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HomeMy WebLinkAboutCouncil 03/07/2011AGENDA  RENTON CITY COUNCIL    REGULAR MEETING  March 7, 2011  Monday, 7 p.m.  1.CALL TO ORDER AND PLEDGE OF ALLEGIANCE 2.ROLL CALL 3.SPECIAL PRESENTATION a. Trail Guidelines Update  4.ADMINISTRATIVE REPORT 5.AUDIENCE COMMENT (Speakers must sign up prior to the Council meeting.  Each speaker is allowed five minutes.  The  comment period will be limited to one‐half hour.  The second audience comment period later on in  the agenda is unlimited in duration.)  When you are recognized by the Presiding Officer, please  walk to the podium and state your name and city of residence for the record, SPELLING YOUR LAST  NAME. 6.CONSENT AGENDA The following items are distributed to Councilmembers in advance for study and review, and the  recommended actions will be accepted in a single motion.  Any item may be removed for further  discussion if requested by a Councilmember.  a. Approval of Council meeting minutes of 2/28/2011.  Council concur.  b. Community  and  Economic  Development  Department  recommends  acceptance  of  a  deed  of  dedication for additional right‐of‐way to fulfill a requirement of the Veldyke II Short Plat (SHP‐ 09‐058).  Council concur.  c. Community  and  Economic  Development Department  requests  approval  to  waive  a  Carco  Theater rental fee in the amount of $390 for Congressman Adam Smith's Town Hall meeting on  4/20/2011.  Refer to Finance Committee.  d. Community Services Department recommends approval of a contract with King County Road  Services Division in the amount of $170,000 to repair the Cedar River Trail trestle bridge at  Maplewood Roadside Park; and authorize a transfer of funds as part of the 2010 Carry Forward  Budget Adjustment Ordinance to cover the costs of the project.  Refer to Finance Committee.  e. Human Resources and Risk Management Department recommends adoption of a resolution  authorizing a revised Fair Practices policy.  Council concur.  (See 8.a. for resolution.)  f. Transportation  Systems  Division  recommends  approval  of a  sublease  agreement  between  Bosair,  LLC  and  Ace  Aviation, Inc.;  and  approval  of  an  Operating  Permit  and  Agreement  with Ace Aviation, Inc. in order to operate an aircraft maintenance facility at the airport. Refer  to Transportation (Aviation) Committee.  Page 1 of 86 7.UNFINISHED BUSINESS Topics listed below were discussed in Council committees during the past week.  Those topics  marked with an asterisk (*) may include legislation.  Committee reports on any topics may be held  by the Chair if further review is necessary. a. Committee of the Whole:  Strander Blvd. Interlocal Agreement with City of Tukwila*; Strander  Blvd. Underpass Agreement with City of Tukwila and BNSF Railway*  b. Finance Committee:  Vouchers; School Impact Fees*  8.RESOLUTIONS AND ORDINANCES Resolutions: a. Adopting a revised Fair Practices policy (See 6.e.)  b. Strander Blvd. interlocal agreement with the City of Tukwila (7.a.)  c. Strander Blvd. underpass agreement with the City of Tukwila and BNSF Railway (See 7.a.)  Ordinance for first reading: a. Issaquah, Kent, and Renton School District Impact Fees (See 7.b.)  9.NEW BUSINESS (Includes Council Committee agenda topics; call 425‐430‐6512 for recorded information.) 10.AUDIENCE COMMENT 11.ADJOURNMENT COMMITTEE OF THE WHOLE AGENDA   (Preceding Council Meeting)     7TH FLOOR CONFERENCING CENTER  March 7, 2011  Monday, 5:00 p.m.     Solid Waste Contract ‐ Briefing; SAFER Grant ‐ Briefing; Strander Blvd. Interlocal Agreement with City of  Tukwila; Strander Blvd. Underpass Agreement with City of Tukwila and BNSF Railway; Emerging Issues in  Economic Development     • Hearing assistance devices for use in the Council Chambers are available upon request to the City Clerk •     CITY COUNCIL MEETINGS ARE TELEVISED LIVE ON GOVERNMENT ACCESS CHANNEL 21 AND ARE RECABLECAST:  Tues. & Thurs. at 11 AM & 9 PM, Wed. & Fri at 9 AM & 7 PM and Sat. & Sun. at 1 PM & 9 PM  Page 2 of 86 CITY OF RENTON COUNCIL AGENDA BILL Subject/Title: Dedication of right-of-way for Veldyke II Short Plat LUA09-058 Meeting: Regular Council - 07 Mar 2011 Exhibits: Deed of Dedication Hearing Examiner's Report Submitting Data: Dept/Div/Board: Community and Economic Development Staff Contact: Carrie Olson, x-7235 Recommended Action: Council concur Fiscal Impact: Expenditure Required: $ N/A Transfer Amendment: $ Amount Budgeted: $ Revenue Generated: $ Total Project Budget: $ City Share Total Project: $ SUMMARY OF ACTION: A deed of dedication for the Veldyke Short Plat, under LUA05-065, was previously submitted and accepted on Council Concur at the Monday, April 24, 2006, Council meeting. The short plat expired before the project portion could be completed. Therefore, the deed document was never recorded. A revised version of the same short plat, now called Veldyke II Short Plat under LUA09-058, was submitted and a new deed of dedication was submitted for acceptance by Council. This short plat has a new owner\grantor and the right-of-way configuration and legal has increased slightly. The new total dedicated area is 28,373.30 square feet as noted on the Exhibit Map (included with Deed of Dedication). This dedication will fulfill the Hearing Examiner's conditions for the Veldyke II Short Plat, LUA09-058. STAFF RECOMMENDATION: Accept the additional right-of-way and authorize the Mayor and City Clerk to sign and record the Deed of Dedication document. 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 3 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 4 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 5 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 6 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 7 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 8 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 9 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 10 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 11 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 12 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 13 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 14 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 15 of 86 6b. ‐ Community and Economic Development Department recommends  acceptance of a deed of dedication for additional right‐of‐way to fulfill a  Page 16 of 86 CITY OF RENTON COUNCIL AGENDA BILL Subject/Title: Fee Waiver request for Carco Theatre - Congressman Adam Smith Town Hall Meeting Meeting: Regular Council - 07 Mar 2011 Exhibits: Fee Waiver or Reduction Request Carco Theatre Rental Agreement Submitting Data: Dept/Div/Board: Community and Economic Development Staff Contact: Suzanne Dale Estey, Economic Development/Government Relations Director x6591 Recommended Action: Refer to Finance Committee Fiscal Impact: Expenditure Required: $ $390 Transfer Amendment: $ Amount Budgeted: $ Revenue Generated: $ Total Project Budget: $ City Share Total Project: $ $390 SUMMARY OF ACTION: Congressman Adam Smith periodically hosts a Town Hall event in Renton for members of the public. Waiving the fees to facilitate this event taking place in Renton is valuable in the City’s intergovernmental relations efforts. This waiver also helps provide for this important opportunity for Renton residents to engage with one of their Congressional representatives about critical issues of the day, and allows Congressman Smith to hear their concerns so he can most effectively represent them. STAFF RECOMMENDATION: Approve fee waiver request 6c. ‐ Community and Economic Development Department requests  approval to waive a Carco Theater rental fee in the amount of $390 Page 17 of 86 H:\CED\EDN\Government Relations\Federal Relations\2011\Fee Waiver Reduction Request Form - Cong Adam Smith 2-11.doc CITY OF RENTON COMMUNITY SERVICES DEPARTMENT FEE WAIVER OR REDUCTION REQUEST Fee Waiver and/or Reduction requests will be submitted for approval to the City Council via the Finance Committee. Name of Group: Congressman Adam Smith Group Contact Person:Luke Baron Contact Number:253-593-6600 Address:2209 Pacific Ave Suite B, Tacoma, WA 98402 Email Address: luke.baron@mail.house.gov Number in Party: approx. 150 Location:Carco Theatre Type of Event:Town Hall Staff Contact Name/Telephone: Suzanne Dale Estey 425-430-6591 What is the total cost of the rental and applicable fees?$390.00 What is the cost of the fee waiver or reduction requested?$390.00 Describe event and explain why a reduction or waiver of fees will benefit the Renton citizens: Congressman Adam Smith periodically hosts a Town Hall event in Renton for members of the public. Waiving the fees to facilitate this event taking place in Renton is valuable in the City’s intergovernmental relations efforts. This waiver also helps provide for this important opportunity for Renton residents to engage with one of their Congressional representatives about critical issues of the day, and allows Congressman Smith to hear their concerns so he can most effectively represent them. Staff Recommendation:Support the request Council Approval cc:Terry Higashiyama Alex Pietsch Suzanne Dale Estey Tim Williams Kris Stimpson Vincent Orduna 6c. ‐ Community and Economic Development Department requests  approval to waive a Carco Theater rental fee in the amount of $390 Page 18 of 86 Rental Agreement- Carco Printed: 22 Feb 2011, 11:42 AM City of Renton Community Services Department Recreation Division CarcoTheatre 1717 Maple Valley Highway, Renton, WA 98057 425-430-6700 425-430-6701 (fax) Carco Theatre Rental Agreement Contract #: Date: 6754 15 Feb 2011 User: vorduna Status: Firm City of Renton Community Services Department, hereby grants Congressman Adam Smith (hereinafter called the "Licensee") represented by Luke Baron, permission to use the Facilities as outlined, subject to the Terms and Conditions of this Agreement contained herein and attached hereto all of which form part of this Agreement. i) Purpose of Use Meeting town hall ii) Conditions of Use iii) Date(s) and Time(s) of Use # of Bookings: 1 Starting: 20 Apr 2011 06:00 PM Ending: 20 Apr 2011 09:00 PM Expected: 0 Facility/Equipment Start Time End TimeBooking Date Rental Fee Add'l Fee Total 06:00 PM 09:00 PM $270.00 $120.00 $390.00 Carco Theatre - Auditorium Wed, Apr 20, 2011 iv) Additional Fees Extra Fee - Bookings Quantity Hours Charge Tax Total Carco House Mgr 1 $45.00 3:00 $0.00 $45.00 Carco Technician 1 $75.00 3:00 $0.00 $75.00 2 $120.00 6:00 $0.00 $120.00 v) Payment Method Rental Fees Additional Fees Rental Total Total Applied Balance $270.00 $120.00 $390.00 $0.00 $390.00 Rental charges are due according to the following schedule: Scheduled Payments Due Date(s)Amount $390.00Wednesday, Apr 20,2011 vi) Other Information Prompt Answer A) Chair Quantity / B) Table Quantity / C) Set-Up Style / D) Audio/Visual Need / Serving Alcohol?No Charging a Fee?No vii) Additional Notes No food or beverage permitted in auditorium. Cancellations made less than 30 days prior to the scheduled event will result in the loss of the entire deposit. Auditorium - Carco Theatre Page: 1 6c. ‐ Community and Economic Development Department requests  approval to waive a Carco Theater rental fee in the amount of $390 Page 19 of 86 Contract #: Date: 6754 15 Feb 2011 User: vorduna Status: Firm Users will leave the facility in the same condition as when they arrived, including restrooms. The cost of any additional cleaning or repairs that require City of Renton staff will be added to the user's bill. Rental time includes all set-up and clean-up. We reserve the right to refuse rental services to any persons or organizations that discriminate or have a history of discrimination on the basis of sex, race, religion or sexual orientation. Events for minors (under 21 years of age) must end by 10:00pm . Initial: _______ It is unlawful to possess or consume alcoholic beverages in any park except in areas designated by the Park Commission. Flammable materials are prohibited. The use of any type of open flame is prohibited. No refunds will be given for inclement weather, violations or Renton Park Commission Rules & Regulations or specific Facility Rules. Refunds will be considered on an individual basis when events are cancelled by the City of Renton. A Certificate of Insurance and Endorsement page, naming the City of Renton as a Primary and Non-contributory Additional Insured, must be submitted and approved by the City of Renton's Human Resources-Risk Management Department 15 days prior to first booking date of contract. The undersigned hereby makes application to the City of Renton for use of the facilities described above and certifies that the information in the application is correct. The undersigned agrees that he/she has the authority to make this application for the applicant. The applicant agrees to exercise the utmost care in the use of the listed premises and property and to indemnify and hold harmless the City of Renton, its agents, assigns and corporate officers, from all liability (ies) resulting from the use of said facility(ies) and further agrees to use only the facility(ies) listed above. Applicant agrees to read and abide by the "Facility Use Rules and Regulations" and the Board of Park Commissioners, "Rules and Regulations" (supplemental brochure). X:X: Title: Community Services StaffLuke Baron Date: City of Renton Community Services Department Date: Congressman Adam Smith 2209 Pacific Ave Suite B Tacoma WA 98402 Home: ()Business: (253)593-6600Fax: () Email Address: Page: 2 6c. ‐ Community and Economic Development Department requests  approval to waive a Carco Theater rental fee in the amount of $390 Page 20 of 86 CITY OF RENTON COUNCIL AGENDA BILL Subject/Title: Cedar River Trail - Trestle Bridge Repair at Maplewood Roadside Park Meeting: Regular Council - 07 Mar 2011 Exhibits: Issue Paper Discretionary Work Request for King County Road Services CAG-08-180 King County Interlocal for Road Services Submitting Data: Dept/Div/Board: Community Services Staff Contact: Todd Black x-6571 Recommended Action: Refer to Finance Committee Fiscal Impact: Expenditure Required: $ $170,000 Transfer Amendment: $ Amount Budgeted: $ $170,000 Revenue Generated: $ Total Project Budget: $ $170,000 City Share Total Project: $ SUMMARY OF ACTION: The existing east wood abutment, wood footings and sills and 20 of the wood columns of the trestle bridge at Maplewood Roadside Park have dry rot and are in the process of failure. This has started to jeopardize the safety of the trestle bridge, which supports a portion of the Cedar River Trail. An independent structural engineer recommends this work be completed within varying time periods, from now through the next two years. Since the trestle bridge needs to be raised to perform the repair work, staff recommends proceeding at this time with all identified work recommended to be completed within the two year time period. This project is identified in the 316 fund under Structural Reviews and Repairs and has a budget of $25,388 recommended to be carried forward as part of a Carry Forward Budget Adjustment. A transfer of funds as part of the Carry Forward Budget Adjustment in the amount of $144,612 will fund the balance of this $170,000 Discretionary Work Request. Renton has an interlocal agreement with the King County Road Services Division, and their staff performs repairs to all trestle bridges as a part of the County-wide regional trail system; staff recommends King County for this work. STAFF RECOMMENDATION: Approve a Discretionary Work Request with King County Road Services to repair the Cedar River Trail trestle bridge at Maplewood Roadside Park in the amount of $170,000.00 and authorize the funding request. 