach of any other condition or covenant of this Agreement.

a. Removal of Personal Property. Subject to any lien County may have against personal property of Operator to secure payment of rent, taxes or other sums due hereunder, Operator may at any time prior to or upon the termination of this Agreement or any renewal or extension thereof remove from the Premises all materials, equipment, and personal property of every other sort or nature installed by Operator thereon, provided such property is removed without substantial injury to the Premises. No injury shall be considered substantial i f it is promptly corrected by restoration to the condition prior to the installation of such property, i f so requested by County. I f Operator fails to remove any such property within 30 days after the termination of this Agreement, the County may remove the property, store the property at Operator's expense, and on three (3) days' written notice to Operator sell such property at public or private sale, or i f it is unsalable, may dispose of it in any other manner without liability. Operator shall be liable for all expenses of such property's storage; sale or removal. Alternatively, County may retain such property and Operator hereby waives all claims against County for any damage to Operator resulting from Airport's retention of any such property.

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b. Transfer of Ownership. Thirty (30) days after the expiration or termination of this Agreement, ownership of improvements constructed by Operator on the Premises shall pass to the County of Montrose, Colorado.

c. Operator acknowledges and agrees that it shall not be entitled to any relocation or other payment whatsoever upon termination of this Agreement, except as otherwise expressly stated in this Agreement.

S E C T I O N 8 INSURANCE, L I A B I L I T I E S AND INDEMNIFICATION

8.01 No Contractual Liability of Individuals. Except as expressly provided in paragraph 8.02(a) below or otherwise provided in this Agreement, no commissioner, director, officer, agent, or employee of either party shall be charged personally or held liable by or to the other party for the breach of any term, condition, covenant, warranty, indemnity or provision of any kind, including any law or regulation incorporated in this Agreement or because of any breach thereof or because of its or their execution or attempted execution.

8.02 Indemnity of Airport for Damage, Injury or Death.

a. Operator shall protect, defend, indemnify and hold Airport, the County of Montrose and their respective commissioners, directors, agents and employees (the "Indemnitees") harmless from and against any and all liabilities, losses, suits, claims, judgments, fines or demands arising by reason of injury or death of any person or damage to any property, including any injury or loss of third parties, including all reasonable costs for investigation and defense thereof (including but not limited to attorney fees, court costs, and expert witness fees), arising out of the acts or omissions (i) incident to this Agreement and/or (ii) the use or occupancy of the Premises by Operator's officers, members, agents, employees, contractors, subcontractors, licensees, or invitees, regardless of where the injury, death, or damage may occur. However, this indemnity shall not apply where such injury, death or damage is the direct result of an intentional act, willful or wanton misconduct or sole and exclusive negligence of Airport the County of Montrose or their respective commissioners, directors, agents and employees. Operator shall give County reasonable notice of any such claims or actions. Operator and County shall provide reasonable assistance and cooperation in defense of such claims. Aircraft, whether owned by, leased by or bailed to Operator are expressly subject to this Indemnity, except in case of loss due to the intentional act or willful or wanton misconduct of Airport. Notwithstanding the foregoing, nothing contained herein shall be construed as a waiver by the Airport or Montrose County of their rights under the Colorado Governmental Immunity Act, as amended from time to time.

b. Operator hereby waives subrogation of any insurance against the Indemnitees for all third party claims against it where this indemnity shall apply.

c. County and Operator have provided in this Agreement that Operator shall carry insurance adequate to cover claims covered by this Indemnity and that this insurance coverage shall provide adequate recovery for losses due to injury,

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death and property damage. It is agreed and understood, however, that Operator's obligation to provide insurance coverage under this paragraph or otherwise in this Agreement shall not be interpreted or construed as a cap on or limit to any of Operator's indemnity obligations contained in this Agreement.

d. The provisions of this Section 8.02 shall survive the expiration or early termination of this Agreement and Operator's obligations hereunder shall remain effective notwithstanding such termination or expiration with respect to any loss, injury or damage enumerated within this Section for which Operator has an obligation to indemnify County, irrespective of whether the notice or claim is initiated prior to or subsequent to expiration of this Agreement or Operator's termination hereunder; provided however the obligation as set forth for Operator shall terminate on the third anniversary of the termination or expiration of the Agreement or County's discovery of such claim, damage or condition giving rise to the indemnity obligation hereunder, whichever is the later date. Nothing herein shall be construed as extending or modifying the statute of limitations pertaining to such claim under applicable law.

8.03 Insurance Requirements. Operator shall secure and maintain for the entire term of this Agreement such insurance policies, from companies licensed in the State of Colorado, as will protect itself, County (with County and Indemnities named as additional insured to the extent permitted by law), and others as specified, from claims for bodily injuries, death, personal injury or property damage, which may arise out of or result from Operator's intentional or negligent acts, errors or omissions. The insurance coverage required in this section is in addition to any other insurance or security that may be required under other provisions of this Agreement. The types of insurance coverage, minimum limits, and required endorsements are listed in the Minimum Standards, as the same may be changed from time to time. The provisions, types and limits of coverage shall be amended from time to time to reflect the coverage's and limits customarily provided by and deemed necessary by standards of the insurance industry for insured's and additional named insured's similar in size and business operations to County and Operator. In no case, however, shall the required coverage's or limits be less than those required at the inception of this Agreement, except by mutual agreement of the parties.

8.04 Certificates of Insurance. To provide evidence of the required insurance coverage's, copies of Certificates of Insurance in a form acceptable to County shall be filed with County's Director of Aviation no later than ten (10) calendar days following the initial date of this Agreement.

Failure to file or maintain acceptable Certificates of Insurance with the County is agreed to be a material breach of any contract and grounds for rescission or termination. The Certificates of Insurance shall contain, at a minimum, the following:

a. A provision that coverage afforded under the policies will not be cancelled or materially altered unless at least thirty (30) calendar days prior written notice of such cancellation or alteration has been sent to the County by certified mail, return receipt requested. For purposes of this provision, "materially altered" shall mean a

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change affecting the coverage's required herein, including a change in policy limits as set out in the then-current policy declarations page.

b. Simultaneously with the Certificates, Operator shall file and update as necessary a certified statement as to claims pending against required coverage's, reserves established on account of such claims, defense costs expended and amounts remaining in policy limits.

c. Operator agrees that any insurance policies maintained by Operator on the Premises, or on the buildings and other improvements thereon, or in connection with the provisions of this Agreement, shall contain a waiver of subrogation provision as against County, its agents, employees, invitees, or licensees for any loss or damage which is covered by such insurance.

d. Operator understands and agrees that it is solely responsible for any of its personal property, including Aircraft whether owned by, leased to or bailed to Operator, and that it is solely responsible for the loss or destruction of such personal property. Operator shall provide the insurance coverage that it deems necessary to protect itself against the risk of loss or destruction of such personal property.

8.05 County's Right to Insure. I f Operator fails to provide the Certificates of Insurance or other adequate assurance of the coverage's required under this Agreement, County may procure such coverage's on Operator's behalf within thirty (30) days of County's payment of the same and Operator shall be required to pay County for the cost County has incurred in obtaining such coverage. Operator understands and agrees that the cost to County of obtaining such coverage wi l l probably be much higher than the premiums which would be charged to Operator to obtain such coverage itself. This remedy of County for this default by Operator is separate and independent of any other remedy available to Airport under this Agreement and that County may or may not choose to exercise.

S E C T I O N 9 ASSIGNMENT, SUBLEASE OR CHANGE OF CONTROL

County has entered into this Agreement with the understanding that the Services to be provided under this Agreement are subject to the personal supervision and management of persons who are experienced in the business of Fixed Base Operations and duly qualified under applicable governmental regulations. Therefore, County reserves the right to review and approve any changes in control or management of the Operator to ensure that the public interest in availability of the Services is met. Accordingly, County and Operator agree to the following limitations.

9.01 Subleasing or Assignment. Operator shall not, at any time, assign, transfer, convey, mortgage, pledge, or encumber its interest under this Agreement, or any part of the leased space, to any party without prior written approval of County, such approval shall not be unreasonably withheld. Refusal by the County to approve assignment shall be based upon reasonable and verifiable concerns regarding the assignee's ability, based on experience and financial strength, to operate the FBO as a

605501-2 25

going and progressive concern. In no case wil l assignment be conditioned upon a renegotiation of the terms of the Agreement and any assignment shall allow the assignee to continue to operate under the terms and conditions described herein for the remainder of the term of the Agreement. Any attempted assignment, transfer, or subletting in violation of the provisions hereof shall be null and void and a default of this Agreement. No assignment, transfer, conveyance, or sublease by Operator shall relieve Operator of its primary responsibility for payment of rent and performance of all other obligations provided in this Agreement, without specific written consent by County to such relief. Any transfer of control of Operator or of Operator's operations, whether by merger or consolidation, or transfer of shares or membership interests shall constitute an assignment under this Section 9.01.

9.02 Change in Ownership of Airport. Operator agrees that there is no limitation, so long as it does not impact Operator's rights under this Agreement, to any change in ownership of the Airport, including, but not limited to transfer of ownership to an independent airport authority i f such should occur in the future.

9.03 Bankruptcy. Section 9.01 shall not apply to any valid assumption or assignment of this Agreement by a trustee, or the Operator as a debtor in possession under Section 365 of the Bankruptcy Code of 1978, as amended. However, any such assumption or assignment shall include adequate assurance of future performance as provided by Section 365 of the Bankruptcy Code of 1978, as amended, including, but not limited to the following assurances.

a. Adequate assurance of the reliability of the proposed source for the rental payments due under this Agreement upon assumption or assignment of this Agreement;

b. Adequate assurance that all other considerations due under this Agreement shall be forthcoming after the assumption or assignment of this Agreement;

c. Adequate assurances that the experience, licenses and qualifications ofthe persons supervising the providing of the Services required hereunder are adequate to ensure compliance with all governmental regulations and requirements concerning such services.

9.04 No Waiver. Consent by County to any type of transfer provided for by this Article shall not in any way be construed to relieve Operator from obtaining consent for any subsequent transfer or assignment of any nature whatsoever.

Section 10 G E N E R A L CONDITIONS AND COVENANTS

10.01 Amendments and Changes. Any amendments, changes or modifications to this Agreement or any of its Exhibits must be in writing and executed by authorized agents or representatives of County and Operator.