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 21 of 86 h:\parks\capital project coordinator\projects a-z\cedar river trail - various projects\trestle inspection and repair\king county\trestlebridge-issuepapermemo.doc COMMUNITY SERVICES DEPARTMENT M E M O R A N D U M DATE:February 28, 2011 TO:Terri Briere, Council President Members of the Renton City Council VIA:Denis Law, Mayor FROM:Terry Higashiyama, Community Services Administrator STAFF CONTACT:Leslie Betlach, Parks Planning and Natural Resources Director (x-6619) Todd Black, Capital Project Coordinator (x-6571) SUBJECT:Cedar River Trail - Trestle Bridge Repair at Maplewood Roadside Park – Agreement for Services ISSUE: Should the Mayor and City Clerk be authorized to proceed under an existing interlocal agreement with King County Road Services Division to replace the east trestle wood abutment, replace the wood footings and sill plates for six support bents, and replace 20 wood columns? RECOMMENDATION: Authorize the Mayor and City Clerk to execute the Discretionary Work Request with King County Road Services Division in the amount of $170,000.00. BACKGROUND SUMMARY: The existing east abutment, wood footings and sills, and 20 of the wood columns have dry rot and are in the process of failure. This has started to jeopardize the safety of the trestle bridge, which supports a portion of the Cedar River Trail. An independent structural engineer recommends this work be completed within varying time periods, from now through the next two years. Since the trestle bridge needs to be lifted for the work, staff believes it most feasible to proceed with all recommended work within the two year time period, at one time. Renton has an interlocal agreement with the King County Road Services Division, and their staff has extensive experience with trestle bridge repair, as King County performs repairs to all trestle bridges of the County-wide trail system. Staff recommends King County Road Services Division for this repair work. Staff has reviewed the Discretionary Work Request for completeness, inclusion of all required forms, and mathematical correctness of the Request. All of the paperwork is in order. Staff proposes to accept the Time and Materials budget Discretionary Work Request with a maximum fee of $170,000.00. 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 22 of 86 Terri Briere, Council President Page 2 of 2 February 28, 2011 h:\parks\capital project coordinator\projects a-z\cedar river trail - various projects\trestle inspection and repair\king county\trestlebridge-issuepapermemo.doc The project is currently identified under Structural Reviews and Repairs - 316.332028.020.594.76.63.000 - and has a 2010 balance of $25,388 being recommended to be carried forward. The remaining funding will require a transfer of funds as part of a carry forward budget adjustment: Lighting System Upgrades at Philip Arnold Park 316.332023.020.594.76.63.000 Capital Improvement Program, Major Maintenance - $97,915.00 Shoreline and Bank Stabilization 316.332024.020.594.76.63.000 Capital Improvement Program, Parks Maintenance - $46,697.00 CONCLUSION: Replacing the east abutment, six bent footings and sills, and 20 wood columns will prolong the useful life of the trestle bridge along the Cedar River Trail at Maplewood Roadside Park. Cc:Jay Covington, Chief Administrative Officer Iwen Wang, Finance Administrator 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 23 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 24 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 25 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 26 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 27 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 28 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 29 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 30 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 31 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 32 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 33 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 34 of 86 6d. ‐ Community Services Department recommends approval of a  contract with King County Road Services Division in the amount of Page 35 of 86 CITY OF RENTON COUNCIL AGENDA BILL Subject/Title: Resolution adopting revised Fair Practices policy Meeting: Regular Council - 07 Mar 2011 Exhibits: Issue Paper Resolution Submitting Data: Dept/Div/Board: Human Resources Staff Contact: Nancy Carlson, HRRM Administrator Recommended Action: Council concur Fiscal Impact: Expenditure Required: $ n/a Transfer Amendment: $ Amount Budgeted: $ Revenue Generated: $ Total Project Budget: $ City Share Total Project: $ SUMMARY OF ACTION: The City recently revised its Fair Practices Policy and Procedure to reflect current legal requirements with regard to equal employment opportunity guidelines. It is customary for the Fair Practices policy changes to be adopted by resolution. A copy of the policy summary is then routinely provided in bid calls and to all contractors, sub-contractors, consultants and suppliers conducting business with the City of Renton. Equal employment guidelines have changed and the policy summary has not been revised in some time; it was also necessary to delete references to outdated programs, such as the Affirmative Action Plan. STAFF RECOMMENDATION: Adopt a resolution authorizing the revised Fair Practices policy. 6e. ‐ Human Resources and Risk Management Department recommends  adoption of a resolution authorizing a revised Fair Practices policy.   Page 36 of 86 6e. ‐ Human Resources and Risk Management Department recommends  adoption of a resolution authorizing a revised Fair Practices policy.   Page 37 of 86 6e. ‐ Human Resources and Risk Management Department recommends  adoption of a resolution authorizing a revised Fair Practices policy.   Page 38 of 86 6e. ‐ Human Resources and Risk Management Department recommends  adoption of a resolution authorizing a revised Fair Practices policy.   Page 39 of 86 6e. ‐ Human Resources and Risk Management Department recommends  adoption of a resolution authorizing a revised Fair Practices policy.   Page 40 of 86 CITY OF RENTON COUNCIL AGENDA BILL Subject/Title: Sublease Renewal from Bosair, LLC to Ace Aviation, Inc. Meeting: Regular Council - 07 Mar 2011 Exhibits: Operating Permit and Agreement; Commercial Lease Agreement Submitting Data: Dept/Div/Board: Public Works Staff Contact: Ryan Zulauf, Airport Manager, (extension 7471) Recommended Action: Refer to Transportation/Aviation Committee Fiscal Impact: Expenditure Required: $ N/A Transfer Amendment: $ Amount Budgeted: $ N/A Revenue Generated: $ Total Project Budget: $ N/A City Share Total Project: $ SUMMARY OF ACTION: Bosair, LLC subleases the premises at 289 East Perimeter Road to Ace Aviation, Inc. under Operating Permit PAG 04-004, which expired December 31, 2010. Bosair has entered into a new sublease with Ace Aviation, Inc. and is requesting a new Operating Permit and Agreement for the sublease. There is no change to the purpose of use and the term of the Operating Permit and Agreement will match that of the ground lease, expiring on July 5, 2020. The operation of an aircraft maintenance facility is an approved purpose of use per the Purpose of Use Section of lease LAG 003-86. STAFF RECOMMENDATION: Approve the sublease between Bosair, LLC to Ace Aviation, Inc. and authorize the Mayor and City Clerk to sign the Operating Permit and Agreement with Ace Aviation, Inc. 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 41 of 86 H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc PAG _ OPERATING PERMIT AND AGREEMENT between the City of Renton and Ace Aviation,Inc. THIS IS A PERMIT TO OPERATE AN AVIATION RELATED ACTIVITY UPON THE RENTON MUNICIPAL AIRPORT AND AN AGREEMENT (hereinafter "Operating Permit") between THE CITY OF RENTON, a Washington municipal corporation (hereinafter "Permitter"), and Ace Aviation, Inc., a Washington corporation (hereinafter "Permittee"). IN CONSIDERATION ofthe covenants and agreements hereinafter set forth,the parties agree as follows: 1. ACKNOWLEDGEMENT OF SUB-LEASE: 1.1. Pursuant to lease agreement LAG 003-86, executed on August 1, 1986, between the City of Renton and John,Julie and Terrance Lien, and the Assignment of Lease executed on March 8, 2001, between John,Julie and Terrance Lien and Bosair LLC, the City of Renton (Landlord) granted lease LAG 003-86, of the subject premises to Bosair LLC, as Lessee, for the purpose of operating a Fixed Based Operation, which includes aircraft rebuilding and maintenance, aircraft modification, light manufacturing, engineering and sales, storage of aircraft parts, employee and customer parking and tiedown and storage of aircraft. 1.2. Thereafter, Bosair LLC (Lessee) sublet the subject premises to Ace Aviation, Inc., (Permittee) by sublease agreement, PAG 04-004, originally executed on April 1, 2004, for the purpose of operating an aviation maintenance and related aircraft business located at 289 East Perimeter Road. 1.3. Thereafter, Bosair LLC (Lessee) renewed the sublease of the subject premises to Ace Aviation, Inc. (Permittee) by sublease agreement dated December 1, 2010, for the purpose of operating an aviation maintenance facility and related aircraft business located at 289 East Perimeter Road. 2. GRANT OF OPERATING PERMIT: 2.1. Description of Premises: The premises leased by Ace Aviation, Inc. the Permittee, is described in the sub-lease as: The property located at 289 East Perimeter Road, Renton, WA 98057 (see Exhibit A Lease Map, attached), hereafter referred to as the "Premises." 2.2 Common Areas: Permitee, and its authorized representatives, subtenants, assignees, agents, invitees, and licensees, shall have the right to use, in common with others, on a non-exclusive basis and subject to the Airport Regulations and Minimum Standards (as OPERATING PERMIT 1 City of Renton to Ace Aviation, Inc. 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 42 of 86 H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc they may be amended from time to time) pursuant to Section 8.5 below, the public portion of the Renton Municipal Airport (Aka Clayton Scott Field. Hereinafter referred to as "Airport"), including the runway and other public facilities provided thereon. 2.2.1 Notwithstanding anything in this Operating Permit to the contrary, Permitter acknowledges that direct access to the taxiways and runway from the Premises is essential to the conduct of Permittee's business on the Premises and, except, during construction activities occurring on the taxiways, runway or weather related events, Permitter shall ensure that Permittee and its representatives, subtenants, assignees, agents, invitees, and licensees have direct access to the taxiways and runway at all times during the Term, PROVIDED that if Permitter plans any construction activity on the taxiways or runway, Permitter will schedule such activity so as not to interfere with Permittee's use of the Premises, the taxiways, or the runway, will notify Permittee of any plans for such activity not less than six months in advance of the commencement of such activity, and will consult and coordinate with Permittee to ensure that such activity does not interfere with Permittee's use of the Premises, the taxiways, or runway, except that in the case of an emergency Permitter may proceed with such activity without notice to the Lessee and will use its best reasonable efforts not to interfere with Permittee's use of the Premises, taxiway, or runway in addressing such emergency. For purposes of this provision, an "emergency" is a condition that presents an imminent threat of bodily injury to or death of any person or loss of or significant amage to any property. 3. CONDITIONS: 3.1. Specific Conditions: This Operating Permit, and Permittee's rights and permitted uses under this Operating Permit, are subject to the following: 3.1.1 Easements, restrictions and reservations of record; 3.1.2 The Airport Regulations and Minimum Standards pursuant to Section 8.5 below, including Permitter's standards concerning operation of aviation activities from the Airport; and 3.1.3 All such non-discriminatory charges and fees for use ofthe Airport as may be established from time to time by Permitter as set out in Section 5.3 of this Operating Permit. 3.2. No Conveyance of Airport: This Operating Permit shall in no way be deemed to be a conveyance of the Airport, and shall not be construed as providing any special privilege for any public portion of the Airport except as described herein. The Permitter reserves the absolute right to lease or permit the use of any portion of the Airport for any purpose deemed suitable for the Airport, except that portion that is leased hereby. OPERATING PERMIT 2 City of Renton to Ace Aviation, Inc. 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 43 of 86 H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc 3.3. Nature of Permitter's Interest: It is expressly understood and agreed that Permitter holds and operates the Airport, and the Premises under and subject to a grant and conveyance thereof to Permitter from the United States of America, acting through its Reconstruction Finance Corporation, and subject to all the reservations, restrictions, rights, conditions, and exceptions of the United States therein and thereunder, which grant and conveyance has been filed for record in the office of the Recorder of King County, Washington, and recorded in Volume 2668 of Deeds, Page 386; and further that Permitter holds and operates said Airport and Premises under and subject to the State Aeronautics Acts of the State of Washington (chapter 165, laws of 1947), and any subsequent amendments thereof or subsequent legislation of said state and all rules and regulations lawfully promulgated under any act or legislation adopted by the State of Washington or by the United States or the Federal Aviation Administration. It is expressly agreed that the Permittee also accepts and will hold and use this Operating Permit and the Premises subject thereto and to all contingencies, risks, and eventualities of or arising out of the foregoing, and if this Operating Permit, its Term, or any conditions or provisions of this Operating Permit are or become in conflict with or impaired or defeated by any such legislation, rules, regulations, contingencies or risks,the latter shall control and, if necessary, modify or supersede any provision of this Operating Permit affected thereby, all without any liability on the part of, or recourse against, Permitter in favor of Permittee, provided that Permitter does not exceed its authority under the foregoing legislation, rules and regulations. 3.4. Future Development/Funding: Subject always to Permittee's rights under Section 2.2.1of this Operating Permit, nothing contained in this Operating Permit shall operate or be construed to prevent or hinder the future development, improvements, or operation of Airport by Permitter, its agents, successors or assigns, or any department or agency of the State of Washington or of the United States, or the consummation of any loan or grant of federal or state funds in aid of the development, improvement, or operation of the Renton Municipal Airport, but Permitter's exercise of such rights shall not unreasonably interfere with Permittee's rights under this Operating Permit. 4. TERM OF LEASE, SUBLEASE AND OPERATING PERMIT: Permit Term: The Term ofthis Operating Permit is 9 years 7 months (approximately 9.6 years), commencing on December 1, 2010 and terminating on July 5, 2020. In no event will the term of the Operating Permit and Agreement be extended beyond July 5, 2020. 5. RENTAL: 5.1. Rent on lease: As rental for the premises described in LAG 003-86 and Addenda thereto, Lessee has agreed to pay Permitter a monthly rental in the sum of two thousand nine hundred fifty-six dollars and seventy-one cents ($2,956.71) commencing on December 1, 2010 which does not include leasehold excise tax. The Rental amount set out herein is subject to Periodic Rental Adjustments as set out in Lease LAG 003-86, Addendum 6-10. OPERATING PERMIT 3 City of Renton to Ace Aviation, Inc. 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 44 of 86 H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc 5.2. Rent on sublease: As rental for the premises described in Section 2, above, during the term of this Permit,Permittee has agreed to pay Lessee an annual rental of forty-eight thousand dollars and no cents ($48,000} per year or a monthly rental in the sum of four thousand dollars and no cents ($4,000} commencing on December 1, 2010 which does not include leasehold excise tax. In the event Lessee fails to pay the rent identified in Section 5.1., above, and any future rental rate increases,then Permittee may, whether Permittee subleases all or part of Lessee's Airport leasehold interest as described in LAG 003-86 and addenda thereto, pay said rent, when due. In the event neither the Lessee nor Permittee pay said rent, then the Permitter may terminate this permit with ten (10) days' notice. 5.3. Other Charges: Permittee further agrees to pay, in addition to the rental specified and other charges hereinabove defined, all fees and charges now in effect or hereafter levied or established by Permitter, or its successors, or by any other governmental agency or authority, being or becoming levied or charged against the premises, structures, business operations, or activities conducted by or use made by Permittee of, on, and from the leased premises which shall include, but not be limited to, all charges for light, heat, gas, power, garbage, water and other utilities, Aircraft Rescue and Fire Fighting services or services rendered to said premises. In the event Lessee fails to pay the other charges identified in this Section 5.3.,then Permittee may, whether Permittee subleases all or part of Lessee's Airport leasehold interest as described in LAG 003-86 and addenda thereto, pay said other charges, when due. In the event neither the Lessee nor Permittee pay said other charges, then the Permitter may terminate this permit with ten (10) days' notice. 5.4. Leasehold Excise Tax: In the event that the State of Washington or any other governmental authority having jurisdiction thereover shall hereafter levy or impose any similar tax or charge on the leasehold estate described herein, and Lessee fails to pay said tax or charge, then Permittee may, whether Permittee subleases all or part of Lessee's Airport leasehold interest as described in LAG 003-86 and addenda thereto, pay said tax or charge, when due. Such tax or charge shall be in addition to the regular monthly rentals. In the event neither the Lessee nor Permittee pay said tax or charge,then the Permitter may terminate this permit with ten {10) days' notice. 6. PAYMENT OF UTILITIES AND RELATED SERVICES. 6.1. Whether Permittee subleases all or part of Lessee's Airport leasehold interest as described in LAG 003-86 and addenda thereto, if Lessee fails to pay such utilities and service charges,then Permittee may pay all light, heat, gas, power, garbage, water, sewer and janitorial service used in or on the Premises when due. In the event neither the Lessee nor the Permittee pay said utility or service charges, then the Permitter may terminate this Permit with ten (10) days' notice. 6.2. Permitter shall not be liable for any loss or damage caused by or resulting from any variation, interruption, or failure of said utility services due to any cause whatsoever; and no OPERATING PERMIT 4 City of Renton to Ace Aviation, Inc. 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 45 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-20ll.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-20ll.doc temporary interruption or failure of such services incident to the making of repairs, alterations or improvements, or due to accident, strike, act of God, or conditions or events not under Permitter's control, shall be deemed a breach of the Permit or as an eviction of Permittee, or relieve Permittee from any of its obligations hereunder. 7. PERMITTEE'S ACCEPTANCE OF PREMISES. 7.1. Acceptance of Premises: By occupying the Premises, Permittee formally accepts the same in AS IS condition, and acknowledges that the Permittor has complied with all the requirements imposed upon it under the terms of this Permit with respect to the condition of the Premises at the commencement of this term. Permittee hereby accepts the premises subject to all applicable zoning, municipal, county and state laws, ordinances and regulations governing and regulating the use of the premises, and accepts this Permit subject thereto and to all matters disclosed thereby and by any exhibits attached hereto. Permittee acknowledges that neither Permittor nor Permitter's agent has made any representation or warranty as to the suitability of the Premises for the conduct of Permittee's business or use. Except as otherwise provided herein, Permittor warrants Permittee's right to peaceably and quietly enjoy the premises without any disturbance from Permittor, or others claiming by or through Permittor. 8. PURPOSE AND USE: 8.1. Use of Premises: The Premises are leased to the Permittee for the following described purpose: 8.1.1. Operation of an aviation maintenance and related aircraft business in accordance with the Airport Regulations and Minimum Standards pursuant to Section 8.5 below: 8.2. Continuous Use: Permittee covenants that the premises shall be continuously used for those purposes during the term of the Permit, shall not be allowed to stand vacant or idle, and shall not be used for any other purpose without Permitter's written consent first having been obtained. Consent of Permittor to other types of activities will not be unreasonably withheld. 8.3. Non-Aviation Uses Prohibited: Permittee agrees that, except as expressly provided above,the Premises may not be used for uses or activities that are not related, directly or indirectly, to aviation. 8.4. Signs: No advertising matter or signs shall be at any time displayed on the leased premises or structures without the written approval of Permittor, which will not be unreasonably withheld. One sign, of the type and dimensions specified by the Airport 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 46 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc Manager, shall be permitted to be displayed on the Rainier and Airport Way entrance fences through the termination date of this permit. 8.5. Conformity with Rules: Permittee further covenants to keep and operate the Premises and all structures, improvements, and activities in conformity with all rules, regulations and laws now or hereafter adopted by Permitter, including the Airport Regulations and Minimum Standards which are incorporated herein by this reference, the Federal Aviation Administration,the State Aeronautics Commission, or other duly constituted governmental authority, all at Permittee's cost and expense. 8.6. Waste; Nuisance; Illegal Activities: Tenant shall not permit any waste, damage, or injury to the Premises or improvements thereon, nor allow the maintenance of any nuisance thereon, nor the use thereof for any illegal purposes or activities. 8.7. Increased Insurance Risk: Permittee shall not do or permit to be done in or about the Premises anything which will be dangerous to life or limb, or which will increase any insurance rates upon the Premises or other buildings and improvements at the Airport. 8.8. Aircraft Registration Compliance: The Permittee is hereby notified of the Washington State law concerning aircraft registration and the requirement that tenant comply therewith. See Title 47.68.250 RCW: Public Highways and Transportation. 9. HAZARDOUS SUBSTANCE USE: 9.1. Permittee's Representation and Warranty: Permittee shall not dispose of or otherwise allow the release of any Hazardous Substances in, on or under the Premises, or the Property, or in any Permittee improvements or alterations placed on the Premises by Permittee. Permittee represents and warrants to Permitter that Permittee's intended use of the Premises does not and will not involve the use, production, disposal or bringing on to the Premises of any hazardous substance, hazardous material, waste, pollutant, or contaminant, as those terms are defined in any federal, state, county, or city law or regulation (collectively, "Hazardous Substances") other than fuels, lubricants and other products which are customary and necessary for use in Permittee's ordinary course of business, provided that such products are used, stored and disposed of in accordance with applicable laws and manufacturer's and supplier's guidelines. Permittee shall promptly comply with all laws and with all orders, decrees or judgments of governmental authorities or courts having jurisdiction, relating to the use, collection, treatment, disposal, storage, control, removal or cleanup by Permittee of Hazardous Substances, in, on or under the Premises, or incorporated in any improvements or alterations made by Permittee to the Premises, at Permittee's sole cost and expense. 9.2. Standard of Care: Permittee agrees to use a high degree of care to be certain that no Hazardous Substances are improperly used, released or disposed in, on or under the 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 47 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc Premises during the Term by Permittee, or its authorized representatives, or are improperly used, released or disposed on the Premises by the act of any third party. 9.3. Compliance Notification: In the event of non-compliance by Permittee, after notice to Permittee and a reasonable opportunity for Permittee to effect such compliance, Permitter may, but is not obligated to, enter upon the Premises and take such actions and incur such costs and expenses to effect such compliance with laws as it deems advisable to protect its interest in the Premises, provided, however that Permitter shall not be obligated to give Permittee notice and an opportunity to effect such compliance if (i) such delay might result in material adverse harm to the Premises or the Airport, or (ii) an emergency exists. Permittee shall reimburse Permitter for the full amount of all costs and expenses incurred by Permitter in connection with such compliance activities and such obligation shall continue even after expiration or termination of the Term. Permittee shall notify Permitter immediately of any release of any Hazardous Substances in, on or under the Premises. 9.4. Indemnity: 9.4.1. Permitter shall have no responsibility to the Permittee, or any other third party, for remedial action under R.C.W. Chapter 70.1050, or any other federal, state, county or municipal laws, in the event of a release of or disposition of any Hazardous Substances in, on or under the Premises during the Term that were caused by Permittee. Permittee shall defend, indemnify and hold harmless Permitter from any obligation or expense, including, but not limited to, fees incurred by the Permitter for attorneys, consultants, engineers, damages, environmental resource damages, and remedial action under R.C.W. Chapter 70.1050, arising by reason of the release or disposition of any Hazardous Substances in, on or under the Premises during the Term that are caused by Permittee. 9.4.2. Permittee shall have no responsibility to the Permitter, or any other third party, for remedial action under R.C.W. Chapter 70.1050, or other federal, state, county or municipal laws, nor shall Permittee have any other liability or responsibility of any kind, in the event of the presence, release, or disposition of any Hazardous Substance on, in, or under the Premises unless such presence, release, or disposition of any Hazardous Substance was caused by Permittee. Permitter shall defend, indemnify and hold harmless Permittee, any financial institution or entity which finances in whole or in part Permittee's construction on the Premises, and their directors, officers, agents, employees, and contractors (collectively, "lndemnitees") from any claims (including without limitation third party claims for personal injury or real or personal property damage), actions, administrative proceedings, judgments, penalties, fines, liability, loss, damage, obligation or expense, including, but not limited to, fees incurred by Permittee or any Indemnitee for attorneys, consultants, engineers, damages, environmental resource damages, and remedial action under R.C.W. Chapter 70.1050 or other Remediation, arising from or in connection with the presence, suspected presence, release or suspected release of any Hazardous Substances in, on or under the Premises that is not caused, in whole or in part, by Permittee or the lndemnitees. 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 48 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc 9.4.3. The provisions of this Subsection 9.4 shall survive the expiration or sooner termination of the Term of this Operating Permit. No subsequent modification or termination of this Operating Permit by agreement of the parties or otherwise shall be construed to waive or to modify any provisions of this Section unless the termination or modification agreement or other document expressly so states in writing. 9.5. Dispute Resolution: In the event of any dispute between the parties concerning whether any Hazardous Substances were brought onto the Premises by Permittee, or whether any release of or disposition of any Hazardous Substance was caused by Permittee,the parties agree to submit the dispute for resolution by arbitration upon demand by either party. Each party shall select one (1) arbitrator. The two (2) selected arbitrators, if unable to agree within a period ofthirty (30) days after such appointment, as that term is defined in Section 9.5.1of this Operating Permit, shall select a third arbitrator. The arbitrators shall be environmental consultants with experience in the identification and remediation of Hazardous Substances. The arbitrators shall make their decision in writing within sixty (GO) days after their appointment, unless the time is extended by the agreement of the parties. The decision of a majority of the arbitrators shall be final and binding upon the parties. Each party shall bear the cost of the arbitrator named by it. The expenses of the third arbitrator shall be borne by the parties equally. 9.5.1Appointed Arbitrators: The two appointed arbitrators shall meet, and shall make their decision in writing within thirty (30) days after the date of their appointment. If the appointment date for either arbitrator is later than the other, the latter date shall be the appointment date for purposes of the thirty (30) day deadline. If the two arbitrators are unable to agree within a period of thirty (30) days after such appointment, they shall, within a period of thirty (30) days after the first thirty (30) day period, select a third arbitrator. If such third arbitrator has not been selected or if such third arbitrator has not accepted such appointment within such thirty (30) day period, either Permitter or Permittee may apply to the head of the Seattle office of the American Arbitration Association to appoint said third arbitrator. 