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10.02 Severability and Governmental Action. I f one or more clauses, sections, or provisions of this Agreement shall be held to be unlawful, invalid, or unenforceable, or in conflict with an applicable law, regulation or cognizant governmental unit or agency, it is agreed that the remainder of the Agreement shall remain in full force and effect as i f such invalid or inconsistent provision was not included. County and Operator agree to negotiate a change in this Agreement to incorporate the intent of the invalid or inconsistent provision.

10.03 Waiver. No delay or omission in the exercise of any right or remedy of either party on any default by either party shall impair such a right or remedy or he construed as a waiver.

Any waiver by either party of any default on the part of the other must be in writing and shall not be a waiver of any other default concerning the same or any other provision of the Agreement.

10.04 Force Majeure. Neither party shall be in violation of this Agreement by reason of failure to perform any of its obligations by reason of strikes) boycotts, labor disputes, embargoes, unforeseen shortages of materials, acts of God, acts of public enemy, acts of public authority, substantial non-temporary flight restrictions, extraordinarily unforeseeable weather conditions, riots, rebellion, accidents, sabotage or any other circumstances for which it is not responsible and which are not within its control.

Upon the cessation or removal of the act or condition giving rise to the excuse of any obligation under this Agreement, the party so excused from its obligation shall perform as required under this Agreement.

10.05 Applicable Laws. This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado and any applicable provisions of the federal laws of the United States and regulations issued there under. Venue is agreed to be exclusively in the courts of Montrose County, Colorado.

10.06 Binding Upon Successors. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, successors and assigns.

10.07 Default. In the event of default or breach of this Agreement, either party shall have the right to enter a cause of action in a court of competent jurisdiction to seek any and all rights and remedies available at law including, but not limited to, specific performance. Either party's rights and remedies hereunder shall be deemed to be cumulative and not exclusive of all other rights and remedies which either party may have at law or in equity and either party may exercise such right or remedy at anyone or more times without impairing its standing to subsequently exercise any other right or remedy.

10.08 Good Faith Dispute. Should a conflict or dispute arise between the Parties hereto regarding any term or condition in this Agreement, the Parties wil l make efforts in

27 605501-2

good faith between themselves to resolve such conflict or dispute. Should the Parties not be successful in resolving the conflict or dispute between themselves, the Parties may consider other types of conflict resolution, including the assistance of a mutually agreed-to neutral third party. However, nothing in this Agreement shall require Operator to pay any fine or forego dispute of any assessment or claim where Operator has a good faith legal defense to such assessment and it is pursuing the defense in the appropriate administrative procedure, hearing, forum or court of law.

10.09 Public Input and Grievance Procedure. The parties both recognize that the Airport and the Services to be provided on the Airport constitute an important part of the economy and public interest of Montrose County. County therefore has the obligation to monitor all the uses of the Airport, including the Services being provided by the Operator under this Agreement.

Specifically, County and Operator hereby agree that it is in the public interest and to their mutual benefit that a satisfactory range of fixed base operation services be made available to the public in a prompt, efficient and courteous manner. To that end, Operator and County shall meet together from time to time, upon the request of County and/or Operator to address complaints which may have been received by County or Operator and to review, in general, the fixed base operation services being furnished by Operator.

10.10 Subordination to Agreements and Law. County and Operator expressly agree and understand that due to the funding and providing of services by governmental entities, County has entered into certain agreements and accepted certain obligations under laws and governmental regulations, ordinances, codes and policies. Any tenant of County, any other person or entity who provides services on the Airport or conducts operations on the Airport shall be subject to the requirements of these agreements and obligations and the conditions of all written agreements, contracts, permits and other similar instruments shall be subordinate to these obligations. Therefore, County, as an express or implied covenant of these prior agreements, is required to secure the acknowledgement of Operator that this Agreement and the rights of Operator are subject and subordinate to these prior agreements and the laws and regulations, and any amendments thereto, imposed upon County because of its entry into these prior agreements.

However, nothing under this Section 10.10 shall compromise or interfere with Operator's right to quiet enjoyment of the Premises. I f some future change to these senior agreements or the laws or regulations imposed under them shall operate to substantially terminate Operator's quiet enjoyment of the Premises or otherwise destroy the expectations of the County and the Operator, including the Operator's ability to carry out its business as contemplated hereunder; then this Agreement shall be terminated without default of either party, and both parties shall cooperate to minimize the economic losses of both parties occasioned by such termination. Specifically, this Agreement is subject to the following agreements or obligations:

a. U. S. Law and Regulations. The Airport and its facilities were funded in part by the U.S. government and this places certain obligations on both, County

605501-2 28

and Operator under existing laws and regulations. Operator, as a tenant of County, is also subject to certain obligations and responsibilities which County is required to pass through to the Operator. Therefore, County and Operator acknowledge that this Agreement and the tenancy created by it are subject and subordinate to the provisions of any agreements heretofore or hereafter made between the County and the United States relative to the operation or maintenance of the Airport, the execution of which has been required as a condition precedent to the transfer of federal rights or property to County for Airport purposes, or the expenditure of federal funds for the improvement or development of the Airport, including the expenditure of federal funds for the development of the Airport in accordance with the provisions of the Federal Aviation Act of 1958, as it has been amended from time to time. County covenants that it has no existing agreements with the United States in conflict with the express provisions hereof.

b. Bond Enabling Legislation. This Agreement and all rights of Operator hereunder are expressly subordinated and subject to the lien and provisions of any pledge, transfer, hypothecation, or assignment made (at any time) by County to secure bond financing. This Agreement is subject and subordinate to the terms, covenants and conditions of present and future enabling legislation authorizing the issuance of bonds by Airport or County. County covenants that there are no existing terms, covenants and conditions of present enabling legislation in conflict with the express provisions hereof.

c. Required Provisions of Law or Regulations. The parties incorporate herein by this reference all provisions lawfully required to be contained herein by any governmental body or agency.

d. No Discrimination by Race, Creed or National Origin. Operator, for itself, its personal representatives, successors in interest, and assigns, as part of the consideration hereof, does hereby covenant and agree that:

(1) no person on the grounds of race, color, or national origin shall be excluded from participation, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities,

(2) that the Operator shall use the premises in compliance with all other requirements imposed pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, Effectuation of Title V I of the Civil Rights Act of 1964, and as said regulations may be amended.

e. No Economic Discrimination. Operator shall furnish its accommodations and/or services on a fair, equal, and not unjustly discriminatory basis to all users thereof, and it shall charge fair, reasonable, and not unjustly discriminatory prices for each unit of service. Operator may be allowed to make reasonable and discriminatory discounts, rebates, or other similar type of price reductions to volume purchases, provided such discounts or reductions are available to all potential customers.

605501-2 29

f. No Exclusive Rights. It is understood and agreed that nothing herein contained shall be construed to grant or authorize the granting of an exclusive right within the meaning of Section 308 (a) of the Federal Aviation Act of 1958 (49 U.S.C. 1349).

g. War Powers. This Agreement and all the provisions hereof shall be subject to whatever right the United States Government now has, or in the future may have or acquire, affecting the control, operation, regulation, and taking over of said Airport for the exclusive or nonexclusive use of the Airport by the United States during the time of war or national emergency.

h. Right of Federal Government to Enforce. Noncompliance with subsection d. and e. above shall constitute a material breach of this Agreement, and in the event of such noncompliance, County shall have the right to terminate this Agreement and the estate hereby created without liability for it or, at the election of County or the United States, either County or the U.S. Government shall have the right to judicially enforce these subsections.

i . Drug-free Workplace. Operator certifies that it wi l l provide a drug-free workplace in compliance with the federal Drug-Free Workplace Act of 1988 as amended. Compliance requires publishing a statement to its employees: establishing a drug-free awareness program; giving a copy of the statement to each employee; notification of each employee that as a condition of employment, the employee will abide by the terms of the statement, notify the employer of any criminal drug statute conviction within five (5) days after conviction; notifying the County within five (5) days of receiving such notice, and within thirty (30) days, taking appropriate action or requiring the employee to participate in a drug rehabilitation program; and, finally, making a good faith effort to maintain a drug-free workplace. The complete "text of the act may be found in the Federal Register, Volume 54, No. 19, dated Tuesday, January 31, 1989.

j . Public Interest. County is obligated to act in the public interest and must operate the Airport and offer access to all users in a fair, reasonable and not unjustly discriminatory manner. Therefore, in executing this Agreement and its provisions and in any future amendments, or changes to it, County is and wil l in the future act with the intent to carry out this provision.

10.11 Notices. Any notice, demand, request, consent, approval, or communication that either party desires or is required to give to the other party shall be by hand delivery or telephone facsimile, in writing and with a confirmation copy sent by U. S. Mail to:

County: Director of Aviation Montrose County Regional Airport 2100 Airport Road Montrose, Colorado 81401 Facsimile: (970) 249-2808

605501-2 30

Operator: Majestic Skies, LLC Mr. Lawrence Danielle 800 SE Third Ave., Fifth floor Fort Lauderdale, FL 33316

With a copy to: Michael B. Manes, Esq. 950 South Pine Island Road, A-150 Plantation, FL 33324

Al l Notices shall be effective on the next regular working day after delivery by hand or facsimile or actual receipt by whatever means.

10.12 Headings. The headings of the several articles and sections of this Agreement are inserted only as a matter of convenience and for reference. The headings in no way define, limit, or describe the scope or intent of any provisions of this Agreement and shall not be construed to affect these provisions or their interpretation or construction.

10.13 Inspection of Books and Records. Operator, at its own expense, shall provide County upon request with a statement of financial condition including a summary of assets and liabilities and any unrecorded liabilities such as pending lawsuits or claims. Information provided shall be considered proprietary and confidential and, to the extent permissible by law, wil l not be provided to the public. Operator, at its own expense, shall also provide to County statements of fuel dispensed and other evidence relating to the rates, rent and fees Operator owes the Airport under this Agreement.

In addition, County, at its expense and upon reasonable conditions as to notice, time and place, shall have the right from time to time to audit and inspect the books, records, and other data of Operator relating to the provisions and requirements hereof, provided such inspection is made during regular business hours.

10.14 Further Assurances. County may become entitled to demand further assurances from Operator i f at any time County shall become aware that Operator might not be able to continue its business as it is then constituted due to:

loss of key management personnel;

inability to meet its debts as they come due; or

any other on-going condition that would reasonably lead Airport to question whether Operator could meet its material obligations under this Agreement.

Such further assurances shall be in a form reasonably calculated to demonstrate Operator's ability to meet its obligations.