10. MAINTENANCE: 10.1. Maintenance of Premises: The Premises and all of the improvements or structures thereon and authorized by the Permitter for use by the Permittee, shall be used and maintained by Permittee in an operable, neat, orderly, and sanitary manner. Permitter shall not be called upon to make any improvements, alteration, or repair of any kind upon the Premises. Permittee is responsible for the clean-up and proper disposal at reasonable and regular intervals of rubbish,trash, waste and leaves around the Premises, including that blown against fences bordering the Premises, whether as a result of the Permittee's activities or having been deposited upon the Premises from other areas. Permittee shall maintain in good condition and repair the Premises, subject to ordinary wear and tear, including without 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 49 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc limitation, the interior and exterior walls, floors, roof, and ceilings, and any structural portions of the Premises the exterior and interior portions of all doors, windows,glass, utility facilities, plumbing and sewage facilities within the building or under the floor slab including free flow up to the main sewer line, parking areas, landscaping, fixtures, heating, ventilating and air conditioning, including exterior mechanical equipment, exterior utility facilities, and exterior electrical equipment serving the Premises. Permittee shall make all repairs, replacements and renewals, whether ordinary or extraordinary, anticipated or unforeseen,that are necessary to maintain the Premises in the condition required by this Section. 10.2. Maintenance, Repair and Marking of Pavement: Permittee shall be responsible for, and shall perform, the maintenance, repair and marking {painting) of pavement surrounding the buildings within and on the Premises. Such maintenance and repair shall include, as a minimum, crack filling, weed control, slurry seal and the replacement of unserviceable concrete or asphalt pavements, as necessary. To the degree the concrete and asphalt pavements are brought to FAA standards at any time during the Term of this Lease, Permittee shall maintain the concrete and asphalt pavements in such condition. 10.3. Removal of Snow/Floodwater/Mud: Permittee shall be responsible for removal of snow and/or floodwaters or mud deposited there from the Premises and those areas of the sublease utilized by the Permittee, with the disposition thereof to be accomplished in such a manner so as to not interfere with or increase the maintenance activities of Permitter upon the public areas of the Airport. 10.4. Permitter May Perform Maintenance: If Permittee fails to perform Permittee's obligations under this Section, Permitter may at its option {but shall not be required to) enter the Premises, after thirty {30) days' prior written notice to Permittee, and put the same in good order, condition and repair, and the cost thereof together with interest thereon at the rate of twelve {12%) percent per annum shall become due within thirty {30) days of the date of the invoice. 11. ALTERATIONS. 11.1. Protection from Liens: Before commencing any work relating to alterations, additions and improvements affecting the Premises {"Work"), Permittee shall notify Permitter in writing of the expected date of commencement of the Work. Permittee shall pay, or cause to be paid, all costs of labor, services and/or materials supplied in connection with any Work. Permittee shall keep the Premises free and clear of all mechanics' and materialmen's liens and other liens resulting from any Work. Permittee shall have the right to contest the correctness or validity of any such lien if, immediately on demand by Permitter, it procures and records a lien release bond issued by a responsible corporate surety in an amount sufficient to satisfy statutory requirements therefor in the State of Washington. Permittee shall promptly pay or cause to be paid all sums awarded to the claimant on its suit, and, in any event, before any execution is issued with respect to any judgment obtained by the claimant in its suit or before 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 50 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc such judgment becomes a lien on the Premises, whichever is earlier. If Permittee shall be in default under this Section, by failing to provide security for or satisfaction of any mechanic's or other liens, then Permitter may, at its option, in addition to any other rights or remedies it may have, discharge said lien by (i) paying the claimant an amount sufficient to settle and discharge the claim, (ii) procuring and recording a lien release bond, or (iii) taking such other action as Permitter shall deem necessary or advisable, and, in any such event, Permittee shall pay, on Permitter's demand, all reasonable costs (including reasonable attorney fees) incurred by Permitter in settling and discharging such lien together with interest thereon at the rate of twelve (12%) percent per year from the date of Permitter's payment of said costs. Permitter's payment of such costs shall not waive any default of Permittee under this Section. 11.2. Bond: At any time Permittee either desires to or is required to make any repairs, alterations, additions, improvements or utility installation thereon, or otherwise, Permitter may at its sole option require Permittee, at Permittee's sole cost and expense, to obtain and provide to Permitter a performance bond in an amount equal to one and one-half (1-1/2) times the estimated cost of such improvements, to insure Permitter against liability for mechanics and materialmen's liens and to insure completion of the work. 11.3. Permitter May Make Improvements: Permittee agrees that Permitter may, at its option and at its expense, make repairs, alterations or improvements which Permitter may deem necessary or advisable for the preservation, safety, or improvement of utilities or Airport infrastructure on the Premises, if any. Permitter shall provide ten {10) days' advance notice of any such work and use reasonable efforts to not interfere with Permittee's use of the Premises during any such work. 11.4 Improvements: As further consideration for this Operating Permit, it is agreed that upon the expiration or sooner termination of the Term, all structures and any and all improvements of any character whatsoever installed on the Premises shall be and become the property of the Permitter, and title thereto shall automatically pass to Permitter at such time, and none of such improvements now or hereafter placed on the Premises shall be removed therefrom at any time without Permitter's prior written consent. During the Term, Permittee shall hold title to all improvements placed by Permittee on the Premises. Permittee covenants and agrees that Permittee will pay and satisfy in full all outstanding liens, or other debts, affecting or encumbering such improvements before transfer of ownership of such improvements to Permitter upon the expiration or sooner termination of the Term. Alternatively, Permitter may, at its option, require Permittee, upon the expiration or sooner termination of the Term, if any, to remove any and all improvements and structures installed by Permittee from the Premises and repair any damage caused thereby, at Permittee's expense. 11.5. Notification of Completion: Upon completion of capital improvements made on the Premises, it is the Permittee's responsibility to promptly notify Permitter of such completion. 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 51 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc 12. ASSIGNMENT: 12.1. Assignment/Subletting: Permittee shall not voluntarily assign or encumber its interest in this Operating Permit or in the Premises, or sublease any part or all of the Premises, without Permitter's prior written consent, which consent shall not be unreasonably withheld, conditioned, or delayed. Any assignment, encumbrance or sublease without Permitter's consent shall be void and shall constitute a default by Permittee under this Operating Permit. No consent to any assignment or sublease shall constitute a waiver of the provisions of this Section and no other or subsequent assignment or sublease shall be made without Permitter's prior written consent. Before an assignment or sub-lease will be approved, the proposed assignee or sub-Permittee must comply with provisions of the then current Airport Leasing Policies, including, but not limited to the "Analysis of Tenant's Financial Capacity," independent of Permittee's compliance or Financial Capacity. If Permittee is a corporation, the transfer of a majority of Permittee's stock shall constitute an assignment for purposes of this paragraph. In no event will the assignment of the full leasehold interest or the complete sale of the stock or other interests in the entity constituting Tenant/Permitee and concomitant transfer of ownership of said entity cause an extension of the Term of this Operating Permit. 12.2. Permitted Subletting: Notwithstanding the provisions of Section 12.1. above, Permittee may sublet portions of the Premises for the purpose of aircraft hangar storage and airplane tie-down space, without Permitter's prior written consent, on a month-to-month or longer basis (but not longer than the Term), provided that Permitter is informed on at least an annual basis, in writing, of the name of the subtenant(s), the purpose of the sublease, the amount of the rental charged, and the type of aircraft stored (make, model and registration number). Additionally, such information shall be disclosed upon request of Permitter. 12.3. Conditions to Assignment or Sublease: Permittee agrees that any instrument by which Permittee assigns or sublets all or any portion of the Premises shall (i) incorporate this Operating Permit by reference, (ii) expressly provide that the assignee or subtenant may not further assign or sublet the assigned or sublet space without Permitter's prior written consent (which consent shall not, subject to Permitter's rights under this Section, be unreasonably withheld, conditioned, or delayed), (iii) acknowledge that the assignee or subtenant will not violate the provisions of this Operating Permit, and (iv) in the case of any assignment, acknowledge that Permitter may enforce the provisions of this Operating Permit directly against such assignee. 12.4. Documentation: No permitted subletting by Permittee shall be effective until there has been delivered to Permitter a copy of the sublease and an executed Operating Permit and Agreement in which the subtenant agrees not to violate and to act in conformity with the terms and provisions of this Operating Permit; provided, that no Operating Permit 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 52 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-20ll.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-20ll.doc shall be required for the subletting of hangar or tie-down space for aircraft storage purposes. No permitted assignment shall be effective unless and until there has been delivered to Permitter a counterpart of the assignment in which the assignee assumes all of Tenant's obligations under this Operating Permit arising on or after the date of the assignment. 12.5. No Release of Permittee's Liability: Neither an assignment nor subletting, shall be deemed a waiver of any of the provisions of this Section or release Permittee from its obligation to comply with the terms and provisions of this Operating Permit and Permittee shall remain fully and primarily liable for all of Permittee's obligations under this Operating Permit, unless Permitter otherwise agrees in writing. Notwithstanding the foregoing, in the event that Permitter's consent to assignment is obtained for a complete assignment and Assignee agrees in writing to assume all of the obligations and liabilities of this Operating Permit accruing after such assignment, Permittee shall be relieved of all liability arising from this Operating Permit and arising out of any act, occurrence or omission occurring after Permitter's consent is obtained. To the extent that any claim for which indemnification ofthe Permitter (including with respect to Hazardous Substances) arises after Permittee's complete assignment for conduct predating said assignment, the Permittee shall not be relieved of obligations or liability arising from this Operating Permit. 12.6. No Merger: Without limiting any of the provisions of this Section, if Permittee has entered into any subleases of any portion of the Premises, the voluntary or other surrender of this Operating Permit by Permittee, or a mutual cancellation by Permitter and Permittee, shall not work a merger and shall terminate all or any existing subleases or subtenancies. 13. DEFAULT: 13.1 Default: The occurrence of any of the following shall constitute a default by Permittee under this Operating Permit: 13.1.1. Failure to Comply with Airport Regulations and Minimum Standards: Failure to comply with the Airport Regulations and Minimum Standards, if the failure continues for a period of twenty-four (24) hours after notice of such default is given by Permitter to Permittee. If the failure to comply cannot reasonably be cured within twenty-four (24) hours, then Permittee shall not be in default under this Operating Permit if Permittee commences to cure the failure to comply within twenty-four (24) hours and diligently and in good faith continues to cure the failure to comply. However, said inability to cure within twenty-four (24) hours, diligence and good faith notwithstanding, cannot be based on financial incapacity. 13.1.2. Other Defaults: Failure to perform any other provision of this Operating Permit, if the failure to perform is not cured within thirty (30) days after notice of such default has been given by Permitter to Permittee. If the default cannot reasonably be cured within thirty {30) days, then Permittee shall not be in default under this Operating Permit if Permittee 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 53 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-20ll.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-20ll.doc commences to cure the default within thirty (30} days and diligently and in good faith continues to cure the default. 13.1.3. Appointment of Trustee or Receiver: The appointment of a trustee or receiver to take possession of substantially all of the Permittee's assets located at the Premises or of Permittee's interest in this Operating Permit, where possession is not restored to Permittee within sixty (60) days; or the attachment, execution or other judicial seizure of substantially all of Permittee's assets located at the Premises or of Permittee's interest in this Operating Permit, where such seizure is not discharged within sixty (60) days. 13.2. Additional Security: If Permittee is in default under this Operating Permit, and such default remains uncured for more than three (3) business days after Permittor gives Permittee notice of such default, then Permittor, at Permittor's option, may require Permittee to provide adequate assurance of future performance of all of Permittee's obligations under this Operating Permit in the form of a deposit in escrow, a guarantee by a third party acceptable to Permittor, a surety bond, a letter of credit or other security acceptable to, and approved by, Permittor. If Permittee fails to provide such adequate assurance within twenty (20) days of receipt of a request by Permittor for such adequate assurance, such failure shall constitute a material breach of this Operating Permit and Permittor may, at its option, terminate this Operating Permit. 13.3. Remedies: If Permittee commits a default, then following the expiration of the notice and cure periods set forth in Section 13.1above, Permittor shall have the following alternative remedies, which are in addition to any remedies now or later allowed by law, and Permittor shall use reasonable efforts to mitigate its damages: 13.3.1. Maintain Operating Permit in Force: To maintain this Operating Permit in full force and effect and recover any monetary charges as they become due, without terminating Permittee's right to possession, irrespective of whether Permittee shall have abandoned the Premises. If Permittor elects to not terminate the Operating Permit, Permittor shall have the right to attempt to re-let the Premises at such rent and upon such conditions and for such a term, and to do all acts necessary to maintain or preserve the Premises as Permittor deems reasonable and necessary, without being deemed to have elected to terminate the Operating Permit, including removal of all persons and property from the Premises; such property may be removed and stored in a public warehouse or elsewhere at the cost of and on the account of Permittee. In the event any such re-letting occurs, this Operating Permit shall terminate automatically upon the new Permittee taking possession of the Premises. Notwithstanding that Permittor fails to elect to terminate the Operating Permit initially, Permittor at any time during the Term may elect to terminate this Operating Permit by virtue of such previous default of Permittee so long as Permittee remains in default under this Operating Permit. 13.3.2. Terminate Operating Permit: To terminate Permittee's right to possession by any lawful means, in which case this Operating Permit shall terminate and Permittee shall 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 54 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-201l.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-201l.doc immediately surrender possession of the Premises to Permitter. In such event Permitter shall be entitled to recover from Permittee all damages incurred by Permitter by reason of Permittee's default including without limitation thereto,the following: (i) any amount necessary to compensate Permitter for all the detriment proximately caused by Permittee's failure to perform its obligations under this Operating Permit or which in the ordinary course of business would be likely to result therefrom, including without limitation, (A) any costs or expenses incurred by Permitter including reasonable attorney fees, and (B) such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by applicable state law. The amounts referenced in this Section include interest at 12% per annum. 14. BINDING AGREEMENT: Subject to the restriction upon assignment or subletting as set forth herein, all of the terms, conditions, and provisions of this Permit shall be binding upon the parties, their successors and assigns, and in the case of a Permittee who is a natural person, his or her personal representative and heirs. 15. CONDEMNATION: lfthe whole or any substantial part of the Premises shall be condemned or taken by Permitter or any county, state, or federal authority for any purpose, then the Term shall cease as to the part so taken from the day the possession of that part shall be required for any purpose. From that day the Permittee shall have the right to either cancel this Operating Permit and declare the same null and void, or to continue in the possession of the remainder of the same under the terms herein provided. All damages awarded for such taking for any public purpose shall belong to and be the property of the Permitter, whether such damage shall be awarded as compensation for the diminution in value to the leasehold, or to the fee of the Premises herein leased. Damages awarded for the taking of Permittee's improvements located on the Premises shall belong to and be awarded to Permittee. 16. RIGHT OF INSPECTION: Permittee will allow Permitter, or Permitter's agent, free access to the Premises at all reasonable times for the purpose of inspection, or for making repairs, additions or alterations to the Premises, or any property owned by or under the control of Permitter. 17. SURRENDER OF PREMISES: Permittee shall quit and surrender the premises at the end of the term in a condition as good as the reasonable use thereof would permit, normal wear and tear excepted. Alterations, additions or improvements which may be made by either of the parties hereto on the Premises, except movable office furniture or trade fixtures put in at the expense of Permittee, shall be and remain the property of the Permitter and shall remain on and be surrendered with the Premises as a part thereof at the termination of this lease without hindrance, molestation, or injury. Permittee shall repair at its sole expense any damage to the Premises occasioned by its use thereof, or by the removal of Permittee's trade fixtures, furnishings and equipment which repair shall include the patching and filling of holes and repair of structural damage. 18. INSURANCE: 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 55 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc 18.1. Personal Property: Permittee, at its expense, shall maintain in force during the Term a policy of special form- causes of loss or all risk property insurance on all of Permittee's structures, alterations, improvements,trade fixtures, furniture and other personal property in, on or about the Premises, in an amount equal to at least their full replacement cost. Any proceeds of any such policy available to Permittee shall be used by Permittee for the restoration of Permittee's structures, alterations, improvements and trade fixtures and the replacement of Permittee's furniture and other personal property. Any portion of such proceeds not used for such restoration shall belong to Permittee. Permittee shall not be required to restore structures, alterations, improvements or trade fixtures if available insurance proceeds are not sufficient to do so. 18.2. liability Insurance: Permittee, at its expense,shall maintain in force during the Term the following types of insurance (or equivalents): a policy of airport liability insurance (including premises liability, aircraft products and completed operations coverage, and hangar keepers liability coverage) with the following limits: Premises liability: $1,000,000 per occurrence, $2,000,000 annual aggregate; products and completed operations coverage: $1,000,000 per occurrence, $2,000,000 annual aggregate; hangar keepers liability: $1,000,000 each aircraft and, $1,000,000 per occurrence; operator of aircraft liability insurance in the amount of $1,000,000 per occurrence. Notwithstanding the foregoing, if any similarly situated Permittee at the Airport is required to carry insurance coverages or limits lower than those required under this Operating Permit, Permittee's insurance obligations shall be limited to those lower requirements, and Permitter shall provide reasonable information about insurance requirements applicable to other Permittees upon request. The limits of said insurance shall not, however, limit the liability of Permittee hereunder. Permitter shall be named as an additional insured on Permittee's airport liability insurance solely with respect to the operations of the named insured (i.e., Permittee), Permittee with that coverage being primary and non-contributory with any other policy(ies) carried by, or available to, Permitter. No such policy shall be cancelable or subject to reduction of coverage below the required limits except after forty-five (45) days' prior written notice to Permitter. 18.3. Insurance Policies: Insurance required hereunder shall be written by a company or companies authorized to do business in the State of Washington, rated A-VIII or better in the most recent edition of "Best's Insurance Guides." The liability Insurance limits set out in Section 18.2 shall be subject to change every 6 years, to coincide with the rental adjustment date. The new liability Insurance limits shall be established by the then current limits being imposed by Permitter on Airport Permittees within the immediately preceding 6 years. Insurance required herein shall provide coverage on an occurrence basis, not a claims-made basis. Notice of increased minimum insurance coverage amounts shall be sent to the Permittee at least ninety (90) days prior to the annual renewal date of the Permittee's insurance. Prior to possession (but for the property insurance, upon the issuance of a certificate of occupancy), the Permittee shall deliver to Permitter documents, in a form acceptable to Permitter, evidencing the existence and amounts of such insurance. Permittee 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 56 of 86 OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-20ll.doc OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-20ll.doc shall, not less than fourteen (14} calendar days prior to the expiration of such policies, furnish Permitter with evidence of renewal of such insurance, in a form acceptable to Permitter. Permittee shall not do or permit to be done anything which shall invalidate the insurance policies referred to above. Permittee shall forthwith, upon Permitter's demand, reimburse Permitter for any additional premiums for insurance carried by Permitter attributable to any act or omission or operation of Permittee causing such increase in the cost of insurance. If Permittee shall fail to procure and maintain such insurance, then Permitter may, but shall not be required to, procure and maintain the same, and Permittee shall promptly reimburse Permitter for the premiums and other costs paid or incurred by Permitter to procure and maintain such insurance. 18.4. Waiver of Subrogation: Permittee and Permitter each waives any and all rights of recovery against the other, or against the officers, employees, agents and representatives of the other, for loss of or damage to such waiving party or its property or the property of others under its control, where such loss or damage is insured against under any insurance policy in force at the time of such loss or damage or, in the case of Permitter, that would be covered under a property insurance policy for the full replacement value of any improvements owned by Permitter at the Airport. Permittee shall, upon obtaining the policies of insurance required hereunder,give notice to the insurance carriers that the foregoing mutual waiver of subrogation is contained in this Operating Permit. 19. LIMITATION UPON PERMITTOR'S LIABILITY: Permitter shall not be liable for any damage to property or persons caused by, or arising out of (a) any defect in or the maintenance or use of the Premises, or the improvements, fixtures and appurtenances of which the premises constitute a part; or (b) water coming from the roof, water pipes, flooding of the Cedar River or other body of water, or from any other source whatsoever, whether within or without the Premises; or (c) any act or omission of any Permittee or other occupants of the building, or their agents, servants, employees or invitees thereof. 20. INDEMNITY: Permittee covenants to indemnify and save harmless Permitter against any and all claims arising from the conduct and management of or from any work or thing whatsoever done in or about the Premises or the improvements or equipment thereon during the Operating Permit term, or arising from any act or negligence of the Permittee or any of its agents, contractors, patrons, customers, or employees, or arising from any accident, injury, or damage whatsoever, however caused,to any person or persons, or to the property of any person, persons, corporation or other entity occurring during the Operating Permit term on, in, or about the Premises, and from and against all costs, attorney's fees, expenses, and liabilities incurred in or from any such claims or any action or proceeding brought against the Permitter by reason of any such claim, except such claims arising directly or indirectly out of Permitter's sole act or omission. Permittee, on notice from Permitter, shall resist or defend such action or proceeding forthwith. 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 57 of 86 OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc 21. HOLDING OVER: If Permittee, without Permitter's prior consent, remains in possession of the Premises after expiration or termination of the Term, or after the date in any notice given by Permitter to Permittee terminating this Lease, such possession by Permittee shall be deemed to be a month-to-month tenancy terminable by Permitter by a notice given to Permittee at least thirty (30) days prior to the end of any such monthly period or by Permittee by a notice given to Permitter at least thirty (30) days prior to the end of any such monthly period. During such month-to-month tenancy, Permittee shall pay Rent in the amount then agreed to in writing by Permitter and Permittee. All provisions of this Operating Permit, except those pertaining to term, shall apply to the month-to-month tenancy. 22. NO WAIVER: It is further covenanted and agreed between the parties hereto that no waiver by Permitter of a breach by Permittee of any covenant, agreement, stipulation, or condition of this Operating Permit shall be construed to be a waiver of any succeeding breach of the same covenant, agreement,stipulation, or condition, or a breach of any other covenant agreement, stipulation, or condition. 23. NOTICES: All notices or requests required or permitted under this Operating Permit shall be in writing;shall be personally delivered, delivered by a reputable express delivery service such as Federal Express or DHL, or sent by certified mail, return receipt requested, postage prepaid, and shall be deemed delivered on receipt or refusal. All notices or requests to Permitter shall be sent to Permitter at Permitter's Address set forth below and all notices or requests to Permittee shall be sent to Permittee at Permittee's Address set forth below. Permitter's Address: Airport Manager 616 West Perimeter Road, Unit A Renton, Washington 98057 Permittee's Address: 289 East Perimeter Road Renton, Washington 98057 24. DISCRIMINATION PROHIBITED: 24.1. Discrimination Prohibited: Permittee covenants and agrees not to discriminate against any person or class of persons by reason of race, color, creed, sex, national origin, or any other class of person protected by Federal or State law or the Renton City Code, in the use of any of its facilities provided for the public in the Airport. Permittee further agrees to furnish services on a fair, equal and not unjustly discriminatory basis to all users thereof, and to charge on a fair, reasonable and not unjustly discriminatory basis for each unit of service; provided that Permittee may make reasonable and non-discriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 58 of 86 OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-201l.doc OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-201l.doc 24.2. Minority Business Enterprise Policy: It is the policy of the Department of Transportation that minority business enterprises as defined in 49 C.F.R. Part 23 shall have the maximum opportunity to participate in the performance of leases as defined in 49 C.F.R. 23.5. Consequently, this Operating Permit is subject to 49 C.F.R. Part 23, as applicable. No person shall be excluded from participation in, denied the benefits of or otherwise discriminated against in connection with the award and performance of any contract, including Operating Permits covered by 49 C.F.R. Part 23, on the grounds of race, color, national origin or sex. 24.3. Application to Sub-leases: Subject to the provisions of Section 12 of this Permit, Permittee agrees that it will include the above clause in all assignments of this Operating Permit or sub-leases, and cause its assignee(s) and sub-lessee(s) to similarly include the above clause in further assignments or sub-leases. 25. FORCE MAJEURE: In the event that either party hereto shall be delayed or hindered in or prevented from the performance of any act required hereunder by reason of strikes, lockouts, labor troubles, inability to procure materials, failure of power, restrictive governmental laws or regulations, riots, insurrections, war, or other reason of like nature not the fault of the party delayed in performing work or doing acts required under the terms of this Operating Permit, then performance of such act shall be extended for a period equivalent to the period of such delay. The provisions of this Section shall not, however, operate to excuse Permittee from the prompt payment of any payment required by the terms of this Permit, to be made by Permittee. 