605501-2 31

10.15 Entire Agreement. The foregoing, together with the Exhibits to this Agreement and any other documents incorporated into the Agreement by reference, constitute the entire agreement between the parties and supersedes all other agreements or representations of any nature, whether oral or written, made by or between County and Operator, except those that are expressly acknowledged in this Agreement. County and Operator understand and agree that they are relying only upon the written representations, covenants and promises contained in this Agreement and that they have consulted legal counsel as to the nature and extent of their obligations contained herein.

10.16 Signatory's Authority. Each person signing this Agreement in a representative capacity expressly represents that the signatory has the subject party's authority to so sign and that the subject party wil l be bound by the signatory's execution of this Agreement. Each party expressly represents that except as to approval specifically required by this Agreement, such party does not require any third party's consent to enter into this Agreement, including the consent of any spouse, insurer, assignee, licensee, secured lender or regulatory agency.

IN WITNESS WHEREOF, County and Operator, by their duly authorized officers or legal representative, have executed this Agreement as of the day and year stated next to their signature, to evidence their complete understanding and intent to be bound to the terms stated in this Agreement as of the date stated at the beginning of this Agreement.

OPERATOR: MAJESTIC SKIES, LLC

By: Title: Date:

ACKNOWLEDGMENT

STATE OF COLORADO ) ) ss.

COUNTY OF MONTROSE)

The foregoing instrument was acknowledged before me this day of , 2014, by of Majestic Skies, LLC, a

limited liability company.

WITNESS my hand and official seal. My commission expires:

605501-2

Notary Public

32

COUNTY OF MONTROSE, COLORADO

By: David White, Chairman, Board of County Commissioners

ATTEST:

Montrose County Clerk and Recorder

Clerk/Deputy Clerk to the Board

Date

[SEAL]

605501-2 33

EXHIBIT A MINIMUM STANDARDS FOR THE PROVISION

OF COMMERCIAL AERONAUTICAL SERVICES AT THE MONTROSE

REGIONAL AIRPORT

605501-2 34

MONTROSE REGIONAL AIRPORT MINIMUM STANDARDS

ADOPTED August 4,2003

REVISED December 5» 2005

Minimum Standards and Requirements for ttie Provision of

Commercial Aeronautical Services at the

Montrose Regional Airport

I. Purpose

The purpose of these minimum standards is to : 1) Encourage the provision of high quality products, services, and facilities to

airport users, 2) Encourage the development of quality improvements at the airport, 3) Promote safety, 4) Promote the economic health of airport businesses and 5) Promote the orderly development of airport property.

These minimum standards specify the standards and requirements that must be met by any entity desiring to engage in one or more aeronautical activities at the airport.

II . Introduction

The Montrose County Board of County Commissioners ("County)" owns and operates the Montrose Regional Airport ("Airport"). To encourage growth and development of the Airport by ensuring adequate aeronautical services and facilities for Airport users, the County has established these standards and requirements (the Minimum Standards") for provision of certain commercial aeronautical services at the Airport.

The following sections set forth the Minimum Standards for a person or persons, partnership, company, trust or corporation ("person" or "Operator'), based on the Airport and providing one or more commercial aeronautical services at the Airport. The Minimum Standards do not apply to the County itself. These Minimum Standards are not intended to be all-inclusive, as the operator of a commercial venture who is based on the Airport will be subjecl additionally to applicable federal, state and local laws, codes, ordinances and other similar laws or regulations including Airport Rules and Regulations pertaining to all such services, and to the terms of its Lease, License, or permit to do business at the Airport, as discussed below.

Permission from the County is a prerequisite to providing any commercial aeronautical service on the Airport. Permission must be in writing and may be of two types:

(1) a written agreement, properly executed by Montrose County and the Operator, establishing a tenancy on the Airport ("Lease");

(2) a License & Use Agreement ("License") for Specialized Aviation Service Operators ("SASOs") operating their own-airport facilities as sublessees.

The provisions ofthe Lease, License or Permit, however, will be compatible with the Minimum Standards in effect at the time of issuance or as later amended and will not change or modify the Minimum Standards themselves. These Minimum Standards are deemed to be included as part of all Leases, Licenses or Permits.

If the specific commercial service provided is not contemplated or covered herein, the person should approach the County to negotiate the terms of the required lease or license.

These minimum standards expressly forbid "through the fence" commercial operations except those to which the County has previously committed by written agreements made in August 2001. The County's obligation to make the airport available for the use and benefit of the public does not extend to providing access from adjacent property. Such "through the fence" operations can adversely affect the ability of the airport to sustain itself financially, result in unfair competitive situations, and contribute to loss of control with respect to airport access. SASOs operating through the fence pursuant to August 2001 agreements with the County shall be required to comply with these Minimum Standards.

Leases, Licenses and Permits in effect on the date of adoption of these minimum Standards will remain in effect for the proscribed terms. Any operator currently engaged in a commercial service will be allowed to continue to do so, however upon renewal or expiration of any Lease, License, or Permit, or upon any change in the nature or scope of any Operator's business, the Operator or Lessee shall be required to come in compliance with these standards. No existing Operator shall be allowed to engage in new or expanded activities after the adoption of these standards without meeting all the requirements appropriate for the activities contemplated

These Minimum Standards may be amended by the County at its discretion from time to time as conditions require Before these Minimum Standards are amended, all licensed Operators at the Airport will be given written notice of the proposed amendments. A hearing will be held no less than ten (10) or nor more than thirty (30) days after the date of said written notice. Any Operator may appear at the hearing in person or by counsel and state any objections to such proposed amendments. Such amendments shall affect Leases, Licenses and Permits then existing between the County and Operators, and Operators will be required to come into compliance.

I I . Statement of Policy

The County's goal, in establishing these Minimum Standards, is to assure an adequate minimum level of service to aviation users, to foster competition at the Airport, to put all FBOs and SASOs on an equal footing in qualifying and competing for available Airport facilities and the furnishing of selected aeronautical services, and to avoid unjust or prohibited discrimination between FBOs and SASOs.

Where the words "standards" or "requirements" appear, it shall be understood that they are modified by the word "minimum". All Operators will be encouraged to exceed the "minimum". No operator will be allowed to operate under conditions that do not meet the "minimum".

Contingent upon its qualifications, its meeting the established Minimum Standards, the execution ofa Lease, License or Permit by the County, and the payment of rentals, fees and privilege of providing the service(s) selected on the Airport as specified in the Lease, License or Permit, The granting of such right and privilege, however, shall not be construed in any manner as affording the Operator any exclusive right of use of the premises and facilities and the Airport, other than those premises which may be leased exclusively to it, and then only to the extent provided in a written agreement. The County reserves and retains the right for use of the Airport resolutions, ordinances, codes, minimum standards and other regulatory measures pertaining to such use. The County further reserves the right to designate the specific Airport areas in which the specific aeronautical services may be conducted. Such designation shall give consideration to the nature and extent ofthe operation and the land and improvements available for such purpose, consistent with the orderly and safe operation of the Airport.

HI. Definition of Fixed Base Operators and Specialized Aviation Service Operators

A commercial aeronautical service provider is a person engaging for compensation in provision of a service which involves, makes possible, or is required for the operation of aircraft, or which contributes to, or is required for the safe conduct and utility of such aircraft operations.

A commercial aeronautical service provider may be classified as either a Fixed Base Operator (FBO) or a Specialized Aviation Services Operator (SASO) (references below to "Operators" may encompass both FBOs and SASOs or may refer only to FBOs or to SASOs, as the context indicates). A Fixed Base Operator is further defined as an entity maintaining and operating facilities at the Airport for the purpose of providing one or more of the following services:

(1) engaging in the retail sale of aviation fuels;

(2) performing other aircraft line services.

A Fixed Base Operator shall be required to provide aircraft airframe and engine repair maintenance services either directly or by provision of a letter agreement with a Board of County Commissioners approved SASO on the airport to provide such services. It will remain the ultimate responsibility of the FBO to insure such services will be available.

Section Two of these Minimum Standards includes a more detailed list of the aircraft line services and aircraft maintenance services which FBOs must provide. FBOs may also engage in other aeronautical services as identified in their lease or license.

A Specialized Aviation Services Operator is defined as a person maintaining facilities at the Airport for the purpose of providing one or more of the following services;

(1) specialized aircraft repair services (radios, painting, upholstery, propellers, instruments, accessories, etc.);

(2) specialized commercial flying services;

(3) flight training;

(4) aircraft sales;

(5) aircraft airframe and engine repair and maintenance;

(6) aircraft rental;

(7) aircraft charter and air taxi service;

(8) aircraft ground handling;

(9) food service specifically for aircraft.

Section Three of these Minimum Standards sets out additional specific standards for SASOs

Where applicable Federal Certification standards exist, the Specialized Aviation Services Operator shall provide sufficient equipment, supplies, and availability of parts required for certification as a Federal Aviation Administration approved station.

IV. Prequalification Requirements

At the time of its application, the prospective Operator shall provide to the Director of Aviation, in writing, the following information, and thereafter, shall provide such additional information as may be requested by the County.

A. Intended Scope of Services

As a prerequisite to the granting of an operating privilege on the airport, the prospective Operator must submit a detailed description of the scope of the intended operation, and the means and methods to be employed to accomplish the contemplated operation, in order to provide high-quality service. All services contemplated must meet the requirements of these Minimum Standards. That information must include, at a minimum, the following:

1. The name, address and telephone number of the applicant. If the applicant is a corporation, provide the name, address, and telephone

number of the corporation's officers and directors and owners of any corporate stock with the number of total shares and the number of snares owned. If the applicant is a partnership, provide the name, address, and telephone number of the partners.

2. If any person or entity holding or controlling, directly or indirectly, any ownership, voting, management or debt interests (actual or contingent) ("cross-ownership") in any on-airport commercial service provider (aeronautical or non-aeronautical) is involved in the ownership or management of the potential operator, provide complete information about the extent and nature of such cross-ownership.

3. The requested or proposed date for commencement of the service and the term of conducting the same.

4. The services to be offered.

5. The amount, size and location of land to be leased.

6- The size and position ofthe building(s) to be constructed or leased.

7. The number and type(s) of aircraft to be provided/maintained (as applicable).

8. The number of persons to be employed (including the names and qualifications of each key person).

9. The hours of proposed operation.

10. The types and amounts of insurance coverage to be maintained.

B. Financial and Managerial Responsibility and Capability

The prospective Operator must provide a statement, satisfactory to the County, in evidence of its financial responsibility, from an area bank or trust company or from such other source that may be acceptable to the Countv and readily verified through normal banking channels. The prospective Operator must also demonstrate financial capability to initiate operations, to construct proposed improvements, and to provide working capital to carry on the contemplated operations The demonstration of financial and managerial capability shall include a cash flow and a profit and loss projection for the first five years ofthe proposed operation In order to avoid the potential anti-competitive effects of financial control of potential competitors, prospective Operators shall also disclose their sources and terms of financing.

C. Experience of Operator and Key Employees

The prospective Operator shall furnish the County with a statement of past experience of the Operator and its key employees in providing the proposed aviation services, together with a statement that the Operator or its principals have the managerial ability to perform the selected services.

V. Requirements Applicable to all FBOs and SASOs

The following standards apply to all FBOs and SASOs necessary. Additional standards specific to each type of operation can be found in Sections Two and Three of these Minimum Standards. For the purposes of these Minimum Standards, "leased premises" may include, as appropriate, any area leased, subleased or otherwise controlled by an FBO or SASO and must be on the Airport.

A, Requirement of a Lease or License

1. Before beginning operations, the prospective Operator must enter into a Lease or License with the County reciting the terms and conditions under which it will do business on the Airport, including but not limited to, the term of agreement, the rentals, fees, and charges, the rights, privileges and obligations of the respective parties, and other relevant covenants. Such provisions of the Lease or License, however, will neither change nor modify the Minimum Standards, nor be construed in a way to make the Lease or License less demanding than these Standards,

2. Such a Lease or License shall contain all provisions required by the Federal Aviation Administration ("FAA" ) as a condition of any Federal Grant to the County for the Airport. A list of lease terms required to be included in all leases is attached and marked "Attachment 1."

3. The maximum term of any lease for land having access to the airport runways and taxiways shall be twenty (20) years except for Fixed Base Operators whose maximum term will be forty (40) years, or as amended from time to time by the Board of County Commissioners.

B Site Development and Maintenance Standards

1. Physical Facilities

(a) The minimum space requirements as provided in Sections Two and Three of these Minimum Standards shall be satisfied.

(b) All paving and building shall comply with the then-current Airport Development and Construction Standards and all applicable local building

codes and requirements. Any such construction shall be approved in writing by the County before construction begins. (c) The Operator shall provide a paved walkway other acceptable all weather surface to be approved in writing by the Airport prior to installation within the leased area to accommodate pedestrian access to the Operator's office; a paved aircraft apron with tie-down facilities within the leased area sufficient to accommodate its services and operations, restrooms and telephone facilities.

(d) Landscaping of facilities is required. Each FBO or SASO will be required to provide a plan for landscaping its area to be approved by the County and maintained by the FBO or SASO in a neat, clean and aesthetically pleasing manner, all in accordance with the Rules and Regulations for the Airport. In the case of an existing structure, planted landscape improvements will not be required were it is not practical.

(e) If construction on the leased premises or alteration of existing or future structures on the leased premises is planned, Operator shall comply with the notification and review requirements of Federal Aviation Regulation Part 77 and other government entities as may be required.

2. Maintenance

(a) All building maintenance on non-County -owned facilities shall be the Operator's responsibility. For County-owned facilities, structural and external repairs (except for windows and hangar doors) shall be the County's responsibility unless otherwise provided in the lease; all other maintenance, including repair of windows and hangar doors, shall be the Operator's responsibility.

(b) Operator shall be responsible for trash removal, sewage, grass mowing, snow removal, landscape maintenance, utility line maintenance, and pavement maintenance within its leased premises.

(c) Operator shall maintain all premises in a clean, sanitary condition and at the expiration of the lease term shall return said premises to the County in this condition, reasonable wear and tear excepted.

C. Personnel

During all operating hours, the Operator shall employ and have on duty trained personnel in such numbers and with such certificates and ratings as are required to provide services established by the Minimum Standards set forth, in an efficient manner, for each aeronautical service being performed, and shall provide a responsible person authorized to act on its behalf to supervise its operations. A list of contacts shall be supplied to the

Director of Aviation including after hour's phone numbers. This list shall be updated when any change occurs.

The individual managing the operations of the Fixed Base Operator shall have at least five (5) years experience in the period of eight (8) years immediately preceding such application, having been engaged in the business of a Fixed Base Operator on an airport at least equal size, facilities, and activity as the Montrose Regional Airport.

D. Bond

The Operator shall post a performance bond in a form acceptable to the Montrose County Attorney in the amount equal to at least 10% of the annual rental established and agreed upon. Bond may be waived by the County Attorney if Operator can demonstrate financial means.

E. Insurance

Insurance shall be provided and paid for by the Operator in the amounts specified in the most current Insurance Requirements on file with the Director of Aviation Montrose County must be named as an additional insured. A certificate of insurance or a copy of the insurance policies involved will be furnished to the Director of Aviation, or designated representative and 30 days advance written notice of any change to any policy shall be given to the Director of Aviation or Designated representative. Coverage may be provided through primary or excess policies The insurance company, or companies, writing the requested policy, or policies, shall be licensed to do business in the State of Colorado.

Where more than one aeronautical service is proposed, the minimum limits will vary (depending upon the nature of individual services in such combination) but will not necessarily be cumulative in all instances. For example, if three (3) types of services are to be provided, it would not be necessary for the Operator to carry insurance policies providing the aggregate or combined total of the minimum limits for each type of operation; however, if one of the selected services required passenger liability coverage or hangar keeper's liability not required in either of the other two (2) categories, the Operator would be required to provide insurance on the applicable exposures. As a further example, the minimum limit for property damage on a combination of services would be the highest minimum limit stated in the grouping chosen. Because of these variables, the applicable minimum insurance coverage on combinations of serv ices will be discussed with the prospective Operator at the time of its application or otherwise during lease negotiations.

All insurance that the Operator is required by the County to carry and keep in force shall include the County and all County personnel, officers and agents as additional insured. The Operator shall furnish evidence of its compliance with this requirement to the Director of Aviation with proper certification that such insurance is in force and shall furnish additional certification as evidence of changes in insurance not less than ten (30)

days prior to any such change, if the change results in a reduction or increase. In the event of cancellation of coverage's the underwriter shall give the County ten (30) days prior notice of cancellation and all operations shall cease. The applicable insurance coverage shall be in force during the period of any construction of the Operator's facilities and/or prior to its entry upon the Airport for the conduct of its business.

The Operator shall also furnish evidence of its compliance with the Colorado Statues with respect to Workmen's Compensation and Unemployment Insurance (where applicable). Lapses in insurance coverage may result in denial of access to the Airport.

F. Airport Access and Security

Airport access and security shall be maintained at all times in accordance with standards established and required by the Director of Aviation, FAA, TSA or other governmental entity. The Operator is also responsible for its employees', vendors', and agents' compliance with the Airport Security Program as maybe amended from time to time.

G. Motor Vehicles on Airport

The Operator shall control the on-Airport transportation of pilots and passengers of transient general aviation aircraft using the Operator's facilities and services. The Operator performing this service with motor vehicles driven on the Airport shall do so only in strict accordance with Airport Rules and Regulations, applicable federal, state and municipal laws, ordinances, codes or other similar regulatory measures now in existence or as may be hereafter modified or amended. The Operator takes responsibility and assumes all liability for the actions of any party, supplier, member, agent or individual that the Operator allows upon the airport's movement areas or any area within the airport perimeter fence. Montrose County reserves the right to deny access to any party or business if the party fails to act responsibly while in control of machinery or motor vehicles which may be operated on the Airport.

H. Annual Reporting Requirement and Notification of Changes

Operators shall report annually, by June 1 of each calendar year, the information listed in IV.A, and shall provide the Director of Aviation with three weeks advance notice of its intention to start up or discontinue a commercial aeronautical service. However, if said start-up or discontinuation is not permitted under the lease, or not authorized under the lease, an amendment to the Operator's lease is required prior to the initiation or discontinuance of said use. All Operators must additionally file updated FAA certificates and ratings (their own and their employees) annually when received, and must file within two weeks of receipt any changes in their own and their employees' FAA certificates or ratings. All Operators must file FAA certificates of ratings upon hiring new employees.

L Prohibition on Cross-Ownership

No person or entity may hold or control, directly or indirectly, any ownership, voting, management or debt interests (actual or contingent) in more than one on-airport commercial service provider, J- General Lease Clauses

Clauses that shall be included in all Leases and Licenses and in any contracts between the Operator and any subtenants or subcontractors providing aeronautical services on the Airport are set forth in Attachment 1. While the language reflects the currently applicable federal requirements, Leases or Licenses shall include all provisions required by then-current federal law and regulations. The provisions contained in Attachment 1 can be amended from time to time by the County without amending these Minimum Standards.

VI. Combined Operations and Subleases

A. The County will consider reduction in minimum square footage for combined operations.

B. If an FBO or SASO desires to sublease space to another person to provide one or more Commercial Aeronautical Services, the following conditions will apply.

1. The subleasing party must obtain a License to operate at the Airport.

2. The FBO or SASO must obtain written approval from the County to sublease the space and function.

3. The FBO or SASO must pay the County fees applicable to the class of services provided by the sub-lessee at the levels set forth in the Airport Rules and Regulations.

4. The FBO or SASO must carry public liability insurance for its lessee or provide a certificate of insurance which shows the lessee and the County as additional insured, in the amounts commensurate with the services provided by the sub-lessee.

Minimum Standards and Requirements For the Provision o f

Commercial Aeronautical Services At

Montrose Regional Airport

Section Two: Fixed Base Operator

I. A fixed Base Operator (FBO) shall provide or enter into an agreement to provide the following essential services to the public at reasonable rates and charges and without unjust discrimination:

A. Aircraft Line Services:

1. Fueling, lubricating and miscellaneous services;

2. Ramp parking and tie-down;

3. Separate crew and passenger lounge facilities;

4, Public restrooms and telephone;

5, Loading, unloading and towing;

6. Hangar storage;

7. De-icing service;

8. Engine preheating;

9. Oxygen;

10. Aircraft starting;

11. Saie of sectional or W.A.C. aviation maps covering the territory within three hundred miles ofthe airport, flashlight and batteries, and rulers and computers generally used by pilots for flight planning;

12. Tire inflation (with both oxygen and nitrogen;

13. Attendants to direct aircraft to loading and parking areas, to tie down aircraft, to fuel aircraft, to clean windshields, to remove snow from parked aircraft, and generally to provide prompt and courteous service;

14. Sale of food and beverages to General Aviation (vending machines and access to catering service); and

15. Lav service

B. Aircraft Airframe and Engine Repair and Maintenance.

C. The FBO shall provide no other services or activities except as provided in its Lease or License.

II. An FBO shall meet the following Minimum Standards specifically applicable to management, fueling operations, line service, and aircraft maintenance, as well as general standards applicable to all FBOs and SASOs (set out in Section One) and additional standards (set out in Section Three) for any additional SASO services provided:

A. In connection with aircraft fueling and line services:

1. Contracts for delivery of fuel: Operator shall demonstrate, to the County's satisfaction that a reputable aviation gasoline and lubricant distributor will provide the Operator with an enforceable agreement to purchase fuel and oil in quantities necessary to meet the requirements set forth herein. FBO shall maintain an adequate inventory of at least one brand and two generally accepted grades. Aviation Gasoline (Avgas, 100 Low Lead) and Jet Fuel (Jet-A) of aviation fuel, engine oil and lubricants.