26. TRANSFER OF PREMISES BY PERMITTOR: In the event of any sale, conveyance, transfer or assignment by Permitter of its interest in the Premises, Permitter shall be relieved of all liability arising from this Operating Permit and arising out of any act, occurrence or omission occurring after the consummation of such sale, conveyance, transfer or assignment. The Permitter's transferee shall be deemed to have assumed and agreed to carry out all ofthe obligations of the Permitter under this Operating Permit, including any obligation with respect to the return of any security deposit. 27. ATTORNEYS' FEES AND COSTS: COLLECTION COSTS: If either party brings any action for relief against the other party, declaratory or otherwise, arising out of this Operating Permit, including any action by Permitter for the recovery of Rent or possession of the Premises, the prevailing party shall be entitled to reasonable attorneys' fees and costs of litigation as established by the court. If the matter is not litigated or resolved through a lawsuit, then any attorneys' fees for collection of past-due rent or enforcement of any right of Permitter or duty of Permittee hereunder shall entitle Permitter to recover, in addition to any late payment charge, any costs of collection or enforcement, including reasonable attorney's fees. 28. EMERGENCY RESPONSE: Permittee must provide to the Airport Manager reasonable access and response in times of emergency or urgency. The Permittee is wholly 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 59 of 86 OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc responsible to keep an up-to-date listing of aircraft types, identification, and owners on file and at the Airport Manager's office. 29. DEFINITIONS: As used in this Operating Permit, the following words and phrases, whether or not capitalized, shall have the following meanings: "Additional Rent" means any charges or monetary sums to be paid by Permittee to Permitter under the provisions of this Operating Permit other than Minimum Monthly Rent. "Authorized representatives" means any officer, agent, employee, independent contractor or invitee of either party. "Environmental Laws and Requirements" means any and all federal, state, local laws, statutes, ordinances, rules, regulations and/or common law relating to environmental protection, contamination, the release, generation, production, transport,treatment, processing, use, disposal, or storage of Hazardous Substances, worker health or safety or industrial hygiene, and the regulations promulgated by regulatory agencies pursuant to these laws, and any applicable federal, state, and/or local regulatory agency-initiated orders, requirements, obligations, directives, notices, approvals, licenses, or permits. "Expiration" means the coming to an end of the time specified in the Operating Permit as its duration, including any extension of the Term. "Hazardous Substances" means any and all material, waste, chemical, compound, substance, mixture or byproduct that is identified, defined, designated, listed, restricted or otherwise regulated under any Environmental Laws and Requirements as a "hazardous constituent," "hazardous substance," "hazardous material," "extremely hazardous material," "hazardous waste," "acutely hazardous waste," "hazardous waste constituent," "infectious waste," "medical waste," "biohazardous waste," "extremely hazardous waste," "pollutant," "toxic pollutant" or "contaminant." The term "Hazardous Substances" includes, without limitation, any material or substance which is (i) hexavalent chromium; (ii) pentachlorophenol; (iii) volatile organic compounds; (iv) petroleum; (v) asbestos; (vi) designated as a "hazardous substance" pursuant to Section 311of the Federal Water Pollution Control Act, 33 U.S.C. § 1251et seq. (33 U.S.C. § 1321); (vii) defined as a "hazardous waste" pursuant to Section 1004 of the Federal Resource Conservation and Recovery Act, 42 U.S.C. § 6901et seq. (42 U.S.C. § 6903); (viii) defined as a "hazardous substance" pursuant to Section 101of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. § 9601et seq. (42 U.S.C. § 9601); or (ix) designated as a "hazardous substance" pursuant to the Washington Model Taxies Control Act, RCW 70.1050.010 et seq. "Parties" means Permitter and Permittee. 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 60 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-20ll.doc 11 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-20ll.doc Person" means one or more human beings, or legal entities or other artificial persons, including without limitation, partnerships, corporations, trusts, estates, associations and any combination of human beings and legal entities. 11 11Rent" means Minimum Monthly Rent, as adjusted from time to time under a Lease, and Additional Rent. 30. GENERAL PROVISIONS: 30.1. Entire Agreement: This Operating Permit sets forth the entire agreement of the parties as to the subject matter hereof and supersedes all prior discussions and understandings between them. This Operating Permit may not be amended or rescinded in any manner except by an instrument in writing signed by a duly authorized officer or representative of each party hereto. 30.2. EXEMPTION OF PERMITTOR FROM LIABILITY: Permitter or Permitter's agents shall not be liable for injury to persons or to Permittee's business or loss of income therefrom or for damage which may be sustained by the person, goods, wares, merchandise or property of Permittee, its authorized representatives, or any other person in or about the Premises, caused by or resulting from (a) fire, electricity, gas, water or rain which may leak or flow from or into any part of the Premises, (b) any defect in or the maintenance or use of the Premises, or any improvements, fixtures and appurtenances thereon, (c) the Premises or any improvements, fixtures and appurtenances thereon becoming out of repair, (d) the breakage, leakage, obstruction or other defects of the pipes, sprinklers, wires, appliances, plumbing, heating, ventilating or air conditioning or lighting fixtures of the Premises, (e) flooding of the Cedar River or other body of water, or from any other source whatsoever, whether within or without the Premises; or (f) any act or omission of any other Permittee or occupant of the building in which the Premises are located, or their agents, servants, employees, or invitees, provided, that the foregoing exemption shall not apply to losses to the extent caused by Permitter's or its agents', contractors', or employees' negligence or willful misconduct. 30.3. Governing Law: This Operating Permit shall be governed by, and construed and enforced in accordance with, the laws of the State of Washington. 30.4. Severability: Should any of the provisions of this Operating Permit be found to be invalid, illegal or unenforceable by any court of competent jurisdiction, such provision shall be stricken and the remainder of this Operating Permit shall nonetheless remain in full force and effect unless striking such provision shall materially alter the intention of the parties. 30.5. Jurisdiction and Venue: In the event any action is brought to enforce any of the provisions of this Operating Permit,the parties agree to be subject to exclusive in personam 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 61 of 86 OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc jurisdiction in the Superior Court of the State of Washington in and for the County of King or in the United States District Court for the Western District of Washington. 30.6. Waiver: No waiver of any right under this Operating Permit shall be effective unless contained in a writing signed by a duly authorized officer or representative of the party sought to be charged with the waiver and no waiver of any right arising from any breach or failure to perform shall be deemed to be a waiver of any future right or of any other right arising under this Operating Permit. 30.7. Captions: Section captions contained in this Operating Permit are included for convenience only and form no part of the agreement between the parties. 30.8. Assignee as Permittee: The term "Permittee" shall be deemed to include the assignee where there is a full assignment of the Operating Permit. 30.9. Effectiveness: This Operating Permit shall not be binding or effective until properly executed and delivered by Permitter and Permittee. 30.10. Gender and Number: As used in this Operating Permit, the masculine shall include the feminine and neuter, the feminine shall include the masculine and neuter, the neuter shall include the masculine and feminine, the singular shall include the plural and the plural shall include the singular, as the context may require. 30.11. Time of the Essence: Time is of the essence in the performance of all covenants and conditions in this Operating Permit for which time is a factor. 30.12. Joint and Several Liability: If Permittee is composed of more than one person or entity, then the obligations of all such persons and entities under this Operating Permit shall be joint and several. 30.13. No Recordation Without Consent of Permitter: Permittee shall not record this Operating Permit or any memorandum ofthis Operating Permit without Permitter's prior written consent. 30.14. Cumulative Remedies: No remedy or election hereunder shall be deemed exclusive, but shall, wherever possible, be cumulative with all other remedies at law or in equity. 30.15. Corporate Authority: If Permittee is a corporation or limited liability company, each individual executing this Operating Permit on behalf of said corporation or limited liability company represents and warrants that he is duly authorized to execute and deliver this Operating Permit on behalf of said corporation or limited liability company pursuant to duly enacted resolutions or other action of such corporation or limited liability company and that 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 62 of 86 OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc this Operating Permit is binding upon said corporation or limited liability company in accordance with its terms. 30.16. Addenda: The provisions of this Operating Permit shall be subject to those of Addenda 01-89, 02-98, 03-05, 04-05, 05-10 and 06-10 to Lease LAG 003-86. PERMITTEE:PERMITTOR: Ace Aviation, Inc. a Washington corporation THE CITY OF RENTON a Washington municipal corporation By _ its: Owner/President Date: _ Mayor, Denis Law Date: _ 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 63 of 86 OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc ATTEST: By Bonnie Walton, City Clerk Date: Approved as to legal form: Lawrence J. Warren, City Attorney 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 64 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc STATE OF WASHINGTON COUNTY OF _ 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 65 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc : ss. I certify that I know or have satisfactory evidence that is the person who appeared before me,and s/he acknowledged that s/he signed this instrument, on oath stated that s/he was authorized to execute the instrument and acknowledged it as the ---------of a to be the free and voluntary act of such for the uses and purposes mentioned in the instrument. Dated this day of _, 201_. [Signature of Notary] [Print Name of Notary] Notary Public in and for the State of Washington, residing at _ My commission expires: _ STATE OF WASHINGTON COUNTY OF _ : ss. I certify that I know or have satisfactory evidence that is the person who appeared before me, and s/he acknowledged that s/he signed this instrument, on oath stated that s/he was authorized to execute the instrument and acknowledged it as the ---------of a to be the free and voluntary act of such for the uses and purposes mentioned in the instrument. Dated this day of _, 201_. [Signature of Notary] [Print Name of Notary] STATE OF WASHINGTON Notary Public in and for the State of Washington, residing at-------- My commission expires: _ 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 66 of 86 OPERATING PERMIT City of Renton to Ace Aviation, Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-2011.doc COUNTY OF _ : ss. I certify that I know or have satisfactory evidence that is the person who appeared before me, and s/he acknowledged that s/he signed this instrument, on oath stated that s/he was authorized to execute the instrument and acknowledged it as the ---------of a to be the free and voluntary act of such for the uses and purposes mentioned in the instrument. Dated this day of _, 201_. [Signature of Notary] [Print Name of Notary] Notary Public in and for the State of Washington, residing at-------- My commission expires: _ STATE OF WASHINGTON COUNTY OF _ : ss. I certify that I know or have satisfactory evidence that is the person who appeared before me, and s/he acknowledged that s/he signed this instrument, on oath stated that s/he was authorized to execute the instrument and acknowledged it as the ---------of a to be the free and voluntary act of such for the uses and purposes mentioned in the instrument. Dated this day of _, 201_. [Signature of Notary] [Print Name of Notary] Notary Public in and for the State of Washington, residing at-------- My commission expires: _ 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 67 of 86 OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-201l.doc OPERATING PERMIT City of Renton to Ace Aviation,Inc. H:filesys/AIR/Admin/Real Property Management/Ace Aviation/Operating Permit/2-21-201l.doc EXHIBIT A Sublease Map and Legal Description 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 68 of 86 r--. PAG-04-004 Commercial Lease Agreement Bosair LLC.to Ace Aviation,Ine THIS IS A LEASE AGREEMENT,dated December 1st 2010,between Bosair LLC,("Lessor"), and Ace Aviation,Inc.a Washington corporation ("Lessee")IN CONSIDERATION of the covenants and agreements hereinafter set forth,the parties agree as follows: 1.Premises:Lessor hereby leases to Lessee the property located at 289 E Perimeter RD,Renton,WA.98057. 2.TERM:The term of this lease shall be for the period commencing on December 1st 2010 and terminating on July 5th 2020. 3.RENTAL: 3a.Initial Rental:As rental for the above-described premises through 1st 2010, Lessee shall pay unto Lessor a monthly rental in the sum of $4000 Dollars,plus Leasehold Excise Tax as described in Paragraph 3f.below,payable promptly in advance on the first day of each and every month.Lessee covenants that Ace Aviation,Inc.shall make all monthly rental payments to the Lessor on behalf of all condominium association members.All such payments shall be made to Bosair,LLC 289 Perimeter RD E,Renton,Washington 98055. 3b.Rental Adjustment Date:Effective as of December 1Sf,2010 the starting date of this lease,and every three (3)years thereafter,said rental rate as herein specified shall be readjusted by and between the parties to be effective for each ensuing three (3)year period. 