2. Calculation of fuel flowage: aviation fuels and oils delivered to the Operator by a vendor will be considered by the County to be fuels and oils dispensed for the purpose of calculating rates or charges under its Lease.

3. Hours of operation for fuel sales: sales of fuel and lubricants, and into plane delivery of aviation fuels, lubricants and other related petroleum products, shall be available at a minimum 14 hours per day beginning no later than 6:00A.M. seven (7) days a week. FBO shall be available during other than its regular business hours on an "on-call" with a maximum response time of two hours.

4. FBO shall provide mobile fuel dispensing equipment, with reliable marking devices approved by the FAA, capable of servicing, in an efficient and safe manner all types of commercial and general aviation aircraft. FBO shall have two metered, filter equipped, refueler trucks for dispensing Jet fuel with a capacity of at least 5000 gallons each and one metered, filter equipped, refueler truck for dispensing AV gas with a capacity of at least 1000 gallons. FBO shall have storage tanks having a minimum capacity of 12,000 gallons of AV gas and 36,000 gallons of jet fuel A separate dispensing pump for each grade of fuel is required.

5. Safety of fueling operation: In conducting fuel operations, FBO shall install and use adequate electrical grounding facilities at fueling locations to eliminate the hazards of static electricity and shall provide approved types of fire extinguishers or other equipment commensurate with the hazard involved with fueling, defueling, and servicing aircraft. All such safety and operational requirements for the storage, handling and dispensing of aviation-grade fuels shall be governed by the applicable National Fire Protection Association (NFPA) and Uniform Fire Code (UFC) regulations and national and local fire codes. Fire suppression systems for fuel storage defined as discretionary by NFPA and UFC regulations shall consist of Fire Rated tanks. All FBO fueling services and systems shall be subject to inspection for fire and other hazards by the Director of Aviation or other representative of Montrose County, by the State Oil Inspector and by the appropriate State and local fire agency. FBO shall be in full compliance with fire codes and federal, state and local laws, ordinances, rules and regulations pertaining to fire safety. The Operator shall have spill kits as required by Airport Rules and Regulations.

The Operator shall take all precautions necessary to ensure that only non-contaminated fuel is delivered into the aircraft serviced. Fuel delivered shall be clean, bright, pure and free of microscopic organisms, water or other contaminants. Quality control of the fuel is the responsibility of the FBO. The Operator shall maintain current fuel reports on file and available for auditing at anytime by the Director of Aviation. Fueling service by the FBO shall be in full compliance with federal, state and local laws and regulations including ATA 103, and including proper fire protection and electrical grounding of aircraft during fueling operations.

6. Additional line services: servicing of aircraft shall include generally expected services, such as cleaning of the interior and exterior of aircraft and catering. FBO shall provide proper equipment for repairing and inflating aircraft tires, servicing struts,

servicing oxygen systems, washing aircraft and aircraft windows, and recharging or energizing discharged aircraft batteries and starter,

7. Waste disposal: FBO shall provide for adequate and sanitary handling and disposal, away from the airport, of all trash, waste, and other materials, including but not limited to used oil, solvents, lavatory cart contents and other waste. The piling or storage of crates, boxes, barrels and other containers or other items will not be permitted within the leased premises.

8 Disabled Accident Removal: FBO shall be prepared to remove disabled aircraft. They shall have personnel trained and have access to the equipment or be able to arrange for the equipment and/or services required to remove damaged aircraft from the airport movement areas. The FBO shall have personnel on call and be able to respond to a damaged aircraft within 1 hour of notification.

9. Ramp Parking, Tie-Down, Aircraft Storage and FBO Ramp Assistance within the FBO's leased premises: The operator shall have at least one (1) large tug capable of towing up to 150,0001bs and one (1) small tugs capable of towing up to 40,000 lbs. Operator shall have at least one ground power units, one (Ode-icing unit, one (1) lavatory cart, one (1) water cart, and two passenger vans capable of transporting passengers between the FBO and the aircraft ramp The operator shall have tow bars suitable for towing the General Aviation Aircraft normally frequenting the airport. All equipment shall be maintained and operated in accordance with OSHA and local and state industrial codes.

10. The FBO's rate or charges to General Aviation users for aircraft parking, tie-down and storage shall be determined by the FBO. Such rates or charges shall be reasonable and equally and fairly applied to all users of the services. All rates and changes for such services shall be filed with the Director of Aviation.

11. FBO shall provide aircraft-to-lounge ground transportation for in-transit passengers and pilots.

12. Adequate tie-down facilities and equipment, including ropes, chains and other types of restraining devices and wheel chocks for the typical number and type of aircraft simultaneously using the FBO during a peak period shall be provided.

13. FBO shall provide properly trained personnel. Personnel while on duty shall be clean, neat in appearance, courteous, and at all times, properly uniformed. Personnel uniforms shall identify the name of the FBO and shall be clean, professional, and properly maintained at all times. Management and administrative personnel shall not be required to wear uniforms.

14. FBO shall provide services at a minimum fourteen hours per day opening no latter than 6:00 am seven days a week.

15. Loading, Unloading and Towing: FBO shall provide adequate loading, unloading and towing equipment to safely and efficiently move aircraft and store them in times of all reasonably expected weather conditions.

16. Hangar Storage: FBO shall provide suitable hangar storage facilities constructed in accordance with the Airport Development and Construction Standards.

B. In connection with aircraft airframe and engine repair and maintenance:

1. The FBO shall comply with all requirements for provision of aircraft airframe and engine repair and maintenance services as set out in Section Three of these Minimum Standards.

2. FBO must provide sufficient hangar work space for any aircraft upon which airframe or engine repairs are being performed-

3. FBO must provide suitable storage space for aircraft upon which airframe or engine repairs are being performed.

4. FBO must provide adequate shop space to house the equipment and adequate equipment and machine tools, jacks, lifts and testing equipment as required for its operation.

5. FBO must employ and have available at the airport at least on FAA certified airframe and power plant mechanic eight hours per day, five days per week.

Minimum land and improvements required shall be as follows:

A. The minimum land to be leased for a Fixed Base Line Operation shall be 350,000 square feet with 250,000 square feet allocated as ramp space.

B. Building improvements shall be permanent in nature, shall contain at least 27,500 square feet for FBO operations and may be contained in one or

more buildings. At least 2500 square feet of building area shall contain at a minimum crew and passenger lounge facilities, clean, sanitary, heated and free public restrooms and at least one working telephone shall be provided for public use

Asphalt or concrete paved surfaced, on-site automobile parking space shall be provided in compliance with parking standards and requirements of the Montrose County Land Use Regulations as amended from time to time, or other applicable federal, state, or local regulations. Proper signage shall also be installed.

Each FBO shall occupy, at least, one heated clear span hangar. Each FBO shall provide hangar space, which may be contained in one or more hangars of a minimum of 25,000 square feet. At least one of the hangars comprising the 25,000 square feet of hangar space shall be required to have a door opening of at least one hundred ten (110) feet in width and twenty-eight (28) feet in height and the hangar must be at least one hundred and ten (110) feet deep. Additional hangar (s) used to meet the 25,000 square feet minimum shall be of adequate dimensions to house general aviation aircraft.

Where an entity has entered into an agreement to provide FBO services on the Airport, the entity may have a reasonable amount of time to construct the foregoing FBO improvements, provided that the FBO services continue to be made available on the Airport without interruption.

C. All paving and building shall comply with the then current Airport Development and Construction Standards and shall be approved in writing by the County before construction begins.

D. FBO shall provide three sets of as-built drawings with at least one of them electronically in AutoCAD or other acceptable format upon completion of construction to Airport management.

IV. Insurance shall be provided and paid for by the Operator in the amounts specified in the most current Insurance Requirements on file with the Director of Aviation. Montrose County must be named as an additional insured. A certificate of insurance or a copy of the insurance policies involved will be furnished to the Director of Aviation, or designated representative and 30 days advance written notice of any change to any policy shall be given to the Director of Aviation or Designated representative.

Section Three: Specialized Aviation Services Operator

Specialized Aviation Services Operators shall consist of one or more of the following services, comply with the Minimum Standards described in this section and lease, license or sublease property on the Airport.

I. Aviation Repair Services (Radios, Painting, Upholstery, Propellers, Instruments, Accessories, etc.)

A. Statement of Concept.

A specialized aircraft repair services Operator is a person engaged in a business capable of providing an FAA certified shop, or a combination of shops for the repair and installation of aircraft radios, propellers, instruments, and accessories for general aviation aircraft The Operator may furnish one, or if desired, any combination of these services. This category includes sale of new and/or used aircraft radios, propellers, instruments and accessories,

B. Minimum Standards

1. The Operator shall lease or sublease an area existing or adequate to erect a building providing a minimum of 2,500 square feet of floor space to hangar at least one (1) aircraft, to house all equipment and additional floor space for an office, shop, restrooms, customer lounge and telephone facilities for customer use. If painting operations are contemplated, the Operator shall provide a separate paint shop that meets all applicable safety requirements. Paved automobile parking or other acceptable all weather surface to be approved in writing by the Airport prior to installation and a paved aircraft apron, all within the leased area and sufficient to accommodate the Operator's services shall be provided.

2. The Operator shali maintain, as necessary, the repair station certificates as required by the FAA, which are applicable to the operation or operations contemplated. The avionics portion ofthe services offered must maintain current qualifications of Class I and Class II FAA designated repair station.

3. Insurance shall be provided and paid for by the Operator in the amounts specified in the most current Insurance Requirements on file with the Director of Aviation. Montrose County must be named as an additional insured. A certificate of insurance or a copy of the insurance policies involved will be furnished to the Director of Aviation, or designated representative and 30 days

advance written notice of any change to any policy shall be given to the Director of Aviation or Designated representative.

4. The Operator shall have its services available (defined as on the Airport or available via telephone or cellular phone) eight (8) hours per day, five (5) days per week. Hours of operation shall be posted.

5. The Operator shall have in its employ, and on duty during the required operating hours, trained personnel currently certified as FAA radio, instrument or propeller repairmen in such numbers as are required to provide services in an efficient manner.

II. Specialized Commercial Flying Services

A. Statement of Concept

A specialized commercial flying services Operator is a person or persons, firm, or corporation engaged in air transportation for hire for the purpose of providing the use of aircraft for any of the services listed below:

1. Nonstop sightseeing flights that begin and end at the same airport;

2. Crop dusting, seeding, or spraying;

3. Aerial photography or survey;

4. Power line, underground cable or pipeline patrol;

5. Fire fighting; or

6. Any other operations specifically excluded from Part 135 of the Federal Aviation Regulations.

B, Minimum Standards

1. The Operator shall lease or sublease an area existing or adequate to erect a building providing a minimum of 2.500 square feet of floor space for aircraft and other storage sufficient hangar space for the aircraft to be used in its operations and any support equipment and additional floor space for office, restrooms, customer lounge and telephone facilities for customer use Paved automobile parking or other acceptable all weather surface to be approved in writing by the Airport prior to installation sufficient to accommodate Operator's services and operations shall also be provided

2. In case of crop dusting, aerial application or other commercial use of chemicals. Operator shall provide a centrally drained, paved area adequate for all aircraft loading, unloading, washing and servicing, MSDS are required to be onsite and two copies shall be provided to the Director of Aviation, This area must be built and operated in full compliance with all applicable federal, state and local laws and regulations, specifically including but not limited to the U.S. EPA, Colorado Department of Public Health and Environment and Montrose County Environmental Department regulations governing such activities Operator shall also provide for the safe storage and containment of all chemical materials. Such facilities will be in a location designated by the County on the Airport, which will provide the greatest safeguard to the public.

3. In the case of crop-dusting or aerial application, the Operator shall provide tank trucks for the handling of liquid spray and mixing liquids and aircraft suitably equipped for agricultural operations, and shall take all safeguards against spillage on runways or taxiways or dispersal by wind to any area of the Airport. The Operator shall also provide adequate ground facilities for the safe containment, storage, handling and safe loading of all chemicals and materials in compliance with U.S. EPA and Colorado Department of Public Health and Environment and all county and local laws and regulations.

4. The Operator shall provide and have based on its leasehold, either owned or under written lease to the Operator, not less than one (1) airworthy aircraft suitably equipped for, and meeting all the requirements of the FAA with respect to the type of operation to be performed.

5. Insurance shall be provided and paid for by the Operator in the amounts specified in the most current Insurance Requirements on file with the Director of Aviation. Montrose County must be named as an additional insured, A certificate of insurance and a copy of the insurance policies involved will be furnished to the Director of Aviation, or designated representative and 30 days advance written notice of any change to any policy shall be given to the Director of or designated representative.

The Operator must provide, by means of an office or a telephone, a point of contact for the public desiring to utilize Operator's services.

The Operator shall have in its employ trained personnel in such numbers as may be required to meet the minimum standards herein set forth in an efficient manner.

III. Flight Training

A. Statement of Concept

A flight training Operator is a person or persons, firm or corporation engaged in instructing pilots in dual and solo flight operations, in fixed and/or rotary wing aircraft, in land or sea aircraft, and in providing such related ground school instruction as is necessary to prepare persons for taking a written examination and flight check for the category or categories of pilots* licenses and rating involved. No flight training operations or Operator may be allowed to operate off a tie-down.

B. Minimum Standards

1. If the Operator occupies or leases space at the Airport, the Operator must lease at least one aircraft tie-down or own or lease hangar space. The Operator may sub-lease these facilities from an approved airport tenant. In addition, they must provide at least 150-sq. ft. of properly lighted and heated floor space for a classroom/briefing room, office space and restrooms. This space may be subleased and or shared with other airport-approved operators.

2. If the Operator prefers to build a hangar for aircraft storage, the Operator shall lease or sublease an area adequate to erect a building or buildings containing a minimum of 2,500 square feet to provide for aircraft storage, and space for office, classroom, briefing room, pilot lounge, restrooms and telephone facilities for customer use. Paved automobile parking or other acceptable all weather surface to be approved in writing by the Airport prior to installation and a paved aircraft apron within the leased area and sufficient to accommodate the Operator's services and operations shall also be provided.

3. The Operator shall have available for use in flight training, either owned or under written lease to the Operator, a sufficient number of aircraft properly certificated to handle the proposed scope of its student operation, but not less than one (1) properly certificated aircraft.

4. Insurance shall be provided and paid for by the Operator in the amounts specified in the most current Insurance Requirements on file with the Director of Aviation. Montrose County must be named as an additional insured. A certificate of insurance or a copy of the insurance policies involved will be furnished to the

Director of Aviation, or designated representative and 10 days advance written notice of any change to any policy shall be given to the Director of Aviation or Designated representative,

5, The Operator shall have its services available (defined as on the Airport or available via telephone or cellular phone) eight (8) hours per day, seven (7) days per week.

6. The Operator shall have available, on a full-time basis, at least one (1) ground instructor who has been currently certificated by the FAA to provide the type of ground training offered. This person may be the same person specified in (5) above.

IV. Aircraft Sales (New and/or Used)

A. Statement of Concept

An aircraft sales Operator is a person engaged in the sales of new and/or used aircraft through franchises, or licensed dealership or distributorship (either on a retail or wholesale basis) of an aircraft manufacturer or otherwise; and providing such repair, services and parts as necessary to meet any guarantee or warranty on new and/or used aircraft sold.

B. Minimum Standards

1, The Operator shall provide at least 150-sq. ft. of properly lighted and heated floor space for office space and restrooms. This space may be subleased and or shared with other airport-approved operators. Paved automobile parking or other acceptable all weather surface to be approved in writing by the Airport prior to installation and a paved aircraft apron, all within the leased area and sufficient to accommodate the Operator's services and operations shall also be provided.

2, The Operator shall provide necessary and satisfactory arrangements for the repair and servicing of aircraft, but only for the duration of any sales guarantee or warranty period. Servicing facilities may be provided through written agreement with a repair shop operation at the Airport. The Operator shall provide an adequate inventory, or availability within 24 hours or less, of spare parts for the type of new aircraft for which sales privileges are granted.

3, Insurance shall be provided and paid for by the Operator in the amounts specified in the most current Insurance Requirements on file with the Director of Aviation. Montrose County must be named as an additional insured. A certificate of insurance or a copy of the insurance policies involved will be furnished to the Director of Aviation, or designated

representative and 10 days advance written notice of any change to any policy shall be given to the Director of Aviation or Designated representative.

4. The Operator shall have its services available on a basis consistent with its franchise agreement.

Aircraft Airframe and Engine Repair and Maintenance

A. Statement of Concept

An Aircraft airframe and engine repair and maintenance Operator is a person or persons, firm or corporation providing one (or a combination of) airframe and power plant repair services, with at least one (1) person currently certified by the FAA with ratings appropriate to the work being performed. This category of aeronautical services shall also include the sale of aircraft parts and accessories, but such is not an exclusive right.

B. Minimum Standards

1. The Operator shall lease or sublease an area existing or adequate to erect a building providing at least 2,500 square feet of floor space for airframe and power plant repair services and adequate floor space for office, restrooms, customer lounge and telephone facilities for customer use. Paved automobile parking or other acceptable all weather surface to be approved in writing by the Airport prior to installation and a paved aircraft apron within the leased area sufficient to accommodate the Operator's services and operations shall be provided.

2. The Operator shall provide sufficient equipment, supplies and availability of parts equivalent to that required for certification as a FAA approved repair station.

3. Insurance shall be provided and paid for by the Operator in the amounts specified in the most current Insurance Requirements on file with the Director of Aviation. Montrose County must be named as an additional insured A certificate of insurance or a copy of the insurance policies involved will be furnished to the Director of Aviation, or designated representative and 10 day advance written notice of any change to any policy shall be given to the Director of Aviation or Designated representative.

4. The Operator shall have its services available eight (8) hours per day five (5) days per week.

5. The Operator shall have in its employ (and on duty during the required operating hours) trained personnel in such numbers as are required to meet the minimum standards set forth in an efficient manner, but never less than one (1) person currently certified by the FAA with rating appropriate to the work being performed and who holds an airframe, power plant, or an aircraft inspector rating.

Aircraft Rental

A. Statement of Concept

An aircraft rental Operator is a person or persons, firm or corporation engaged in the rental of aircraft to the public.

B. Minimum Standards

1. The Operator must lease at least one aircraft tie-down or own or lease hangar space. The Operator may sub-lease these facilities from an approved airport tenant. In addition, the Operator shall provide at least 150-sq. ft. of properly lighted and heated floor space for office space and restrooms. This space may be subleased and or shared with other airport-approved operators. Paved automobile parking or other acceptable all weather surface to be approved in writing by the Airport prior to installation and a paved aircraft apron, all within the leased area and sufficient to accommodate the Operator's services and operations shall also be provided.

2. The Operator shall have available for rental, either owned or under written lease to Operator, a sufficient number of aircraft properly certified to handle the proposed scope of its operation.

3. Insurance shall be prov ided and paid for by the Operator in the amounts specified in the most current Insurance Requirements on file with the Director of Aviation. Montrose County must be named as an additional insured. A certificate of insurance or a copy of the insurance policies involved will be furnished to the Director of Aviation, or designated representative and 10 days advance written notice of any change to any policy shall be given to the Director of Aviation or Designated representative,

4. The Operator shall have its service available eight (8) hours per day seven (7) days per week.

5. The Operator shall have available trained personnel in such numbers as are required to meet the minimum standards set forth in an efficient manner.

VIL Aircraft Charter and Air Taxi Service

A. Statement of Concept

An aircraft Charter (Commercial Operator) and an air taxi Operator is a person or persons, firm or corporation engaged in the business of providing air transportation (persons or property) to the public for hire, either on a charter basis or as an Air Taxi Operator, as defined in the Federal Aviation Act of 1958, or as said Act may be amended from time to time.

B. Minimum Standards

1. The Operator shall lease or sublease an area existing or adequate to provide for aircraft storage, including an area to erect a hangar of 2,500 square feet of floor space for aircraft storage, office, restrooms, customer lounge, and telephone facilities for customer use. Paved automobile parking or other acceptable all weather surface to be approved in writing by the Airport prior to installation and a paved aircraft apron the leased area and sufficient to accommodate the Operator's services and operations shall also be provided.