3c.Use of Consumer Price Index-Urban:Lessor and Lessee do hereby further agree that the Consumer Price Index information to be used for rental adjustments shall be the Consumer Price Index -Urban (CPI-U)then in effect for all urban consumers,as published by the US Department of Labor for the Seattle-Tacoma Metropolitan Area. 3d.Late Payment Charge:It is hereby further agreed that if such rental is not paid before the 10th of each month,then there will be added a late payment charge of 5%per month for each month of delinquency until paid.It is agreed that this late payment charge isa reasonable estimate of the increased costs to the city of the staff effort to monitor and collect late payments,as well as related city expenses due to such late payment.If any check received by Lessor is returned unpaid for any reason,Lessor reserves the right to make an additional charge up to the maximum amount allowed by law. 3e.Attorneys Fees/Collection Charges:Should it be necessary to refer this lease to an attorney for collection or other court action involving breach of lease,occupancy after 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 69 of 86 PAG-04-004 termination,or enforcement or determination of any other right and/or duty under this lease,then it is agreed that the prevailing party shall be entitled to recover its reasonable attorney's fees and costs of litigation as established by the court.If the matter is not litigated or resolved through a lawsuit,then any attorney's fees expenses for collection of past-due rent or enforcement of any right or duty hereunder shall entitle the city to recover,in addition to any late payment charge, any costs of collection or enforcement,including attorney's fees. 3f.Other Charges:Lessee further agrees to pay,in addition to the rentals hereinabove specified and other charges hereinabove defined,all fees and charges now in effect or hereafter levied or established by Lessor,or its successors,or by any other governmental agency or authority,being or becoming levied or charged against the premises,structures, business operations,or activities conducted by or use made by Lessee of,on,and from the leased premises which shall include,but not be limited to,all charges for light,heat,gas,power, garbage,water and other utilities or services rendered to said premises. 4.LEASEHOLD EXCISE TAX:Lessee hereby agrees and covenants to pay unto Lessor that certain leasehold excise tax as established by RCW Chapter 82.29A,as amended,or any replacement thereof,which tax shall be in addition to the stipulated monthly rental and shall be paid separately to the Director of Finance,City of Renton,at the same time the monthly rental is due.In the event that the State of Washington or any other governmental authority having jurisdiction thereover shall hereafter levy or impose any similar tax or charge on this lease or the leasehold estate,then Lessee agrees and covenants to pay said tax or charge,when due.Such tax or charge shall be in addition to the regular monthly rentals. 5.PAYMENT OF UTILITIES AND RELATED SERVICES.Lessee shall pay for all light,heat,gas,power,garbage,water,sewer and janitorial service used in the Premises. Lessor shall not be liable for any loss or damage caused by or resulting from any variation, interruption,or failure of said utility services due to any cause whatsoever;and no temporary interruption or failure of such services incident to the making of repairs,alterations or improvements,or due to accident,strike,act of God,or conditions or events not under Lessor's control,shall be deemed a breach of the Lease or as an eviction of Lessee,or relieve Lessee from any of its obligations hereunder. 6.LESSEE'S ACCEPTANCE OF PREMISES. 6a.General Acceptance of Premises:By occupying the Premises,Lessee formally accepts the same in AS IS condition,and acknowledges that the Lessor has complied with all the requirements imposed upon it under the terms of this Lease with respect to the condition of the Premises at the commencement of this term.Lessee hereby accepts the premises subject to all applicable zoning,municipal,county and state laws,ordinances and regulations governing and regulating the use of the premises,and accepts this Lease subject thereto and to all matters disclosed thereby and by any exhibits attached hereto.Lessee acknowledges that neither Lessor nor Lessor's agent has made any representation or warranty as to the suitability of the Premises for the conduct of Lessee's business or use.Except as otherwise provided herein,Lessor 2 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 70 of 86 PAG-04-004 warrants Lessee's right to peaceably and quietly enjoy the premises without any disturbance from Lessor,or others claiming by or through Lessor. 7.PURPOSE:The premises are to be used for the pupose of aviation maintenance and related aircraft associated business,and for no other purpose without the written concent of Lessor.Lessee shall nor permit anything to be done,in or about the premises,which will increase the existing reste of,or affect,any policy of fire or other insurance upon the building or its contents,because a cancellation of any insurance policy;or interfere with the rights of other tentants of the building or injure or annoy them,or use the premises for any unlawful purpose. Lessee shall not cause or permit any nuisance in,on or about the premises. 7a.Hazardous Waste:Lessee covenants that he will not permit any waste,damage,or injury to the Premises or improvements thereon,nor allow the maintenance of any nuisance thereon,nor the use thereof for any illegal purposes or activities. 8.MAINTENANCE: 8a.Maintenance of Premises:The Premises and all ofthe improvements or structures thereon shall be used and maintained by Lessee in a neat,orderly,and sanitary manner.Lessor shall not be called upon to make any improvements,alteration,or repair of any kind upon the Premises.Lessee is responsible for the clean-up and proper disposal at reasonable and regular intervals of rubbish,trash,waste and leaves upon the Premises,including that blown against fences bordering the Premises,whether as a result of the operation of Lessee's aircraft tie-down storage activities or having been deposited upon the Premises from other areas 8b.Removal of Snow/Floodwater/Mud:Lessee shall be responsible for removal of snow and/or floodwaters or mud deposited therefrom from the Premises,with the disposition thereof to be accomplished in such a manner so as to not interfere with or increase the maintenance activities of Lessor upon the public areas of the Airport. 8c.Repair of Personal Property:It is further agreed that all personal property on the Premises shall be used at the risk of Lessee only,and that Lessor or Lessor's agents shall not be liable for any damage either to persons or property sustained by Lessee or other persons due to the Premises or improvements thereon becoming out of repair. 8d.Lessor May Perform Maintenance:If Lessee fails to perform Lessee's obligations under this Paragraph,Lessor may at its option (but shall not be required to)enter the Premises, after thirty (30)days'prior written notice to Lessee,and put the same in good order,condition and repair,and the cost thereof together with interest thereon at the rate of twelve (12%)percent per annum shall become due and payable as additional rental to Lessor together with Lessee's next rental installment. 3 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 71 of 86 PAG-04-004 9.ALTERATIONS. 9a.Lessor's Consent Required:Lessee will not make any alterations,additions or improvements in or to the Premises without the written consent of Lessor first having been obtained. 9b.Protection from Liens:Before commencing any work relating to alterations, additions and improvements affecting the Premises,Lessee shall notify Lessor in writing of the expected date of commencement thereof.Lessor shall then have the right at any time and from time to time to post and maintain on the Premises such notices as Lessee reasonably deems necessary to protect the Premises and Lessor from mechanics'liens,materialmen's liens or any other liens.In any event,Lessee shall pay,when due,all claims for labor or materials furnished to or for Lessee at or for use in the Premises.Lessee shall not permit any mechanics'or materialmen's liens to be levied against the Premises for any labor or material furnished to Lessee or claimed to have been furnished to Lessee or to Lessee's agents or contractors in connection with work of any character performed or claimed to have been performed on the Premises by or at the direction of Lessee. 9d.Lessor May Make Improvements:Lessee agrees that Lessor,at its option,may at its own expense make repairs,alterations or improvements which Lessor may deem necessary or advisable for the preservation,safety or improvement of the Premises or improvements located thereon,if any. 10.LIMIT A nON UPON LESSOR'S LIABILITY.Lessor shall not be liable for any damage to property or persons caused by,or arising out of (a)any defect in or the maintenance or use of the Premises,or the improvements,fixtures and appurtenances of which the premises constitute a part;or (b)water coming from the roof,water pipes,flooding of the Cedar River or other body of water,or from any other source whatsoever,whether within or without the Premises;or (c)any act or omission of any Lessee or other occupants of the building,or their agents,servants,employees or invitees thereof. 11.HOLD HARMLESS:Lessee covenants to indemnify and save harmless Lessor against any and all claims arising from the conduct and management of or from any work or thing whatsoever done in or about the Premises or the improvements or equipment thereon during the lease term,or arising from any.act or negligence of the Lessee or any of its agents, contractors,patrons,customers,or employees,or arising from any accident,injury,or damage whatsoever,however caused,to any person or persons,or to the property of any person,persons, corporation or other entity occurring during the lease term on,in,or about the Premises,and from and against all costs,attorney's fees,expenses,and liabilities incurred in or from any such claims or any action or proceeding brought against the Lessor by reason of any such claim,except such claims arising directly or indirectly out of Lessor's sole act or omission. 4 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 72 of 86 PAG-04-004 12.ASSIGNMENT: 12a.Assignment/Subletting:This lease or any part hereof shall not be assigned by Lessee,by operation of law or otherwise,nor shall the premises or any part thereof be sublet without the prior written consent bf Lessor,which consent shall not be unreasonably withheld, subject to Lessor's receipt of commercially reasonable evidence that the proposed assignee or subtenant is in a financial condition to undertake the obligations of this lease,and,in the event of assignment,Lessor's receipt of an affidavit from the proposed assignee stating that it has examined this lease and agrees to assume and be bound by all of Lessee's obligations under this lease,to the same extent as if it were the original Lessee.If Lessee is a corporation,the transfer of a majority of Lessee's stock shall constitute an assignment for purposes ofthis paragraph. 12b.Subletting:Lessee may sublet portions of the Premises for the purpose of aircraft hangar storage,only,without the prior written approval by the Lessor of this permitted use,on a month-to-month or longer basis (but not longer than the term of this Lease),provided that Lessor is informed on at least an annual basis,in writing,of the name ofthe sublessee(s),the purpose of the sublease,the amount of the rental charged,and the type of aircraft stored (make,model and registration number.Such information shall be disclosed upon request by Lessor. 13.RIGHT OF INSPECTION.Lessee will allow Lessor,or Lessor's agent,free access at all reasonable times to the Premises for the purpose of inspection,or of making repairs, additions or alterations to the Premises,or any property owned by or under the control of Lessor. 14.CONDEMNATION:If the whole or any substantial part of the Premises shall be condemned or taken by Lessor or any county,state,or federal authority for any purpose,then the term of this lease shall cease as to the part so taken from the day the possession of that part shall be required for any purpose,and the rent shall be paid up to that date.From that day the Lessee or Lessor shall have the right to either (a)cancel this lease and declare the same null and void,or (b)to continue in the possession of the remainder of the same under the terms herein provided, except that the rent shall be reduced in proportion to the amount of the premises taken for such public purposes.All damages awarded for such taking for any public purpose shall belong to and be the property of the Lessor,whether such damage shall be awarded as compensation for the diminution in value to the leasehold,or to the fee of the premises herein leased.Damages awarded for the taking of Lessee's improvements located on the premises shall belong to and be awarded to Lessee. 15.SURRENDER OF PREMISES:Lessee shall quit and surrender the premises at the end of the term in as good a condition as the reasonable use thereof would permit,normal wear and tear excepted.Alterations,additions or improvements which may be made by either of the parties hereto on the Premises,except movable office furniture or trade fixtures put in at the expense of Lessee,shall be and remain the property of the Lessor and shall remain on and be surrendered with the Premises as a part thereof at the termination of this lease without hindrance, molestation,or injury.Lessee shall repair at its sole expense any damage to the Premises occasioned by its use thereof,or by the removal of Lessee's trade fixtures,furnishings and 5 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 73 of 86 PAG-04-004 equipment which repair shall include the patching and filling of holes and repair of structural damage. 16.INSURANCE: 16a.Personal Property:It is agreed that Lessor shall not be held liable in any manner for,or on account of,any loss or damage to personal property of the Lessee,Lessee's invitees or other persons,which may be sustained by fire or water or other insured peril,or for the loss of any articles by burglary,theft or any other cause from or upon the Premises.It is acknowledged that Lessor does not cover any of the personal property of Lessee,Lessee's invitees or other persons upon the Premises through its insurance.Lessee,its invitees and other persons upon the Premises are solely responsible to obtain suitable personal property insurance. 16b.Liability Insurance:The Lessee agrees to maintain in force during the term of this Lease a policy of comprehensive public liability and property damage insurance written by a company authorized to do business in the State of Washington against any liability arising out of the ownership,use,occupancy or maintenance of the Premises and all areas appurtenant thereto. The limits of liability shall be in an amount of not less than $1,000,000.00 for injury to or death of one person in anyone accident or occurrence and in an amount of not less than $1,000,000.00 for injury to or death of more than one person in anyone accident or occurrence,and of not less than $1,000,000.00 for property damage.The limits of said insurance shall not,however,limit the liability of Lessee hereunder.The insurance policy shall have a Landlord's Protective Liability endorsement attached thereto. 17 .TAXES:Lessee shall be responsible for the payment of any and all taxes and assessments upon any property or use acquired under this agreement. 18.HOLDING OVER:If,without execution of any extension or renewal of this lease Lessee should remain in possession of the premises after expiration or termination of the term of this lease,then Lessee shall be deemed to be occupying the Premises as a tenant from month-to-month.All the conditions,terms,and provisions of this lease,insofar as applicable to a month-to-month tenancy,shall likewise be applicable during such period. 19.NOTICES:All notices under this lease shall be in writing and delivered in person,with receipt therefor,or sent by certified mail,in the case of any notice unto Lessor,at the following address: 289 Perimeter RD E,Renton W A.98055 and in case of any notice unto Lessee,to the address of the Premises,or such address as may hereafter be designated by either party in writing. 