2. The Operator shall have available for hire, either owned or under written lease to Operator, at least one (1) four-place aircraft equipped for an capable of use in instrument conditions, or a sufficient number of aircraft properly certificated to handle the proposed scope of its operation.

3. Insurance shall be provided and paid for by the Operator in the amounts specified in the most current Insurance Requirements on file with the Director of Aviation. Montrose County must be named as an additional insured. A certificate of insurance or a copy of the insurance policies involved will be furnished to the Director of Aviation, or designated representative and 10 days advance written notice of any change to any policy shall be given to the Director of Aviation or Designated representative.

C. The Operator shall have its services available eight (8) hours per day, seven (7) days per week; and shall provide on-call service during hours other than the aforementioned.

D. The Operator shall have in its employ and on duty during the required operating hours, trained personnel in such numbers as are required to meet the minimum standards set forth in this category in an efficient manner and otherwise appropriately rated to permit the flight services offered by

Operator. The Operator shall have available sufficient qualified operating crews and satisfactory number of personnel for checking in and ticketing passengers, handling of luggage, and for furnishing or arranging for suitable ground transportation. The Operator shall provide reasonable assurance of continued availability of qualified operating crews and approved aircraft within a reasonable or maximum notice period.

E. Air Taxi Companies Not based on Montrose Regional Airport

1. Non-scheduled air carrier companies providing service to and from the Airport, but not based on the Airport, are exempt from these Minimum Standards.

ATTACHMENT 1 REQUIRED GENERAL L E A S E CLAUSES

1- Premises to be operated for use and benefit of the public

The Operator agrees to operate the leased premises for the use and benefit ofthe Public and to furnish good, prompt and efficient service, adequate to meet all demands for its service at the Airport.

2- Federal Requirements; Nondiscrimination

a. Lessee (Licensee) agrees that in conducting its operations under the Lease(License) it shall maintain and operate its facilities and services in compliance with all requirements imposed pursuant to the Airport and Airway Improvement Act of 1982, as amended, and any regulations issued there under, as well as all other requirements imposed pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said regulations may be amended.

b. Lessee (Licensee) agrees: (1) that no person on the grounds of race, color, sex, creed or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of premises or facilities, (2) that in the construction of any improvements on, over, or under such land and the furnishing of services thereon, no person on the grounds of race, color, sex, creed or national origin shall be excluded from the participation in, denied the benefits of, or otherwise subjected to discrimination, (3) that Lessee (Licensee) shall use the premises in compliance with all other requirements imposed by or pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as said regulations may be amended.

c Lessee (Licensee) agrees that it will undertake an affirmative action program as required by 14 CFR Part 152, Subpart E, Nondiscrimination in Airport Aid Program, or otherwise approved by the FAA, to ensure that no person shall, on the grounds of race, creed, color, national origin, or sex, be excluded from participating in any employment activities covered in 14 CFR Part 152, Subpart E. Lessee (Licensee) assures that no person shall be excluded on these grounds from participating in or receiving the services or benefits of any program or activity covered by this Subpart. Lessee (Licensee) assures that it will require that its covered sub

organizations provide assurances to Lessee (Licensee) that they similarly will undertake affirmative action programs and that they will require assurance from their sub organizations, as required by 14 CFR Part 152, Subpart E, to the same effect.

d. Lessee (Licensee) agrees that it shall furnish its accommodations and/or services on a fair, equal and not unjustly discriminatory basis to all users thereof, and shall charge fair, reasonable and not unjustly discriminatory prices for each unit or service; provided, that Lessee (Licensee) may make reasonable and non-discriminatory discounts, rebates, or other similar types of price reductions to volume purchasers.

e. Lessee (Licensee) agrees that no person shall be excluded from participation in, denied the benefits of, or otherwise discriminated against in the performance of this Lease (License) on the grounds of race, color, national origin or sex, as provided in 49 CFR Part 23, Participation of Minority Business Enterprise in Department of Transportation Programs, or parallel regulations issued by the FAA.

f. Noncompliance with these nondiscrimination provisions after timely notice of noncompliance is provided to Lessee (Licensee) by either the County or the U.S. Government, and Lessee's (Licensee's) failure to substantially remedy such noncompliance within a reasonable period, shall constitute a material breach of these provisions and the Lease (License). In the event of such noncompliance, the County shall have the right to terminate this Lease (License) and any estate created hereunder, without liability therefore, or at the election of the County or the United States, either or both shall have the right to judicially enforce such provisions.

3. Aircraft Service bv Owner or Operator of Aircraft

No right or privilege granted herein shall serve to prevent persons operating aircraft on the Airport from performing any services on their own aircraft with their own regular employees and equipment (including, but not limited to, repair and maintenance); provided that the Airport rules and regulations and Lease (License) provisions are followed.

4. No Exclusive Rights

Nothing herein contained shall be construed to grant or otherwise authorize the granting of an exclusive right to provide any aeronautical service to the public or to conduct any aeronautical activity on the Airport.

5. Airport Development

The County reserves the right to further develop or improve the Airport as it sees fit, without unreasonable interference or hindrance. If the physical development ofthe Airport requires the relocation of Operator-owned facilities during the lease term the County agrees to provide a comparable location without any unreasonable interruption to the Operator's activities, and agrees to relocate all Operator-owned buildings or provide similar facilities for the Operator at no cost to the Operator, except as amended by written lease with the Operator.

6. County's Right to Maintain the Airport

The County reserves the right (but shall not be obligated to the Operator) to maintain and keep in repair the landing area ofthe Airport and all publicly-owned facilities of the Airport together with the right to direct and control all activities of the Operator in this regard.

7. Right of Flight

There is hereby reserved to Montrose County, its successors and assigns, for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface ofthe leased premises, together with the right to cause in said airspace such noise as may be inherent in the operation of aircraft using said airspace for landing at, taking off from or operating on the Montrose Regional Airport.

8. Airport Obstructions or Other Hazards

The Lessee (Licensee) expressly agrees for itself, its successors and assigns that it will (1) not erect nor permit the erection of any structure of object nor permit the growth of any tree on the leased premises above a ground level elevation of 65 feet; or (2) make use of the leased premises in any manner which might interfere with operation or safety of the Montrose Regional Airport or otherwise constitute a hazard; or (3) violate 14 CFR Part 77 Surfaces.

The County reserves the right to take any action it considers necessary to protect the aerial approaches of the airport against obstruction, and to prevent and abate any hazard or interference, including (1) the right to

prevent the Operator from erecting, or permitting to be erected, any building or other structure on the Airport which, in the opinion of the County, would limit the usefulness of the Airport or constitute a hazard to the aircraft, and (2) the right to enter upon leased premises and to remove the offending structure or object, abate the interference, or cut the offending tree, all of which shall be at the expense of the Lessee (Licensee).

9. Compliance with Laws, etc.

The Operator shall comply with the Airport Rules and Regulations, the Airport Security Plan, and the Airport Operations Manual, as existing at the time the Lease or License is granted or as amended from time to time thereafter at the County's sole discretion. The Operator shall comply with all federal, state and municipal laws, ordinances, codes and other regulatory measures (specifically including but not limited to all FAA and U.S. Environmental Protection Agency ("EPA") requirements) now in existence or, as may be hereafter modified or amended, applicable to the operation conducted. If the Operator fails to comply with this provision and the requirements referenced herein and such failure results in damage or expense to the County, the Operator shall indemnify the County for that damage or expense.

10. Required Licenses and Certificates

The Operator shall procure and maintain during the term ofthe agreement all licenses, certificates, permits and other similar authorizations required for the conduct of its business operations.

11. Handling of Waste Liquids

No substances likely to impair the operation of sewage or drainage systems, or otherwise not permissibly placed in such sewage or drainage systems, shall be placed therein; nor shall oils, greases, detergents or other liquid wastes be disposed of by pouring on the ground. All rules, regulations, advisory publications or other requests issued by the United States EPA or competent governmental authority shall be complied with at all times, including but not limited to the installation of a grease and oil trap designed to catch all oils, greases, detergents, and other insoluble substances used in the maintenance and washing ofthe Operator's, or the Operator's customers', aircraft. Installation of said trap shall conform to the recommended specifications ofthe U.S. EPA, the State of Colorado, the County, any applicable special district, and the sewage operator.

12. Indemnification

a. In concert with and in addition to the insurance requirements set forth herein, operator shall protect, defend, and hold County, its officers, employees, and agents, and their insurers, completely harmless from and against any and all liabilities, losses, suits, claims, judgments, fines or demands arising by reason of injury or death of any person or damage to any property, including all reasonable costs for investigation and defense thereof (including but not limited to attorney fees, court costs, and expert fees), of any nature whatsoever arising out of or incident to this Lease (License) and/or the use or occupancy of the leased premises or the acts or omissions of Operator's officers, agents, employees, contractors, subcontractors, licensees, or invitees, regardless of where the injury, death, or damage may occur, unless such injury, death or damage is caused by the sole negligence of the County. Operator shall use counsel reasonably acceptable to the County in carrying out its obligations hereunder.

b. County shall give Operator reasonable notice of any claims or actions against the County, which directly or indirectly affect Operator, and Operator shall have the right to compromise and defend the same to the extent of its own interest.

c. Operator agrees that if a prohibited incursion into the Air Operations Area occurs, or the safety or security of the Air Operations Area, the Field and Runway Area, or other sterile area safety or security is breached by or due to the negligence or willful act or omission of any of Operator's employees, agents, or contractors and such incursion or breach results in a civil penalty action being brought against the County by the U.S. Government,

Operator will reimburse County for all expenses, including attorney fees, incurred by County in defending against the civil penalty action and for any civil penalty or settlement amount paid by County as a result of such incursion or breach of airfield or sterile area security. County shall notify Operator of any allegation, investigation, or proposed or actual civil penalty sought by the U.S. Government for such incursion or breach. Civil penalties and settlement and associated expenses reimbursable under this paragraph include but are not limited to those paid or incurred as a result of violation of FAR Part 107, Airport Security, FAR Part 108, Airplane Operator Security, or FAR Part 139, Certification and Operations: Land Airports Serving Certain Air Carriers.

d. The provisions of this section shall survive the expiration or early termination of this Lease (License) for matters arising before such expiration or early termination.

13. Right of Entry

a. Any official representative of the County may enter upon the leased premises during normal operating hours, and for any purpose incidental to, or connected with the performances ofthe Operator's obligations under the agreement or in the exercise of their function as a representative of the County.

b. Further, any official representative of the County may enter upon the leased premises at any time in response to an emergency.

c. To facilitate 13.b above, the Operator shall either provide escrowed door keys, access codes, etc. to the Airport Manager for the leased premises, or accept responsibility and hold Montrose County harmless for possible damage to the leased premises as a result of a forced entry by County representatives in responding to an emergency.

14. Termination

Upon the expiration or other termination of any agreement, the Operator's rights to the premises, facilities, other rights, licensed services and privileges granted in the agreement shall cease, and the Operator shall, upon such expiration or termination immediately and peacefully surrender such. Further, upon expiration or other termination of any agreement, title to any improvements to the premises reverts to Montrose County.

Assignment

All covenants, stipulations and provisions in the agreement to be entered into shall extend to and bind the Lessee's (Licensee's) legal representatives, successors and assigns.

The Lease (License) may not be assigned, without the prior written consent ofthe County, which shall be exercised in the County's sole discretion after consideration of, among other things, the qualifications of the proposed assignee, the effect ofthe assignment on the County, and the effect of the assignment on competition at the Airport. Assignment shall not relieve the Lessee (Licensee) from its obligations under the Lease (License) unless expressly so stated in the County's written consent.

As used herein, "assignment" means and includes, but is not limited to, (i) the grant or transfer of any right, title, possession, lien, encumbrance, security interest or other interest in, on or to any party of the stock or other ownership interest of Lessee (Licensee), (ii) grants or transfers to a single person or entity, including to any other person(s) and entity(ies) directly or indirectly controlled by it or which directly or indirectly control it, of any right, title, possession, lien, encumbrance, security interest or other interest in, on or to any part of the stock or other ownership interest of Lessee (Licensee), (iii)) the grant or transfer of any right, title, lien, encumbrance, security interest or other interest in, on or to some or all of the income or profits (however they may be measured or defined, e.g., gross income, gross profit, operating profit, net profit) of Lessee (Licensee), and (iv) the grant or transfer of any right, title, lien, encumbrance, security interest or other interest in, on or to some or all ofthe cash flow (however it may be measured or defined) of Lessee (Licensee). If Lessee (Licensee) shall assign or attempt to assign its interest in the whole or any part of this Agreement in violation of this Article, such assignment shall be void and this Agreement shall thereupon automatically terminate. County's consent to one assignment shall not be deemed to be a consent to any subsequent assignment.

Subordination

This Lease (License) shall be subordinate to the provisions and requirements of any existing or future agreement between Montrose County, State of Colorado, and the United States, relative to the development, operation or maintenance ofthe airport. This Lease (License) and all the provisions hereof shall be subject to whatever right the United States Government now has or in the

future may have or acquire, affecting the control, operation, regulation and taking over of said airport or the exclusive or nonexclusive use ofthe airport by the United States during the time of war or national emergency.

Montrose Regional Airport Minimum Insurance Requirements

For Commercial Aeronautical Activities

Fixed Base Operator (FBO) Aircraft Liability - $5,000,000 per occurrence combined single limit for bodily injury and property damage including passengers

Comprehensive Public Liability and Property Damage (Premises) -$5,000,000 per occurrence of combined single limit bodily injury and propeity damage

Hangarkeeper's Liability - $1,000,000 per occurrence

Products & Completed Operations Liability - $5,000,000 per occurrence

Environmental Liability - $1,000,000

Airframe & Power Plant Repair

Premises Liability (hangar operation) - $1,000,000 per occurrence combined single limit for bodily injury and property damage

Products & Completed Operations Liability for Repairs & Services and Parts not Installed - $1,000,000 per occurrence

Hangarkeepers Liability - $600,000 per occurrence

Motor Vehicle Liability - If using vehicles on the air operations area in support of business, $600,000 per occurrence combined single limit for bodily injury and property damage

Avionics, Instrument & Propeller Repair Premises Liability - $1,000,000 per occurrence of combined single limit for bodily injury and property damage

Products & Completed Operations Liability for Repairs & Services and Parts not Installed - $1,000,000 per occurrence

Hangarkeepers Liability - $600,000 per occurrence

Motor Vehicle Liability - If using vehicles on the air operations area in support of business, $600,000 per occurrence combined single limit for bodily injury and property damage

Air Charter Aircraft Liability Per Occurrence - combined single limit for bodily injury and property damage with respect only to passenger bodily injury, a minimum of $100,000 each person, based on passenger seating capacity as follows:

Seating Capacity Amount 1-4 passengers $2,000,000 5-9 passengers $5,000,000 10 & over $15,000,000

Premises Liability - $1,000,000 per occurrence of combined single limit for bodily injury and property damage

Motor Vehicle Liability - If using vehicles on the air operations area in support of business, $600,000 per occurrence combined single limit for bodily injury and property damage

Air Cargo Aircraft Liability - $5,000,000 per occurrence combined single limit for bodily injury and property damage including passengers

Premises Liability - $1,000,000 per occurrence of combined single limit for bodily injury and property damage

Motor Vehicle Liability - If using vehicles on the air operations area in support of business, $600,000 per occurrence combined single limit for bodily injury and property damage

Aircraft Rental Aircraft Liability - $1,000,000 per occurrence combined single limit for bodily injury (including passengers) and property damage. With respect only to passenger bodily injury a minimum sublimit of $100,000 per passenger will be permitted.

Premises Liability - $1,000,000 per occurrence of combined single limit for bodily injury and property damage

Motor Vehicle Liability - If using vehicles on the air operations area in support of business, $600,000 per occurrence combined single limit for bodily injury and property damage

Aircraft Sales Aircraft Liability - $2,000,000 per occurrence combined single limit for bodily injury and property damage with respect only to passenger bodily injury, a minimum of $100,000 each person

Premises Liability - $1,000,000 per occurrence of combined single limit for bodily injury and property damage

Products & Completed Operations Liability for Sale of Aircraft - $1,000,000 per occurrence

Motor Vehicle Liability - If using vehicles on the air operations area in support of business, $600,000 per occurrence combined single limit for bodily injury and property damage

Flight Training Aircraft Liability - $1,000,000 per occurrence combined single limit for bodily injury (including passengers) and property damage. With respect only to passenger bodily injury a minimum sublimit of $100,000 per passenger will be permitted.

Premises Liability - $1,000,000 per occurrence of combined single limit for bodily injury and property damage

Motor Vehicle Liability - If using vehicles onthe air operations area in support of business, $600,000 per occurrence combined single limit for bodily injury and property damage

Commercial Flying Club Aircraft Liability - $ 1,000,000 per occurrence combined single limit for bodily injury (including passengers) and property damage. With respect only to passenger bodily injury a minimum sublimit of $100,000 per passenger will be permitted.

Premises Liability - $1,000,000 per occurrence combined single limit for bodily injury and property damage

Motor Vehicle Liability - If using vehicles on the air operations area in support of business, $600,000 per occurrence combined single limit for bodily injury and property damage

Multiple Commercial Activities

Operator shall provide certificates of insurance coverage in an amount equal to

the highest individual insurance requirement stipulated for the specific commercial

aeronautical services being performed as stated above.

Air Carrier Aircraft Liability Per Occurrence - combined single limit for bodily injury and property damage based on passenger seating capacity as follows:

The above insurance limits shall be determined by the capacity in passenger seats of the largest aircraft that services Montrose Airport in the airlines fleet.

Premises Liability - $1,000,000 per occurrence of combined single limit for bodily injury and property damage

Hangarskeepers Liability - If applicable, while in care, custody and control $5,000,000 per occurrence.

Motor Vehicle Liability - If using vehicles on the air operations area in support of business, $600,000 per occurrence combined single limit for bodily injury and property damage

Seating Capacity 1-19 passengers 20-59 passengers 60-99 passengers 100+ passengers

Amount $20,000,000 $50,000,000 $100,000,000 $150,000,000

EXHIBIT B Legal Description of 508,585 sq. ft. of airport Property

35

EXHIBIT B IN

SECTIONS 17&20, T.49N., R.9VU, N.M.P.M., MONTROSE COUNTY, COLORADO

PARCEL 1 DESCRIPTION A parcel of land situated In the SEJi of Section 17 and the NE% of Section 20, Township 49 North, Range 9 West, New Mexico Principal Meridian, Montrose County, State of Colorado more particularly described as follows:

Beginning at the Southeast corner of the Department of Highways property shown on the Improvement Survey Plat recorded at Reception No. 798420 In the Montrose County Recorder's Office: Thence N40"33'33"W 874.57 feet along the East line of said Department of Highways property; Thence N49"26'27"E 350.18 feet; Thence S40"33'33"E 999.51 feet; Thence S49,28,21"W 350.18 feet; Thence N40'33*33"W 124.80 feet to the Point of Beginning. Containing 8.035 acres as described.

P A R C E L 2 DESCRIPTION A parcel of land situated In the SEX of Section 17, Township 49 North, Range 9 West, New Mexico Principal Meridian, Montrose County. State of Colorado more particularly described as follows:

Beginning at the Northeast corner of the Rower Motor Company property shown on the Improvement Survey Plat recorded at Reception No. 796420 in the Montrose County Recorder's Office; Thence N49"26"27"E 100.00 feet: Thence S40"33'33"E 558,16 feet to the Northeast corner of the above described Parcel 1; Thence S49'26'27"E 350.18 feet along the North line of the above described Parcel 1 to the Northwest corner of the above described Parcel 1 also being a point on the East line of said Department of Highways property; Thence N40*33'33 W 263.38 feet along the East line of said Department of Highways property to a point on the East line of said Flower Motor Company property, Thence N00*14'16"W 386.64 feet along the East line of said Flower Motor Company property to the Point of Beginning. Containing 3.641 acres as described.

BASIS OF BEARINGS The bearing along the East line of the Department of Highways property shown on the Improvement Survey Plat recorded at Reception No. 796420 in the Montrose County Recorder's Office bears S40*33'33"E, (Assumed)

NOTE: Drawing attached and by this reference made a part hereof.

Ron K. Barrett, PLS 24299 for and on behalf of Del-Mont Consultants, Inc. 125 Colorado Ave. Montrose, CO 81401

DEL-MONT CONSULTANTS, INC. E N G I N E E R I N G * S U R V E Y I N G » P L A N N I N G

12S COKrado » Matume, CO 81401 v fmii J4M8S1 » (WO) »»-234Z MX

03/25/14 1 OF 2 14037

EXHIBIT B IN

SECTIONS 17 & 20, T.49N., R.9W., N.M.P.M., MONTROSE COUNTY, COLORADO