20.DISCRIMINATION PROHIBITED: 20a.Discrimination Prohibited:Lessee covenants and agrees not to discriminate against any person or class of persons by reason of race,color,creed,sex or national origin in the 6 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 74 of 86 PAG-04-004 use of any of its facilities provided for the public in the Airport.Lessee further agrees to furnish services on a fair,equal and not unjustly discriminatory basis to all users thereof,and to charge on a fair,reasonable and not unjustly discriminatory basis for each unit of service;provided that Lessee may make reasonable and non-discriminatory discounts,rebates,or other similar types of price reductions to volume purchasers. 21.ENTIRE AGREEMENT:This Lease contains all agreements of the parties with respect to any matter mentioned herein.No prior agreement or understanding pertaining to any such matter shall be effective.This Lease may be modified in writing only,signed by the parties in interest at the time of the modification. 22.CORPORATE AUTHORITY:If Lessee is a corporation,each individual executing this Lease on behalf of said corporation represents and warrants that he is duly authorized to execute and deliver this Lease on behalf of said corporation in accordance with a duly adopted resolution of the Board of Directors of said corporation and in accordance with the Bylaws of said corporation,and that this Lease is binding upon said corporation in accordance with its terms. 23.TRANSFER OF PREMISES BY LESSOR:In the event of any sale,conveyance, transfer or assignment by Lessor of its interest in the Premises,Lessor shall be relieved of all liability arising from this Lease and arising out of any act,occurrence or omission occurring after the consummation of such sale,conveyance,transfer or assignment.The Lessor's transferee shall be deemed to have assumed and agreed to carry out all of the obligations ofthe Lessor under this Lease,including any obligation with respect to the return of any security deposit. Wherefore,the parties have executed this lease this day of December l"2010. Ace Aviation,Inc.Bosair,LLC a W A.Corparation ~by:Kurt Boswell its:President a W A.Limited Liability Company ,~~ ,~Kurt Boswell Member: Date:Il/i /10 Date:12/,/;o 7 6f. ‐ Transportation Systems Division recommends approval of a  sublease agreement between Bosair, LLC and Ace Aviation, Inc.; and Page 75 of 86 CITY OF RENTON, WASHINGTON RESOLUTION NO. A RESOLUTION OF THE CITY OF RENTON, WASHINGTON, ADOPTING AN AMENDED FAIR PRACTICES POLICY IN ORDER TO ESTABLISH A PLAN APPROVED BY THE WASHINGTON STATE HUMAN RIGHTS COMMISSION. WHEREAS, the City of Renton has heretofore established a Fair Practices Policy; and WHEREAS, it is deemed necessary and in the public interest to amend such policy in order to establish a plan approved by the Washington State Human Rights Commission; and WHEREAS, it is advisable to adopt such a policy, as amended; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RENTON, WASHINGTON, DOES RESOLVE AS FOLLOWS: SECTION I. The above recitals are found to be true and correct in all respects. SECTION II. The City's amended Fair Practices Policy, a summary of which is attached hereto, labeled Exhibit "A" and made a part hereof as if fully set forth, is hereby adopted and established as the City of Renton's Fair Practices Policy. PASSED BY THE CITY COUNCIL this day of , 2011. Bonnie I. Walton, City Clerk APPROVED BY THE MAYOR this day of , 2011. Denis Law, Mayor 8a. ‐ Adopting a revised Fair Practices policy (See 6.e.) Page 76 of 86 RESOLUTION NO. Approved as to form: Lawrence J. Warren, City Attorney RES:1499:2/22/ll:scr 8a. ‐ Adopting a revised Fair Practices policy (See 6.e.) Page 77 of 86 EXHIBIT "A" CITY OF RENTON SUMMARY OF FAIR PRACTICES POLICY ADOPTED BY RESOLUTION NO. It is the policy of the City of Renton to promote and provide equal treatment and service to all citizens and to ensure equal employment opportunity to all persons without regard to their race; religion/creed; national origin; ancestry; sex; age over 40; sexual orientation or gender identity; pregnancy; HIV/AIDS and Hepatitis C status; use of a guide dog/service animal; marital status; parental/family status; military status; or veteran's status, or the presence of a physical, sensory, or mental disability, when the City of Renton can reasonably accommodate the disability, of employees and applicants for employment and fair, non-discriminatory treatment to all citizens. All departments of the City of Renton shall adhere to the following guidelines: (1) EMPLOYMENT PRACTICES - The City of Renton will ensure all employment related activities included recruitment, selection, promotion, demotion, training, retention and separation are conducted in a manner which is based on job-related criteria which does not discriminate against women, minorities and other protected classes. Human resources decisions will be in accordance with individual performance, staffing requirements, governing civil service rules, and labor contract agreements. (2) COOPERATION WITH HUMAN RIGHTS ORGANIZATIONS - The City of Renton will cooperate fully with all organizations and commissions organized to promote fair practices and equal opportunity in employment. (3) CONTRACTORS' OBLIGATIONS - Contractors, sub-contractors, consultants and suppliers conducting business with the City of Renton shall affirm and subscribe to the Fair Practices and Non-discrimination policies set forth by the law and by City policy. Copies of this policy shall be distributed to all City employees, shall appear in all operational documentation of the City, including bid calls, and shall be prominently displayed in appropriate city facilities. CONCURRED IN by the City Council of the City of Renton, Washington, this day of , 20 . CITY OF RENTON RENTON CITY COUNCIL Denis Law, Mayor Council President Attest: Bonnie I. Walton, City Clerk 8a. ‐ Adopting a revised Fair Practices policy (See 6.e.) Page 78 of 86 CITY OF RENTON, WASHINGTON RESOLUTION NO. A RESOLUTION OF THE CITY OF RENTON, WASHINGTON, AUTHORIZING THE MAYOR AND CITY CLERK TO ENTER INTO AN INTERLOCAL AGREEMENT WITH CITY OF TUKWILA REGARDING PHASE II OF THE 27™ STREET/STRANDER BOULEVARD EXTENSION PROJECT. WHEREAS, the cities of Renton and Tukwila are authorized, pursuant to RCW Chapter 39.34, to enter into an interlocal government cooperative agreement; and WHEREAS, the cities of Renton and Tukwila have both identified the need for extending Strander Boulevard/SW 27th Street to connect to Oakesdale Avenue South to provide an additional east/west arterial connection between the cities; and WHEREAS, Phase II of the 27th Street/Strander Boulevard Extension Project ("Project") will be located partly in the City of Renton and partly in the City of Tukwila; and WHEREAS, it is in the best interest of both cities to establish a lead agency to manage the Project and to provide for the design, environmental review, property acquisition and construction of the Project; and WHEREAS, the City of Renton previously completed Phase I of the Strander Boulevard Extension Project and is completing the design, environmental and right-of-way acquisition for Phase II; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RENTON, WASHINGTON, DOES RESOLVE AS FOLLOWS: SECTION I. The above recitals are found to be true and correct in all respects. 8b. ‐ Strander Blvd. interlocal agreement with the City of Tukwila (7.a.) Page 79 of 86 RESOLUTION NO. SECTION II. The Mayor and City Clerk are hereby authorized to enter into an interlocal agreement with City of Tukwila regarding Phase II of the 27th Street/Strander Boulevard Extension Project. PASSED BY THE CITY COUNCIL this day of , 2011. Bonnie I. Walton, City Clerk APPROVED BY THE MAYOR this day of , 2011. Denis Law, Mayor Approved as to form: Lawrence J. Warren, City Attorney RES.1497:2/8/ll:scr 8b. ‐ Strander Blvd. interlocal agreement with the City of Tukwila (7.a.) Page 80 of 86 CITY OF RENTON, WASHINGTON RESOLUTION NO. A RESOLUTION OF THE CITY OF RENTON, WASHINGTON, AUTHORIZING THE MAYOR AND CITY CLERK TO ENTER INTO AN ASSIGNMENT AGREEMENT WITH CITY OF TUKWILA REGARDING AN AGREEMENT BETWEEN CITY OF TUKWILA AND BNSF RAILWAY COMPANY FOR RAILROAD BRIDGE CONSTRUCTION AND MAINTENANCE. WHEREAS, the City of Renton ("Renton") is the project sponsor for the proposed Strander Boulevard/SW 27th Street Extension Project ("Project"); and WHEREAS, Renton and the City of Tukwila ("Tukwila") have been collaborating and cooperating on the design and construction of the Project; and WHEREAS, the Project necessitates a new railroad crossing at separated grades ("Strander Boulevard Underpass"), which will be wholly located in the Tukwila city limits; and WHEREAS, Renton, as the project sponsor, requires that there be in place an agreement between BNSF Railway Company ("BNSF") and Tukwila for construction and maintenance of the Strander Boulevard Underpass as it will be wholly within Tukwila city limits; and WHEREAS, as Tukwila is not a participant in, and does not benefit from, the design and construction of the Strander Boulevard Underpass, it wishes to assign all of its rights and responsibilities under its agreement with BNSF regarding the Strander Boulevard Underpass to Renton; and WHEREAS, Renton, as the project sponsor, agrees to accept assignment of Tukwila's rights and responsibilities under the agreement with BNSF regarding the Strander Boulevard Underpass; 8c. ‐ Strander Blvd. underpass agreement with the City of Tukwila and  BNSF Railway (See 7.a.)Page 81 of 86 RESOLUTION NO. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RENTON, WASHINGTON, DOES RESOLVE AS FOLLOWS: SECTION I. The above recitals are found to be true and correct in all respects. SECTION II. The Mayor and City Clerk are hereby authorized to enter into an assignment agreement with Tukwila regarding the agreement between Tukwila and BNSF regarding construction and maintenance of the Strander Boulevard Underpass. PASSED BY THE CITY COUNCIL this day of , 2011. Bonnie I. Walton, City Clerk APPROVED BY THE MAYOR this day of , 2011. Approved as to form: Lawrence J. Warren, City Attorney RES.1496:2/8/ll:scr Denis Law, Mayor 8c. ‐ Strander Blvd. underpass agreement with the City of Tukwila and  BNSF Railway (See 7.a.)Page 82 of 86 CITY OF RENTON, WASHINGTON ORDINANCE NO. AN ORDINANCE OF THE CITY OF RENTON, WASHINGTON, AMENDING SUBSECTIONS 4-1-160D, FEE CALCULATIONS, AND 4-1-160J, ADOPTION OF THE DISTRICT CAPITAL FACILITIES PLAN AND SUBMISSION OF THE ANNUAL UPDATES AND REPORT AND DATA, OF CHAPTER 1, ADMINISTRATION AND ENFORCEMENT, OF TITLE IV (DEVELOPMENT REGULATIONS) OF ORDINANCE NO. 4260 ENTITLED "CODE OF GENERAL ORDINANCES OF THE CITY OF RENTON, WASHINGTON", SETTING THE IMPACT FEE AT $3,808 PER NEW SINGLE-FAMILY HOME IN THE ISSAQUAH SCHOOL DISTRICT; SETTING THE IMPACT FEE AT $5,486 PER NEW SINGLE FAMILY HOME AND $3,378 PER NEW MULTI-FAMILY UNIT IN THE KENT SCHOOL DISTRICT; RETAINING THE IMPACT FEE AT $6,310 PER NEW SINGLE FAMILY HOME AND $1,258 PER NEW MULTI-FAMILY UNIT IN THE RENTON SCHOOL DISTRICT; AND ADOPTING THE CAPITAL FACILITIES PLANS OF THE ISSAQUAH AND KENT SCHOOL DISTRICTS WITHIN THE CITY OF RENTON. WHEREAS, under Section 4-1-160 of Chapter 1, Administration and Enforcement, of Title IV (Development Regulations), of Ordinance No. 4260 entitled "Code of General Ordinances of the City of Renton, Washington", as amended, and the maps and reports adopted in conjunction therewith, the City of Renton has heretofore collected on behalf of the Issaquah School District an impact fee of $3,344 for each new single-family home built within the District's boundaries; and WHEREAS, the Issaquah School District requested that the City of Renton adopt the District's 2010 Capital Facilities Plan, which includes an increase in the impact fee for new single-family homes to $3,808; and WHEREAS, under Section 4-1-160 of Chapter 1, Administration and Enforcement, of Title IV (Development Regulations), of Ordinance No. 4260 entitled "Code of General Ordinances of the City of Renton, Washington", as amended, and the maps and reports adopted in conjunction therewith, the City of Renton has heretofore collected on behalf of the 8a. ‐ Issaquah, Kent, and Renton School District Impact Fees (See 7.b.) Page 83 of 86 ORDINANCE NO. Kent School District an impact fee of $5,394 for each new single-family home and $3,322 per new multi-family unit built within the District's boundaries; and WHEREAS, the Kent School District requested that the City of Renton adopt the District's 2010/2011 - 2015/2016 Capital Facilities Plan, which recommends an increase in the impact fee for new single-family homes to $5,486 and an increase in the impact fee for new multi-family units to $3,378; and WHEREAS, under Section 4-1-160 of Chapter 1, Administration and Enforcement, of Title IV (Development Regulations), of Ordinance No. 4260 entitled "Code of General Ordinances of the City of Renton, Washington", as amended, and the maps and reports adopted in conjunction therewith, the City of Renton has heretofore collected on behalf of the Renton School District an impact fee of $6,310 for each new single-family home and $1,258 per new multi-family unit built within the District's boundaries; and until recently the Renton School District has been able to accommodate growth within existing facilities, but currently estimates a need for additional school facilities within the next six (6) years to accommodate anticipated growth; and WHEREAS, the Renton School District has not submitted an updated Capital Facilities Plan; and WHEREAS, the adopted 2008 Capital Facilities for the Renton School District recommends the collection of an impact fee for new single-family homes of $6,310 and the collection of an impact fee for new multi-family units of $1,258; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF RENTON, WASHINGTON, DOES ORDAIN AS FOLLOWS: 8a. ‐ Issaquah, Kent, and Renton School District Impact Fees (See 7.b.) Page 84 of 86 ORDINANCE NO. SECTION I. Subsection 4-1-160D.5 of subsection 4-1-160D, Fee Calculations, of Chapter 1, Administration and Enforcement, of Title IV (Development Regulations) of Ordinance No. 4260 entitled "Code of General Ordinances of the City of Renton, Washington", is hereby amended as follows: 5. The City Council may adjust the fee calculated under this subsection, as noodod it sees fit, to take into account local conditions such as, but not limited to, price differentials throughout the District in the cost of new housing, school occupancy levels, and the percent of the District's Capital Facilities Budget which will be expended locally. The City Council establishes the following fees: Issaquah School District Kent School District Renton School District Single Family Fee Amount $3,344808.00 $5.394486.00 $6,310.00 Multi-Family and Accessory Dwelling Unit Fee Amount Not Applicable $3,522-378.00 $1,258.00 SECTION II. Subsection 4-1-160J.1 of subsection 4-1-160J, Adoption of the District Capital Facilities Plan and Submission of the Annual Updates and Report and Data, of Chapter 1, Administration and Enforcement of Title IV (Development Regulations) of Ordinance No. 4260 entitled "Code of General Ordinances of the City of Renton, Washington", is hereby amended as follows: 8a. ‐ Issaquah, Kent, and Renton School District Impact Fees (See 7.b.) Page 85 of 86 ORDINANCE NO. 1. The following capital facilities plans are hereby adopted by reference by the City as part of the Capital Facilities Element of the City's Comprehensive Plan: a. The Issaquah School District No. 4113009-2010 Capital Facilities Plan; b. The Kent School District No. 415 2009/2010—2011/2015 2010/2011 -2015/2016 Capital Facilities Plan; c. The Renton School District No. 403 2008 Capital Facilities Plan. SECTION III. This ordinance shall be effective upon its passage, approval and thirty (30) days after publication. PASSED BY THE CITY COUNCIL this day of. _, 2011. Bonnie I. Walton, City Clerk APPROVED BY THE MAYOR this day of. ., 2011. Approved as to form: Denis Law, Mayor Lawrence J. Warren, City Attorney Date of Publication: ORD.1695:2/3/ll:scr 8a. ‐ Issaquah, Kent, and Renton School District Impact Fees (See 7.b.) Page 86 of 86